After a dynamite second-place finish in the Honeybee Stakes (G3) on March 1, Counting Stars will battle for $1-million and a berth in the Kentucky Oaks, taking on five rivals in the Fantasy Stakes (G2) next Friday, March 27 at Oaklawn.

Counting Stars will get a rematch with Eclipse Award finalist Explora, who held on to win the Honeybee by three-quarters of a length.

An OBS 2-year-old acquisition last spring, Counting Stars is a double stakes winner and she owns 25 qualifying points for the Kentucky Oaks. Francisco Arrieta has been her regular jockey in four starts at Oaklawn, and they will break from post 3 in the Fantasy for Hall of Fame trainer Mark Casse.

The filly breezed a bullet half-mile in 48 (1/39) on Thursday.