Done Talking likely punched his Kentucky Derby ticket with an upset in Saturday's Grade 3, $500,000 Illinois Derby at Hawthorne, rallying from far back to catch the front-running Morgan's Guerilla. Overlooked at 12-1 following a 10th in the Grade 3 Gotham Stakes, the Broken Vow colt registered his first career stakes win while scoring by about a length.

Based in Maryland with trainer Hamilton Smith, Done Talking was making his second start of the year Saturday. Regular rider Sheldon Russell accompanied the Skeedattle Stables' homebred, who concluded his juvenile season with a respectable fourth in the Grade 2 Remsen Stakes and exited the 1 1/8-mile Illinois Derby with $311,000 in graded earnings, which is all-important for determining the 20 starters in the Kentucky Derby field.

"Hopefully it's on to Louisville from here," Smith said. "We came here with the intent of running in the (Kentucky) Derby if he did well; you don't get many chances to run in a race like that. The mile and a quarter should suit him with his late run, which is what you want. When the speed is backing up, hopefully he'll be kicking on."

The bay colt raced in the last flight after breaking from post 13 and trailed by nearly 10 lengths after an opening quarter-mile in :23 4/5. Frankie is Rock sprinted to the front after the break, with Our Entourage up close tracking in second, and continued to lead the way through a half-mile in :48 3/5. Morgan's Guerilla, who was forced to travel wide into the first turn from post 12, was also up close in third as the field made its way down the backstretch.

Done Talking steadily advanced past rivals along the inside on the far turn as Our Entourage and Morgan's Guerilla hooked on the front end, and the latter surged clear in the stretch with a little more than a sixteenth of a mile remaining. Done Talking was also starting to make his presence felt, rallying determinedly into contention along the inside in the stretch drive.

The confirmed closer caught Morgan's Guerilla late and edged clear in the final strides, stopping the teletimer in 1:53 4/5 over the fast track.

"I was happy with him going into the (first) turn and down the backside," Smith remarked. "The only problem we had was in the far turn when he was making a little run and the 14 (Slamit) came back to him and he had to take up a little bit. I thought that was going to cost us the race but he finally got through and weaved his way through. The kid (jockey Sheldon Russell) did a great job of riding him."

"We wanted to take the horse back early," Russell said. "He's kind of a one-run horse and we weren't too keen on using him early going into the first turn. The trainer did tell me to look to make that early move. I tried moving at about the five eighths pole, people told me that this is one of the longest stretches in the country and I just wanted to get my horse close enough so that when he did kick in he was going to be close enough to get there.

"He's the type that you have to keep at him but if you do he will give you everything that he has."

"I didn't have the trip I thought I'd have in the first turn," jockey Rosie Napravnik said of runner-up Morgan's Guerrilla. "We didn't break super sharp and the outside horse did. I thought I'd let him go and then there was a whole fiasco inside of us, which I'm glad we weren't involved in. He had a wide trip and he was totally green down the lane but he's a very talented horse. When he gets his focus, he'll be even better."

Morgan's Guerilla, the 9-2 third choice among 14 starters, was 1 1/2 lengths clear of the late-running Hakama in third. Saturday Launch closed ground late to finish fourth, a neck back of third, and was followed under the wire by Our Entourage, Ring It Up, Skyring, Frankie is Rock, Pretension, Z Rockstar, 5-2 favorite Currency Sway, Fastestwhogetspaid, Romancing the Gold and Slamit. Arm Force, Defiant Flyer and Explain all failed to draw in from the also-eligibles list.

Done Talking, who broke his maiden at Delaware Park and captured an entry-level allowance at Parx Racing last fall, improved his career record to 7-3-0-2, $381,200. The Kentucky-bred is out Grade 3-winning Dixie Talking, a daughter of Dixieland Band, and Done Talking is a half-brother to the stakes-winning filly Table Talking. Dixie Talking is out of the Grade 3-winning Gin Talking.