Those objective factors strongly indicate that Henny Hughes is a championship-level colt, which is the reason that Sheikh Mohammed al-Maktoum's Darley organization stepped up and paid mega-bucks to acquire the good-looking and well-bred horse for their team.

Bred in Kentucky by Liberation Farm, Trackside Farm, and CHO LLC, Henny Hughes is the most recent success story from a sizable group of high-class racers bred by Liberation Farm and partners the past several years.

In 2004, Liberation was co-breeder of the highly rated juvenile Roman Ruler, who came back to win the Dwyer Stakes last month and is favored in the Haskell on Sunday.

Liberation Farm is the operation developed by Rob Whiteley, who was formerly director of operations for Carl Icahn's highly successful Foxfield, which completed dispersing its bloodstock last year. As Foxfield was winding down, however, Whiteley was ramping up activity in his own Liberation Farm entity.

Whiteley's breeding success has significantly increased the last few years and has reached the point that he has bred the winner of the Dwyer two of the last three years. Like Roman Ruler this year, Strong Hope won the historic Belmont race in 2003.

In addition to Strong Hope and Roman Ruler, Liberation and partners have bred El Corredor (Grade 1 Cigar Mile), Badge of Silver (Grade 2 New Orleans Handicap), and others.

Yet the unbeaten Henny Hughes might prove the best of the group. And he is out of a mare who is one of Whiteley's favorites, the stakes-placed Meadowlake mare Meadow Flyer.

One of those who recognized the potential in Meadowlake's offspring, as he proved in selecting Foxfield's champion racer Meadow Star, Whiteley said: "Meadow Flyer is a very appealing representative of Meadowlake. I loved her, as she was a big, attractive mare with very good substance, and paid $27,000 for her off the track."

One of two stakes horses out of the Hagley mare Shortley, Meadow Flyer won her debut, a maiden special at Churchill Downs, with a Beyer Speed Figure of 85 and then finished second in the listed Pasadena Stakes.

Both Meadow Flyer's starts were in 1991, when she was 2, and she sold as a broodmare in the 1993 Keeneland November breeding stock sale to Trackside Farm. Owned by Pam Clark and Tom Evans, Trackside came in as a partner with Whiteley in Meadow Flyer.

Evans agreed with Whiteley on the good looks of the big bay Meadow Flyer. Evans noted that Meadow Flyer "has been a real consistent kind of mare. She has nice foals, good-sized foals, and most have become winners, and at least one is a very good winner."

Despite all those positive qualities, which had produced several six-figure sale prices for her yearlings, Meadow Flyer had not produced a stakes horse before Henny Hughes.

Evans candidly said: "If she hadn't been throwing such a nice type of foal, I would have bailed on her a long time ago. But when they produce such nice foals as she has, you maintain your confidence a little longer."

Whiteley noted that "building on my experience with Meadow Star, I try to breed to Meadowlake in such a way that I scale down his size while achieving a medium-sized, well-balanced, athletic individual that is less predisposed to unsoundness. We had a few opportunities to fine-tune the matings for this mare, and it looks like we got it right and got very lucky in breeding Henny Hughes."

A lengthy chestnut colt, Henny Hughes also had to pass muster with the discriminating buyers at the 2004 Fasig-Tipton Kentucky July select yearling sale.

Whiteley and partners succeeded in producing an athletic and progressive-looking yearling at the sale who attracted a successful bid of $180,000 from Gulf Coast Partners, a group of pinhookers who bought back the colt at Barretts, then sold him privately last month.

Although the mare had produced some useful winners, "maybe Hennessy, with his profile for speed, was the stallion she was waiting on" to get a stakes horse like Henny Hughes, Evans said. "Matching the qualities of mares to stallions is what makes breeding challenging and interesting."

Meadow Flyer has a weanling colt by Zavata and is in foal to Champali. Evans concluded that "maybe following up Hennessy using more stallions with a speed profile, like Zavata and Champali, is just the ticket for her."

Whiteley said, "The weanling is one of our very best weanlings and will be going in the November sale."