03/25/2003 1:00AM

Empire Maker heads Derby class

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LAS VEGAS - Five weeks from Saturday and counting - the Kentucky Derby is practically around the corner, and while there are still major prep races to be run, two colts loom large, Empire Maker and Atswhatimtalknbout. Both have impeccable pedigrees for 1 1/4 miles, and, just as importantly, are improving dramatically with each start, suggesting they will be the ones to beat May 3.

Here is my list of top Kentucky Derby candidates:

Empire Maker (Unbridled). The world knows about Empire Maker's classic pedigree. After his dazzling victory in the Florida Derby, it's clear he has the ability to match his pedigree. Every horse by Unbridled, winner of the 1990 Kentucky Derby, has the potential to win at classic distances, and it was a severe blow to breeders when Unbridled died prematurely in 2001 at the age of 14.

Already the sire of a Kentucky Derby winner - Grindstone, with the very talented Unbridled's Song a gallant fourth - in his very first crop, Empire Maker could add to Unbridled's legend. Unbridled has two more foal crops to race - juveniles of this year and a full crop of yearlings who will first race in 2004.

With his Florida Derby victory, Empire Maker became the fifth major stakes winner for his exceptional dam, Toussaud. A multiple stakes winner on grass by the classy Northern Dancer stallion El Gran Senor, Toussaud has been a stakes-producing machine. Bred to five different stallions, Toussaud produced stakes winners Chester House (Mr. Prospector), Honest Lady (Seattle Slew), Decarchy (Distant View), Chiselling (Woodman), and Empire Maker (Unbridled). The only offspring of Toussaud who did not win was Civilisation (Gone West), a stallion standing at Naylee Farm in Summit Point, W.V. It is noteworthy that all of the stallions she has been bred to, with the exception of Seattle Slew, are from the Mr. Prospector sire line.

Atswhatimtalknbout (A.P. Indy). While he's yet to deliver a breakthrough performance like Empire Maker's in the Florida Derby, there is no doubt one is coming. Anyone who witnessed his second-place finish in the San Felipe Stakes knows there is abundant talent here; this is an exciting animal who has a pedigree to love 1 1/4 miles and the long Churchill stretch. Most stallions known for stamina are predominantly turf sires, but A.P. Indy, like Unbridled, is a rare source of stamina for dirt. While runners by A.P. Indy and Unbridled are also successful on turf, the stallions' influence on the breed in this country is a result of their offspring's success on dirt. If not for Fusaichi Pegasus's Derby win, runner-up Aptitude would have been the first Derby winner for A.P. Indy (and trainer Bobby Frankel).

Atswhatimtalknbout gets a great deal more stamina from his dam's sire, Red Ransom. A winner of 2 of 3 starts, Red Ransom set a five-furlong track record in his debut at 2 at Saratoga. He had the potential to be one of Paul Mellon's best racehorses but was unsound, though as a son of Roberto, he has naturally become a potent sire of turf runners. But Red Ransom's influence as a broodmare sire adds stamina as well as an aptitude for grass. The Santa Anita Derby should be for Atswhatimtalknbout what the Florida Derby was for Empire Maker.

Offlee Wild (Wild Again). With all the hoopla surrounding Empire Maker and Atswhatimtalknbout, one 3-year-old who may have gotten lost in the shuffle is Holy Bull Stakes winner Offlee Wild. Drilling five furlongs in a ridiculously quick 57 seconds and change a few days before the Fountain of Youth Stakes, Offlee Wild made a bold bid on the far turn before flattening out in deep stretch to finish fourth. Prepping for the Florida Derby, he came down with a virus that curtailed his training, but a strong performance in the Blue Grass Stakes will move him forward for the Derby.

By 1984 Breeders' Cup Classic winner Wild Again, Offlee Wild is out of a powerful Darby Dan female family. His dam, Alvear, is a half-sister to Dynaformer by Seattle Slew. Offlee Wild will enjoy 1 1/4 miles and will be a major player in the Derby with a solid performance in the Blue Grass.

Badge of Silver (Silver Deputy). After a tour-de-force performance in the Risen Star Stakes, there was no reason to think Badge of Silver wouldn't be as impressive over longer distances. His puzzling Louisiana Derby effort can be tossed because of a displaced palate, and this colt is too good to be dismissed because of one race. Primarily a speed influence, Silver Deputy has proven capable of siring winners at 1 1/4 miles, such as Silverbulletday and Archers Bay, when bred to a mare by a stamina influence.

Indy Dancer (A.P. Indy). His Silky Sullivan-like performance in the Florida Derby, in which he finished third after being hopelessly distanced for most of the race, was accomplished over a track that was unforgiving to closers. A new venue will increase the chance for his late-running style to be effective, and a good showing in the Wood Memorial would make him a serious threat in the Derby. Another colt by A.P. Indy, he gets plenty of class from his dam, who is a full sister to stakes winner and promising young sire Souvenir Copy.