Churchill Downs Inc — Director's Dealing 2015

May 18, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHURCHILL DOWNS INC (CHDN)
CIK: 0000020212
Period of Report: 2015-03-26

Reporting Person: Duchossois Group, Inc. (Director, 10% Owner)
Reporting Person: DUCHOSSOIS CRAIG J (10% Owner)
Reporting Person: DUCHOSSOIS RICHARD L (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-26	Common Stock	A	2155	$113.768	Acquired	2155	Indirect
2015-03-29	Common Stock	A	511	$114.689	Acquired	2666	Indirect
2015-03-30	Common Stock	A	179	$114.671	Acquired	2845	Indirect
2015-03-31	Common Stock	A	528	$115.11	Acquired	3373	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2944756	Direct
Common Stock	137141	Indirect
Common Stock	166047	Indirect

Footnotes

F1: This form is a joint filing by The Duchossois Group, Inc. ("TDG"), Richard L. Duchossois and Craig J. Duchossois. Richard L. Duchossois and Craig J. Duchossois, by virtue of their relationship with TDG, may be deemed to beneficially own the shares of common stock of Churchill Downs Incorporated (the "Issuer") that are held by TDG. Richard L. Duchossois and Craig J. Duchossois disclaim beneficial ownership with respect to the shares of common stock of the Issuer held by TDG, except with respect to each individual's pecuniary interest in such shares attributable to him by virtue of his respective equity interest in TDG.

F2: Richard L. Duchossois and Craig J Duchossois, by virtue of their relationship with The Chamberlain Group, Inc. and TDG, may be deemed to beneficially own the shares of the Issuer that are held by The Chamberlain Group, Inc. and which TDG may be deemed to beneficially own. Richard L. Duchossois and Craig J Duchossois disclaim beneficial ownership with respect to the shares of the Issuer that are owned by The Chamberlain Group, Inc., except with respect to each individual's pecuniary interest in such shares attributable to him by virtue of his respective equity interest in TDG.

F3: Reflects shares of common stock of the Issuer that are owned directly by Spring Creek Investors II LLC ("SCI"). Richard L. Duchossois and Craig J. Duchossois, by virtue of their relationship with SCI, may be deemed to beneficially own the shares of the Issuer that SCI may be deemed to beneficially own. TDG disclaims beneficial ownership with respect to the shares of common stock of the Issuer held by SCI.