She was four lengths behind, then suddenly Beholder was three in front, gliding to an 81/4-length runaway. The Pacific Classic at Del Mar was her debut against males and her first try at 11/4 miles. For almost any other 5-year-old mare, the dual challenge would have been the equivalent of a 30-foot putt. For her, it was a tap-in.

"At the finish line, I let out a scream of somebody who had never felt that before at a race of this level," said jockey Gary Stevens, winner of nine Triple Crown events.

Trainer Richard Mandella was dazzled, too. "It's sort of hard to believe that any horse can run a race like that," Mandella said recently. "When she made that move and just left the colts behind, I figured they must have stopped battling. But when I looked at the timer, it wasn't them stopping, it was her running."

Impressive as she was, Beholder was crushing the "B" team Aug. 22. The two-time Eclipse Award winner will need a repeat performance Saturday at Keeneland to have a chance in the Breeders' Cup Classic. And even if she can outrun Triple Crown winner American Pharoah, she'll have to beat Honor Code, Tonalist, Keen Ice, Frosted and European star Gleneagles to join Zenyatta (2009) as the Classic's only female winners.

"It's a great field," Mandella said. "It's got a Triple Crown winner, and we haven't had one of them in 37 years. So it couldn't get much tougher than that." Drawing post 10, the far outside, didn't make it easier.

Beholder, the 3-1 second choice, also is trying to become the first horse to win three different Breeders' Cup races. As a 2-year-old, she took the Juvenile Fillies at Santa Anita, then dominated the Distaff there a year later. If she hadn't missed last season's Distaff with a fever, she might be going for an unprecedented fourth Cup trophy. She showed she's in top form Monday, breezing 5 furlongs effortlessly in 591/5 seconds, with a final quarter-mile in a sharp 232/5.

Beholder's only negative stat is she's 0-for-2 outside of California, where she's 15-for-18, and she ran courageously in both out-of-state defeats.

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Like many humans, Beholder doesn't travel well. She spiked a fever last week the night after arriving in Kentucky. Mandella attributed it to stress from shipping, and within 24 hours her temperature was normal.

Besides the change of scenery, the race shape may not work in her favor. American Pharoah looks like the lone speed, and if he's allowed to lope along in front, it could be a Belmont Stakes rerun. If Beholder pressures him, she could sacrifice herself, as Frosted did in the Travers.

Mandella doesn't get caught up in what-ifs. "Any time you're running in a race like this you're concerned about everything," he said. "My only concern is just to get her in the best shape I can get her, and whatever happens, happens."