With Juan Leyva riding his first Breeders Cup race, the 4-year-old filly raced behind the pace, came through along the rail to take a good lead in the lane and held on to win by 1 1/4 lengths over Switch. Her Smile, a longshot owned by celebrity chef Bobby Flay, also ran well late to take third.
Musical Romance, despite finishing in the top three in each of her eight previous races, paid $42.40 to win.
The favorite, Turbulent Descent, was squeezed coming out of the gate and then forced to check sharply early on the turn. She got to the front but was unable to maintain the effort after all the traffic issues and faded in the late going to finish fifth.
Musical Romance, a daughter of Concorde's Tune and trained by William Kaplan, ran the 7 furlongs on a track rated "good" in 1:23.47.