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ARLINGTON NOTES

Churchill Downs Incorpoated release

Contact: Julie Koenig Loignon (502) 636-4502
juliek@kyderby.com

CHURCHILL DOWNS INCORPORATED RAISES $101,000 FOR THOROUGHBRED RETIREMENT FOUNDATION DURING INAUGURAL 'OUT TO PASTURE PARTY'

LOUISVILLE, Ky. (June 17, 2002) -- Churchill Downs Incorporated ("CDI") (Nasdaq: CHDN) raised a total of $101,000 to benefit the Thoroughbred Retirement Foundation ("TRF"), a non-profit racehorse rescue and retirement organization, during CDI's inaugural "Out to Pasture Party" on Friday, June 14. All proceeds from the fundraiser will go to the care and feeding of horses retired to -- or being rehabilitated at -- TRF farms.

The Out to Pasture Party -- held at the Kentucky Derby Museum on the eve of "Stephen Foster Super Saturday" at Churchill Downs -- featured a benefit dinner as well as live and silent auctions. The live auction offered eight V.I.P. trip "packages" to major racing and sporting events, including the 2003 Kentucky Derby, 2002 Breeders' Cup World Thoroughbred Championships and 2002 PGA Tournament. The silent auction featured an impressive array of horse racing and sports memorabilia and other premium items and services.

"We are thrilled with the community's response to the Out to Pasture Party," said Cathy Z. Rutter, CDI's vice president of community relations. "This fundraiser was embraced by Kentucky horsemen, racing fans, the general public and our employees, who donated hundreds of hours of their time and expertise to make the event a tremendous success. To raise more than $100,000 in our inaugural year is a fantastic accomplishment and proof of CDI's commitment to support the TRF through the Company's Green Pastures Program(tm)."

The Green Pastures Program is a formal partnership between CDI, its six racetracks and the TRF. Launched in April 2002, the Green Pastures Program is designed to educate horsemen, racing fans and the general public about the benefits of retiring racehorses while they are still sound and suitable for second careers. Additionally, the Green Pastures Program seeks to raise awareness of the TRF's racehorse donation, adoption and sponsorship programs through CDI-sponsored publicity and marketing efforts.

The Out to Pasture Party, a Company-wide fundraiser, makes up the third component of the Green Pastures Program - a commitment to raise funds to cover the care and maintenance of retired racehorses currently living in TRF retirement farms across the country.

"The Thoroughbred Retirement Foundation is deeply grateful for the support of Churchill Downs Incorporated and its family of racetracks," said John Stuart, TRF's national president. "The inaugural Out to Pasture Party was a fantastic success, and monies raised through the event will help the TRF care for hundreds of retired racehorses. We look forward to a continued partnership with CDI through the Green Pastures Program and commend the CDI management team and its employees for taking a leadership role on the important issue of humane racehorse retirement."

Churchill Downs Incorporated ("CDI"), headquartered in Louisville, Ky., owns and operates world-renowned horse racing venues throughout the United States. The Company's racetracks in California, Florida, Illinois, Indiana and Kentucky host 112 graded-stakes events and many of North America's most prestigious races, including the Kentucky Derby and Kentucky Oaks, Hollywood Gold Cup and Arlington Million. CDI also owns off-track betting facilities and has interests in various television production, telecommunications and racing services companies that support CDI's network of simulcasting and racing operations. CDI trades on the Nasdaq National Market under the symbol CHDN and can be found on the Internet at www.churchilldownsincorporated.com.

A pioneer in horse rescue programs, the Thoroughbred Retirement Foundation ("TRF") remains the largest organization of its kind in the world, providing lifetime homes for former racehorses at TRF-operated and satellite farms in Connecticut, Florida, Kentucky, Maryland, Missouri, New Hampshire, New Jersey, New York, Vermont, Virginia and Wisconsin -- and through private adoptions. Major farms include facilities at Wallkill Correctional Facility in Wallkill, N.Y., Blackburn Correctional Complex in Lexington, Ky., Marion County Correctional Institution in Ocala, Fla., where inmates learn vocational and life skills through their care of the horses, and at the Charles Hickey School in Baltimore, Md., where at-risk juveniles benefit from a similar program. At the Exceller Farm in Poughquag, N.Y., racehorses are rehabilitated and retrained for private adoption.

For more information or to make a donation, please contact the Thoroughbred Retirement Foundation, Suite 351, 450 Shrewsbury Plaza, Shrewsbury, New Jersey 07702; telephone, (732) 957-0182, or on the Internet at www.trfinc.org.

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