An all-out Read the Footnotes prevailed over Second of June by a neck in a gut-wrenching finish to Saturday's $250,000 Fountain of Youth Stakes (gr. II) for 3-year-olds at Gulfstream Park.Ridden by Jerry Bailey, Read the Footnotes became the first New York bred to win the Fountain of Youth, the first major prep race in the East for the May 1 Kentucky Derby (gr. I).Read the Footnotes hooked up with Second of June and Cornelio Velasquez as the favorites in the eight-horse field headed into the home turn and the two colts put on quite a show all the way to the wire. Read the Footnotes got up in the final yards in a time of 1:42 3/5 for the 1 1/16-mile test. Silver Wagon was a distant third, 7 1/2 lengths behind."I needed every bit he had in him," said Bailey, who was pumping his charge furiously down the lane. "Neither horse wanted to lose. I've got to credit my horse a lot for reaching down and finding more."Velasquez said, "We had a good trip, we just got beat." It was the fifth win six starts for Read the Footnotes, a bay colt by Smoke Glacken–Baydon Belle (by Al NasrRichard Violette trains the winner. Violette also won an earlier allowance race for 3-year-olds with Swingforthefences, who swept to a 5 1/4-length win for his first victory against winners.``He's a great, great second string,'' Violette said. Read the Footnotes will try to become the latest New York-bred to find success in the classics after Funny Cide won the Kentucky Derby and Preakness last year. "This is horse racing. He doesn't know where he's foaled," Violette said.Violette said Read the Footnotes would go in the Florida Derby (gr. I) on March 13 next."We were grinding it out and I thought the layoff would get to us, but it didn't," he said. "He's a very fast horse, he's five for six, and he's the real deal."Frisky Spider kicked away to lead early through :23 4/5 and :47 3/5 fractions down the backstretch by 1 1/2 lengths. But Second of June, favored at 3-2, and 2-1 Read the Footnotes, three wide, inhaled the leader heading into the turn and the pair quickly established command.Second of June had a length lead on the turn and continued to hold a half-length edge over the winner in upper stretch, never giving in during the long drive to the wire.``Anytime you go from the quarter pole to the wire and there's not more than a couple of inches separating you, it's fun,'' Bailey said. ``It's even more fun when you win.'' Read the Footnotes paid $6.20, $3.20 and $2.20. Second of June returned $2.60 and $2.20. Silver Wagon's show was $2.60. The $2 exacta was worth $13.60.El Prado Rob was fourth, followed by Sir Oscar, Broadway View, Frisky Spider and Hopefortheroses.Sir Oscar, who had been unbeaten in six starts, settled for fifth. ``We can beat these guys next time,'' said Sir Oscar's jockey, Julio Garcia.