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EXHIBIT 23.4
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation
by reference in this Registration Statement on Form S-3 of our report dated May
5, 2000 on the combined financial statements of Arlington International
Racecourse, Inc. and Subsidiaries and Arlington Management Services, Inc.
and Subsidiary (together referred to as Arlington International), included in
Churchill Downs Incorporated's Proxy Statement for the Special Meeting of
Shareholders dated July 14, 2000.
/s/ Arthur Andersen LLP
Chicago, Illinois
August 8, 2000
