Trained by Kenny McPeek and ridden by Brian Hernandez Jr., Mystik Dan squeezed through on the inside going into the final straight and held off - by less than a nose - the late charges by second-favorite Sierra Leone and Japanese raider Forever Young with a photo needed to sort out the order.

After the fury of the race, McPeek and Hernandez had to wait several minutes to see their horse, who went off at 18-1, confirmed as the winner.

"That was the longest two minutes I've ever felt in my life, waiting for them to hang that number up," Hernandez said.

"It was exciting when we hit the wire, but I wasn't sure if we won."

Fierceness, the pre-race favorite trained by Todd Pletcher and ridden by John Velazquez, challenged around the final turn but faded late to finish 15th in the field of 20.

The exciting finish capped a celebratory week at Churchill Downs, where last year's Kentucky Derby was overshadowed by a string of horse deaths that reached 12 before racing was shut down last June.

This year, the storied venue not only unveiled a sparkling new paddock enclosure but added 2,200 tons of new dirt to the track as part of wide-ranging safety changes made after an investigation by the Horseracing Integrity and Safety Authority (HISA) found no one cause for the deaths.

All appeared to go smoothly and safely on Saturday, the crowd of nearly 157,000 treated to a classic racing spectacle. Hernandez credited his win to his move through a tight gap on the inside rail as they turned for home.

"My horse, he was so game being up on the inside. I came through a really tight spot, we actually kind of climbed up on top of the rail a little bit," said Hernandez, who said his boot actually brushed the rail.

"When he shot through that spot he was able to cut the corner and I asked him to go for it. He shot off and I thought, 'Oh man, we have a chance to win the Kentucky Derby.'"

But while Mystik Dan briefly put some daylight between himself and his pursuers, the race was far from over.

Sierra Leone, trained by Chad Brown and ridden by Tyler Gaffalione, was forced wide on the final turn but hooked onto Forever Young and they thundered up on the leader only to be denied at the end.

Replays seemed to show Sierra Leone lugging in and bumping Forever Young, but there was no protest from Japanese jockey Ryusei Sakai, whose mount, trained by Yoshito Yahagi, was coming off victories in the UAE Derby and Saudi Derby.

"Just a brilliant, brilliant, brilliant jockey and ride," McPeek said, calling Hernandez "probably one of the most under-rated riders in racing."

"But not anymore - right?!" McPeek crowed.

On Friday, McPeek and Hernandez had teamed to win the Kentucky Oaks for fillies with Thorpedo Anna.

McPeek became just the fourth trainer to complete the Oaks-Derby double in the same year and the first since Ben Jones in 1952.