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Racing Genk, based in the eastern province of Limburg, was formed in 1988 after the merger of Waterschei S.V. Thor and K.F.C. Winterslag. Waterschei were the team involved in the Standard Liege scandal of 1982, in which they were paid to let Standard win and rest ahead of the Cup Winners Cup final. Both teams in their previous guises spent much of their history in the lower tiers as  yo-yo clubs.

The first season as Racing Genk was a tough transitional one and the team finished bottom. It was only in 1996 that Genk began to make a charge to the top, under Aimé Anthuenis. They were 8th in 1996/97, then came runners-up the year after. Seemingly building a great squad, Anthuenis led Genk to their first league title in 1998/99, finishing two points ahead of Anderlecht. The partnership of Branko Strupar (Derby cult hero) and Soleymane Oulare was pivotal to their first place, getting 35 goals between them.

Anthuenis then moved to club giant Anderlecht, winning consecutive league titles with them as well. Genk struggled without him at the helm, dropping down the table. But not for long. In 2002, they won the title again, this time under the management of Dutchman, Sef Vergoosen. Wesley Sonck was banging in the goals for Genk around this time, getting 30 that season.

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