In 2016, in her final race, the 6-year-old mare Beholder became just the second horse to win three Breeders’ Cup races, going out with a flourish by capturing the $2 million Longines Breeders’ Cup Distaff, winning by a nose over previously unbeaten 3-year-old filly Songbird at Santa Anita Park. Beholder, a Kentucky-bred daughter of Henny Hughes, owned by Spendthrift Farm and trained by Richard Mandella, had won the Juvenile Fillies in 2012 and the Distaff in 2013, but injury and illness forced her to miss the Breeders’ Cup the next two years. In 2015, she spiked a fever the week of the event at Keeneland, where she was scheduled to face off against Triple Crown winner American Pharoah in the Breeders’ Cup Classic. Beholder began her 2016 by winning the Vanity Handicap at Santa Anita on June 4 by 1 ½ lengths over the champion 3-year-old filly of 2015 Stellar Wind, who finished second by a neck in the 2015 Distaff.
But a budding rivalry was developing between these two, and at Del Mar on July 30, the 4-year-old Stellar Wind turned the tables on Beholder to win the Clement Hirsch by a half-length. Undeterred, Mandella set his sights for Beholder to defend her title in the $1 million TVG Pacific Classic. She gave a good account of herself, but was no match for California Chrome, finishing second by five lengths in a dominant performance by the winner. Now targeted for the Longines Distaff, Beholder once again battled Stellar Wind in a thrilling Zenyatta Stakes at Santa Anita on October 1. Stellar Wind prevailed again by neck. The 2016 Longines Distaff comprised one of its deepest fields yet. In addition to Stellar Wind, the field included Songbird, the 14 Hands Winery Juvenile Fillies winner of 2015, who had not lost in 11 career starts, and Grade 1 winners I’m a Chatter Box, Curalina, and Forever Unbridled. With Gary Stevens aboard,
Beholder stayed near the pace set by Songbird through the first six furlongs of the 1 1/8-mile race. Then at the quarter-pole Stevens moved Beholder past I’m a Chatterbox and the battle of champions was fully engaged down the stretch with the Santa Anita crown on their feet and roaring. At the wire, Beholder had her nose in front of Songbird for victory. “It’s probably the most emotional race of my career because she’s so special to me and it’s her last race," said Stevens. “She gave me absolutely everything. I have a new respect for Songbird even in defeat. Beholder, even in the past, has never given me everything like she gave me today.” Said Mandella, “I made the statement that they better have their running shoes on to beat her. Then I kind of kicked myself for saying it. But it turned out I was right. She's just a great horse.” Beholder tied Goldivoka (IRE), who won three consecutive Breeders’ Cup Miles, with most career Breeders’ Cup wins. She finished with 18 wins in 26 starts and $6,156,600 in career earnings. Following the Breeders’ Cup, Beholder was retired to Spendthrift Farm to begin a new career as a broodmare.