J. Paul Reddam’s I’ll Have Another ran past a freewheeling Bodemeister in deep stretch to win the May 5 Kentucky Derby Presented by Yum! Brands (gr. I) by 1 1/2 lengths.

A record crowd of 165,307 was on hand at Churchill Downs for Derby 138, topping the 164,858 announced last year.

Dullahan rallied for third, a neck behind Bodemeister. Went the Day Well was three-quarters of a length farther back in fourth.

Bodemeister went for the early lead in the 1 1/4-mile Derby and set a quick opening quarter of of :22.32 the first time past the wire. He was followed by Trinniberg, Daddy Long Legs, Hansen, Gemologist, Take Charge Indy, and I’ll Have Another. Bodemeister took command of the field after an opening half-mile in :45.39 while being chased by Trinniberg with Hansen following in third