Carry Back then moved north for the Wood Memorial Stakes three weeks later. He started 19/20 favorite in front of a crowd of 57,109 at Aqueduct, but failed to catch the front-running Globemaster and finished second, beaten three and a quarter lengths. Despite his defeat and a poor outside draw, Carry Back was favored to win the Kentucky Derby two weeks later, with his main opposition expected to come from Crozier, Globemaster, and the Alberta Ranches entry of Four-and-Twenty and Flutterby. In the Derby, Carry Back started predictably slowly and was towards the rear, sixteen lengths behind the leaders in the early stages as Globemaster led from Four-and-Twenty and Crozier. Sellers began to move forward in the backstretch and brought the colt around the outside of the field before making his challenge in the stretch. Carry Back produced what reporters described as a "devastating stretch run" to catch Crozier in the closing stages and win by three quarters of a length. The slow winning time of 2:04.00 was accounted for by the "sticky" track conditions.