Ridden by Gary Baze, Amber Hills opened up a big lead on the backstretch and then just held on to win the 1 1/16-mile feature for 3-year-old fillies in 1:44.25. Amber Hills ran the opening half-mile in a sizzling 44.76 seconds and six furlongs in a very fast 1:09.58.

"I kept waiting for somebody to blow by us (in the stretch)," said Baze. "It was a fast pace but everybody was so close to us that it must have taken the punch out of them. I was looking for the wire at the three-sixteenths pole. But I have to give credit to my filly; she kept trying."

Amber Hills, trained by Ed Moger Jr. and owned by Curt and Lila Lanning of Los Altos Hills, earned $48,900 for the victory. The California-bred daughter of Bold Badgett has three wins in nine races and $134,230 in earnings. Amber Hills paid $24.00 to win.

Mavoreen took second by three-quarters of a length over the maiden Quero Quero, who finished a head in front of 8-5 favorite Lucky Sabre after breaking slowly. The favorite lugged in sharply in the stetch.