The Breeders' Cup Distaff will be a rematch for the trio who met earlier in the year in the Feb. 15 Sabin Handicap (gr. III) going 1 1/16 miles at Gulfstream Park, where Roar Emotion scored a five-length win, with Nonsuch Bay taking third. Smok'n Frolic wasn't a factor as she finished unplaced.

The Frank Alexander-trained Nonsuch Bay enters the race off a third-place finish in the April 17 Bed o' Roses Breeders' Cup Handicap (gr. III) at Aqueduct. She scored a three-length win in the April 4 Banshee Breeze Handicap, both at Gulfstream Park.

The 5-year-old daughter of Mr. Greeley scored her grade I win in the 2002 Mother Goose Handicap (gr. I) at Belmont Park for Thorn Stable.

Nonsuch Bay will break from gate two under jockey Cornelio Velasquez. She is listed at 9/2 on the morning line.

Roar Emotion enters the race off a third-place effort in the April 16 Doubledogdare Stakes (gr.III) at Keeneland. The Kiaran McLaughlin trainee finished fourth in the March 14 Rampart Handicap (gr. II) at Gulfstream Park.
John Velazquez has the mount aboard the 4-year-old daughter of Roar. The pair, who breaks from post five, is listed at 2/1 on the morning line.

Following her disappointing effort in the Sabin, 5-year-old Smok'n Frolic rebounded to score an impressive six-length win in the March 14 Next Move Handicap (gr. III), going 1 1/8 miles at Aqueduct. Most recently the daughter of Smoke Glacken   finished second, two lengths back, in the Bed o' Roses Breeders' Cup Handicap.

Trainer Todd Pletcher will give a leg up to jockey Edgar Prado. The pair will break from post eight and is listed at 5/2 on the morning line.