Goosebumps. Chills. Tears. Smiles. All of these were abundant as the familiar tunes of “My Old Kentucky Home” rang through the air beneath the iconic twin spires of Churchill Downs. 164,906 fans – the second biggest crowd in history – sang along to the classic song as nineteen young Thoroughbreds paraded before the expansive grandstand for America’s oldest continuously held sporting event, the Kentucky Derby.

Somewhere in the grandstand stood 77-year-old Art Sherman. A jockey-turned-trainer, Sherman had been here before – but not as a jockey or trainer. In 1955, he was the exercise rider for Swaps, an eventual Hall of Famer who won that year’s Run for the Roses. A California veteran, Sherman’s name has rarely graced the big headlines. Then a blaze-faced chestnut named California Chrome walked into Sherman’s life.

California Chrome showed promise as a two-year-old, but three off-the-board finishes in stakes races did not offer much hope that he was a Derby horse. But something changed on December 22.

It was one of the saddest days in the history of racing. It was the final day of racing at Hollywood Park, a track that had housed the names of an abundance of great Thoroughbreds, including Affirmed, Citation, Seabiscuit, and Zenyatta. Despite the seventy-five years of fine racing that had taken place at Hollywood Park, the doors would forever close to the Inglewood, California track. Hundreds of stakes races had been held at the track in its rich history, including the inaugural Breeders’ Cup World Championships and seventy-four editions of the Hollywood Gold Cup. With a heavy heart, racing fans said goodbye to a staple of American racing.

But that same day also marked the day California Chrome became a superstar. In the final stakes race ever contested at Hollywood, the King Glorious Stakes, California Chrome romped by 6 ¼ lengths. From there, California Chrome only continued his dominance. He entered the Kentucky Derby off of four consecutive victories with a combined winning margin of 24 ¼ lengths. Despite his brilliance and his favoritism, much doubt surrounded the colt’s ability to win the Derby.

But California Chrome’s owners – who had also bred the colt – maintained their confidence in their charge. He had given them the ride of a lifetime and had spent his life proving doubters wrong. They saw no reason for him to fail to do the same beneath the Twin Spires.

Before California Chrome, only three other California-breds – Decidedly in 1962, Swaps in 1955, and Morvich in 1922 – had captured the Kentucky Derby. As if the colt was not already running against those odds, he was the first horse bred by his owners – Perry and Denise Martin, and Steve and Carolyn Coburn.

For just $8,000, these families purchased a mare named Love the Chase and in 2010 bred the mare to California stallion Lucky Pulpit – a stallion who stood for a fee of $2,500, which is significantly cheaper than the majority of the stallions standing in Kentucky. The chances of two families winning the Kentucky Derby with the first horse they ever bred – a horse who in reality only cost $10,500 – are slim to none.

But California Chrome has been one to overcome the odds from the start. When he was born, his dam – Love the Chase – nearly died from foaling complications. Because of the treatment his dam required, California Chrome quickly became a people horse.

California Chrome was never supposed to accomplish what he has. California-breds don’t win big races. Homebred horses that cost just over $10,000 certainly don’t win classics. Over and over, California Chrome's owners were essentially told that this horse could accomplish nothing of note.

California Chrome quickly proved that his owners were much savvier than anyone had given them credit. By the Kentucky Derby, the $10,500 it had cost his owners and breeders to obtain California Chrome had become $1,134,850. But racing experts, handicappers, and fans found every reason possible to go against the favorite: California Chrome can’t win outside of California, California Chrome needs the lead, California Chrome can’t last a mile and one-quarter, California Chrome won’t like the Churchill Downs surface, California Chrome won’t break well, California Chrome won't live up to the hype.

The colt’s connections certainly had confidence in their colt. But as the horses loaded into the gate for the Kentucky Derby, the nerves were surely hard to ignore.

Aboard California Chrome as the Derby favorite entered the fifth gate was Victor Espinoza – the same jockey that had guided 2002 Kentucky Derby winner War Emblem to victory. Focused and composed, Espinoza gazed over the reddish brown ears of California Chrome at the expanse of track before him. Like the rest of the jockeys aboard the nineteen horses competing in the Run for the Roses, he had one main goal: victory.

To the roar of the massive crowd, the horses charged out of the gate. Although California Chrome broke a bit outwardly, he got away to a clean start and quickly joined the early leaders as the horses thundered before the grandstand for the initial time. As long shot Chitu raced to the lead on the outside, joining Uncle Sigh, Espinoza took this opportunity to allow California Chrome to drop back slightly, settling into a comfortable position just behind the frontrunners as the horses raced into the famous first turn at Churchill Downs.

After a steady first quarter of 23.04 was set, California Chrome remained near the inside in third as the three-year-olds entered the backstretch, allowing Uncle Sigh and Chitu just over a length advantage. Beginning to angle to the outside, California Chrome edged closer to the leaders as the backstretch began to give way to the far turn. Collaring Chitu and Uncle Sigh around the final bend as Samraat grew even with him, California Chrome seized a narrow lead as the field turned for home.

The large crowd became deafening as the favorite stormed to the lead, beginning to power away from his army of adversaries. In a display of dominance, California Chrome kicked clear from the sea of horses with the hopes of California, the dreams of the Martins and Coburns, the years of Sherman’s hard work and perseverance, and Espinoza’s effort and determination riding with him. A rally from long shot Commanding Curve threatened his winning margin but not his victory. To the delight of his connections and his proponents, California Chrome galloped under the wire 1 ¾ lengths ahead.

He may have been the favorite, but with his victory, California Chrome silenced many doubters and gave the racing world a rags to riches story to cherish. The disrespected, inexpensive, California-bred colt who had cost his connections a mere $10,500 and had won the final stakes race at one of America’s most historic tracks has made his connections dream come true by winning America’s greatest race.

Triple Crown hopes are alive as the popular colt approaches Pimlico for the second leg of the Triple Crown, the Preakness Stakes (gr. I). Due to California Chrome’s slow winning time of 2:03.66 and the many factors that have already made them question him, the doubters will still stand strong. But today, his connections bask in the glory of a Kentucky Derby victory, the achievement of a lifetime. California Chrome’s Kentucky Derby is what dreams are made of. Yet again, the Run for the Roses has given us a story one simply cannot make up.