LOUISVILLE, Ky. (AP) – 2:38 p.m.

Celebrity chef Bobby Flay cooked up a winner in the $300,000 Humana Distaff as Dame Dorothy edged Judy the Beauty by a neck in a rousing battle to the wire. The 4-year-old filly is named for his mother.

It was the second stakes win of the day for trainer Todd Pletcher, who saddles three runners later in the Derby: Carpe Diem, Materiality and Itsaknockout.

Dame Dorothy won for the sixth time in eight starts. She paid $7.20 to win. Javier Castellano was aboard for the seven furlongs in 1:22.67.

Judy the Beauty suffered a tough-luck loss in her comeback, the first race since she captured the Breeders’ Cup Filly & Mare Sprint last November at Santa Anita.

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2:35 p.m.

Divisidero has a marvelous closing kick.

He flashed that powerful move in a bold run down the center of the course for an upset in the $250,000 American Turf Stakes for 3-year-olds.

The colt trained by Buff Bradley and ridden by Rafael Hernandez is now 2 for 3 after rallying from 11th to beat A Lot by three quarters of a length.

He made some Derby Day long shot fans happy with a $19.20 payoff to win.

The time was 1:41.59 for the 1 1/16 miles on the firm course.

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1:50

The $200,000 Derby Trial for 3-year-olds, the traditional opening day feature at Churchill Downs, has a new name and a new spot on the calendar.

It has been rechristened the Pat Day Mile, in honor of the retired Hall of Fame rider, and now kicks off the stakes undercard on Derby Day.

Day, dapper in a dark suit, was on hand for the trophy presentation to a winner with a very bright future.

Competitive Edge improved to 4 for 4 with another commanding win. He beat Pain and Misery by 4 1/2 lengths with John Velazquez aboard for trainer Todd Pletcher, paying $4.60 to win as the 6-5 favorite.

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1:30 p.m.

Spotted on the red carpet at Churchill Downs gettin’ ready for the Derby were Singer Josh Groban, wearing a blue suit with no tie;

Vikings QB Teddy Bridgewater, former Louisville star; Anna Nicole Smith’s daughter, Dannielynn Birkhead and the girl’s father, Larry Birkhead; Cheech Marin, wearing an off-white linen suit, no tie; singer Johnny Gill; and former Playboy model Kendra Wilkinson, who, when asked about Derby parties, replied, “They are the best, last night we partied hard.”

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1:15 p.m.

John Oxley spent Derby Day in a place where every horse owner longs to be – in an owner’s suite near the Churchill Downs track.

The Louisville track spent $4.2 million to build the new Winner’s Circles Suites for Derby horse owners. The project also included a new courtyard that provided up-close viewing for more than 600 Derby fans.

The new suites were a winner with Oxley, owner of Derby horse Danzig Moon.

“We’re near the finish line,” he said. “We have a nice view up the track at the far turn. And it’s convenient to get to the paddock from here.”

Oxley won the 2001 Derby with Monarchos.

The open-air suites are situated in a prime spot under the track’s iconic twin spires. Each Derby horse owner received 18 complimentary tickets for the suites as well as food and drinks. In the past, owners received a complimentary six-person box in the third-floor clubhouse.

“It’s the whole package,” Oxley said. “I’m coming back next year. All I have to do is get the horse to get me here.”

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1:05 p.m.

Sharon Rose, from Cleveland, stood on her tip toes against the gate at the red carpet, iPhone raised high in the air, and tried to snap shots as the famous people streamed by.

A mob of journalists and photographers blocked her path. She managed to catch a shoulder here, pant leg there through the masses.

“I don’t know if I got it!” she said, downtrodden as Nick and Vanessa Lachey strutted by.

Rose, 55, has been at the Derby five years in a row and never seen a celebrity up close.

Rose caught on camera only a sliver of Shannon Burton’s dress, made of fresh roses. Miss America was a blur

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12:39 p.m.

Early Derby odds have American Pharoah the 3-1 favorite and Dortmund the 4-1 second choice as fans begin sorting out their picks during advance wagering.

Even with the morning scratch of International Star, there are still horses to ponder.

After the two favorites – both trained by Bob Baffert – the odds jump to 7-1 for Carpe Diem, the third choice.

The prices will fluctuate throughout the day, right up to post time.

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12:28 p.m.

Greg Stumbo, Speaker of the Kentucky House of Representatives, sported a flashy pink tie as he headed up to Millionaire’s Row at Churchill Downs. But he wanted everyone to look at his wife’s giant, floppy blue hat.

“I paid more for that hat than the last horse I owned,” he said.

Stumbo, a Democrat, also boasted about his can’t miss betting strategy: pick the winners.

“We’re not gonna bet on Far Right, believe me,” he said.

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12:32 p.m.

Every committed Kentucky Derby-goer has a system that works. Getting to the track, picking horses and navigating the crowds can be a challenge for the uninitiated.

Longtime friends Tisa Lawless and Lisa Ware are doing their ninth Derby together. Lawless comes in from Dalton City, Illinois, and Ware from St. Petersburg, Florida.

A few years ago they found an Indiana hotel that doesn’t raise its rates for Derby weekend. They arrive around 8 a.m. and mark off their front-row spot in the grassy infield with police tape, and quickly lay down bets using a tried-and-tested system: Lawless chooses horses using the letters of her first name, and Ware bets the No. 3 horses in every race.

“Also any horses with cat in the name, or anything religious,” Lawless said. Ware hit a long shot on the first race of the day with Paganol’s win.

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12:28 p.m.

Greg Stumbo, Speaker of the Kentucky House of Representatives, sported a flashy pink tie as he headed up to Millionaire’s Row at Churchill Downs. But he wanted everyone to look at his wife’s giant, floppy blue hat.

“I paid more for that hat than the last horse I owned,” he said.

Stumbo, a Democrat, also boasted about his can’t miss betting strategy: pick the winners.

“We’re not gonna bet on Far Right, believe me,” he said.

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12:27 p.m.

The Kentucky Derby is known for women’s fashion, especially the hats. But 48-year-old Jeff Rieg wasn’t going to let the women upstage him.

His hat, a flowing feather boa that reached down to his calves, included a “lucky monkey” and roses. He’s been wearing it to the Derby for 20 consecutive years.

“Each year I add something new to it,” he said.

This year’s addition: mini twin spires to match the famous icons of Churchill Downs.

“This is my vacation,” he said.

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12:26 p.m.

Kentucky Governor Steve Beshear arrives on the red carpet with his wife, Jane.

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12:09 p.m.

Miss Kentucky, Katie George, arrives on the red carpet.

The University of Louisville volleyball star apologized to the media.

“I’ve never done this before!” she said of her walk down the carpet.

George is wearing a pink dress and matching feathered fascinator.

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11:45 a.m.

On a normal day, Karen Vanzant, stands nearly 6 feet tall, a half foot taller than her husband Terry. On Derby Day, she plunked another two feet of bright yellow feathers on top of her head.

Passers-by gawked at the Colorado couple in glittering yellow. Some asked them to pose for selfies. The Vanzants happily obliged.

“We don’t ever dress up at home,” Karen said, as strangers snapped photos. “This is our one time a year to put on a show.”

They started coming to the Derby two decades ago and liked it so much they keep showing up, year after year, carefully planning their extravagant outfits.

“It was on our bucket list,” Terry said. “We said we were gonna come, we did and we haven’t stopped since.”

Karen sent a photo of her yellow sequin dress to a Louisville hat shop and told them to be creative. She paid $500 for the magnificent yellow plumes.

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11:30

Star Jones arrives in white and pink on Churchill Downs’ red carpet. Her wide-brimmed hat teemed with pink flowers and feathers. A small crowd of Derby-goers is gathering at the gate to try to get a glimpse of celebrities.

– 11:20 a.m.

For his first Derby, Rob Levit had to go with The Vest.

The 59-year-old from Amherst, Ohio, relies on it when he wants to make a statement. It’s emblazoned with orange, green and pink patterns and includes a dash of flowers similar to roses. It was a gift from his mother 20 years ago.

“It’s a little bit out of character in what I normally wear, but it blends in beautifully here,” he said from the infield of Churchill Downs.

He was feeling pretty good about himself until he was upstaged by a man wearing cutoff overalls and nothing else, his tie-dyed goatee waving in the wind as he breezed past him.

“I can’t beat that guy. He’s very natural,” Levit said.

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10:46 a.m.

Kentucky Derby Day has started in earnest with the first of 13 races going to post at 10:30 a.m., leading up to the 141st Run for the Roses at 6:24 p.m.

Gates opened at 8 a.m., and the grandstands, infield and paddock areas are already busy with racing fans milling and mingling. The forecast couldn’t be better: mostly sunny with temperatures in the low 70s. More than 160,000 are expected for the Derby, a day after a record 123,763 turned out for the Kentucky Oaks.

The morning has had some news with the last-minute scratch of International Star with a cracked hoof, reducing the field to 18 horses. The first race also produced the first upset, as 12-1 choice Paganol won going away and paid $30.20, $19.40 and $10.60.

That should make some bettors happy as a long day begins.