Anticipation for the 2024 Kentucky Derby Presented by Woodford Reserve is ramping up as the calendar nears March, and all eyes will be on Hot Springs, Ark., Saturday, Feb. 24 for the 64^th running of the Rebel Stakes at Oaklawn Park.

The 1 1/16-mile Rebel is the third of four prep races for the Kentucky Derby held at Oaklawn and offers, along with a hefty $1.25 million purse, a total of 105 qualifying points for the May 4 Derby distributed to the top five finishers on a 50-25-15-10-5 scale.

The 2024 Rebel shapes up as a great betting race with 13 horses entered, all but one of them coming into the race off of preps at Oaklawn. The exception is morning-line favorite Timberlake, a Grade 1 winner last fall who will be making his 3-year-old debut in the Rebel after a 3 ½-month break. Several Rebel starters will very likely use this race as a tune-up for one final Kentucky Derby prep at Oaklawn, the $1.5 million Arkansas Derby on March 30.

Three Rebel winners trained on to wear the garland of roses on the first Saturday in May at Churchill Downs: Sunny’s Halo in 1983, Smarty Jones in 2004, and Triple Crown winner American Pharoah in 2015. The race has been won by several other notable horses through the years – read about them in this article.

The Rebel Stakes will be broadcast live on “America’s Day at the Races” airing on FS2 and also shown live on FanDuel TV. Post time is scheduled for 6:23 p.m. ET.

Read on for information about all 13 Rebel Stakes starters and analysis of the race:

---

1. Carbone (15-1 morning-line odds)

Jockey: Isaac Castillo

Trainer: Steve Asmussen

Owners: William Heiligbrodt, Corinne Heiligbrodt, and Flurry Racing Stables

Career record: 3 starts – 2 wins – 0 seconds – 0 thirds

Career earnings: $173,000

Earnings per start: $57,667

Top Equibase Speed Figure: 98

Kentucky Derby points: 0

Pedigree: Mitole – Treasure in Heaven, by Street Sense

Color: Bay

Running style: Pacesetter/press the pace

Notable achievements and interesting facts: The connections of this talented racehorse are aiming for a bounce-back performance after Carbone came up empty in the Feb. 3 Southwest Stakes at Oaklawn. The son of champion sprinter Mitole had dominated both a six-furlong maiden race last November at Churchill Downs and then a one-mile, two-turn allowance-optional claiming race Dec. 31 at Oaklawn, winning by a combined margin of 12 lengths while setting the pace. In the 1 1/16-mile Southwest, held on a muddy track, Carbone was forwardly placed once again but had company with stablemate Otto the Conqueror, and he began to fall back after six furlongs to eventually finish seventh of 11 runners as the 9-5 favorite. Perhaps he did not take to the off track, or more concerning, he could not handle pace pressure, but Carbone is back for another try in a Derby prep at a slightly longer distance this time. Of note: trainer Steve Asmussen has named Isaac Castillo to ride Saturday instead of Ricardo Santana Jr., who was aboard Carbone in his first three starts. It will be interesting to see whether Castillo urges this colt to the front from the rail post position or if a change in strategy is in the cards. There are several other Rebel entrants that prefer to race on or near the lead, including Northern Flame drawn just to Carbone’s outside. If he can’t rebound in the Rebel and at least finish second, we might see Carbone cut back to sprint distances in future races, where he has graded stakes-winning potential. Asmussen has won this race four times, with Snuck In in 2000, Windward Passage in 2002, eventual Preakness winner and Horse of the Year Curlin in 2007, and Long Range Toddy in 2019. He trained Red Route One to a runner-up finish in last year’s Rebel.

---

2. Northern Flame (5-1)

Jockey: Julien Leparoux

Trainer: Ken McPeek

Owners: Jack Oxley, Harold Lerner, AWC Stables, and Magdalena Racing

Career record: 7 starts – 2 wins – 0 seconds – 1 third

Career earnings: $206,075

Earnings per start: $29,439

Top Equibase Speed Figure: 93

Kentucky Derby points: 3

Pedigree: Flameaway – Darling’s Darling, by Bernardini

Color: Bay

Running style: Pacesetter/press the pace

Notable achievements and interesting facts: Northern Flame figures to be a pace factor in the Rebel as both of his wins to date have come when leading at every point of call. He’s a threat to hit the board with his top effort, and figures to be pushed out of the gate with the intent to secure a forward position by regular rider Julien Leparoux. Leparoux guided Northern Flame to a front-running victory in his 3-year-old unveiling Jan. 28 at Oaklawn, where he was all out in the stretch to hold off Rebel foe Mena by a neck, and he was also aboard for Northern Flame’s maiden win in a 1 1/16-mile race last September at Churchill Downs. This son of young sire Flameaway ran a respectable fourth in the Claiborne Breeders’ Futurity Oct. 7 at Keeneland to earn his first Derby points, but did not handle a sloppy track in his other stakes appearance when last of five and defeated by 34 ¼ lengths in the Street Sense Stakes Oct. 29 at Churchill. As of this writing, the forecast in Hot Springs for Feb. 24 calls for sunny skies, so track conditions should not be a problem for Northern Flame as he attempts to move forward from his encouraging sophomore debut a month ago. Notably, Northern Flame is a close relative on his dam’s (mother’s side) to current Kentucky Derby points co-leader Sierra Leone.

---

3. Common Defense (30-1)

Jockey: Brian Hernandez Jr.

Trainer: Ken McPeek

Owners: David Bernsen, Tony Holmes, Michael Holmes, and Norevale Farm

Career record: 3 starts – 1 win – 1 second – 0 thirds

Career earnings: $119,200

Earnings per start: $39,733

Top Equibase Speed Figure: 85

Kentucky Derby points: 2

Pedigree: Karakontie – Allusion, by Street Cry

Color: Dark bay or brown

Running style: Closer

Notable achievements and interesting facts: This colt by 2014 Breeders’ Cup Mile winner Karakontie is the second Rebel starter trained by Ken McPeek, joining Northern Flame drawn to his inside. Common Defense comes into Saturday’s race off of a fifth-place finish in the Feb. 3 Southwest Stakes on a muddy track, where he was a nose out of fourth but well back of the top three finishers, including runner-up Just Steel. He had run well in his two starts prior to the 1 1/16-mile Southwest, finishing second in a 1 1/16-mile maiden race at Oaklawn in December and then winning a one-mile maiden by 3 ½ lengths Jan. 13 also at Oaklawn. He’s posted Equibase Speed Figures in the low- to mid-80s in all three races and will need to improve by 10-15 points in order to win the Rebel, but Common Defense should have a solid pace to close into and should get a dry track. Brian Hernandez Jr., McPeek’s first-call jockey, was aboard Southwest winner Mystik Dan three weeks ago while Julien Leparoux rode Common Defense. Hernandez travels from Fair Grounds for several assignments at Oaklawn on Saturday, including McPeek’s Martha Washington Stakes-winning filly Band of Gold in the Honeybee Stakes. He’ll take the mount on Common Defense in the Rebel, and should have the colt positioned near the back of the field and saving ground through both turns before angling him out for a closing rally.

---

4. Tejon Pass (30-1)

Jockey: Chris Landeros

Trainer: Peter Miller

Owner: Williamson Racing

Career record: 5 starts – 1 win – 1 second – 1 third

Career earnings: $83,770

Earnings per start: $16,754

Top Equibase Speed Figure: 89

Kentucky Derby points: 0

Pedigree: Justify – Foxysox, by Foxhound

Color: Chestnut

Running style: Press the pace/stalker

Notable achievements and interesting facts: Tejon Pass profiles as an intriguing longshot contender in the Rebel Stakes having relocated from Southern California to Oaklawn Park for his two most recent starts. The Peter Miller-trained son of Triple Crown winner Justify showed speed in his second start to win a 6 ½-furlong maiden race last September at Santa Anita Park, and then briefly led early in his next start, the Grade 3 Bob Hope Stakes, before tiring to finish 12 lengths behind Nysos, the current top-ranked 3-year-old in the NTRA poll. He surfaced at Oaklawn in December and ran a solid second to another standout colt, Valentine Candy, in the six-furlong Renaissance Stakes. Tejon Pass subsequently was forwardly placed early before falling back and then encountering traffic in the stretch when fifth in a one-mile allowance-optional claiming race Jan. 28 at Oaklawn, his first try racing around two turns. Tejon Pass was the 9-5 favorite in that race and will face the 1-2 finishers, Woodcourt and Next Level, again in the Rebel. He has a pedigree suited for running long: in addition to Justify’s excellence, Tejon Pass’s dam, British-bred Foxysox, won the 1 ¼ mile, Grade 2 Santa Barbara Handicap on turf. With a better trip and improvement in his second start in a route, this runner could hit the board and secure some Kentucky Derby points.

---

5. Magic Grant (50-1)

Jockey: Harry Hernandez

Trainer: Eddie Milligan Jr.

Owner: Willis Horton Racing

Career record: 4 starts – 1 win – 0 seconds – 1 third

Career earnings: $98,085

Earnings per start: $24,521

Top Equibase Speed Figure: 82

Kentucky Derby points: n/a

Pedigree: Good Magic – Holiday Bertie, by Harlan’s Holiday

Color: Bay

Running style: Closer

Notable achievements and interesting facts: Magic Grant finished third in the Remington Springboard Mile Stakes in December at Remington Park and would have accrued three qualifying points for the Kentucky Derby had he been made Triple Crown eligible by his owner. However, he remains off the eligible list entering the Rebel Stakes, which leads one to assume that Saturday may represent a last-ditch attempt for this colt to bag more points with a top-three finish and then present the heirs of the late Willis Horton with a decision about whether to supplement him to the series (at a cost of $6,000). In his start after the Springboard Mile and leading into the Rebel, Magic Grant broke last of 11 and finished only one spot better in the Southwest Stakes Feb. 3 at Oaklawn. This colt, a stakes winner last fall at Remington, has a good stamina pedigree and is certainly better than what he showed in the Southwest, but he’ll be hard pressed to make an impact in a field for the Rebel Stakes that looks to be just as competitive as the one he faced three weeks ago. Willis Horton Stable, a mainstay at Oaklawn, campaigned 2013 Rebel winner and eventual champion 3-year-old male Will Take Charge and also Long Range Toddy, who won a division of the Rebel in 2019 when it drew enough entries to fill two races.

---

6. Dimatic (8-1)

Jockey: Tyler Gaffalione

Trainer: Steve Asmussen

Owner: Winchell Thoroughbreds

Career record: 3 starts – 1 win – 0 seconds – 1 third

Career earnings: $76,328

Earnings per start: $25,443

Top Equibase Speed Figure: 88

Kentucky Derby points: 0

Pedigree: Gun Runner – Time to Tap, by Tapit

Color: Chestnut

Running style: Stalker/closer

Notable achievements and interesting facts: Dimatic joins Carbone and Lagynos as Rebel Stakes starters from Steve Asmussen’s barn, and this son of 2017 Horse of the Year and top young sire Gun Runner might have the best credentials to win. After finishing sixth and then third in his two starts last fall at age 2, the light switch turned on in his 3-year-old debut Feb. 3 at Oaklawn, as he rallied from fourth in a 12-horse field to win a 1 1/16-mile maiden race by three lengths. That occurred five races before the Southwest Stakes and was also held on a sloppy track, and Dimatic’s final time of 1:46.11 was more than two seconds slower than Mystik Dan’s runaway Southwest win going the same distance in 1:43.67. Dimatic showed some inexperience when lugging in during the stretch run and his Equibase Speed Figure of 88 is about 10-15 points lower than what’s historically been the range for Rebel winners, so obviously improvement will be necessary on Saturday. That’s not out of the question with 3-year-olds this time of the year, though, and Dimatic comes from a Winchell Thoroughbreds female family rich in stamina and accomplishment as his unraced dam (mother) is a full-sister (same sire [father] and dam) to champion filly Untapable and a half-sister (different sire, same dam) to Grade 1 winner and Kentucky Derby third-place finisher Paddy O’Prado. Jockey Tyler Gaffalione, fresh off a win aboard Sierra Leone in the Risen Star Stakes, flies in from Florida to ride Dimatic for the first time, which adds to this runner’s appeal. Asmussen’s prior four wins in this race came with Snuck In (2000), Windward Passage (2002), Curlin (2007), and Long Range Toddy (2019).

---

7. Timberlake (6-5)

Jockey: Cristian Torres

Trainer: Brad Cox

Owner: WinStar Farm

Career record: 5 starts – 2 wins – 1 second – 0 thirds

Career earnings: $475,600

Earnings per start: $95,120

Top Equibase Speed Figure: 106

Kentucky Derby points: 16

Pedigree: Into Mischief – Pin Up, by Lookin At Lucky

Color: Bay

Running style: Stalker

Notable achievements and interesting facts: Timberlake is the headline attraction for this year’s Rebel Stakes as he’s been lodged among the top tier of Kentucky Derby prospects ever since his win last Oct. 7 in the Champagne Stakes. He won that one-turn, one-mile race by a commanding 4 ¼ lengths on a sloppy, sealed track at Aqueduct and earned an eye-catching 106 Equibase Speed Figure, Based on that, he was sent off as the 3.20-1 third betting choice in a competitive Nov. 3 FanDuel Breeders’ Cup Juvenile Presented by Thoroughbred Aftercare Alliance at Santa Anita Park. Timberlake was hard to handle early on in that 1 1/16-mile race, his first try around two turns, but recovered enough to make a brief rally on the second turn before tiring and finishing fourth behind Fierceness, a colt he bested by more than 20 lengths in the Champagne. Now, he returns after four months away in another tough race where every one of his 12 opponents has made at least one start in 2024. He’s been training very well at Fair Grounds over the past several weeks, and trainer Brad Cox turned him up a notch in his final two workouts on Feb. 10 and Feb. 16. Timberlake certainly is capable of winning this race off of the layoff, but it’s also worth noting that with 16 points already in his column and probably another Kentucky Derby prep on his slate between now and May 4, the Rebel is not a “make or break” race. Cristian Torres, currently leading Oaklawn’s jockey colony in wins during the meet, will ride Timberlake for the first time in the Rebel while Florent Geroux, who was aboard Timberlake for all of his prior starts, competes for huge purses on the Saudi Cup card overseas. Torres finished second last year on Red Route One.

---

8. Next Level (30-1)

Jockey: Jose Riquelme

Trainer: Keith Desormeaux

Owner: Don’t Tell My Wife Stables

Career record: 7 starts – 1 win – 2 seconds – 1 third

Career earnings: $115,100

Earnings per start: $16,443

Top Equibase Speed Figure: 94

Kentucky Derby points: 0

Pedigree: Vino Rosso – Devious d’Oro, by Medaglia d’Oro

Color: Bay

Running style: Press the pace/stalker

Notable achievements and interesting facts: Trainer Keith Desormeaux and the humorously named ownership group Don’t Tell My Wife Stables pulled the upset in last year’s Rebel Stakes when 18.50-1 shot Confidence Game galloped to a one-length win in the slop. Can they do it again? Next Level had an active 2-year-old campaign in 2023, making his first four starts in California where he finished third in the seven-furlong Del Mar Futurity, and improved once moving to Fair Grounds in November. He posted a front-running, one-length win in a 1/16-mile maiden race in New Orleans but then could not keep up when trying to pressure Track Phantom in the Gun Runner Stakes at the same distance and track on Dec. 23, tiring badly to finish last of seven. His 3-year-old debut in an allowance-optional claiming race at Oaklawn Jan. 28 was a solid turnaround, though, as Next Level sat off of the pace for a change and rallied strongly to lose by a head to Woodcourt going a two-turn mile. His biggest obstacle to pulling another upset for these connections is simply that to date, he has not run fast enough to compete with the top echelon of Rebel Stakes contenders. Desormeaux has a well-established reputation for pulling surprises, however, which means that Next Level is worthy of consideration as a trifecta or superfecta filler, especially if he repeats the same off-the-pace strategy displayed in his January race. Fair Grounds-based jockey Jose Riquelme travels to Hot Springs for the mount.

---

9. Lagynos (20-1)

Jockey: Keith Asmussen

Trainer: Steve Asmussen

Owner: Prince Sultan bin Mishal Al Saud

Career record: 4 starts – 2 wins – 0 seconds – 1 third

Career earnings: $183,160

Earnings per start: $45,790

Top Equibase Speed Figure: 89

Kentucky Derby points: 0

Pedigree: Kantharos – Steamy, by Speightstown

Color: Chestnut

Running style: Press the pace/stalker

Notable achievements and interesting facts: Hall of Famer Steve Asmussen’s last of three Rebel Stakes entrants has assembled a solid career through four races so far, and he is eligible to rebound from his first off-the-board finish as he returns after an eight-week break. Lagynos was made the 3.40-1 second betting choice in a field of nine contesting the 1 1/16-mile Smarty Jones Stakes Jan. 1 at Oaklawn, and he dueled for the early lead through six furlongs before tiring at the quarter-pole and fading to sixth. The Kantharos colt had won two of his three starts as a juvenile last fall, one of them in a turf sprint at Kentucky Downs and the other in a 1 1/16-mile allowance-optional claiming race Nov. 25 at Churchill Downs that was moved from turf to dirt. Look for an improved effort in the Rebel Stakes and for first-time jockey Keith Asmussen (Steve’s son) to have Lagynos forwardly placed after the break, which could contribute to a swift early pace. One area of concern is his pedigree, which is sprint-oriented on both his sire’s (father’s) and dam’s (mother’s) sides. This colt may ultimately be pointed to turf races as his career progresses. A little more than a year after his first win in the saddle, Keith Asmussen has established himself among Oaklawn’s top jockeys and is tied for third in wins as of Feb. 20. Father Steve is seeking his fifth Rebel Stakes win following Snuck In (2000), Windward Passage (2002), Curlin (2007), and Long Range Toddy (2019).

---

10. Mena (15-1)

Jockey: Francisco Arrieta

Trainer: Steve Hobby

Owner: George Sharp

Career record: 5 starts – 2 wins – 1 second – 0 thirds

Career earnings: $101,958

Earnings per start: $20,392

Top Equibase Speed Figure: 91

Kentucky Derby points: 0

Pedigree: Hard Spun – Pangburn, by Congrats

Color: Dark bay or brown

Running style: Stalker

Notable achievements and interesting facts: Like a few other Rebel Stakes starters, Mena showed encouraging improvement in his 3-year-old bow, bumping his best Equibase Speed Figure up 15 points to 91 in an allowance-optional claiming race at Oaklawn on Jan. 28. The Hard Spun colt rallied from fifth in a nine-horse field to nearly catch pacesetter Northern Flame, and lost by a neck with Francisco Arrieta in the irons for the first time. Mena won two of four starts as a juvenile, first posting a 12 ¼-length blowout in a 1 1/16-mile maiden claiming race in late October 2023. He was claimed out of that race and won again for new connections in a 1 1/16-mile starter allowance at Churchill Downs on Nov. 23, and closed out his 2-year-old season with a well-beaten eighth-place finish in a one-mile allowance optional claimer when trying the all-weather track at Turfway Park. He changed trainers to Steve Hobby prior to his Oaklawn comeback, where he finished well ahead of a couple of highly regarded horses trained by Steve Asmussen and Brad Cox. Arrieta, one of Oaklawn Park’s top jockeys who is a good judge of pace, retains the mount Saturday. His pedigree is a positive as well, and Mena has already proven himself at a route distance. Continued progress in his second start at age 3 could secure an in-the-money finish at high odds.

---

11. Just Steel (7-2)

Jockey: Ramon Vazquez

Trainer: D. Wayne Lukas

Owner: BC Stables

Career record: 9 starts – 2 wins – 3 seconds – 1 third

Career earnings: $430,795

Earnings per start: $47,866

Top Equibase Speed Figure: 99

Kentucky Derby points: 15

Pedigree: Justify – Irish Lights, by Fastnet Rock

Color: Bay

Running style: Stalker

Notable achievements and interesting facts: After posting two solid runner-up finishes in Oaklawn’s first two Kentucky Derby preps – the Smarty Jones Stakes Jan. 1 and the Southwest Stakes three weeks ago on Feb. 3 – Just Steel is back for another round. He’s established consistent form going back to late fall of last year and his stakes win in the 6 ½-furlong Ed Brown Stakes at Churchill Downs, and Hall of Fame trainer D. Wayne Lukas has expressed confidence that Just Steel is on a developmental path that should have him ready to peak on the first Saturday in May. He has already posted Equibase Speed Figures of 99 (last summer in his Saratoga maiden win) and 97 (in the Southwest), which places him within range of winning this race based on historical precedent, although it’s concerning that he lost ground in the stretch of both the Smarty Jones and the Southwest when engaged by eventual winners Catching Freedom and Mystik Dan. Look for this son of Triple Crown winner Justify with an Australia-based bloodline on his dam’s (mother’s) side to once again be in the mix when the stretch running begins. Perhaps jockey Ramon Vazquez, who paired up well with Just Steel in his two Oaklawn stakes tries, can time his winning move just right on Saturday. Lukas has two Rebel Stakes wins on his legendary résumé: with Manastash Ridge way back in 1989 and with Will Take Charge, who was voted champion 3-year-old male at the Eclipse Awards in 2013.

---

12. Woodcourt (20-1)

Jockey: Emmanuel Esquivel

Trainer: Cipriano Contreras

Owner: Contreras Stable

Career record: 9 starts – 4 wins – 0 seconds – 1 third

Career earnings: $287,011

Earnings per start: $31,890

Top Equibase Speed Figure: 91

Kentucky Derby points: 0

Pedigree: Ransom the Moon – Warrioress, by Warrior’s Reward

Color: Bay

Running style: Closer

Notable achievements and interesting facts: Woodcourt leads the Rebel Stakes field with nine career starts, and this colt has competed on turf, dirt, and all-weather surfaces and at seven tracks so far. He enters on a two-race winning streak, taking a one-mile allowance-optional claiming race on the Tapeta Footings surface at Turfway Park Dec. 22 and then being claimed out of that race by owner-trainer Cipriano Contreras and scoring in his 3-year-old bow Jan. 28 on Oaklawn’s dirt track. In that race, Woodcourt broke from the outside post under first-time rider Manny Esquivel and raced ninth among 11 runners before making a sustained rally starting on the second turn of the one-mile race and just getting up at the finish to edge Next Level by a head (Tejon Pass, the favorite, finished fifth). Overall, Woodcourt’s speed figures are low compared with most of his Rebel opponents, and his pedigree is tilted toward speed as a son of Grade 1-winning sprinter Ransom the Moon and out of a dam (mother) who was also a sprinter. In a best-case scenario, look for him to come with a late run that might put him in range of filling out the superfecta or, less likely, the trifecta – only if the early pace works to his advantage. Like Magic Grant, Woodcourt is not nominated to the Triple Crown and will require his owners to pay $6,000 by April 1 in order to make him eligible for the Kentucky Derby (the fee rises substantially after then, to $50,000 for the Derby or $200,000 for all three races).

---

13. Time for Truth (15-1)

Jockey: Rafael Bejarano

Trainer: Ron Moquett

Owners: Harry Rosenblum and Cheyenne Stable

Career record: 2 starts – 1 win – 1 second – 0 thirds

Career earnings: $98,250

Earnings per start: $49,125

Top Equibase Speed Figure: 102

Kentucky Derby points: 0

Pedigree: Omaha Beach – Shape Shifter, by Lookin At Lucky

Color: Bay

Running style: Pacesetter/press the pace

Notable achievements and interesting facts: Coming into the Rebel Stakes off of only two career starts is challenging enough, and Time for Truth will also have to overcome the far outside post position, which is disadvantageous to a colt that has relied on his early speed so far in his young career and will be competing in a two-turn race for the first time. That being said, there’s a lot to like about his chances of developing into a stakes-caliber Thoroughbred – it just might not happen Saturday. Time for Truth turned heads in his first appearance on the track back on New Year’s Eve, setting a contested pace and then pulling away to win a six-furlong sprint at Oaklawn by 1 ¾ lengths. Next, he was made the post-time favorite in the six-furlong Ozark Stakes just two weeks ago on Feb. 10 at Oaklawn, where he dueled for the lead once again and dispatched his pace rival but could not handle a stalk-and-pounce move by Valentine Candy in the stretch despite battling and finished second by 2 ½ lengths. Valentine Candy won his third consecutive stakes race at Oaklawn in the Ozark and is a rising star in the sprint division. Time for Truth’s pedigree should help him as he stretches out in distance, as his sire, Omaha Beach, won a division of the Rebel Stakes in 2019 before capturing the Arkansas Derby. He’s definitely a horse to watch going forward, and a longshot to consider using in exotic bets for the Rebel despite his aforementioned lack of experience and poor post draw. Rafael Bejarano has ridden Time for Truth in both starts and is back aboard Saturday; he won the 2012 Rebel on Secret Circle.