LOUISVILLE, Ky. - Twenty-four years ago, it was brutally cold and incredibly wet on the first Saturday in May when a 38-year-old Shug McGaughey, just 10 years into a training career that would land him in the Hall of Fame, brought Easy Goer over from the barn to the paddock at Churchill Downs for the Kentucky Derby.

There was little doubt Easy Goer, a horse that also would wind up in the Hall of Fame, was going to win the Derby.

Fast forward to Saturday, a day that dawned cool, but not that cool, with overcast skies that turned to a drizzle and eventual soaking rain, a track surface that went from fast to sloppy, a Derby where Shug once again had the favorite, but not a horse that had the résumé of Easy Goer.

McGaughey remembered that faraway day and thought: "A day like today might have cost me one Kentucky Derby. Maybe it'll turn around and help us today."

Shug had a great horse in 1989. He just happened to be running against another great horse in Sunday Silence. Easy Goer finished second.

Time will tell if Shug has a great horse now, but there was no doubt about the best horse in the 139th Derby.

Orb was 16th after a quarter mile and first by 2 1/2 lengths after a mile and a quarter. The colt, unbeaten in four 2013 starts, passed 11 horses on the far turn and relentlessly kept coming in the stretch, running the distance in 2:02.89, not a great time, but like everything else the colt has done in 2013, more than good enough.

With a flood of late money bet on him in the final minutes before post time, Orb was sent off as the 5.40-1 favorite, becoming the longest-priced winning favorite in Derby history. And his trainer, a native of Lexington, Ky., who came an hour to see his first Derby in 1967, got the most significant prize that had eluded him in a truly great career.

"It's a race I've always wanted to win, a race I've always wanted to compete in if I thought I had the right horse, and finally today we had the right horse," McGaughey said.

And the right rider. Nobody is hotter than Joel Rosario, the 28-year-old jockey from the Dominican Republic who is proving the island can produce more than great baseball players. Watch the rider on a horse and you think Laffit Pincay, maybe the best who ever lived.

"Laffit said to me, 'This is the first rider that reminds me of me,' " said Rosario's agent, Ron Anderson.

In the game of jockey musical chairs, Rosario, who had ridden Orb in the first five races of his career and watched his first Derby just 10 years ago when Funny Cide won, had the right seat in the end. He was committed to ride another horse in the Fountain of Youth, which turned out to be Orb's first stakes win. John Velazquez rode Orb that day and it was the best break Rosario ever got as Johnny V stayed with Orb for his March 30 Florida Derby win.

That freed Rosario to win the $10 million Dubai World Cup the same day on Animal Kingdom. Velazquez then chose to ride unbeaten Verrazano in the Derby. Rosario was back on Orb. Verrazano finished 14th.

"All the stars were aligned," said Anderson, the sharpest guy in his business. "We gave up a million to get $10 million and got $2 million more in the Derby."

The race could not have developed much better for Orb and Rosario. What looked on paper like a moderate pace turned into a suicidal pace when Palace Malice, equipped with blinkers for the first time, ran off with jockey Mike Smith and led the field through fractions of 22:57, 45.33 and 1:09.80. That served to run all the other speed horses out of the race and set it up for the closers.

The first five horses after a quarter mile finished 12th, 17th, 19th, 14th and 18th, respectively. The horses that finished 1 through 5 were 16th, 15th, 17th, 12th and 18th after a quarter mile.

Longshot Golden Soul got up for second. Revolutionary rode the rail under Calvin Borel for third.

Trainer Todd Pletcher won Friday's Kentucky Oaks with the tough, consistent Pennsylvania-bred Princess of Sylmar, owned and bred by Ed Stanco of Malvern, who runs a very small operation with very good results.

Pletcher runs the biggest operation in the country, but the Derby can't be overwhelmed with numbers. His five Derby horses finished third, ninth, 11th, 12th and 14th, making him for 1-for-36 in 12 Derbies.

Rick Pitino finally found somebody hotter than him. Goldencents got caught in the speed mayhem and finished 17th. Pitino, hanging in his fifth-floor suite with his wife, family, friends and a few of his Louisville players, including Kevin Ware, who is getting around on crutches as he recovers from that hideous broken leg in the NCAA regional final, recovered seconds after the race saying, "We still won the national championship."

The coach had said all week that if he could not win it, he hoped Shug would. And Shug did.

"The way it's going to change my life is I'm not going to have to worry about it anymore, because I've worried about it for a while," McGaughey said. "And I might not let anybody know that, but inside that thought was always there."

Shug is 62 now, closer to the end than the beginning. He never runs horses anywhere just to run. If he doesn't think they can win, he just waits. Now, he can't wait to get to Baltimore with Orb for the May 18 Preakness

"I still think there's something there," the trainer said. "I don't think we've bottomed out. I think he's still learning how to run a little bit . . . I think we've got our hands on a pretty special horse."

How special will be determined at Pimlico and then perhaps at Belmont Park for the Belmont Stakes. What is certain is that the trainer has an old-fashioned horse for old-school owners.

Stuart Janney III and Dinny Phipps are cousins whose families have been in the game for generations. In the real world, they are among the .000001 percent. In the horse-racing world, they are people who know and love the game.

"I started coming around here in 1957 with my grandmother when she had Bold Ruler," Phipps said.

That would be Bold Ruler, sire of Secretariat, the horse the Phipps family lost in a coin flip. But they did have Buckpasser, Personal Ensign, Easy Goer and so many more.

Janney, who lives in the horse country north of Baltimore, has been around racing his whole life too. His parents owned the legendary filly Ruffian. Orb carried the "Ruffian" colors right into the Derby winner's circle.

"I remember when Shug was inducted into the Hall of Fame that he said at the end of his speech, 'I really would like to win a Kentucky Derby for Stuart or Dinny,' " Janney said.

So he won a Derby for them both with the same horse, a first for them, too.

The rain stopped about 90 minutes before post time so the 151,616 were able to sing "My Old Kentucky Home" without getting wet. They bet $130 million on the Derby around the country and $185 million on the Churchill card.

And they all saw the right horse trained by the right man win America's race, an event that can't be dimmed by weather or a sloppy track that can sometimes distort results. There was nothing fluky about Orb. The colt had trained the best in the final days, had great preparation and kept improving race by race just in time to win the biggest race of all.