• Record net revenues of $185.6 million, a 13% increase over 2012's Q3
• Record adjusted EBITDA of $31.8 million, 31% above 2012's Q3
• Gaming net revenues increase 61% above 2012's Q3 driven by the acquisitions of Riverwalk Casino Hotel, Oxford Casino
• Online handle increased 7.3% compared to total industry handle increase of 1.3%

MANAGEMENT COMMENTARY

Robert L. Evans, Chairman and CEO: "We are pleased with our record net revenues, up 13% over 2012's third-quarter, and record adjusted EBITDA, up 31% in the quarter.

"In our Gaming segment, we closed on the acquisition of the Oxford Casino in Maine in July, and a $3.2 million gaming floor expansion project is now underway. Our joint venture project in Ohio, Miami Valley Racing & Gaming, is now scheduled to open on Dec. 12, in time for the holidays and about 3 months sooner than originally planned. In Kentucky, we announced our support for Kentucky Wins!, a coalition of over 60 business and civic leaders from across the Commonwealth who believe it's time for expanded gaming.

"In our Online group, TwinSpires.com's handle grew 7.3% versus total U.S. thoroughbred industry handle growth of 1.3%, contributing to a 31% increase in our Online segment's adjusted EBITDA.

"In our Racing business, we had a successful, first-ever Homecoming Meet at Churchill Downs Racetrack in September and will again race those 12 additional days in 2014. Our $14.5 million Grandstand Terrace expansion project at Churchill Downs Racetrack is on budget and on schedule to add 2,400 new seats in time for the 140^th Kentucky Oaks and Kentucky Derby in 2014. On Oct. 7, we announced the addition of a 15,224 square-foot video board at Churchill Downs Racetrack, a $12 million project that will also be completed in time for the 2014 Kentucky Oaks and Kentucky Derby.

"Finally, this week our Board of Directors approved a 21% increase in our annual dividend, from $0.72 to $0.87 per outstanding share that will be paid on Jan. 6, 2014, to stockholders of the Company on record as of Dec. 6, 2013. This marks our third consecutive year of dividend increases of at least 20%."

2013 THIRD-QUARTER BUSINESS RESULTS

Net revenues for the third-quarter of 2013 increased 13%, or $20.8 million, to $185.6 million from $164.9 million, during the same period of the prior year due primarily to the expansion of CDI's Gaming segment with the additions of Riverwalk Casino Hotel's (Riverwalk) and Oxford Casino's (Oxford) revenues.

Gaming net revenues increased 61%, or $30.3 million, reflecting $12.6 million in net revenues generated by Riverwalk and $17.7 million in net revenues generated by Oxford, which was acquired on July 17, 2013.

Online Business revenues for the quarter increased $2.9 million, reflecting a 7.3% increase in handle compared to an industry handle increase of 1.3%,according to Equibase. Racing revenues decreased $12.2 million, from $62.9 million to $50.7 million, compared to the same period last year. The favorable impact of the new, 12-day September live race meet at Churchill Downs Racetrack was more than offset by declines at Calder Race Course from the loss of hosting revenues and lower revenues from 17 fewer live racing days during the period.

Our Gaming segment Adjusted EBITDA (earnings from continuing operations before interest, taxes, depreciation, amortization, insurance recoveries of net losses, Illinois Horse Racing Equity Trust Fund proceeds, share based compensation expenses, pre-opening expenses, including those of our equity investments, the impairment of assets and other charges and recoveries) increased $7.9 million from the same period of the prior year due to the addition of Riverwalk's and Oxford's combined Adjusted EBITDA of $8.6 million. Also, Calder Casino's Adjusted EBITDA increased $0.6 million as a result of successful focused marketing efforts and the closure of internet cafes in Florida in early April, despite the opening of a new, competing casino in the South Florida market. Partially offsetting these increases was a decrease in Adjusted EBITDA at Harlow's Casino of $0.8 million and at Fair Grounds Slots and VSI of $0.5 million over the same period of the prior year.

Online Business Adjusted EBITDA increased $3.1 million compared to the same period of the previous year due to 7.3% increase in pari-mutuel handle from continued growth in average customer wagering. In addition, Velocity's Adjusted EBITDA also increased due to higher wagering from existing customers and the addition of a new high-volume customer. This segment also benefited from a reduction in spending related to the prior year development of Luckity.com.

Racing Operations Adjusted EBITDA decreased $3.0 million for the quarter primarily due to a $4.2 million decline in Adjusted EBITDA at Calder Race Course, of which $2.7 million was associated with the loss of hosting revenues and $1.3 million was associated with the 17 fewer live race days in the quarter. Also, Arlington International Racecourse Adjusted EBITDA declined $1.0 million due to 2 fewer live race days, inclement weather and smaller race fields. These decreases were partially offset by the new 12-day September live race meet at Churchill Downs Racetrack, which generated an increase in Adjusted EBITDA of $2.3 million compared to the same period last year.

Net earnings from continuing operations for the three months ended Sept. 30, 2013, were $9.2 million, or $0.51 per diluted common share, an increase in net earnings of 53%, as compared to net earnings of $6.0 million or $0.34 per diluted common share.

A conference call regarding this news release is scheduled for Thursday, Oct. 31, 2013, at 9 a.m. ET. Investors and other interested parties may listen to the teleconference by accessing the online, real-time webcast and broadcast of the call at http://ir.churchilldownsincorporated.com/events.cfm or by dialing (877) 372-0878 and entering the conference ID number 90335059 at least 10 minutes before the appointed time. International callers should dial (253) 237-1169. An online replay of the call will be available at http://ir.churchilldownsincorporated.com/events.cfm by noon ET on Thursday, Oct. 31, 2013.

In addition to the results provided in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"), the Company has provided Adjusted EBITDA, a non-GAAP measure, which the Company defines as earnings from continuing operations before interest, taxes, depreciation, amortization, insurance recoveries of net losses, Illinois Horse Racing Equity Trust Fund proceeds, share based compensation expenses, pre-opening expenses, including those of our equity investments, the impairment of assets and other charges and recoveries.

Churchill Downs Incorporated uses Adjusted EBITDA, which the Company implemented during the nine months ended September 30, 2013, as a key performance measure of results of operations for purposes of evaluating performance internally. The Company believes the use of this measure enables management and investors to evaluate and compare, from period to period, the Company's operating performance in a meaningful and consistent manner. This non-GAAP measurement is not intended to replace the presentation of the Company's financial results in accordance with GAAP.

ABOUT CHURCHILL DOWNS INCORPORATED

Churchill Downs Incorporated (CDI) (CHDN), headquartered in Louisville, Ky., owns and operates the world-renowned Churchill Downs Racetrack, home of the Kentucky Derby and Kentucky Oaks, as well as racetrack and casino operations and a poker room in Miami Gardens, Fla.; racetrack, casino and video poker operations in New Orleans, La.; racetrack operations in Arlington Heights, Ill.; a casino resort in Greenville, Miss.; a casino hotel in Vicksburg, Miss.; and a casino in Oxford, Maine; CDI also owns the country's premier online wagering company, TwinSpires.com; the totalisator company, United Tote; Luckity.com, offering real-money Bingo online for a chance to win cash prizes; Bluff Media, an Atlanta-based multimedia poker company; and a collection of racing-related telecommunications and data companies. In addition, CDI's 50 percent owned joint venture, Miami Valley Gaming and Racing LLC, is currently constructing a video lottery terminal and harness racing facility in southwest Ohio. Additional information about CDI can be found online at www.churchilldownsincorporated.com.

Information set forth in this news release contains various "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The Private Securities Litigation Reform Act of 1995 (the "Act") provides certain "safe harbor" provisions for forward-looking statements. All forward-looking statements are made pursuant to the Act.

The reader is cautioned that such forward-looking statements are based on information available at the time and/or management's good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Forward-looking statements speak only as of the date the statement was made. We assume no obligation to update forward-looking information to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information. Forward-looking statements are typically identified by the use of terms such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "might," "plan," "predict," "project," "hope," "should," "will," and similar words, although some forward-looking statements are expressed differently. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors that could cause actual results to differ materially from expectations include: the effect of global economic conditions, including any disruptions in the credit markets; a decrease in consumers' discretionary income; the effect (including possible increases in the cost of doing business) resulting from future war and terrorist activities or political uncertainties; the overall economic environment; the impact of increasing insurance costs; the impact of interest rate fluctuations; the effect of any change in our accounting policies or practices; the financial performance of our racing operations; the impact of gaming competition (including lotteries, online gaming and riverboat, cruise ship and land-based casinos) and other sports and entertainment options in the markets in which we operate; our ability to maintain racing and gaming licenses to conduct our businesses; the impact of live racing day competition with other Florida, Illinois and Louisiana racetracks within those respective markets; the impact of higher purses and other incentives in states that compete with our racetracks; costs associated with our efforts in support of alternative gaming initiatives; costs associated with customer relationship management initiatives; a substantial change in law or regulations affecting pari-mutuel and gaming activities; a substantial change in allocation of live racing days; changes in Kentucky, Florida, Illinois or Louisiana law or regulations that impact revenues or costs of racing operations in those states; the presence of wagering and gaming operations at other states' racetracks and casinos near our operations; our continued ability to effectively compete for the country's horses and trainers necessary to achieve full field horse races; our continued ability to grow our share of the interstate simulcast market and obtain the consents of horsemen's groups to interstate simulcasting; our ability to enter into agreements with other industry constituents for the purchase and sale of racing content for wagering purposes; our ability to execute our acquisition strategy and to complete or successfully operate planned expansion projects; our ability to successfully complete any divestiture transaction; market reaction to our expansion projects; the inability of our totalisator company, United Tote, to maintain its processes accurately, keep its technology current or maintain its significant customers; our accountability for environmental contamination; the ability of our online business to prevent security breaches within its online technologies; the loss of key personnel; the impact of natural and other disasters on our operations and our ability to obtain insurance recoveries in respect of such losses (including losses related to business interruption); our ability to integrate any businesses we acquire into our existing operations, including our ability to maintain revenues at historic levels and achieve anticipated cost savings; the impact of wagering laws, including changes in laws or enforcement of those laws by regulatory agencies; the outcome of pending or threatened litigation; changes in our relationships with horsemen's groups and their memberships; our ability to reach agreement with horsemen's groups on future purse and other agreements (including, without limiting, agreements on sharing of revenues from gaming and advance deposit wagering); the effect of claims of third parties to intellectual property rights; and the volatility of our stock price.

Courtney Yopp Norris
(502) 636-4564
Courtney.Norris@kyderby.com