Using methods and themes from Charles Tilly's work, this paper presents a number of propositions related to empire-to-state transformation. We argue that variations in national state development from imperial metropole origins can be explained, at least in part, by variations in imperial administration, finance, development, identity, and inequality. Capacity is a critical determinant of the results of state transformation, while decisions about finance and investment are both economic and political. Identity and inequality are inextricably linked to empire, and our exploration of these concepts demonstrates that they are the outcomes of variable processes linked to concrete, if inadvertent, lines of imperial decisions.Charles Tilly's sociological appetite was omnivorous: his interests spanned such broad topics as inequality, history, the sociology of knowledge, bureaucracy, macro-structural transformation, and violence. When asked to contribute to this collection, we challenged ourselves to pay tribute by producing a Tillyan perspective on a topic unexplored or, at least, under-explored by him. This seemingly impossible challenge found its answer in a surprising topic given Tilly's interests: empire. Consider the Tillyan possibilities. Is there a more durable form of inequality than that born of empire? Have any other political entities faced as significant a form of socially mobilized opposition?