LOUISVILLE, Ky. – John Velazquez was in a familiar spot, leading Medina Spirit in the Kentucky Derby, and held off the expandable bid of three challengers. This time, Bob Baffert couldn’t believe what he was seeing.

Medina Spirit won the semifinal Saturday and gave Baffert his seventh win, the most of any trainer in the 147-year history of the race.

The Jockey and trainer — both Hall of Famer — teamed up eight months ago to win a recent times-delayed Derby with Authentic in September, who took the lead and held on. It was not so surprising.

This one was.

Deft at 12-1-astronomical odds for a filly trained by the white-haired two-time Triple Crown winner-Medina Spirit was in a street action that went down the track.

The dark brown colt was pressed outside by Mandaloun. Hot Rod Charlie came quickly outside Mandaloun, with 5-2 favorite essential quality giving the chase away on the outside.

“I was waiting for all these horses to come past him,” Baffert said. “When he got to the eighth Pole, we said, “This guy has a Chance.’”

Velazquez knew he still had a lot of horse.

“We got to the 16th pole and he put his ears down and kept action,” the Jockey said. “I was so proud of him.”

In the paddock, Baffert watched in amazement as one of the least heralded Derby runners of his long career took the lead.

“You could see him posing and driving Johnny hard,” Baffert said. “He was just relentless.”

The Spirit led all the way and ran 1 1/4 Miles in 2:01.02.

Velazquez claimed his fourth derby win aboard the stallion, bought as a yearling for windfall for current Saudi owner Amr Zedan. For comparison, Zedan recently paid million for a 2-year-old with no race.

“He doesn’t know how much it cost,” Baffert said, “but what a little racehorse.”

Baffert punched his right arm in the air after seeing the target on the video card. He was buried in solemn hugs by his wife, Jill, and youngest son, Bode. Jill Baffert had reason to celebrate when a horse she owns and is trained by her husband won a race on the Undercard.

“I’m really, really surprised,” the 68-year-old coach said of Medina Spirit.

It was not a false modesty. Baffert had been reserved about his chances after two of his top horses – Life Is Good and Concert Tour — derailed on the Derby Trail.

Medina Spirit is not the typical high-priced Talent with a fancy pedigree in Baffert’s California barn.

“I can’t believe he won this race,” the trainer said. “That little Horse, it was him, all the Viscera. He has always shown that he is a Flier. Her Heart is bigger than her Body.”

Medina Spirit has never been worse than second in six career starts, and two of his three losses have come to life, who probably would have been the Derby favorite had he not been injured.

“I repeated this speech in the shower and on the treadmill,” Zedan said. “I never thought I’d do it, but I’m here.”

Medina’s mind burst abruptly out of the gate, while essential quality and 9-2 second-choice Rock your World pushed shortly after the start.

“We’re done,” Rock Your World coach John Sadler said. “no Chance.”

Essential Quality was five horses wide into the first and second turns before taking aim at Medina Spirit on the track and not found fourth.

“He didn’t have the best trip,” Trainer Brad Cox said of the favorite. “It can happen if you start from the 14th hole.”

Mandaloun-Cox’s other entry – finished second and returned. Hot Rod Charlie, part-owned by five former Brown University football players, was another half-length back in third and paid to show off.

Baffert won back-to-back after tying Ben Jones with his sixth win last year, when the race was held without spectators in September due to the recent times.

“the seven Wins? I can’t believe I’ve won two,” Baffert said. “That’s what I like about this matter: no one knows for sure.”

A week earlier, Baffert was appearing before the Arkansas Racing Commission and seeking a 15-day suspension, which was part of his sentence for a pair of narcotics involving two of his horses as of Ma. He was successful, and the Commission voted unanimously in favor of reducing his fines and lifting the suspension.

“I’m so grateful that I can still compete at this level,” Baffert said.

Velazquez was the first Jockey to win back-to-back Derbies since Victor Espinoza in the Season. The 49-year-old also won the Kentucky Oaks Double Derby for the first time since Calvin Borel and won the million race for colts on Friday.

Velazquez had told Baffert a night earlier not to underestimate Medina Spirit, named after Islam’s second holiest city and the capital of Saudi Arabia’s Medina province.

“Every time I asked him a little more, he gave me more,” Velazquez said.

The Derby started on a sunny day with 51,838 spectators, about 100,000 fewer than usual. Fans were told to wear masks on the track, but many of them didn’t.

O Besos finished fifth, followed by Midnight Bourbon, Keep me in mind, Helium and Known Agenda. Highly motivated, he placed 10th, ahead of Sainthood, Like the King, Bourbonic, Hidden Stash, Brooklyn Strong, Super Stock, Rock Your World, Dynamic One and Soup and Sandwich.

Keep me in mind is trained by Calgary’s Robertino Diodoro, who had a horse in the Derby for the first time.