LOUISVILLE, Ky. (AP) — With favorite Epicenter and Zandon dueling in front, Rich Strike came charging up the rail for a stunning 80-1 upset in the Kentucky Derby on Saturday.

Jockey Sonny Leon guided Rich Strike from far back in the 20-horse field to beat 4-1 favorite Epicenter by three-quarters of a length. Zandon was another three-quarters of a length back in third at Churchill Downs in front of a crowd that included former President Donald Trump.

“I about fell down in the paddock when he hit the wire,” winning trainer Eric Reed said. “I about passed out.”

Rich Strike triggered the second-biggest upset in the race’s 148-year history, paying $163.60 to win. Only Donerail in 1913 had a higher payout of $184.90.

Rich Strike ran 1 1/4 miles in 2:02.61.

After taking a bite out of his much costlier competition, Rich Strike playfully chomped the pony that guided him to the winner’s circle.

Rich Strike wasn’t even in the Derby field until Friday when Hall of Fame trainer D. Wayne Lukas scratched Ethereal Road, making room for the chestnut colt trained by Eric Reed.

“We found out about 30 seconds before the deadline on Friday,” Dawson said. “It put us in the race and really we always felt if we just got in we’ve got a shot.”

Both Leon, from Venezuela, and Reed were in their first Derby. Leon regularly rides on small circuits, including Ohio. Reed endured a tragedy five years ago when he lost nearly two dozen horses in a barn fire at his training center in Lexington.

Leon’s rail ride was reminiscent of jockey Calvin Borel’s stealth move aboard Mine That Bird in 2009. Mine That Bird sprang what was then the Derby’s third-biggest upset, paying $103.20 to win.

“When I was in the last 70 yards, I said, ‘I think I got this race,’” Leon said.

Rich Strike was purchased by Dawson, who races as RED TR-Racing LLC, for $30,000 last fall when the colt was entered in a low-level claiming race by former owner Calumet Farm.

Calumet Farm owner Brad Kelley might be ruing that decision now. Calumet Farm has won a record eight Kentucky Derbies, but none since 1968, when Forward Pass was placed first via disqualification.

Rich Strike earned $1.86 million for just his second career victory. The colt lost to Zandon in the Blue Grass Stakes last month and was beaten by Epicenter in the Louisiana Derby in March.

Simplification finished fourth and Mo Donegal was fifth.