05/03/2003 12:00AM

Frankel a bit down, but not out


LOUISVILLE, Ky. - Trainer Bobby Frankel stood in the Churchill Downs paddock moments before the start of the Kentucky Derby and stared at a rose petal on the ground. A smile crossed his lips, as perhaps he was dreaming of what he thought lay ahead.

A few moments later, Frankel was again staring at the ground, this time with his hands on his hips, contemplating what might have been.

The Kentucky Derby remains the lone blemish on Frankel's resume after Empire Maker and Peace Rules finished second and third behind Funny Cide in Saturday's 129th Kentucky Derby.

"Of course, you're disappointed,'' said Frankel, who is now 0 for 6 in the Derby. "I'm fine. I'll live to fight another day. Hopefully, the horse will, too.''

Frankel was specifically referring to Empire Maker, who was sent off the 5-2 favorite in the race, considerably higher than the 6-5 he was listed at on the morning line. News of a bruised foot helped increase the odds, but it didn't diminish Frankel's confidence.

Up until the final sixteenth of a mile in the Derby, everything was going perfectly for Frankel, who prior to the Derby had won three graded stakes races and finished second in another Grade 1. As he watched Empire Maker warm up on the paddock Jumbotron, Frankel was exhilarated by the way the colt was moving.

A little later, Frankel caught a glimpse of Empire Maker's ears, and they were straight up, a sign the horse was very relaxed.

"I like the way he's got his ears,'' Frankel said. "When you put blinkers on a horse I hate to see them pin their ears.''

Frankel didn't even get to see Empire Maker in the gate, but was heartened when he heard track announcer Luke Kruytbosch say, "Empire Maker's in.''

Frankel remained composed watching the race unfold on the big screen, as Peace Rules stalked the pacesetting Brancusi. Meanwhile, Empire Maker was in mid-pack and wide down the backstretch. Frankel got a bit excited when Peace Rules, under Edgar Prado, made the lead entering the far turn and Empire Maker was moving into contention.

Turning for home, the Jumbotron showed three horses in the picture: Peace Rules on the inside, Empire Maker on the outside, and Funny Cide in the middle.

At the eighth pole, Frankel yelled, "C'mon Jerry, c'mon Edgar.'' But, Frankel soon realized that neither Empire Maker nor Peace Rules was going to win. "Turning for home, I thought I'd win,'' Frankel said. "Then I saw him hang a little bit. It wasn't meant to be. Maybe he just got a little tired.''