For many who were in the crowd of more than 70,000, the third largest gathering of spectators in Belmont Park history, what lingers most is not the disappointment they felt at the end of Silver Charm's Triple Crown bid, but the excitement that went with anticipating it, and the memory of the roar that went up as the gate flew open and the competitors raced clear of the grandstand.

Five weeks earlier, at Churchill Downs in Louisville, the dark gray colt owned by Californians Robert and Beverly Lewis and trained by an upstart former quarter horse man named Bob Baffert, had won the Kentucky Derby after a contentious battle down the stretch with Captain Bodgit.

Though he had trained for most of his three years on the west coast, those who knew him best said that it was Churchill that transformed him into a champion for the ages.

It was at Churchill Downs, therefore, that he would stay and prep for Preakness Stakes in Baltimore, the second jewel of the Triple Crown. And to Churchill that he would return to prepare for the most grueling of the jewels, the mile-and-a-half Belmont Stakes, which would be held just over a month later.

"Bob Baffert has said that the horse kind of blossomed when he was here, and for him to now come back to train for the Belmont Stakes here fills us all with a tremendous sense of pride," said Tony Terry, Churchill Downs' director of media relations, at the time.

As Terry spoke, he stood in the second tier of the press box balcony, about four stories above the track's racing surface, and 300 yards from the stable where Silver Charm was resting after a morning workout.

"I like to think Baffert is correct in his assessment," Terry continued with a smile. "You know, animals, like people, tend to blossom in a place where they've repeatedly enjoyed success and I believe that's true in Silver Charm's case at Churchill Downs.

"He spent two or three weeks training here before the Derby, won that race and the Preakness... and now he's back. I suppose he feels like it's home and that's important to a race horse, which like any other animal, is trained through routine."

This past month, as Louisville underwent its annual transformation into "Derbytown," "The Charm," as his handlers came to call him, returned to Churchill Downs with Bob Baffert, the undisputed star among the 14 horses the trainer will keep there this spring.

On Derby-week Thursday the feisty gray made a special appearance at the track, visiting the paddock between the fourth and fifth races, and parading briefly before the clubhouse and grandstand immediately before the sixth race of the day.

"It's always special when a Kentucky Derby winner comes back to Churchill Downs to race or train," said Don Richardson, the track's vice president. "Without question, Silver Charm is one of the most popular Derby winners in recent years."

So much has happened since that Derby day just 12 months past. In the Preakness, held at the Pimlico Race Course outside Baltimore, Silver Charm triumphed for a second time in Triple Crown competition, managing to beat back a challenge from a surging Free House.

If the Preakness was a continuation down the road to glory, the Belmont, held last June 8, proved to be an entirely different story ¬ but only barely.

Prior to being transported to Belmont Park in Elmont the Wednesday before what was then considered the biggest race of his life, Silver Charm's home-away-from-California-home was the relatively secluded barn 33 at the fabled Churchill Downs.

Alone in his stable, its windows covered over with corrugated plastic so that no one will disturb him, Silver Charm lived a life not dissimilar from that of the other 1,400 horses boarded here.

After a four-day layoff following the Preakness, a brief respite after appearing in two heart-stopping photo finishes, he trained as hard if not harder than any other horse that had ever run on the Kentucky Derby's fabled track.

On Friday morning, May 23, 17 full days before the Belmont, the colt galloped a strong 1 3/8 miles on a "fast" track at Churchill Downs, surprising even his exercise rider, Larry Damore.

"He must just have more ability than he shows [in his races]," Damore said after the ride. "That's the only thing I can think of because if a horse is really putting out, he'd have to be knocked out from what he's done the last few races."

Damore, who has worked with Baffert for six years, described Silver Charm as aggressive in training, and "stronger" than he appeared in training sessions prior to the Derby.

"He just seems to want to go with it," Damore said. "Usually I carry my stick [a jockey's whip] in a training run, but today I didn't even do that because I needed my hands ¬ I needed both of them to pull back on him."

In Elmont on stakes day, after the roar of the crowd went up, the field rushed headlong around to the far side of the track. For a time, Silver Charm seemed to have lost his luster, falling to as far back as fourth place.

Then, on the backstretch, hall of fame jockey Gary Stevens allowed the colt to open up. In split seconds, the Charm, its owners and trainers paying rapt, excited attention in the stands, took the lead.

By the time the thoroughbreds entered the stretch, Silver Charm was again battling Free House and appeared to have him beat by nearly a length. Suddenly, however, Touch Gold, under jockey Chris McCarron, stormed out of the pack and raced under the wire before either The Charm or Stevens had a chance to see them.

It was a bad bit of racing luck. Given Silver Charm's style of racing, hanging close to the pack and seeming to challenge a specific horse at a specific time, Touch Gold's last minute surge forward from behind Free House was the perfect, and perhaps only, way to defeat him.

A victory in the Belmont would have made Silver Charm only the 12th horse in history to win the Triple Crown and the first since Affirmed in 1978.

"If anyone had any doubt about how hard it is to win the Triple Crown, this race should put those doubts to rest," said an anguished Gary Stevens immediately after the race.

What no one could know at the time, was that the Belmont would be Silver Charm's last race for almost nine months, the colt having contracted a respiratory infection.

However that didn't spell the end of the excitement for either Silver Charm or his trainer and owners.

In a dramatic finish, half a world away, the Kentucky Derby and Preakness winner returned to run in the most competitive of forums, nosing out hometown favorite Swain to win the $4 million Dubai World Cup held in the United Arab Emirates on March 28.

Again ridden by Gary Stevens and now competing as a 4-year-old, Silver Charm earned the $2.4 million first prize with a courageous rally down the stretch. In doing so, he more than doubled his previous career earnings of $2.2 million.

"I knew it was going to be close," said Stevens upon returning to the winner's circle. "He's the greatest horse I've ever ridden."

"He's always involved in finishes like that; that's why I've got white hair," trainer Baffert said. "In the last 100 yards he was all heart, that's what he does.

"He has so much courage that it makes up for my training," Baffert quipped, adding, "Winning makes me feel like $2.4 million."

The victory improved The Charm's record to eight first place finishes and five second place finishes in 13 career starts.

Two Thursday's ago, the thrill of race day once again behind him, Silver Charm and his two Derby-bound stablemates, Indian Charlie and Real Quiet, galloped strongly over a track left sloppy by heavy early morning rains.

"I don't know what I'm going to do with him," Baffert said afterward. "I'm going to get him ready and when he tells me he's ready, I'll run him in the first post that's available."

Though Silver Charm will now always be a story unto himself, Churchill Downs, the 124-year-old race track where he first captured the public's imagination last May, has itself been a story now for three generations.

Simply put, it is to the thoroughbred world and Kentucky, what Yankee Stadium in the Bronx is to New York and baseball.

"This is the mecca of racing in America," Terry said as he surveyed the track with a sweeping glance.

"If you say the words 'Churchill Downs' or 'Kentucky Derby,' you immediately conjure up certain specific images in people's minds," he continued. "Does one live without the other? Perhaps, but not on such a grand scale.

"When it comes to sports complexes in America, Churchill Downs has got a mystique that's all its own."

The track was the master work of Col. M. Lewis Clark, a Kentucky native who became enamored with horse racing while traveling abroad in the early 1870s.

Upon his return to his hometown, he founded the Louisville Jockey Club and devised a plan to present race meets on a regular basis. The first public notice of the establishment of the track that has hosted the Kentucky Derby for 123 continuous years, was reported in the May 27, 1874 edition of the Louisville Courier-Journal.

Race fans and horse lovers have been making their way to track ¬ defined for the ages by the twin spires added to the Louisville Jockey Club in 1894 ¬ ever since.

"When people come here, they want to get a taste of the Derby," Terry said. "They want to relive it. That's why, in addition to our racing events we established a Kentucky Derby Museum on the grounds, and it's why we've kind of refrained from making the place over.

"Every so often someone will ask, 'Why not expand?' 'Why not get rid of this old building?' But to most of us the question really is, 'If we didn't have this old building, would it really be the same?' For most people, I don't think it would."

The track certainly provides no shortage of charm to the first time or even repeat visitor. The grounds themselves, from the paddock area to the mint julep stands to the grandstands, are patron friendly. And all of the front line staff ¬ Terry included ¬ are assigned shifts for greeting visitors to the track each day.

Interestingly, if there is an intrusion of modernity in this peaceful setting, it's the constant vigil some race fans conduct in front of several television monitors in the facility.

"It's funny in a way," Terry remarked. "Here you can walk into the grandstand and sit literally inches from the track as the horses race by, but still large numbers of people prefer to sit inside and watch the races unfold on television.

"That's progress, I guess, but I think maybe you lose a little something along the way," he added.

According to Terry, the key to the future success of Churchill Downs rests upon the track's ability to develop a niche in the growing "family entertainment" business, a niche Belmont Park in Elmont has also been attempting to foster for the past several years.

"It's what the casinos have been doing for the past several years and we believe it's the wave of the future here at Churchill Downs as well," Terry explained.

"Recently, the state of Indiana, which borders Kentucky, passed legislation that will allow for Riverboat gambling in the state," Terry continued. "Now, in Indiana, there's basically two places you could go to do that ¬ Lake Michigan and the Ohio River ¬ and if you're operating on the Ohio, then you're drawing customers from southern Indiana and Kentucky, the same place we draw a high percentage of our patrons from.

"That's why becoming an entertainment choice for families has become so important. With increased competition on the horizon, you have to try and be pro-active and increase your market share. That's what we're doing at Churchill Downs at present.

"Now, of course, it doesn't happen overnight," Terry said. "Someone recently remarked that our per capita wagering receipts might be down a little, to which we say, yes, but is that because we're now selling more hot dogs, and more admission tickets to the Kentucky Derby Museum, and more concessions."

In some respects, Churchill Downs is just refining what it's already done for scores of years. Terry himself recalled that as a youngster he loved to come to the track and collect discarded mutuel slips in a paper cup, and that he spent countless hours trying to pet the track ponies as they came by with the thoroughbreds.

"There's truly no way to be sure how much money Churchill Downs brings into the local economy, but if you think about it, it's got to be extremely significant and I believe it's important we always remember the myriad of roles we play in this community.

"After all, the people who come here have to buy gas and they have to buy groceries, and it's likely they'll go out to dinner afterward. We're a part of Louisville and Louisville is a part of us.

"The thing we're seeing now is, we have to play an increasingly more significant part in the lives of families seeking entertainment. The more that children have a good time here, the more likely it is that their parents will have a good time here too.

"What we want is to be that other entertainment choice for families, you know? We want the conversation to be, 'What are we going to do tonight?' 'Well, we could go to the movies or the baseball game or.... Churchill Downs.' And we want those kinds of conversations to continue as those children grow into adulthood.

"The philosophy here at Churchill Downs is, if you don't start catering to families now, then you're going to miss out on entertaining future generations tomorrow," Terry said.