Kentucky Derby 2012: Bob Baffert's Bodemeister Comes Up Short As I'll Have Another Rallies (PHOTOS)

Kentucky Derby 2012: Jockey Mario Gutierrez rides I'll Have Another past Bodemeister ridden by Mike Smith (6) to victory at Churchill Downs Saturday, May 5, 2012.

LOUISVILLE, Ky. — Bob Baffert began tearing up in the moments after the Kentucky Derby in the paddock thinking about Bode.

Bodemeister, the bay colt named after his 7-year-old son, couldn't hold on in a furiously fast pace as I'll Have Another caught him in to win Saturday's Derby.

Baffert always shunned having horses named after family members and jokingly suggested the name on a whim. He never expected that Bodemeister would end up taking the Arkansas Derby by 9 1/2 lengths and become a favorite at Churchill Downs.

Winning the race was another matter.

With jockey Mike Smith aboard, Bodemeister rocketed right to the front through impossibly fast fractions. That pace proved his undoing.

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• 138th Kentucky Derby

  LOUISVILLE, KY - MAY 05: Mario Gutierrez crosses the finish line atop I'll Have Another to win the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mario Gutierrez celebrates atop I'll Have Another after winning the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mario Gutierrez celebrates with the roses atop I'll Have Another after winning the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Trainer of winner I'll Have Another, Doug O'Neill (C) celebrates after the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mario Gutierrez celebrates atop I'll Have Another after winning the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Dullahan ridden by Kent Desormeaux leads the field around the first turn during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mario Gutierrez celebrates atop I'll Have Another after winning the 138th running of the Kentucky Derby ahead of Bodemeister ridden by Mike Smith at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  The field comes down the front stretch during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  I'll Have Another ridden by Mario Gutierrez comes down the final stretch on his way to winning the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mario Gutierrez (L) comes down the final stretch atop I'll Have Another ahead of Bodemeister ridden by Mike Smith during the 138th running of the Kentucky Derby ahead of at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  I'll Have Another, with jockey Mario Guitierrez onboard, crosses the finish line to win the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  The field comes down the front stretch during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Take Charge Indy ridden by Calvin Borel heads out to the starters gate prior the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Union Rags ridden by Julien Leparoux heads out to the starters gate prior the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Owner of Union Rags, Phyliss Mills (2nd-R) is seen in the paddock during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  I'll Have Another, with jockey Mario Guitierrez onboard, crosses the finish line to win the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mario Gutierrez celebrates atop I'll Have Another after winning the 138th running of the Kentucky Derby ahead of Bodemeister ridden by Mike Smith at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Women wearing decorative hats pose for a picture prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Guy Fieri poses with race fans in the paddock prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Painter Peter Williams paints a portrait of the paddock prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A horseracing fan wears a decorative hat prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  I'll Have Another ridden by Mario Gutierrez and Bodemeister ridden by Mike Smith lead the pack down the final stretch during the 138th running of the Kentucky Derby ahead of at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  The paddock and spires are seen prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  The field of horses races down the frontstretch during 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  The field of horses races around the first turn during 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  I'll Have Another, with jockey Mario Guitierrez onboard, races toward the finish line of 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mario Gutierrez reacts atop I'll Have Another after winning the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mario Gutierrez (R) reacts atop I'll Have Another after winning the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  I'll Have Another, with jockey Mario Guitierrez onboard, crosses the finish line to win the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Mike Smith looks on atop Bodemeister during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Derby goers walk under the grandstand during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Derby goers place bets at the wagering windows during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A women wearing a decorative hat takes a picture from the paddock prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Race fans pack the paddock during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A horseracing fan is seen prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A horseracing fan is seen prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A horseracing fan is seen prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A horseracing fan is seen prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A mint julep is seen during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Roses are seen from the winner's circle prior to the the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  The bugler signifies the start of the post parade prior to a race during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A mint julep is seen during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Signs are seen on the infield during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Race fans wearing ponchos with the words 'Cinco De Derby' on them, walk through the infield during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A race fan wearing a decorated hat stands in the infield during the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Lori Shelton poses in the paddock prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  A race fan wearing a hat talks on his phone while standing in the paddock prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Top Chef Host Gail Simmons (C) mixing her Pure Leaf Lemon Ginger Tulep at the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

• 138th Kentucky Derby

  Women wearing hats stand in the paddock prior to the 138th running of the Kentucky Derby at Churchill Downs on May 5, 2012 in Louisville, Kentucky.

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