What: 135th Kentucky Derby

When: Saturday, 6:24 p.m. EDT post time (Race 11)

Where: Churchill Downs, Louisville, Ky.

TV: NBC-TV, coverage begins at 4 p.m.

Wagering Info: 1-888-BET-2-WIN or www.phonebet.com

Distance: 1 1/4 miles

Purse: $$2,202,200 (if 20 start); $1,442,200 to the winner

Remaining Triple Crown schedule: Preakness Stakes, May 16; Belmont Stakes, June 6.

WEST SIDE BERNIE — 1

Morning Line: 30-1

Owner: George and Lori Hall

Trainer: Kelly Breen

Jockey: Stewart Elliott

Graded earnings: $385,160

2009: Starts: 3; 1st: 0; 2nd: 1; 3rd: 1

Career: Starts: 7; 1st: 2; 2nd: 2; 3rd: 1

Last three: Wood Memorial (2nd), Lane's End (6th), Holy Bull (3rd).

Jerardi's breakdown: Five years after he won the Derby on Smarty Jones, Stewart Elliott is in with a 30-1 shot.

MUSKET MAN — 2

Morning Line: 20-1

Owner: Eric Fein and Vic Carlson

Trainer: Derek Ryan

Jockey: Eibar Coa

Graded earnings: $485,000

2009: Starts: 4; 1st: 3; 2nd: 0; 3rd: 1

Career: Starts: 6; 1st: 5; 2nd: 0; 3rd: 1

Last three: Illinois Derby (1st), Tampa Bay Derby (1st), Sam F. Davis (3rd).

Jerardi's breakdown: Won his second career start at Philadelphia Park. Has won the Tampa Bay Derby and Illinois Derby.

MR. HOT STUFF — 3

Morning Line: 30-1

Owner: WinStar Farm

Trainer: Eoin Harty

Jockey: John Velazquez

Graded earnings: $114,000

2009: Starts: 3; 1st: 1; 2nd: 0; 3rd: 2

Career: Starts: 7; 1st: 1; 2nd: 0; 3rd: 3

Last three: Santa Anita Derby (3rd), Sham Stakes (3rd), maiden special at Santa Anita (1st).

Jerardi's breakdown: Top jockey John Velazquez was going to ride Quality Road. He ended up here.

ADVICE — 4

Morning Line: 30-1

Owner: WinStar Farm

Trainer: Todd Pletcher

Jockey: Rene Douglas

Graded earnings: $186,000

2009: Starts: 3; 1st: 1; 2nd: 0; 3rd: 1

Career: Starts: 6; 1st: 2; 2nd: 0; 3rd: 2

Last three: Lexington (1st), Sunland Derby (5th), allowance at Santa Anita (3rd).

Jerardi's breakdown: Won the last-chance Lexington Stakes for Todd Pletcher, but appears overmatched.

HOLD ME BACK — 5

Morning Line: 15-1

Owner: WinStar Farm

Trainer: Bill Mott

Jockey: Kent Desormeaux

Graded earnings: $438,000

2009: Starts: 2; 1st: 1; 2nd: 1; 3rd: 0

Career: Starts: 5; 1st: 3; 2nd: 1; 3rd: 0

Last three: Blue Grass (2nd), Lane's End (1st), Remsen (2008) (5th).

Jerardi's breakdown: Won the Lane's End and second in the Blue Grass for Hall of Fame trainer Bill Mott.

FRIESAN FIRE — 6

Morning Line: 5-1

Owner: Vinery Stables and Fox Hill Farm

Trainer: Larry Jones

Jockey: Gabriel Saez

Graded earnings: $570,465

2009: Starts: 3; 1st: 3; 2nd: 0; 3rd: 0

Career: Starts: 7; 1st: 4; 2nd: 1; 3rd: 1

Last three: Louisiana Derby (1st), Risen Star Stakes (1st), Lecomte Stakes (1st).

Jerardi's breakdown: Won his debut at Delaware Park. Having a great 2009 and improving with every race.

PAPA CLEM — 7

Morning Line: 20-1

Owner: Bo Hirsch

Trainer: Gary Stute

Jockey: Rafael Bejarano

Graded earnings: $760,000

2009: Starts: 3; 1st: 1; 2nd: 2; 3rd: 0

Career: Starts: 6; 1st: 2; 2nd: 2; 3rd: 0

Last three: Arkansas Derby (1st), Louisiana Derby (2nd), Robert B. Lewis Stakes (2nd).

Jerardi's breakdown: Rated nicely and came on to win the Arkansas Derby. Training at Churchill Downs has been strange.

MINE THAT BIRD — 8

Morning Line: 50-1

Owner: Double Eagle Ranch and Bueno Suerte Equine

Trainer: Bennie Woolley Jr.

Jockey: Calvin Borel

Graded earnings: $138,705

2009: Starts: 2; 1st: 0; 2nd: 1; 3rd: 0

Career: Starts: 8; 1st: 4; 2nd: 1; 3rd: 0

Last three: Sunland Derby (4th), Borderland Derby (2nd), Breeders' Cup Juvenile (2008) (12th).

Jerardi's breakdown: Only wins were in Canada on artificial surfaces. Not fast enough.

JOIN IN THE DANCE — 9

Morning Line: 50-1

Owner: Rashard Lewis, et al.

Trainer: Todd Pletcher

Jockey: Chris DeCarlo

Graded earnings: $90,000

2009: Starts: 3; 1st: 0; 2nd: 1; 3rd: 1

Career: Starts: 8; 1st: 1; 2nd: 3; 3rd: 1

Last three: Blue Grass (5th), Tampa Bay Derby (2nd), allowance at Gulfstream (3rd).

Jerardi's breakdown: Last minute entrant takes what was a paceless race and ensures a hotter pace.

REGAL RANSOM — 10

Morning Line: 30-1

Owner: Godolphin

Trainer: Saeed bin Suroor

Jockey: Alan Garcia

Graded earnings: $1,250,000

2009: Starts: 3; 1st: 1; 2nd: 2; 3rd: 0

Career: Starts: 5; 1st: 2; 2nd: 2; 3rd: 0

Last three: U.A.E. Derby (1st), U.A.E. Two Thousand Guineas (2nd), allowance at Nad al Sheba (2nd).

Jerardi's breakdown: Likely to be part of the pace after leading all the way to upset stablemate in the UAE Derby.

CHOCOLATE CANDY — 11

Morning Line: 20-1

Owner: Sid and Jenny Craig Trust

Trainer: Jerry Hollendorfer

Jockey: Mike Smith

Graded earnings: $370,000

2009: Starts: 3; 1st: 2; 2nd: 1; 3rd: 0

Career: Starts: 9; 1st: 4; 2nd: 2; 3rd: 1

Last three: Santa Anita Derby (2nd), El Camino Real Derby (1st), California Derby (1st).

Jerardi's breakdown: Northern California star was second in the Santa Anita Derby and could hit the superfecta.

GENERAL QUARTERS — 12

Morning Line: 20-1

Owner: Thomas R. McCarthy

Trainer: Thomas R. McCarthy

Jockey: Julien Leparoux

Graded earnings: $595,645

2009: Starts: 4; 1st: 2; 2nd: 1; 3rd: 0

Career: Starts: 11; 1st: 3; 2nd: 3; 3rd: 1

Last three: Blue Grass (1st), Tampa Bay Derby (5th), Sam F. Davis (1st).

Jerardi's breakdown: One-horse stable of 75-year-old owner/trainer Tom McCarthy, the retired Louisville high school principal.

I WANT REVENGE — 13

Morning Line: 3-1

Owner: David J. Lanzman, et al.

Trainer: Jeff Mullins

Jockey: Joe Talamo

Graded earnings: $774,000

2009: Start: 3; 1st: 2; 2nd: 0; 3rd: 1

Career: Starts: 8; 1st: 3; 2nd: 1; 3rd: 4

Last three: Wood Memorial (1st), Gotham (1st), Robert B. Lewis Stakes (3rd).

Jerardi's breakdown: Blew up completely when taken to New York for two races on a regular dirt track.

ATOMIC RAIN — 14

Morning Line: 50-1

Owner: George and Lori Hall

Trainer: Kelly Breen

Jockey: Joe Bravo

Graded earnings: $77,500

2009: Starts: 4; 1st: 0; 2nd: 1; 3rd: 1

Career: Starts: 7; 1st: 1; 2nd: 3; 3rd: 1

Last three: Wood Memorial (4th), allowance at Gulfstream (3rd), Sam F. Davis (7th).

Jerardi's breakdown: Derby Fever overcame common sense when they decided to van this colt 12 hours from Monmouth Park.

DUNKIRK — 15

Morning Line: 4-1

Owner: Mrs. John Magnier, Michael Tabor and Derrick Smith

Trainer: Todd Pletcher

Jockey: Edgar Prado

Graded earnings: $150,000

2009: Starts: 3; 1st: 2; 2nd: 1; 3rd: 0

Career: Starts: 3; 1st: 2; 2nd: 1; 3rd: 0

Last three: Florida Derby (2nd), allowance at Gulfstream (1st), maiden special at Gulfstream (1st).

Jerardi's breakdown: The $3.7 million colt has shown a huge move in each start so there is little question about the ability.

PIONEEROF THE NILE — 16

Morning Line: 4-1

Owner: Zayat Stables

Trainer: Bob Baffert

Jockey: Garrett Gomez

Graded earnings: $1,193,250

2009: Starts: 3; 1st: 3; 2nd: 0; 3rd: 0

Career: Starts: 8; 1st: 5; 2nd: 0; 3rd: 1

Last three: Santa Anita Derby (1st), San Felipe (1st), Robert B. Lewis Stakes (1st).

Jerardi's breakdown: Won all the big Santa Anita stakes this winter, but has never run a very fast race.

SUMMER BIRD — 17

Morning Line: 50-1

Owner: K.K. and Jayaraman Vilasini

Trainer: Tim Ice

Jockey: Chris Rosier

Graded earnings: $100,000

2009: Starts: 3; 1st: 1; 2nd: 0; 3rd: 1

Career: Starts: 3; 1st: 1; 2nd: 0; 3rd: 1

Last three: Arkansas Derby (3rd), maiden special at Oaklawn (1st), maiden special at Oaklawn (4th).

Jerardi's breakdown: Rallying third in the Arkansas Derby, but is 50-1 here for a reason.

NOWHERE TO HIDE — 18

Morning Line: 50-1

Owner: My Meadowview Farm

Trainer: Nick Zito

Jockey: Shaun Bridgmohan

Graded earnings: $55,500

2009: Starts: 3; 1st: 0; 2nd: 0; 3rd: 0

Career: Starts: 8; 1st: 1; 2nd: 2; 3rd: 1

Last three: Illinois Derby (4th), Tampa Bay Derby (4th), Risen Star Stakes (4th).

Jerardi's breakdown: Last horse to enter has won just one race and won't be winning this one.

DESERT PARTY — 19

Morning Line: 15-1

Owner: Godolphin

Trainer: Saeed bin Suroor

Jockey: Ramon Dominguez

Graded earnings: $641,667

2009: Starts: 3; 1st: 2; 2nd: 1; 3rd: 0

Career: Starts: 6; 1st: 4; 2nd: 1; 3rd: 0

Last three: U.A.E. Derby (2nd), U.A.E. Two Thousand Guineas (1st), allowance at Nad al Sheba (1st).

Jerardi's breakdown: Godolphin's big hope could not pass unheralded stablemate in the UAE Derby in Dubai.

FLYING PRIVATE — 20

Morning Line: 50-1

Owner: Grand Slam Farm

Trainer: D. Wayne Lukas

Jockey: Robby Albarado

Graded earnings: $124,000

2009: Starts: 6; 1st: 0; 2nd: 3; 3rd: 0

Career: Starts: 10; 1st: 1; 2nd: 4; 3rd: 0

Last three: Arkansas Derby (5th), Lane's End (2nd), Mountain Valley Stakes (2nd)

Jerardi's breakdown: D. Wayne Lukas' record 43rd Derby starter. Hardly any chance to become his fifth Derby winner.

WAGERING TERMS

Win: Betting a horse to win the race.

Place: Betting a horse to finish first or second.

Show: Betting a horse to finish first, second or third.

Across the board: Betting an equal amount to win, place and show.

Exacta: A bet on which horses will finish first and second, in order.

Quinella: A bet on which horses will finish first and second, regardless of order.

Trifecta: A bet on which horses will finish first, second and third, in order.

Superfecta: A bet on which horses will finish first, second, third and fourth, in order.

Pick Six: Correctly picking the winners of six consecutive designated races. Pick Six wagering on Saturday at Churchill Downs begins with Race 5.