A week after conquering Louisiana with Peace Rules in the $750,000 Louisiana Derby (gr. II), Empire Maker gave the $1 million Florida Derby (gr. I) to Frankel with a spectacular performance, trouncing the seven-horse field with an eye-catching stretch run Saturday at Gulfstream Park.

The son of 1990 Florida Derby and Kentucky Derby winner Unbridled, ridden by Jerry Bailey, defeated even-money favorite Trust N Luck, ridden by Cornelio Velasquez, by a record 9 3/4 lengths in a time of 1:49 for the 1 1/8-mile distance. Indy Dancer, some 20 lengths off the pace on the backstretch after bobbling badly at the break, rallied with jockey John Velazquez to get third, beaten narrowly for the place spot.

The race was marred by an accident involving Midway Cat, who was trailing the field on the turn for home when he appeared to strike the rail, falling and throwing jockey Jorge Chavez in the process.

Midway Cat had to be euthanized due to a foreleg injury.

Midway Cat won one of six starts in 2002 but was an impressive winner of his 2003 season debut, an allowance at Gulfstream on January 18.

Jockey Jorge Chavez was hospitalized for precautionary X-rays and was listed in stable condition. His agent, Rob Ebanks, said Chavez complained of back pain, although he was able to move his feet and his vital signs were good.

Empire Maker, making his first start with blinkers and just his fourth race overall, handled the grade I field with aplomb.

He broke alertly, but when it was apparent that Trust n Luck was going to be pressed early by Midway Cat and Formal Outside to the outside, Bailey guided his mount to the inside. From there he tracked the leaders through the first turn and down the backstretch through fractions of :22 4/5 for the opening quarter-mile, :46 1/5 for the half and 1:10 3/5 for six furlongs.

Empire Maker continued to inch up on the inside of Formal Attire on the turn and was ready to pounce on the lead by the time they hit the head of the stretch after an opening mile of 1:36. He quickly assumed command on the outside of Trust N Luck and after changing leads in mid-stretch, was lengthening his lead with each stride as he crossed under the wire.

"I was a little surprised Trust N Luck didn't show a little more speed," said Bailey. "He didn't seem quite as sharp as he had been today, but I was sitting on some high octane myself."

Trust N Luck broke quickly from the rail and held the lead throughout before being passed by Empire Maker on the outside.

"We were in a bad spot, down inside like that," said Trust N Luck jockey Cornelio Velazquez. "We had pressure on us all the way. But this is a good horse and I know he'll be back."

Empire Maker, a homebred dark brown or brown colt out of the highly successful racing and breeding mare Toussaud, won for the second time in his career, picking up a winner's share of $600,000. He had earned $65,800 previously.

"He ran like we trained him. I hesitated to put blinkers on him, but we did and it worked out," said Frankel, who is winless in seven Triple Crown races, four in the Kentucky Derby. "He ran off the chart today. He might have peaked here, but if he runs this race in the Derby, he probably could win it."

Afterward, Frankel said he's may skip the Wood Memorial (gr. I) on April 12 and keep Empire Maker out of action until the Kentucky Derby on May 3, a gap of seven weeks.

"I've done it before," he said. "It was five weeks since his last race, and he's a natural mile-and-a-quarter horse. "He's not a horse you have to train to get fit to go a mile-and-a-quarter."

If Empire Maker doesn't run again until the Derby, he would be trying to buck history at Churchill Downs.

Exterminator in 1918 was the last to win the Derby in his fifth career start. Also, the last Derby winner that had just two starts as a 3-year old entering the race was Sunny's Halo in 1983.

Ralph Ziadie, who trains Trust N Luck, said he wanted to make sure his colt comes out of the race healthy before moving on to the Kentucky Derby.

``A good horse beat me, one of the better ones in the country,'' Ziadie said. ``I was very happy with the race.''

Sent off as the 2-1 second choice, Empire Maker paid $6.20, $2.80 and $2.40. Trust N Luck, who won the Fountain of Youth (gr. I) at Gulfstream and was bidding to employ the same front-running tactic, returned $2.40 and $2.10. Indy Dancer's show price was $3.20. Supah Blitz was fourth. The $2 Exacta was worth $14.