The 2012 Kentucky Derby will have more consistent, talented 3-year-olds in the starting gate on May 5 than any Derby in years. An incredible nine of the 14 horses that ran in the 2011 Breeders' Cup Juvenile have won 2012 stakes races. And three horses that did not even run in the Juvenile, the super fast Bodemeister, unbeaten Gemologist and Santa Anita Derby winner I'll Have Another, will all be taking major action at the betting windows.

Union Rags, the horse with all the Pennsylvania connections, may not have won his most recent start. But the big colt is still very much a major contender for America's race.

This Derby, however, has just about everything — serious early speed in Trinniberg, Hansen and Bodemeister, talented midpack runners and deep closers that will populate nearly half the stalls in the starting gates and the kind of intrigue that always makes the Derby a race you have to watch.

The first five and the last four from the Juvenile have won those stakes. All but one of the nine is being pointed for the Derby. The nine have won 10 stakes this year and placed in eight others. So, the Nov. 5 form from Churchill Downs has really held.

But three of the final four most significant stakes (the Arkansas Derby, Wood Memorial and Santa Anita Derby) were won by horses that did not run in the Juvenile.

Bodemeister, named for trainer Bob Baffert's son Bode, has to be the most intriguing. The colt won the Arkansas Derby by nearly 10 lengths, running the best speed-adjusted race in 2012. Bodemeister has earned three triple-digit Beyer speed figures. The other 19 prospective horses have just three such figures among all of them.

If this were 10 years ago, a horse like Bodemeister probably could be eliminated. Experience often trumped talent in the Derby. No more. Lightly raced horses win the Derby now more than ever. If Bodemeister does win, he will be the first Derby winner that did not race as a 2-year-old since Apollo in 1882.

Union Rags' third in the Florida Derby will be debated until post time of the Kentucky Derby. It was very difficult for horses to make up ground on the Gulfstream Park surface that day. Even though Union Rags broke great, jockey Julien Leparoux forfeited that edge by just sitting silently and letting Javier Castellano on El Padrino come up outside of him and trap him on the rail for half the race.

Given that Union Rags had won the Fountain of Youth so easily in the jockey's first race riding him, Leparoux probably assumed he was on a Cadillac with multiple gears that could be used at any time. When finally clear on the far turn, Union Rags did not have that instant acceleration he had in his other races. In fact, it was not until there were 100 yards left that Union Rags finally seemed to hit his best stride. The big colt was running down the leaders near the finish, but was too late.

The Kentucky Derby is 220 yards farther than the Florida Derby, which sounds like it should matter for Union Rags. The reality is that the Kentucky Derby is usually won by the eighth pole anyway. If used properly, Union Rags has the speed to be right in the race on the far turn. It is also true that trainer Michael Matz very likely did not have Union Rags all the way cranked up for the Florida Derby. When he mapped out his plan in December, he backed up from the first Saturday in May to get Union Rags to peak that day.

Barring something unforeseen, there will be the usual 20 horses in the starting gate. For the first time, there will be a Derby also-eligible list, so if a horse is entered and then scratched, a horse on the AE list will be able to run.

Graded stakes earnings determine the field. It appears as if the cutoff point is likely to be right around $250,000, which means every horse with legitimate credentials will get into the field.

You could make a reasonable case for 10 horses at this point. Horses undergo very subtle changes from race to race, workout to workout. Most of the horses have just one final workout scheduled. If one horse puts in a dazzling final work, like Smarty Jones (2004), Barbaro (2006) or Street Sense (2007), that could be the sign.

Union Rags, by the way, left his South Florida base for Kentucky 10 days ago. He had a work last week at Keeneland and will have his final work this weekend at Churchill Downs. It will be the colt's 13th workout since Jan. 11. Combine that will all those strong gallops between works and the two races and it is clear that the foundation has been laid.

It is almost time.

Contact Dick Jerardi at