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Kristo was the early leader when hustled out of the gate by jockey Rafael Bejarano, and showed the way inside from Post 1 through a quarter in :23.31. But Midnight Hawk was shifted over to the two path from Post 6 by Hall of Fame jockey Mike Smith, and ranged up quickly to attend that pace. He put a head in front for a half in :46.33, and was challenged by Kristo again for three-quarters in 1:10.50. 

"It kind of turned into a match race today," Smith said. "Today, more so than winning, I wanted to find out if he could go long. If you can't go long, there's no use worrying about anything else. He proved he could go long."

Racing without blinkers for the first time, Midnight Hawk inched ahead outside for seven-eighths in 1:23.06, drifting in but finishing clear in a final time of 1:36.48 on the fast track. Ontology and I'll Wrap It Up completed the order of finish. Midnight Hawk paid $2.80 and $2.10 to win while Kristo brought $2.20 to place. There was no wagering to show. 

"He's still a little green, but I liked him a lot better without the blinkers," Baffert said. "He was waiting a little bit on horses but he came back, he didn't look like he was very tired. He wasn't blowing very hard, so that's a good sign.

"He was showing up in the mornings, but you don't know until you do it. You hate to get everybody puffed up, but the way he worked his last couple times, it was like, he was pretty impressive."

Midnight Hawk, a gray or roan colt, was bred in Kentucky by Mike Pegram out of the Wolf Power mare Miss Wineshine, the 1999 Texas champion 2-year-old filly, and is now two-for-two with earnings of $87,000. He broke his maiden by 6 1/4 lengths on Dec. 13 going 7 1/2 furlongs on the all weather track at Betfair Hollywood Park.   

Smith said there was still work to be done on the inexperienced runner, who was a bit fractious in the gate before his debut.

"He was much better in the gate today; it was evident the work they have done, he's improved," Smith reported. "There is some other work to be done, though. He's still a bit green down the lane. When the crowd screams he over-exaggerates (when he changed paths to the rail late in the stretch). He thinks they're yelling right at him and gets scared. There are some things that Bob can do that should help that as well though... maybe some cotton in the ears, we'll see.

"It's great to see a colt this talented with room to grow. That's what you want to have...There's room to grow here and that's really something to look forward to. For such a big, heavy horse, he just floats over the ground."

Baffert did not define a target for Midnight Hawk; the next race in the Southern California 3-year-old prep series is the Feb. 8 Robert B. Lewis Stakes (gr. II) at Santa Anita.

"We'll let him tell us when he's ready to roll," Baffert said. "He's a  big, heavy horse, and he can handle a lot. He's so heavy, I'd rather run him than work him...So far, so good, but we'll just take baby steps as we go and just have fun with him."

The connections of Kristo, a son of Distorted Humor   who races for Hronis Racing and trainer John Sadler, remained high on their contender following his runner-up effort.