Owned and bred by Prince Khalid Abdullah's Juddmonte Farms, Empire Maker was sired by champion Unbridled, winner of the 1990 Kentucky Derby and Breeders' Cup Classic.
Empire Maker's dam, Toussaud, was the daughter of British champion and Classic Race winner El Gran Senor, who in turn was a son of the great Northern Dancer.
At age two, Empire Maker made two starts, winning his maiden debut in October 2002 at Belmont Park then taking third in the Remsen Stakes, some 5½ lengths back of the winner Toccet.
For his next start, trainer Bobby Frankel put blinkers on the colt in an effort to make him concentrate and he responded with a nine and three quarter length win in the Grade I Florida Derby.
Racing Hall of Fame jockey, Jerry Bailey, Empire Maker ran second in the Kentucky Derby to Funny Cide whom he had beaten by a half-length in the Wood Memorial.
Funny Cide won the Preakness Stakes by more than nine lengths and headed to New York's Belmont Park favored to become the first Triple Crown champion in twenty-five years.