06/09/2004 11:00PM

Bare Necessities faces familiar rival

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LOUISVILLE, Ky. - Last year Bare Necessities logged the miles with cross-country plane travel, shipping from the West Coast to win stakes at Hawthorne in Chicago and Ellis Park in Henderson, Ky.

This summer her travels may come mostly by van. Owner George Middleton of Iron County Farms recently transferred her from Southern California-based trainer Wally Dollase to Chicago-based trainer Frank Kirby.

Saturday she makes her first start for Kirby when she faces Breeders' Cup Distaff winner Adoration in the Grade 2, $400,000 Fleur De Lis Handicap at Churchill Downs.

"I'm really happy to be able to train her," Kirby said. "She's been training real aggressive."

Since have raced against each other three times in California, with Adoration finishing in front twice.

Saturday they meet at Churchill Downs, where each has raced once. That occurred in the same race, the Churchill Downs Distaff in November 2002. Bare Necessities finished second to Softly that day, 6 1/4 lengths in front of fourth-place Adoration.

Both have improved since their meeting as 3-year-olds in the fall of 2002, particularly Adoration. She leads the field with earnings of over $1.68 million and is a dual Grade 1 winner. Adoration finished second in her most recent race, the Grade 1 Vanity Handicap at Hollywood May 9. Victor Espinoza rides.

Rene Douglas will ride Bare Necessities, who is coming off a runner-up finish in the Sixty Sails Handicap at Hawthorne on April 24.

Kirby said he was struck by the quality and depth of the Fleur De Lis field. Besides Bare Necessities and Adoration, the race includes four other graded stakes winners - Yell, Roar Emotion, Mayo on the Side, and Cat Fighter.

Mayo on the Side was not among the original group of runners being pointed for the Fleur De Lis, but joined the field soon after stablemate Lead Story suffered a career-ending injury last weekend. Mayo on the Side upset Azeri in the Grade 1 Humana Distaff May 1, which followed a victory in the Doubledogdare Stakes at Keeneland in April.

Trainer Carl Nafzger attributes Mayo on the Side's success to the more relaxed atmosphere she experiences training at Skylight Training Center in Oldham County, Ky. Robby Albarado rides.

Longshots Angela's Love, Miss Fortunate, and La Reason complete the field.