Group Three placegetter Pheidon will be out to give Gai Waterhouse her second Ballarat Cup.

Waterhouse won the Listed race last year with The Offer who went on to win three races during the autumn, culminating in the Sydney Cup.

The Offer was then installed the Melbourne Cup favourite before the trainer Waterhouse the stayer a week before the race.

Pheidon was given a masterful ride by Craig Williams when touched out in the final few strides by Zabisco in Saturday's Group Three Eclipse Stakes.

A winner over 2040m at Moonee Valley on October 24, Pheidon is one of 35 entries for the 2200m Ballarat Cup, which for the first time this year will be the stand-alone feature Saturday meeting in Victoria.

Epingle, runner-up to Au Revoir in Saturday's Zipping Classic, is one of three nominations for trainer Michael Kent who also has Scratchy Bottom and You Think So.

A colic attack which happened after he arrived on course for the Sandown Cup forced the scratching of Massiyn but the Lloyd Williams-owned galloper has been nominated along with Count Of Limonade, a member of OTI Racing, who was withdrawn from the Zipping Classic due to the firmness of the track.

With international gallopers, OTI Racing-owned Renew and Au Revoir continuing the success of imported gallopers by winning the two staying races at Sandown on Saturday, Tony McEvoy has former French galloper Sysmo among nominations.

The Ballarat Cup is one of 10 races to be held on Saturday with the Magic Millions Clockwise Classic (1000m) also a highlight.

The race, open to Magic Millions graduates, gives the Victorian trained two-year-olds the experience of racing the clockwise direction before the Magic Millions meeting at the Gold Coast in January.

Prompt Return, an impressive winner of the Group Three Maribyrnong Plate (1000m) on November 8 will be out to enhance her Magic Millions hopes along with Old Trieste who finished second to that colt at Flemington.