The undercard of the Kentucky Oaks at Churchill Downs included 5 graded stakes races. Racing conditions were ideal with sunny skies, warm temperatures, a fast main track and a firm Matt Winn Turf Course.
Just six older fillies and mares went to post in the $400,000 La Troienne Stakes (G2) at 1 1/16 miles on the main track, including 2009 Kentucky Oaks winner and Horse of the Year Rachel Alexandra, sent off as the 1-5 choice off her defeat in the New Orleans Ladies. Be Fair went to the lead on the clubhouse turn getting a quarter in 24.79 before Rachel Alexandra pulled up alongside her to challenge. The favorite kept her head in front down the backstretch and around the far turn through a half in 48.81 and 3/4 in 1:12.53. Entering the stretch, Be Fair tired and faded from contention, allowing Rachel Alexandra to open a short lead at the 3/16 pole. 9-1 Unrivaled Belle, who was 3rd early, made a run on the outside to set up a duel to the line. The pair battled for the final furlong noses apart, but Unrivalled Belle dug in late to win by a head in 1:42.97. It was a long 5 lengths back to Morena third.
Winning trainer Bill Mott said, "I had confidence in my filly today; I thought she's run very well. But I wasn't confident we'd beat Rachel Alexandra. I mean we're talking about a champion filly, the Horse of the Year. I told Mr. (Peter, owner) Vegso to expect that we'd run well, but not that we were going to win. But here we are. My filly ran huge. She just ran great. And I don't think it was that (Rachel Alexandra) ran poorly. She ran her race, too. We just outdid her. They were eyeball to eyeball there and my filly got her. I saw at the 3/8 (pole) that Kent (rider Kent Desormeaux) was sitting there with a lot of horse. I said 'All right, we've still got something in the tank.' She ran great through the lane - all heart."