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ARLINGTON NOTES

Contacts: Dan Leary - Arlington Park
(847) 385-7754 dleary@arlingtonpark.com

Julie Koenig Loignon - CDI
(502) 636-4502 (office) juliek@kyderby.com

ARLINGTON PARK NAMES OTB FACILITIES -- "TRACKSIDE"

New Designation Part of Churchill Downs Incorporated OTB Rebranding Program

ARLINGTON HEIGHTS, Ill. (May 10, 2001) - Arlington Park announced that its five off-track betting facilities -- at Arlington Park in Arlington Heights, at Quad City Downs in East Moline, and in Chicago, Rockford and Waukegan -- have been named "Trackside" as part of an overall rebranding program within Churchill Downs Incorporated ("CDI") (Nasdaq: CDSN). The common name, Trackside, was derived from the title currently used by the Company's OTB adjacent to Arlington Park.

"We've worked closely with CDI in planning the name change as well as the additional benefits that we will be able to bring to Arlington's off-track customers due to the greater resources available throughout the Company," said Arlington Park Chief Executive Officer Scott Mordell.

Churchill Downs Incorporated will rename the Company's nine off-track betting ("OTB") facilities "Trackside" in order to create a common identity for its OTB operations. The announcement was made today by Thomas H. Meeker, CDI's president and chief executive officer.

The name change will affect the Company's OTB in Louisville, Ky., as well as its three Indiana OTBs located in Indianapolis, Fort Wayne and Merrillville. All four facilities previously conducted business under the name "Sports Spectrum."

"As our Company has grown through mergers and acquisitions, CDI has become one of the largest operators of OTBs in the country," said Meeker. "Our recent merger with Arlington Park added five facilities in the important Chicago market to our fold. Just as we have worked aggressively to brand our live racing product under the banner of Churchill Downs Simulcast Network (CDSN), we realize the importance of creating a common identity and shared brand for our off-track distribution network.

"We selected 'Trackside' as a common name for all of our OTBs because it best reflects the atmosphere we strive to create for our off-track patrons: an environment that mirrors the live racing experience while offering the ambiance and amenities of a sports bar. We believe 'Trackside' best communicates this unique quality while clearly identifying our facilities as off-track betting operations," Meeker added.

"Linking all of our OTBs through a common name is the next step in a Company-wide branding program that was initiated in February 2000 when we introduced a common mark - a stylized version of the famous Twin Spires - for all CDI racetracks and OTBs," said Andy Skehan, senior vice president, sales and marketing. "A common name for our OTBs will create efficiencies and improve effectiveness through the consolidation of communication and marketing activities. It will enable the Company to develop a collective image and generate greater awareness for its OTBs while differentiating CDI facilities in markets where we compete with other off-track betting operations."

The name change will be phased in over the next 12 months and will initially include changes in external signage and supporting print communications and marketing materials. Beginning May 10, the Company's Illinois OTBs will be rebranded with the "Trackside" title. Conversion of the Indiana OTBs will take place later in the summer, while conversion of the Louisville, Ky., OTB is scheduled for late in the year.

The conversion will also involve internal capital improvements that will be implemented over the next few months at all nine facilities. By early summer, each Trackside OTB will have an active Twin Spires Club, the Company's player-rewards program; standardized merchandise featuring the logos of CDI and its racetracks; and CDSN handicapping materials. Educational seminars and visits from handicapping experts and industry personalities will continue to be offered.

Arlington Park, the Chicago area's premier Thoroughbred racetrack located in Arlington Heights, Ill., will run its 102-day live racing meet from June 13 through October 28, 2001. Arlington Park, which merged with Churchill Downs Incorporated in September 2000, also operates off-track, simulcast-wagering facilities at -- Trackside at Arlington Park, at Quad City Downs in E. Moline, and in Chicago, Rockford, Waukegan. For further information on Arlington Park, visit our website at www.arlingtonpark.com.

Churchill Downs Incorporated - headquartered in Louisville, Ky. - is one of the world's leading horse racing companies. Its flagship operation, Churchill Downs, is home of the Kentucky Derby and hosted the race's 127th running on May 5, 2001. The Company owns additional racetracks in Kentucky, Illinois, California and Florida and has interests in a pari-mutuel operation in Indiana as well as various racing services companies. CDI trades on the Nasdaq National Market under the symbol CHDN and can be found on the Internet at www.kentuckyderby.com.

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