Michelle Payne's excitement about Prince Of Penzance's return to racing at Flemington will come at a cost.

The popular jockey has to give up the ride on Sistine Demon, a horse tipped to go places.

Payne has been aboard the Darren Weir-trained Prince Of Penzance in all five starts for three wins and she believes he is also on the rise.

She has also ridden the Andrew Noblet-trained Sistine Demon to three wins, including the horse's past two starts, but has had to relinquish the mount in Saturday's Western Health Handicap (1410m).

"I was always probably going to ride Prince Of Penzance because he was aimed for this race, then Andrew decided to run Sistine Demon in the race," Payne said.

"I'd already made the decision but I've got a high opinion of both of them and it's just unfortunate they ended up in the same race."

Prince Of Penzance is Payne's only ride at Flemington.

The gelding won at the track over 2000m in May despite racing ungenerously.

He had a small bone chip removed from a fetlock after his last campaign and Payne said the four-year-old's regular trackwork rider had worked hard on the horse's racing manners.

Payne is hoping that can pay off.

"I think he's a highly promising horse and I'm really looking forward to getting back on board him on raceday and seeing how he goes this preparation," Payne said.

Payne is also keen to see how Sistine Demon performs as she hopes to get back on him at his next start.

Brad Rawiller rides Sistine Demon and Noblet said the son of Excites was starting to put it all together.