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By Dixie Union out of the mare Tempo, Union Rags won the first three races of his career, a maiden race, the Saratoga Special Stakes (G2) and the Champagne Stakes (G1), before suffering his first loss - by a head - to Hansen in the Breeder' Cup Juvenile (G1) at Churchill Downs. Union Rags rallied in the stretch but couldn't overtake the speedy Hansen.

The bay colt was bred by his owner, Phyllis Wyeth, who sold him as a yearling for $145,000 in Saratoga at the 2010 Fasig-Tipton August sale. After having dreams that he would do great things and learning that his dam could not have any more babies, Wyeth bought him back at a two-year-olds in training sale in Florida in 2011 for $390,000. It has turned out to be a wise decision.

In his three-year-old bow, Union Rags posted an impressive victory in the Fountain of Youth Stakes (G2) on February 26 before he was caught in traffic early in the Florida Derby (G1) on March 31, surged on the stretch and finished third behind front-runners Take Charge indy and Reveron. 

Union Rags was bumped in traffic early as the 5.10-to-1 second betting choice in the Kentucky Derby (G1) and dropped back to 18th before closing to finish seventh in the 20-horse field. He bounced back with a game victory in the Belmont Stakes (G1), surging through a narrow opening along the rail to edge Paynter and cement his place as one of the elite three-year-olds of 2012.

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