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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