Plan A Road Trip To Lexington, Kentucky, For Spectacular Fall Foliage

When Michael Blowen decided to start a retirement farm for racehorses, people were skeptical. "They all thought I was nuts," he says. "I was just going to put horses in my yard and hope visitors would come see them."

He's toting a bucket of carrots and walking along a fence toward a stallion named War Emblem. He starts kicking the bottom rail in anticipation—the horse, not Blowen.

"You'll get your carrots, but only after you race me," the former film critic for The Boston Globe teases the former winner of the Kentucky Derby and Preakness Stakes. (War Emblem was just shy of capturing the Triple Crown in 2002.) Blowen jogs down the fence line, and the horse looks on, as if he's thinking, "Not a chance, man."

Just a little more goading, and the stallion finally gives in, breaking into a short sprint—but only because carrots are at stake. "The ones who won the big races are all smarter than the rest," Blowen says. "He's got us all really well trained."

Old Friends, a retirement farm for Thoroughbreds whose racing and breeding careers have ended, offers unrivaled access to once-celebrated athletes, some of whom have made millions for their owners. Every horse has a story, which Blowen tells like a proud father.

You'll meet the likes of Breeders' Cup champion Alphabet Soup, who doesn't go anywhere without his best friend (a donkey named Gorgeous George), and Belmont Stakes winner Sarava, who remains the longest shot in the 153-year history of the race (coincidentally robbing his neighbor, War Emblem, of the 2002 Triple Crown title). Sadly, War Emblem died this spring. He was a good horse and lived a good life. So do all Old Friends horses—like the farm's mascot, a miniature named Little Silver Charm. Blowen's been known to let this fellow hang out in his living room.

Blowen goes on to pay his daily visit to another almost-Triple Crown champion, Silver Charm. The gray stallion, winner of the Kentucky Derby and Preakness Stakes in 1997, is admittedly Blowen's favorite. "He gives me a kiss every day, and I think I'm starting to enjoy it," he says, laughing.

What started out as a racetrack hobby for Blowen back in his newspaper days became a lifelong mission that now gives over 200 horses a home either at the main location in Georgetown, Kentucky (just 25 minutes from downtown Lexington), or at a satellite location in Saratoga County, New York.

"People expect to see horses that are old, scrawny, and broken-down—kind of like me," he jokes. "But their eyes are still bright, and they're still running." Blowen then pauses and says, "I gotta get some more land. I gotta do some stuff."

Right now, the 236-acre farm is maxed out; there's even a waiting list. More space is on Blowen's mind. For now, he calls out to Nicanor, a dark bay stallion, to come and get his carrots.

Bask in Bluegrass Living

To watch horse country wake up in fall is to catch Kentucky in all its glory. A golden glow slowly settles over misty hillsides, fat maple leaves catch the early tangerine glints of sunlight, and birds chirp a morning blessing as horses steadily graze dew-covered grass. People from all over the world come to this part of Central Kentucky for that trademark combination of rolling green hills, autumn-cloaked red and golden maples, and horses with glossy chestnut coats pastured along every winding rural road.

This is horse country, where the biggest, strongest, and (above all) fastest Thoroughbreds, or "hot-blooded horses," are bred. Not by chance, either, but by the grace of the calcium-rich limestone that runs underneath all that bluegrass the horses feed on. Throw in two of the world's most famous tracks, Churchill Downs in Louisville and Keeneland in Lexington, and the state is essentially an equestrian's promised land.

Prestigious operations such as Claiborne Farm, Spy Coast Farm, and Ashford Stud (home of Triple Crown winners American Pharoah and Justify) offer a fleeting glimpse into a largely exclusive world, one that orbits around the idea that it's entirely sane to have a 110-pound jockey barreling around a track at 40 mph on a horse that weighs a half ton. Not only sane, but really the highest form of sportsmanship—and a wildly profitable one at that.

What really sets horse racing apart from other sporting events isn't just the 1,000-pound athletes. It's all the pomp. Spectators dressing to the nines (hats, ascots, and all) to sip mint juleps before noon and bet on horses that have names like Finnick the Fierce? Not necessarily something that you would see at the Talladega Superspeedway (though, to be fair, bourbon flows there too).

The heartbeat of horse country is loudest on the racetrack, and for over eight decades, Keeneland has helped keep the tradition of Thoroughbred racing alive. This is a place where everyone from the international equine elite to rowdy college students can come partake in the time-honored festivities.

Amid the buzzy chaos of bets being placed, stiff drinks being poured, and horses getting saddled up, the race goes off like clockwork. The jockeys mount up, the horses parade onto the dirt track, a bugler (clad in a green jacket and top hat) plays a regal tune, and two minutes of undiluted action ensues. Thoroughbreds with crazy names like Tiz the Law and American Theorem launch out of the gates, barrel around the track, and sprint to the finish.

Every 30 minutes, it all starts again. And anyone in Lexington can tell you, there's nothing else like it.

Be a City Slicker

It's easy to overlook Lexington at first. Louisville gets most of the attention, thanks to the Derby and Whiskey Row,while Lexington sits back, quietly enjoying the spoils of being a great town set in the ecologically blessed Kentucky landscape.

It has bourbon distilleries and horse racing and the breezy hills of the Bluegrass, plus a vibrant downtown lined with everything from breweries to old-school bakeries to rooftop restaurants. Once-forgotten spaces get second acts: A historic bank building becomes the ultrahip 21c Museum Hotel.The Distillery District—housed in the Historic James E. Pepper Distillery, which had previously sat abandoned for five decades—is now the place to be, with two working bourbon distilleries, restaurants, bars, and shops.

Downtown Lexington doesn't suffer the vacancy-ridden fate of so many city centers. The 21c Museum Hotel offers such extra perks as a contemporary art museum and a notable in-house restaurant, Lockbox. On the same block with the hotel is Bourbon on Rye, a modish take on a gentleman's bourbon bar, where some truly well-versed bartenders will happily guide you without breaking the bank.

There's not a local in town who won't go on about Belle's Cocktail House. It's the best place to see the sun setting behind the city skyline over a "bourbon & Ale-8." (Ale-8-One is Kentucky's hometown soft drink, a gingery, citrusy Prohibition-era soda that makes a jazzy bourbon mixer.)

Come dusk, that's exactly where you want to be, sitting and sipping. Maybe a flight of memory will carry you back to those rolling hills and starting gates and buckets of carrots. Horse country winds down the same way it wakes up: slow and steady.

Travel the Bourbon Trail

"The Cadillac" of Bourbons

The aroma is almost enough to give you a slight buzz in the regauge room at Buffalo Trace Distillery. Men are rolling hefty barrels filled with aged bourbon onto a moving line and then popping the bung (the plug that seals the barrel) to free it for bottling. Amber liquor gushes into a trough below.

Tours come through just as it's happening, and everyone looks on longingly, eager to give it a try. "This is the Cadillac," says a gentleman with a reverent nod as the group passes around mini tasting glasses. He and his wife are sampling some of the 18 destinations that make up the Kentucky Bourbon Trail, and this is the fifth distillery they have toured.

Cheers to the Past and Future

One of the distillery's guides, Fred Mozenter, regales the crowd with old bourbon legends like the "angel's share," which is the portion of each barrel (roughly one-third) that evaporates during the aging process.

Besides heirloom distilleries such as Buffalo Trace and Woodford Reserve, there are some relative newcomers worthy of a stop, like Castle & Key Distillery, located half an hour from downtown Lexington in Frankfort. The in-house gin and vodka will quench your thirst, along with the first small-batch bourbons released this year.

Make a Pit Stop

Between tours, make a pit stop at Wallace Station Deli near Midway, one of Kentucky chef Ouita Michel's places. The 15-minute drive to Wallace Station from the highway will take you past some of the area's showiest horse farms. Order one of the Inside Out Hot Browns (their take on a classic Kentucky sandwich) and a cold bottle of Ale-8 to enjoy outside on a picnic table. After all, it'll help soak up some of that bourbon.