Churchill Downs Inc — Director's Dealing 2014

May 30, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHURCHILL DOWNS INC (CHDN)
CIK: 0000020212
Period of Report: 2014-05-27

Reporting Person: Evans Robert L (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-27	Common Stock	M	5300.0000	$35.1900	Acquired	187184.0000	Direct
2014-05-27	Common Stock	S	5300.0000	$86.8500	Disposed	181884.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-27	Employee Stock Option (right to buy)	$35.1900	M	5300.0000	Disposed	2016-11-14	Common Stock (5300.0000)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $85 to $86.44. The price reported above reflects the weighted average sale price. This reporting person hereby undertakes to provide upon request to the SEC Staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices was which the transaction was effected.

F2: The option vests quarterly over three (3) years beginning on September 30, 2010.