EXHIBIT 23.1

                        CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the use in this Registration Statement on Form S-3 of 
Churchill Downs Incorporated of our reports dated February 19, 1999 relating 
to the financial statements of Calder Race Course, Inc. and Tropical Park, 
Inc. which appear in such Registration Statement. We also consent to the 
reference to us under the heading "Experts" in such Registration Statement.


PricewaterhouseCoopers LLP
Fort Lauderdale, Florida
May 20, 1999