Trainer Anthony Freedman and jockey Damien Oliver have turned back the clock to claim a Victoria Derby triumph at Flemington with Warning.

For Freedman, it was his first Victoria Derby (2500m) win as a trainer in his own right.

Oliver is celebrating his sixth, 27 years after his first aboard Redding.

Oliver has had a long and successful association with the Freedman family who were instrumental in first luring him to Melbourne from Perth.

Freedman said his history with Oliver gave Warning's victory added significance.

"We go back 25 years. I actually went to Perth to meet him and talk to him about coming over," Freedman said.

"We go back a long way and it's good to hook up again."

The Derby win was the highlight in a memorable afternoon for Oliver who earlier broke Bobby Lewis' long-standing record for most Melbourne Cup carnival wins by a jockey.

He showed his experience to settle Warning ($9.50) closer to the speed than anticipated and the three-year-old quickly put paid to the leaders in the straight and shot to an unassailable lead.

He scored by 3-1/4 lengths over Southern Moon ($21) with Soul Patch ($3.60) a further length back.

Sydney visitor Shadow Hero started favourite but was trapped back and wide, making some late ground for fifth without threatening.

Jockey Josh Parr felt the wet track played against him.

"Possibly the end of the prep, too. A combination of it being too much," Parr said.

Freedman, who will have Steel Prince in the Melbourne Cup on Tuesday, paid $65,000 for Warning as a yearling, attracted by his sire Declaration Of War.

He isn't sure if Warning can take the steps to return for a Cup bid next spring but says he has the attributes of a good horse.

"I bought him in Adelaide for not a lot of money. I like the stallion, the stallion is very under-rated and he has a lot of good stayers," Freedman said.

"It's a long way between a Derby and a Melbourne Cup but he's very genuine and he's got the perfect temperament for a stayer."

While Oliver is a Group One veteran, he says it is important to continue to win the big races.

The 47-year-old isn't resting on his laurels and remains hungry to keep proving he can compete with the next generation.

"My career has obviously been going for a long time now but its important to keep getting good wins for people to keep wanting to put you on," Oliver said.

If you're not riding winners you can become too old very quickly."