CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the
incorporation by reference or our report dated May 5, 2000 on the
combined financial statements of Arlington International Racecourse,
Inc. and subsidiaries and Arlington Management Services, Inc. and
subsidary (together referred to as Arlington International), included in
Churchill Down Incorporated's Proxy Statement for the Special Meeting of
Shareholders dated August 10, 2000, into this Form 8-K/A and into
Churchill Downs Incorporated and its subsidiaries' previously filed
registration statements on Form S-8 (33-85012), Form S-8 (333-62013),
Form S-8 (33-61111), Form S-8 (333-43486) and Form (333-41376).
Arthur Andersen LLP
Chicago, Illinois
November 15, 2000
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