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EXHIBIT 23.2
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
We hereby consent to the incorporation by reference in this
Registration Statement on Form S-3 of our reports dated February 19, 1999
relating to the financial statements of Calder Race Course, Inc. and Tropical
Park, Inc., which appear in Churchill Downs Incorporated's Form 8-K/A dated June
18, 1999. We also consent to the reference to us under the heading "Experts" in
such Registration Statement.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Miami, Florida
December 15, 2000
