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Churchill Downs to Partner in Development of Pittsburgh Racetrack

4 June 2003

PITTSBURGH, Pennsylvania -- Churchill Downs Incorporated (Nasdaq: CHDN) and developer Charles J. Betters ("Betters") today announced that they have entered into a definitive agreement whereby CDI will have an opportunity to become a partner and investor with Betters in the construction and development of Pittsburgh Palisades Park, a proposed Thoroughbred racetrack for the Hays area of Pittsburgh's south side. Pittsburgh Palisades Park currently has an application pending before the Pennsylvania Horse Racing Commission for a license to operate the racetrack.

Under the agreement, CDI would assist in the development of the racetrack, manage racetrack operations and have the opportunity to become an investor in Pittsburgh Palisades Park. "We are excited about the possibilities of bringing the leading brand in Thoroughbred racing to a sports town that is accustomed to having championship franchises," said Thomas H. Meeker, president and chief executive officer of CDI. "The fact that we're partnering with such an accomplished developer gives us confidence that this project can bring a new level of vitality to the city's south side."

"This partnership offers the best of both worlds to Pittsburgh and the Commonwealth of Pennsylvania," said Betters. "Churchill Downs Incorporated is the most respected and most successful track operator in the world, and our record as developers in this area speaks for itself."

CDI and Betters said that there are no assurances that the project will be granted a Thoroughbred racetrack license. Earlier today, development of the prospective site moved one step closer as the City of Pittsburgh's Planning Commission approved a conditional use permit to begin initial work on the site.

"Today's approval is the first step in a series of approvals we will need to fully develop the Pittsburgh Palisades Park project," said Betters.

Churchill Downs Incorporated ("CDI"), headquartered in Louisville, Ky., owns and operates world-renowned horseracing 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.

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