Will Take Charge, winner of the Smarty Jones Stakes, captured his second stakes of the year at Oaklawn Park by defeating a stablemate in the $600,000 Rebel Stakes.

The 1 1/16-mile Rebel is a prep for the $1 million Arkansas Derby on April 13 and offered 50 points for the winner toward a place in the Kentucky Derby.

Will Take Charge, ridden by Jon Court, went off as a 28-1 longshot in the 11- horse field. Southwest Stakes champ Super Ninety Nine was the 6-5 favorite.

Setting the pace was Title Contender, one-half of an entry with Treasury Bill. Racing second was Super Ninety Nine and jockey Rafael Bejarano. Will Take Charge, trained by D. Wayne Lukas, was running in the second flight just a few lengths off the lead.

Around the final turn, Super Ninety Nine was joined on the lead by Lecomte Stakes winner Oxbow, also trained by Lukas, and Den's Legacy. Super Ninety Nine and Den's Legacy are both trained by Bob Baffert who won the previous three Rebel Stakes.

Will Take Charge moved into fourth on the turn for home and then into third at the top of the stretch. Down the stretch, Oxbow had the lead with Den's Legacy in second and Will Take Charge in third on the outside.

Nearing the wire, Will Take Charge drew even with Oxbow and was able to pass the 7-2 second pick at the finish. Will Take Charge posted a head victory over his stablemate with Den's Legacy in third and Texas Bling gaining fourth.

Rounding out the order of finish were Super Ninety Nine, Carve, Title Contender, Treasury Bill, Hardrock Eleven, Stormy Holiday and Delhomme.

The time for the Rebel was 1:45.18 on a fast track.

Owned by Willis Horton, Will Take Charge now has 60 points in the Kentucky Derby points race. He also added $360,000 to his earnings which now stand at $545,371. He has three wins in seven lifetime starts,

The chestnut colt won the Smarty Jones on Jan. 21 at Oaklawn as a 12-1 longshot in a nine-horse field, but finished sixth in the Southwest at 7-1.

Will Take Charge paid $58.00, $16.20 and $9.80. Oxbow returned $7.80 and $5.60, and Den's Legacy paid $6.00 to show.