REPORTING FROM ... THE RED CARPET AT THE KENTUCKY DERBY

James Trevenen/Playboy

The wait staff was cool, but you should have seen the buffet!

Celebrities have always orbited the Derby. But whether the stars are as bright as past years is up for debate. Some joke that it has become a sanctuary for the B, C and even D-listers. For every gold standard celeb like Michael Jordan there's a Joe Piscopo. But a celebrity is a celebrity. Besides, the world will always need our Larry Birkheads.

The number of celebrities showing up to Churchill Downs has grown significantly during the past decade, and there was no shortage of celebs at this year's biggest parties: The Grand Gala, The Crown Royal Playboy Party, The Barnstable Brown Gala, and a few private affairs.

We were given a warm welcome by a dozen Bunnies as we showed up at the Playboy party in the Mellwood Arts and Entertainment Center, far away from the riff-raff of downtown Louisville.

Guests Charles Oakley, Bode Miller, Dwyane Wade, Michael Jordan, Julius Erving, Randy Moss, Allan Houston, Vince Young, Prince Albert of Monaco, Nicole Murphy, Tom Brady and, er, even Joe Piscopo, milled about in the VIP section. Around 12:30 Hef made a fashionably late entrance, arm in arm with his three girlfriends: Holly Madison, Bridget Marquardt and Kendra Wilkinson.

While the Bunnies danced on table tops and the whiskey flowed past 4 am, NBC was preparing for its own party. Last year, NBC built its coverage around a red carpet show that gave the network viewership a boost from 10.6 million to 11.5 million. Hoping to capitalize on that success, it increased its 2-hour show by 30 minutes, and added the excitable red carpet talker and First Cousin Billy Bush and his Access Hollywood team to do celebrity interviews.

John Clarke Jr.

"When Tyson told me he ate children, I was hoping he was talking about you two."

Saturday at noon, celebrities started arriving at Chruchill Downs and walked the red carpet outside the clubhouse in a blur of eye-popping hats, gleaming-white bucks and seersucker suits. Lee Ann Womack, Bo Derek and Smokey Robinson breezed by as Bush, pacing and preparing notes, spotted comedian Fred Willard approaching.

"Ah, here we go," he grinned. "It's Derby day, Fred Willard in his pink jacket, primed, toupee firmly in place. Excellent." Willard responded with some impromptu Best In Show style horse commentary.

Gossip faves Heidi Montag and Spencer Pratt then made their way to Bush, when Lennox Lewis rolled up and found himself alongside the blonde stars of The Hills.

"You know, Heidi's a big fighter, too," Pratt told Lewis, who laughed as the couple moved on.

"Do you watch The Hills?" Bush asked after the couple had left.

"No," Lewis said, shaking his head.

Joe Piscopo, who had performed as Frank Sinatra for a party the night before, seemed to materialize out of a crowd of onlookers, and sprang over cables and camera men onto the red carpet to give Bush fashion tips and straighten his tie.

Without warning, a PR woman began chewing someone out because Montag was hit in the head with a camera during the interview—by mistake of course.

"We lost the interview!" she shrieked in a panic. "We lost the interview!"

Obviously, it is the end of the world.

To his credit, Bush took it all in stride with a faint smile on his face, surprisingly more witty and wicked.

"This is the Derby, and I'm not going to shill for the album or project or whatever," he said, debating whether he would try throwing a curve ball and stump some celebs by asking them to name three horses.

Sadly, he decided against it.

Off the red carpet, past the waiting white stretches and Hummer limousines, a group of military guards, that doubled as Derby security, stood and talked about their tours of duty in Iraq. Nearby, a skinny girl wearing dreadlocks, jeans and black tank top sat on a paint can and played the fiddle, the unmistakable strains of "My Old Kentucky Home."

And Heidi Montag is nowhere to be seen.

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