Alison Swinburn's Audarya denied Rushing Fall 1 last victory on her favorite course, catching the "Turf Rocket" in the final jumps to win Saturday's $2 million Breeders' Cup Maker's Mark Filly & Mare Turf (G1) at Keeneland.

Audarya broke from post 11 under Pierre-Charles Boudot and used the initial stretch run to settle into a ground-saving stalking position in the middle of the field.

Mean Mary initially went to the front, but the far outside-breaking Cayenne Pepper refused to let that happen and took the lead heading into the clubhouse turn, forcing Mean Mary to stalk.

Cayenne Pepper rolled through opening fractions of :23.50, :47.44, and 1:10.95, but Mean Mary ranged up to retake the lead as the field entered the far turn. 

Rushing Fall took first run at the new leader, making a three-wide bid off the turn and taking over at the top of the stretch, but Audarya was coming with a furious push just behind her.

Rushing Fall fought hard to hold onto her shrinking advantage, but Audarya took over near the 1/16 pole and held safely until she crossed a neck in front of Rushing Fall on the wire.

The James Fanshawe trainee completed the 1 3/16-mile firm turf route in 1:52.72, besting the 1:53.01 that Speedy Solution set earlier this year.

"First of all, thanks to all the team at home," Fanshawe said. "I just can’t believe it, some race to win. I’m just so thrilled. PC gave her a superb ride."

Harvey's Lil Goil led a four-horse rally from the rear to take third over Lady Prancealot, Civil Union, and Sistercharlie, while Mean Mary faded in the stretch to seventh.

Nay Lady Nay, My Sister Nat, Cayenne Pepper, Peaceful, Mucho Unusual, and Terebellum completed the order of finish.

Starship Jubilee stumbled as she broke from the rail and lost jockey Florent Geroux, but both horse and rider returned safely.

Audarya's win came in her stateside racing debut and was her second at the Grade/Group 1 level to improve her career mark to 13-5-4-1. The French-bred 4-year-old Wootton Bassett filly has now earned $1,229,046 after giving her human connections their first Breeders' Cup victory.

"The (traveling crew) has looked after her superbly since she’s been here," Fanshawe said. "She’s done everything right since she’s been here. Breeders' Cup has looked after us amazingly."

Audarya returned $37.60 to win, $16 to place, and $10.20 to show. Rushing Fall brought back $4.80 to place and $3.40 to show, while Harvey's Lil Goil paid $10.80 to show.