CHURCHILL DOWNS INC
S-3/A, EX-23.3, 2000-12-19
RACING, INCLUDING TRACK OPERATION
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<PAGE>  37


                                  EXHIBIT 23.3

                    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 June 9,
1999 on the combined  financial  statements of the Hollywood Park Race Track and
Casino,  which reports appear in Churchill Downs Incorporated's Form 8-K/A dated
November 24, 1999.

/s/ Arthur Andersen LLP

Arthur Andersen LLP
Los Angeles, California
December 14, 2000



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