Keith Desormeaux saw a visitor walk up the shedrow and say hello to the sleepy dark bay horse in Stall 21 of the Pimlico Stakes Barn.

“Hey buddy, how are you?” the visitor said in a soothing tone. “You have any idea what’s coming in a couple of days? What a dude you are. Aww, come here.”

Already hanging his head over the webbing in the half-nap of a lazy morning, Exaggerator took the compliments, the nose rub and the pep talk without really stirring. If a care in the world lurked behind those brown eyes or beneath those perfect Thoroughbred ears, he didn’t show it. The visitor gave the horse a face hug as Desormeaux smiled and cringed just a bit.

“Watch him now, watch him,” the trainer cautioned.

Desormeaux issued the warning about a sneaky bite – which never came – but might also have been talking about the $1.5 million Preakness-G1 two days in the future.

Because Exaggerator made everybody watch that day.

Owned by Big Chief Racing, Head of Plains Partners, Rocker O Ranch and partners including Kentucky stallion operation WinStar Farm, Exaggerator knocked off undefeated Kentucky Derby-G1 winner Nyquist and nine others on a gray, rainy, chilled, record-setting day at Baltimore’s Pimlico Race Course May 21. The victory was part homecoming for Desormeaux and his brother/jockey Kent, Louisiana-born but Maryland-learned when it comes to racing, and all coming-out party for Exag­gerator – who vanquished Nyquist after losing four prior meetings.

The 5-2 second choice covered 13⁄16 miles in 1:58.31 on a sloppy track, leaving 17-1 Cherry Wine 31⁄2 lengths behind in second and 4-5 favorite Nyquist a nose back in third. The all-day rain did little to diminish the impact of the race, or the 14-race card put on by the Maryland Jockey Club, as the attendance of 135,256 and the total handle of $94,127,434 set records.

Second to Nyquist in the Derby May 7, Exaggerator thrived during the two weeks between races and his trainer never hesitated to talk about it.

“He’s running on a high level right now,” Desormeaux said while walking through the stable area Thursday morning. “Everyone asks whether we can beat Nyquist or not, and why. I think it’s because of his ability to rebound, because of his make-up. It’s him. I’m not here out of a lack of respect for Nyquist. Last year, American Pharoah looked totally dominant in his races and he still attracted a big field.”

Desormeaux was confident in his horse’s ability to handle the quick turnaround, to rise up on a big stage, to improve under demanding circumstances. And had the example to cite. In 2015, Exaggerator won the Saratoga Special-G2 after traveling 2,800 miles from California to upstate New York – only some of it by airplane.

“We couldn’t get a flight to New York,” Desormeaux said. “He flew to Lexington on Wednesday, stayed the night and got on a van Thursday to ship to Saratoga. That was 15 hours I think. He had the constitution to fly, to ship, rebound from that and win a race as a 2-year-old on Saturday. That shows you what he can do.

“The good ones have a different metabolism maybe. They run on a different level. They show it with their physical being, their presence. And he glows, man. It’s not like I’m doing anything crazy. It’s fun to give it a shot.”

Across the parking lot, Nyquist looked like anything but a target. Sent to Maryland early by trainer Doug O’Neill, the son of Uncle Mo alternated jog days with gallop days on the track during Preakness Week – doing so with the aplomb of an unbeaten 2-year-old champion, Derby winner and potential Triple Crown repeater after American Pharoah’s drought-busting sweep in 2015.

Owned by Reddam Racing, Nyquist entered the Derby off just two preps as a 3-year-old and won by a comfortable 11⁄4 lengths as the 5-2 favorite in a field of 20. The Preakness beckoned next and it was difficult to find reasons for negativity as Reddam, O’Neill and jockey Mario Gutierrez tried to duplicate I’ll Have Another’s win from 2012.

“That was perfect,” said O’Neill, after watching Nyquist gallop Thursday morning from the press box porch. “Two-minute lick all the way around there. Good horses just give you a different feeling when you watch them do that.”

Rival trainer Dale Romans watched the same gallop, and quipped to O’Neill, “I just figured out what 20 percent of $1.5 million is.”

As it turned out, the Romans-trained Cherry Wine collected the $300,000 for second. Nyquist settled for third money of $165,000 (11 percent).

Rain, Rain, Rain

After sunshine and easy breezes for Black-Eyed Susan Day, the weather spirits took some ransom on the Preakness card – delivering overnight rain, more gray clouds than a truck-stop parking lot and plenty of water. The track turned sloppy in a hurry and stayed there, even with a brief mid-day respite from the rain. Though nothing like the flash storm that blew through at post time in 2015, the weather played a role.

Nyquist came into the race with one start on a track labeled anything but fast, and that was a romp on a good Gulfstream Park strip for the Florida Derby-G1. Con­versely, Exaggerator won the Santa Anita Derby-G1 on a sloppy track as a 3-year-old and the Delta Downs Jackpot-G3 on a muddy track as a 2-year-old.

Perhaps more importantly, Kent Desor­meaux – who came into the race with 649 wins at Pimlico – did some pre-race homework.

“I walked the course with him. You know what those terms mean?” the jockey asked afterward.

No, he did not get his boots dirty. Desor­meaux let Exaggerator meander in the post parade – inside, outside, middle – and found some relief from the ooze and goo.

“I thought the fastest spot was like two off the fence.”

Pretty much everyone else at Pimlico thought the outside was the best part of the track, and the differences of opinion became immediately clear when starter Bruce Wagner sent the field on its way. From post five, Exaggerator broke with the others but worked his way toward the rail as Desormeaux looked over his left shoulder for room. He had plenty.

“When I’m going down the frontside the first time, everybody was fighting to get off the fence,” the jockey said. “I was like, ‘What are they doing?’ ”

From a clubhouse box, Keith Desor­meaux asked the same question – about his brother and his horse.

“I wanted to strangle him when I saw him go to the rail,” he said. “I was, like, damn, he didn’t ride a race today. This is the only race he rode today, and I was, like, all these other jockeys realize that it’s a quagmire down on the rail, and I’m, like, what’s he doing? . . . this is why he’s in the Hall of Fame. Those kind of decisions.”

In front of Exaggerator, a race – a trap – developed.

From stall two, longshot Uncle Lino blasted to the front for Fernando Perez. Two paths to his outside, Awesome Speed responded to Jevian Toledo’s urging and made a play for the lead. Between them, Nyquist also rode a sharp move to the front as Gutierrez nudged the favorite from the gate. Past the finish line the first time, Nyquist led Uncle Lino by a neck with Awesome Speed another neck behind in third.

Exaggerator was eighth and as close to the rail as anyone in the field of 11.

“I always gig him because he breaks tremendously,” Desormeaux said of the start. “I pop him a couple of times in the mouth, just a couple of times, and he comes off the bridle. The Derby I did it more than twice and today I only did it twice because I didn’t think they were going that fast. I let him roll to the wire and then picked him up and asked him to wait.”

Nyquist led through a first quarter-mile in :22.38, and had company from Uncle Lino to the inside. Awesome Speed sat third, followed by Collected and Stradivari. Seventh and pulling, Exaggerator waited –
still inside everyone. After a half in :46.56, Nyquist led against pressure from all sides as Collected joined the group four wide. Behind them, Stradivari loomed with Exaggerator sixth, close, inside and on hold.

Six furlongs went by in 1:11.97.

“He totally dragged me to the three-eighths pole and then I had to slow him down and wait for space,” Desormeaux said. “It was there, but I didn’t want it because it was way too soon. He got me there so easy, man – wow – floating.”

Desormeaux stayed on the rail for nearly the whole turn, drafting to third behind Uncle Lino and Nyquist without doing a thing. Just before the quarter pole, Exaggerator came out from behind the two leaders – his first strides with a horse on his left since the start – and swarmed Nyquist. By midstretch, Exaggerator was back in the two path and drawing clear. Cherry Wine rallied late and inside to catch Nyquist for second.

The victory was Desormeaux’s third as a Preakness jockey – following Real Quiet in 1998 and Big Brown 10 years later to go with three Kentucky Derby wins, a Belmont Stakes win and some 5,700 more in a career that started in 1986.

The jockey’s brother was saddling his first Preakness starter, also his first Derby starter, in a training career that began in 1988 and meandered in all directions only to find a new level in 2013 with career peaks in wins (51) and earnings ($1.3 million). He won his first graded stakes, with Ive Struck a Nerve, that year and has been on a roll ever since. Breeders’ Cup Juve­nile-G1 winner Texas Red came on board in 2014 and was soon followed by Exaggerator.

Keith Desormeaux spent $110,000 to buy Exaggerator for Big Chief Racing as a yearling at Keeneland September 2014. The son of Curlin and the Vindication mare Dawn Raid – bred in Kentucky by Joseph Murphy of Stoneleigh Farm – made his debut last June, finishing fifth behind Nyquist in a 5-furlong maiden special. Stretched a furlong at Del Mar in July, Exaggerator won and repeated the victory when shipped east for the Saratoga Special-G2 in August. He was second to Brody’s Cause in the Grade 1 Breeders’ Futurity and fourth behind Nyquist in the Breeders’ Cup Juvenile-G1, both at Keeneland, then capped his 2-year-old season with a win in the $1 million Delta Downs Jackpot.

Exaggerator began his 3-year-old campaign with a second (to Nyquist) in the San Vicente-G2, then a third in the San Felipe-G2 and a win (with Nyquist in Florida) in the Santa Anita Derby. Nyquist made it 4-0 against Exaggerator in the Kentucky Derby. Two weeks later in the Preakness, everything was different. Exaggerator didn’t get as far back, Nyquist set a pressured pace, rain made the track sloppy. Two days afterward, Nyquist was off the Triple Crown trail with a fever and an elevated white blood cell count while Exaggerator was being pointed for the Belmont Stakes-G1.

The Beginning

Like all horses, Exaggerator’s story starts rather simply. He was one of three foals born in 2013 at Stoneleigh near Paris, Ky. Nicknamed Buster by manager Kim­berly McCormack, the colt with big ears he needed to grow into made himself a home.

“He was always really playful and I never had a lot of problems with him,” said McCormack. “He was always nippy and I know he still is to this day. He was always a nice colt, never real awkward, never difficult, very sure of himself more than anything.”

Early on, McCormack said she recognized a class about the Curlin—Dawn Raid colt, whose favorite things growing up were napping and playing with a Jolly Ball horse toy.

“You can just tell the confident babies and he was like that,” she said. “He’d be like, ‘I’m kind of a deal.’ ”

McCormack fed that opinion, literally and figuratively.

“You know how they come inside to prep for the sale?” she said. “Well, he’d be lying down taking a nap and you’d bring the bucket in to feed him and he’d look at you like ‘No, it’s nap time. You can feed me lying down. Just leave it here by my head.’ The first few times I took his temp, but he was fine. He did it every single day and on my day off I’d get the phone call, ‘He’s eating food lying down.’ ”

That’s just the way Buster did it.

After prepping with McCormack at Stoneleigh, Exaggerator went to Keeneland September. Part of the Warrendale Sales consignment, he brought $110,000. The horsewoman hated to see the colt leave, but has been around long enough to know that this is her job. She foals them, raises them, preps them and says goodbye.

Not quite two years later, he was on NBC getting talked about by Bob Costas.

“I can’t believe people know this horse, people know my Buster,” she said. “It’s surreal. I see him on TV, he’s a big shot. I raised this horse. We have five broodmares. We had three babies that year. We hand raise them. I do everything myself with the exception of one other part-time girl. I love it. It’s like watching one of your own do something great.”

Exaggerator eats standing up now, has raced at seven tracks in five states, been sold and re-sold as a racehorse and a stallion prospect to some of the biggest names in Thoroughbred racing. His dam delivered a full-sister this year (which Stoneleigh may keep) and was carrying a filly by Medaglia d’Oro for 2017.

But he’ll always be Buster.

“My family follows him – my parents, my niece and nephew, my sisters – and when he runs, we say ‘Go Buster,’ ” McCor­mack said. “We just remember a goofy horse playing with his Jolly Ball and eating lying down.”

It must have been something to watch.