She had an early reputation for being difficult to handle, but trainer Richard Mandella worked extensively with the fractious young horse, gradually developing her from a temperamental front-runner into a seasoned veteran who could be placed in strategic positions.

She closed out her career winning the 2016 Breeders' Cup Distaff in a dramatic stretch run, prevailing by a scant nose over the Songbird.

[5] Beholder's dam, Leslie's Lady, won five races out of 28 starts, including the listed Hoosier Debutante Stakes in 1998, and was purchased by Mitchell in 2006 for $100,000.

[12] But the people who worked with her every day viewed her differently; her exercise rider in 2013, David Nuesch, described her as "straightforward", explaining, "she kind of likes it to be her idea and doesn't want to be told too much what to do."

[12] Mandella was described as the "perfect" trainer for her, as he was willing to try different training techniques to keep her from getting in her own way, took the time to figure out her quirks, and learned to anticipate her behavior.

Mandella's son Gary described Beholder as having an "Alpha Male perspective", explaining, "She's actually dominant, bullyish and head strong.

[24] Beholder tracked the leader, Midnight Lucky, before moving into the lead in the homestretch but was overtaken in the closing stages by the 39–1 outsider Princess of Sylmar and finished second, beaten by half a length.

Without her training earmuffs, she was anxious and upset by the crowd noise, fought to get away from the track pony that was leading her to the gate, and partially fell down, forcing Gomez to jump off.

After the race, Gomez speculated that if Princess of Sylmar had been closer as she passed, instead of well to the outside, Beholder's fighting instincts still might have been enough to have held out for the victory.

[24] After a break of almost four months, Beholder returned in the Torrey Pines Stakes over one mile at Del Mar on September 1, where she was ridden for the first time by Gary Stevens.

[25] Four weeks later, Beholder was matched against older fillies and mares in the Grade I Zenyatta Stakes over eight and a half furlongs at Santa Anita.

The field was a very strong one, including Royal Delta who had won the race for the last two years, Princess of Sylmar, Authenticity, and Close Hatches.

She took the lead two furlongs out and went clear of the field to win by 4+1⁄4 lengths over Close Hatches, with Royal Delta fourth and Princess of Sylmar last of the six runners.

She raced on the outside and moved up to third on the final turn but made no further progress and finished fourth behind winner Close Hatches.|[31] She had sustained an injury during that race, and after returning to training, split the wound site open again during a workout, requiring stitches and missing additional training time.

[29] Beholder was prepared to defend her Breeders' Cup Distaff title and was also consigned to be sold at the 2014 Fasig-Tipton fall sale immediately after.

"[34] After missing the Grade 1 Vanity Stakes and an anticipated match-up with improving Warren's Veneda in May due to a fever similar to that which prevented her from competing in the 2014 Breeders' Cup Distaff, Beholder was given time off.

She won by 8+1⁄4 lengths with a final time of 1:59.77, against an otherwise all-male field of nine other horses, including 2014 Breeders' Cup Classic winner Bayern.

[41] In her last race of 2015, she won the Zenyatta Stakes for the third time, stalking the pace until taking the lead in the homestretch, winning in a field of eight by 3+1⁄2 lengths.

[40] With the 2015 Breeders' Cup races held at Keeneland, and weather causing difficulties for shipping horses by air, Mandella nonetheless declared, "We plan to run in the big one.

[45] In her 2016 debut, Stevens was once again in the saddle, and Beholder won the Adoration Stakes for the second time in succession at Santa Anita Park on May 8, the day after the 2016 Kentucky Derby.

[2] On June 4, Beholder appeared to be facing a much sterner task when she took on the 2015 American Champion three-year-old filly Stellar Wind in the Grade I Vanity Mile at Santa Anita.

In a slowly run race, Stevens tracked the early leader, Lost Bus, before taking the lead on the turn and winning "effortlessly" by one and a half lengths from Stellar Wind.

She stalked the pace closely until the mile pole, at which point the stallion pulled ahead of the field and won by five lengths.

After leading for most of the way she was headed in the final furlong and beaten a neck by Stellar Wind with the pair finishing more than eleven lengths clear of the other three runners.

[55] From the outside post position of the eight-horse field, Beholder tracked the leaders before moving alongside Songbird on the final turn.

[57] She won her second Eclipse Award the following year as American Champion Three-Year-Old Filly with 207 votes against 42 for runner-up Princess of Sylmar.

[59] Beholder won her third Eclipse Award when she was named the 2015 American Champion Older Dirt Female Horse, taking 256 of the 261 votes.

[63] In 2015, she received a rating of 123 following her Pacific Classic win, placing her in a tie for eighth worldwide and second only to Treve as the highest-rated filly or mare.

[68] The most notable winner to date is Tamara, who won the 2023 Grade I Del Mar Debutante Stakes, before being sidelined by an injury.

[69] Her 2022 foal by Curlin, a colt, sold in 2023 as a yearling for $4 million[70] In her first year of eligibility, Beholder was elected to the National Museum of Racing and Hall of Fame as part of the class of 2022.