Saratoga Springs, NY -- (Sports Network) - Proud Spell got the best of 2-5 favorite Music Note to capture Saturday's $600,000 Alabama Stakes at Saratoga. The two fillies are considered two of this year's best three-year-old females in training.

Proud Spell, ridden by Gabriel Saez, broke well from the gate and joined Little Belle, Music Note's entry-mate, on the lead. On the clubhouse turn Little Belle assumed the lead with Proud Spell in second, Mushka in third and Music Note running in fourth.

Up the backstretch Little Belle and jockey Rajiv Maragh set the pace with Mushka up in second followed by Proud Spell and Music Note close behind. With a half-mile to run, Little Belle was still on the lead as Proud Spell moved back into second and Music Note gained ground in third.

Coming out of the final turn Proud Spell took the lead away from Little Belle as Music Note and rider Javier Castellano quickly took over second. Proud Spell had a short lead at the top of the stretch over Music Note, but the two quickly hooked up in a stretch duel.

The two fillies battled down the stretch with Proud Spell prevailing by a head over Music Note. Little Belle held on to third in the five-horse field followed by Mushka and Sweet Vendetta. Skylighter was an early scratch.

Proud Spell covered the 1 1/4 miles in 2:04.08 on a fast track.

The Alabama result was a reversal from the Mother Goose Stakes earlier this year. Music Note registered a 3 1/2-length victory over 1-2 favorite Proud Spell, but Proud Spell was disqualified to third.

Owned by former Kentucky Governor Brereton Jones, Proud Spell is trained by Larry Jones and collects $360,000. The filly has won seven of 11 lifetime races for $1,975,110.

"Last year, we were so fortunate in hooking a very good crop of three-year-old colts with Hard Spun," said Larry Jones. "This year, we've hooked a very good bunch of girls with this one. But I knew she was supposed to be here, so I brought her. This is where champions are made, and that's why she's here."

Proud Spell was coming off a win in the Delaware Oaks at Delaware Park to go along with her earlier victories in the Kentucky and Fair Grounds Oaks.

There had been talk that Music Note, trained by Saeed bin Suroor for Godolphin Stable, would run in next week's $1 million Travers versus three-year-old males.

With no show wagering for the race, Proud Spell returned $5.90 and $2.60, Music Note and stablemate Little Belle each paid $2.10 for place.

In the $500,000 Sword Dancer Invitational, Grand Couturier rallied down the stretch to win the 1 1/2 mile turf race for the second straight year. The victory gives the five-year-old automatic entry into the Breeders' Cup Turf this year at Santa Anita.

Ridden by Alan Garcia, Grand Couturier defeated Better Talk Now by two-lengths with Interpatation finishing third in the six-horse field. The pace-setter Precious Passion faded to fourth followed by Dancing Forever and Equitable.

The time for the Sword Dancer was 2:32.21 on a turf course listed as good.

Red Rocks, the 9-5 morning-line favorite, was scratched on Friday from the race with filling in a hind ankle. Champs Elysses was also withdrawn from the Sword Dancer.

Grand Couturier is owned by Marc Keller and trained by Robert Ribaudo. Two years ago the five-year-old was third in the race to Go Deputy. This was his first victory since taking the 2007 renewal.

He has won six of 16 career starts for $860,100, including the $300,000 from Saturday's win.

Grand Couturier paid $9.30, $4.80 and $3.70. Better Talk Now returned $4.30 and $3.50, and Interpatation paid $5.50 to show.