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ARLINGTON NOTES

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

REGISTRATION BEGINS FOR 2003 KENTUCKY DERBY FANTASY CHALLENGE

LOUISVILLE, Ky. (Feb. 3, 2003) -- Always dreamed of coaching a top 3-year-old racehorse to victory on the first Saturday in May? Then sign up to play the 2003 Kentucky Derby "Road to the Roses" Fantasy Challenge -- a free, Internet-based game of skill -- and compete with thousands of horseracing fans for a VIP trip to the 2004 Kentucky Derby and Oaks, plus prizes, wagering vouchers and exclusive merchandise worth thousands of dollars.

The Kentucky Derby Fantasy Challenge, now in its sixth year, is an online rotisserie-style game that allows race fans to draft a fantasy stable of Kentucky Derby hopefuls, along with accomplished jockeys and trainers, and enjoy the thrill of managing equine athletes and their connections through a series of officially sanctioned Kentucky Derby prep races. The game begins with the Grade I Fountain of Youth at Gulfstream Park on Feb. 15 and concludes with the 129th running of the Kentucky Derby (GI) at Churchill Downs on Saturday, May 3, 2003.

Registration for the 2003 Kentucky Derby Fantasy Challenge, which can be found online at www.roadtotheroses.com, opened Feb. 3 at 12:01 a.m. EST and will continue through April 4, 2003, at 11:59 p.m. The online game is owned and operated by Churchill Downs Incorporated ("CDI").

"Churchill Downs Incorporated is thrilled to again offer this challenging, interactive game to race fans hungry for action in the weeks leading up to the 129th Kentucky Derby," said Stephen L. Fugitte, CDI's vice president of racing information and new media. "The Fantasy Challenge continues to evolve and attract new players. More than 23,000 individuals played last year's game, and based on the number of early sign-ups, we expect to set a new record for participation this year.

"There is no better cure for a case of 'Derby Fever' than to play the Kentucky Derby Fantasy Challenge, which continues to be a unique way for both casual race fans and veteran handicappers to participate in the excitement leading up to the 'Run for the Roses'," Fugitte added.

Players create their mythical stables by selecting 10 Visa Triple Crown-nominated horses, along with two jockeys and two trainers. Points are awarded based on how well the selected horses and human beings perform in a series of 36 races leading up to and including the Kentucky Derby. Players are required to select "active" horses for each weekend of prep races and can add two additional horses -- for a complete stable of 12 horses -- after late Visa Triple Crown nominations are published in April.

The 2003 edition of the Kentucky Derby Fantasy Challenge has been upgraded to give players more creative control by allowing them to select unique stable and user names. The list of available jockeys and trainers has also been expanded to include more than 50 riders and 80 conditioners. In addition, navigation for the game's official Web site, www.roadtotheroses.com, has been improved to make the 2003 Fantasy Challenge more user friendly.

Ever-popular game features, such as the "Injury Report," "Fantasy Chat" and "Meet the Pros," are back this year and allow players to stay up-to-date on Derby contenders-in-training while trading tips with other contestants and comparing their handicapping abilities to those of the dozens of movie and television celebrities, journalists, horseracing analysts and professional touts managing their own fantasy stables.

This year's grand-prize winner will receive a VIP trip to the 130th Kentucky Oaks and Derby (April 30 and May 1, 2004), including two Marquee Village passes with accompanying clubhouse seats for both race days, roundtrip airfare, three nights' hotel accommodations, ground transportation, Derby and Oaks betting vouchers totaling $3,500 and a collection of valuable Derby merchandise and racing memorabilia. A grand-prize winner who is a member of CDI's player-reward program, the Twin Spires Club, will also receive 250,000 Twin Spires Club points.

The Kentucky Derby Fantasy Challenge is free and available to citizens in the United States, Puerto Rico and Canada, except where restrictions apply. For a complete list of rules, visit www.roadtotheroses.com.

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 115 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 racetracks have hosted nine Breeders' Cup World Thoroughbred Championships - more than any other North American racing company. 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.

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