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Document And Entity Information - shares	6 Months Ended
Document And Entity Information - shares	Jun. 30, 2012	Aug. 02, 2012
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2
Entity Registrant Name	CHURCHILL DOWNS INC
Entity Central Index Key	0000020212
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		17,451,580

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2012	Dec. 31, 2011
ASSETS
Cash and cash equivalents	$ 31,787	$ 27,325
Restricted cash	53,619	44,559
Accounts receivable, net of allowance for doubtful accounts of $2,080 in 2012 and $2,408 in 2011	44,111	49,773
Deferred income taxes	8,018	8,727
Income taxes receivable	0	3,679
Other current assets	14,031	10,399
Total current assets	151,566	144,462
Goodwill	217,741	213,712
Other intangible assets, net	103,237	103,827
Other assets	14,917	8,665
Total assets	959,415	948,022
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable	68,930	56,514
Bank overdraft	6,753	5,473
Purses payable	23,009	20,066
Accrued expenses	49,358	47,816
Income taxes payable	27,314	0
Dividends payable	0	10,110
Deferred revenue	10,528	33,472
Total current liabilities	185,892	173,451
Long-term debt	62,964	127,563
Other liabilities	31,976	29,542
Deferred revenue	16,626	17,884
Deferred income taxes	16,356	15,552
Total liabilities	313,814	363,992
Commitments and contingencies
Shareholders' equity:
Preferred stock, no par value; 250 shares authorized; no shares issued	0	0
Common stock, no par value; 50,000 shares authorized; 17,403 shares issued at June 30, 2012 and 17,178 shares issued at December 31, 2011	271,841	260,199
Retained earnings	373,760	323,831
Total shareholders' equity	645,601	584,030
Total liabilities and shareholders' equity	$ 959,415	$ 948,022

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2012	Dec. 31, 2011
Statement of Financial Position [Abstract]
Accounts receivable, allowance for doubtful accounts	$ 2,080	$ 2,408
Preferred stock, no par value
Preferred stock, shares authorized	250,000	250,000
Preferred stock, shares issued
Common stock, no par value
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	17,403	17,178

Condensed Consolidated Statements Of Comprehensive Earnings - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Net revenues
Racing	$ 160,440	$ 148,371	$ 190,622	$ 180,082
Gaming	51,371	49,459	110,707	108,546
Online	52,702	46,526	96,737	83,329
Other	6,303	5,330	10,946	9,283
Net revenues	270,816	249,686	409,012	381,240
Operating expenses
Racing	95,484	91,555	138,472	137,601
Gaming	38,291	38,237	79,231	79,639
Online	32,925	28,851	63,076	55,216
Other	6,866	5,267	12,575	9,857
Selling, general and administrative expense	20,070	18,696	36,269	34,700
Insurance recoveries, net of losses	(5,003)	(395)	(6,514)	(395)
Operating income	82,183	67,475	85,903	64,622
Other income (expense):
Interest income	35	56	53	124
Interest expense	(982)	(3,461)	(2,205)	(5,921)
Equity in loss (gain) of unconsolidated investments	(564)	460	(784)	44
Miscellaneous, net	37	3,158	70	3,615
Total other income (expense)	(1,474)	213	(2,866)	(2,138)
Earnings from continuing operations before provision for income taxes	80,709	67,688	83,037	62,484
Income tax provision	(32,133)	(27,698)	(33,107)	(25,680)
Earnings from continuing operations	48,576	39,990	49,930	36,804
Discontinued operations, net of income taxes:
(Loss) earnings from operations	0	0	(1)	1
Gain on sale of assets	0	157	0	157
Net earnings and comprehensive income	$ 48,576	$ 40,147	$ 49,929	$ 36,962
Earnings Per Share, Basic [Abstract]
Earnings from continuing operations (per share, basic)	$ 2.82	$ 2.38	$ 2.90	$ 2.19
Discontinued operations (per share, basic)	0.00	0.01	0.00	0.01
Net earnings (per basic share)	2.82	2.39	2.90	2.20
Earnings Per Share, Diluted [Abstract]
Earnings from continuing operations (per share, diluted)	2.77	2.36	2.86	2.18
Discontinued operations (per share, diluted)	0.00	0.01	0.00	0.01
Net earnings (per share, diluted)	$ 2.77	$ 2.37	$ 2.86	$ 2.19
Weighted average shares outstanding:
Basic (in shares)	16,978	16,444	16,940	16,401
Diluted (in shares)	17,502	16,935	17,443	16,899

Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Cash flows from operating activities:
Net earnings and comprehensive income	$ 49,929	$ 36,962
Adjustments to reconcile net earnings and comprehensive income to net cash provided by operating activities:
Depreciation and amortization	27,445	27,876
Asset impairment loss	0	157
Gain on asset disposition	(27)	(46)
Gain on sale of business	0	(271)
Gain on derivative instruments	0	(3,096)
Equity in loss (gain) of unconsolidated investments	784	(44)
Share-based compensation	4,414	2,966
Deferred tax provision	0	(1,566)
Other	455	2,036
Increase (decrease) in cash resulting from changes in operating assets and liabilities, net of business acquisition:
Restricted cash	(2,409)	(4,607)
Accounts receivable	(20,157)	(7,810)
Other current assets	(4,013)	(5,136)
Accounts payable	6,488	8,930
Purses payable	2,944	6,028
Accrued expenses	3,798	6,247
Deferred revenue	(7,061)	3,306
Income taxes receivable and payable	30,993	31,097
Other assets and liabilities	2,467	1,780
Net cash provided by operating activities	96,050	104,809
Cash flows from investing activities:
Additions to property and equipment	(16,473)	(10,867)
Acquisition of business, net of cash	(6,728)	0
Acquisition of gaming license	0	(2,250)
Investment in joint venture	(5,400)	0
Purchases of minority investments	(1,600)	0
Assumption of note receivable	(1,100)	0
Proceeds on sale of property and equipment	88	46
Proceeds from insurance recoveries	9,870	0
Change in deposit wagering asset	(6,651)	(873)
Net cash used in investing activities	(27,994)	(13,944)
Cash flows from financing activities:
Borrowings on bank line of credit	182,545	157,403
Repayments on bank line of credit	(247,143)	(237,560)
Change in bank overdraft	1,280	1,159
Payment of dividends	(10,110)	(8,165)
Repurchase of common stock	(2,033)	(445)
Common stock issued	4,416	0
Windfall tax benefit from share-based compensation	640	0
Change in deposit wagering liability	6,811	873
Net cash used in financing activities	(63,594)	(86,735)
Net increase in cash and cash equivalents	4,462	4,130
Cash and cash equivalents, beginning of period	27,325	26,901
Cash and cash equivalents, end of period	31,787	31,031
Supplemental Cash Flow Information [Abstract]
Interest	1,227	3,549
Income taxes	593	1,282
Schedule of non-cash investing and financing activities:
Issuance of common stock in connection with Company LTIP and other stock plans	5,110	4,319
Issuance of common stock for extinguishment of convertible note payable	0	19,399
Assets acquired and liabilities assumed from acquisition of business:
Fair value of assets assumed	9,454	0
Liabilities assumed	(395)	0
Fair value of earn-out liability and accrued purchase price	$ (2,331)	$ 0

Basis Of Presentation	6 Months Ended
Basis Of Presentation	Jun. 30, 2012
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis Of Presentation	BASIS OF PRESENTATION The accompanying Condensed Consolidated Financial Statements are presented in accordance with the requirements of this Quarterly Report on Form 10-Q and consequently do not include all of the disclosures normally required by accounting principles generally accepted in the United States of America or those normally made in Churchill Downs Incorporated’s (the “Company”) Annual Report on Form 10-K. The year-end Condensed Consolidated Balance Sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. Accordingly, the reader of this Quarterly Report on Form 10-Q should refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2011 for further information. The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with the Company’s customary accounting practices and have not been audited. In the opinion of management, all adjustments necessary for a fair statement of this information have been made, and all such adjustments are of a normal, recurring nature. The Company’s revenues and earnings are influenced by its racing calendar. Therefore, revenues and operating results for any interim quarter are generally not indicative of the revenues and operating results for the year and may not be comparable with results for the corresponding period of the previous year. The Company historically has had fewer live racing days during the first quarter of each year, and the majority of its live racing revenue occurs during the second quarter, with the running of the Kentucky Derby and the Kentucky Oaks. The Company conducted 122 live racing days during the second quarter of 2012, which compares to 105 live racing days conducted during the second quarter of 2011. For the six months ended June 30, 2012, the Company conducted 178 live racing days, which compares to 167 live racing days conducted during the six months ended June 30, 2011. Current Year Reclassification During the six months ended June 30, 2012, the Company merged the operations of Churchill Downs Simulcast Productions ("CDSP") , which was previously included in other investments, with its Racing Operations. Net revenues and operating expenses of CDSP for the three and six months ended June 30, 2011 have been reclassified to conform to the current year presentation. There was no impact from these reclassifications on net revenues, operating income, results of continuing operations, or cash flows. Customer Loyalty Programs The Company’s customer loyalty programs offer incentives to customers who wager at the Company’s racetracks, through its advance deposit wagering platform, TwinSpires.com, or at its gaming facilities. The TSC Elite program, which was introduced during the six months ended June 30, 2012 to replace the previous program, TwinSpires Club, is for pari-mutuel wagering at the Company’s racetracks or through TwinSpires.com. The Player’s Club is offered at the Company’s gaming facilities in Louisiana, Florida and Mississippi. As of June 30, 2012 and December 31, 2011, the outstanding reward point liabilities were $1.9 million and $2.7 million, respectively. Promotional Allowances Promotional allowances, which include the Company’s customer loyalty programs, primarily consist of the retail value of complimentary goods and services provided to guests at no charge. The retail value of these promotional allowances is included in gross revenue and then deducted to arrive at net revenue. During the three months ended June 30, 2012 and 2011, promotional allowances of $9.3 million and $5.1 million, respectively, were included as a reduction to net revenues. During those periods, Online promotional allowances were $6.5 million and $2.8 million, Gaming promotional allowances were $2.5 million and $1.7 million, and Racing promotional allowances were $0.3 million and $0.6 million, respectively. The estimated cost of providing promotional allowances included in operating expenses for the three months ended June 30, 2012 and 2011 totaled $1.2 million and $0.8 million, respectively. During the six months ended June 30, 2012 and 2011, promotional allowances of $15.5 million and $10.3 million, respectively, were included as a reduction to net revenues. During those periods, Online promotional allowances were $10.0 million and $5.2 million, Gaming promotional allowances were $5.0 million and $4.1 million, and Racing promotional allowances were $0.5 million and $1.0 million, respectively. The estimated cost of providing promotional allowances included in operating expenses for the six months ended June 30, 2012 and 2011 totaled $2.4 million and $2.1 million, respectively. Comprehensive Income The Company had no other components of comprehensive income and, as such, comprehensive income is the same as net income as presented in the accompanying Condensed Consolidated Statements of Comprehensive Income.

Florida Gaming Recoveries	6 Months Ended
Florida Gaming Recoveries	Jun. 30, 2012
Florida Gaming Recoveries [Abstract]
Florida Gaming Recoveries	FLORIDA GAMING RECOVERIES During February 2012, the Company received $0.8 million in proceeds upon the opening of Casino Miami Jai-Alai, a slots and jai-alai facility in Miami, Florida. These proceeds partially reimbursed Calder Race Course (“Calder”) for expenditures made during 2005 related to the slot machine referendum held in Miami-Dade County. Due to uncertainties regarding collectability, the Company did not recognize a reduction of expense upon the execution of the agreement during 2005, because reimbursement was not payable until the opening of Casino Miami Jai-Alai. During the six months ended June 30, 2012, the Company recognized $0.8 million as a reduction to selling, general and administrative expenses from the recovery. In addition, the Company recognized $0.2 million as a reduction to its operating expenses from a recovery of pari-mutuel accounts receivable from the owners of Casino Miami Jai-Alai, which had been previously reserved due to uncertainties regarding collectability.

Acquisitions And New Ventures	6 Months Ended
Acquisitions And New Ventures	Jun. 30, 2012
Business Acquisition, Entity Acquired and Reason for Acquisition [Abstract]
Acquisitions And New Ventures	ACQUISITIONS AND NEW VENTURES Ohio Joint Venture During March 2012, the Company announced an agreement to enter into a 50% joint venture with Delaware North Companies Gaming & Entertainment Inc. (“DNC”) to develop a new harness racetrack and video lottery terminal (“VLT”) gaming facility in Lebanon, Ohio. The project will involve the relocation of the current operations of Lebanon Raceway to a new location to be selected along the Interstate 75 corridor between Cincinnati and Dayton. Through the joint venture agreement, the Company and DNC have formed a new company, Miami Valley Gaming & Racing LLC (“MVG”), which will manage both the Company’s and DNC’s interests in the development and operation of the racetrack and VLT gaming facility. MVG has entered into an asset purchase agreement through which it will acquire the harness racing licenses and certain assets held by Lebanon Trotting Club Inc. and Miami Valley Trotting Inc., the two entities conducting harness racing at the existing Lebanon Raceway facility at the Warren County Fairgrounds in Lebanon, Ohio. MVG will acquire these assets for an aggregate purchase price of $60 million, of which $10 million will be paid in cash, with the remaining $50 million to be funded through a promissory note delivered at closing. An additional $10 million could be paid to the sellers if certain conditions are met with respect to the performance of the VLT facility over time. The Company and DNC will contribute up to $90 million in equity to fund the asset purchase agreement for the existing racing licenses and racetrack assets, the initial VLT license fees and acquisition costs for the land eventually selected for development. Completion of the asset purchase transaction and development of the new racetrack and VLT gaming facility are subject to regulatory approvals and other customary closing conditions, and to the resolution of any outstanding legal challenges threatening the legality of VLT gaming. See subheading "Legislative and Regulatory Changes - Ohio" in Item 2. "Management's Discussion and Analysis" of this Quarterly Report on Form 10-Q for further discussion. In the event the transaction is not completed, the operating agreement will be terminated and the joint venture will be liquidated. During the six months ended June 30, 2012, the Company funded $5.4 million in initial capital contributions to the joint venture. Bluff Media Acquisition During February 2012, the Company announced the acquisition of the assets of Bluff Media (“Bluff”), a multimedia poker content brand and publishing company. Bluff’s assets include the poker periodical, BLUFF Magazine; BLUFF Magazine’s online counterpart, BluffMagazine.com; ThePokerDB, a comprehensive online database and resource that tracks and ranks the performance of poker players and tournaments; and various other news and content forums. Bluff also publishes Fight! Magazine, a premier mixed martial arts magazine and its online counterpart, FightMagazine.com. In addition to the Company’s intention to further expand and build upon Bluff’s current content and business model, the Company believes this acquisition potentially provides it with new business avenues to pursue in the event there is a liberalization of state or federal laws with respect to Internet poker in the United States. The Company completed its acquisition of Bluff for cash consideration of $6.7 million, which includes contingent consideration estimated at $2.3 million based upon the enactment of federal or state enabling legislation which permits Internet poker gaming. Since the transaction did not have a material impact on the Company’s condensed consolidated financial statements, additional disclosure was not deemed necessary. See Note 7 for further discussion of the fair value measurement.

- Definition

Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
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-Subparagraph e
-Appendix F

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141
-Paragraph 52
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 68
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Natural Disasters

6 Months Ended

Jun. 30, 2012

Risks and Uncertainties [Abstract]

Natural Disasters

NATURAL DISASTERS

Kentucky Hailstorm

On April 28, 2012, a hailstorm caused damage to portions of Louisville, Kentucky including Churchill Downs Racetrack ("Churchill Downs"), which sustained damage to its stable area and administrative offices, as well as several other structures at the racetrack. The Company carries property and casualty insurance, subject to a $0.5 million deductible. During the three months ended June 30, 2012, the Company filed a preliminary claim for damages with its insurance carrier which remains under review. As of June 30, 2012, the Company has not recorded an impairment of its assets and does not believe this amount will be material. We do not believe that the hailstorm will have a material, adverse impact on the Company's business, financial condition or results of operations.

Mississippi River Flooding

As a result of the Mississippi River flooding, the Company temporarily ceased operations at Harlow’s Casino Resort & Hotel (“Harlow’s”) on May 6, 2011, and the Board of Mississippi Levee Commissioners ordered the closure of the Mainline Mississippi River Levee on May 7, 2011. On May 12, 2011, the property sustained damage to its 2,600-seat entertainment center and a portion of its dining facilities. On June 1, 2011, Harlow’s resumed casino operations with temporary dining facilities. During December 2011, the Company announced a renovation and improvement project which is expected to be completed by early 2013, including a new buffet area, steakhouse, business center, spa facility, fitness center, pool and a multi-purpose event center.

The Company carries flood, property and casualty insurance as well as business interruption insurance subject to a $1.3 million deductible for damages. As of June 30, 2012, the Company has recorded a reduction of property and equipment of $8.5 million and incurred $2.0 million in repair expenditures. During the year ended December 31, 2011, the Company received $3.5 million from its insurance carriers in partial settlement of its claim. This amount has been included as insurance recoveries listed below for the three and six months ended June 30, 2012. In addition, the Company finalized its claim with its insurance carriers and received $12.0 million during the six months ended June 30, 2012. The Company recognized insurance recoveries, net of losses of $5.0 million during the three and six months ended June 30, 2012.

Mississippi Wind Damage

On February 24, 2011, severe storms caused damage to portions of Mississippi, including Greenville, Mississippi, the location of Harlow’s. The Harlow’s property sustained damage to a portion of the hotel, including its roof, furniture and fixtures in approximately 61 hotel rooms and fixtures in other areas of the hotel. The hotel was closed to customers for renovations following the storm damage and reopened during June 2011. The Company carries property and casualty insurance as well as business interruption insurance subject to a $0.1 million deductible for damages. As of June 30, 2012, the Company has recorded a reduction of property and equipment of $1.4 million and incurred $0.4 million in repair expenditures. The Company filed a preliminary claim with its insurance carriers for $1.0 million in damages, which it received during the second quarter of 2011. Approximately $0.4 million of insurance recoveries received were recorded as a reduction of selling, general and administrative expenses against losses related to the interruption of business caused by the wind damage during the year ended December 31, 2011. The Company received an additional $3.4 million from our insurance carriers during the six months ended June 30, 2012. The Company recognized insurance recoveries, net of losses, of $1.5 million during the six months ending June 30, 2012.

The casualty losses and related insurance proceeds have been included as components of operating income in the Company’s Condensed Consolidated Statements of Comprehensive Income. Set forth below is a summary of the impact of the natural disasters on the results of operations of the Company for the three and six months ended June 30, 2012 (in thousands):



	Three Months Ended June 30, 2012								Six Months Ended June 30, 2012
	Casualty Losses		Insurance Recoveries			Insurance Recoveries, Net of Losses			Casualty Losses		Insurance Recoveries			Insurance Recoveries, Net of Losses
Harlow's	$	10,497	$	(15,500	)	$	(5,003	)	$	12,342	$	(18,856	)	$	(6,514	)

Income Taxes	6 Months Ended
Income Taxes	Jun. 30, 2012
Income Tax Disclosure [Abstract]
Income Taxes	INCOME TAXES The Company’s effective tax rate from continuing operations for the six months ended June 30, 2012 and 2011 was 40% and 41%, respectively. The effective tax rate for both periods exceeds the federal statutory tax rate due to state and local income taxes and certain expenses that are not deductible for tax purposes. Certain tax authorities may periodically audit the Company, and the Company may occasionally be assessed interest and penalties by tax jurisdictions. The Company recognizes accrued interest in its tax provision related to uncertain income tax benefits, while penalties are accrued in selling, general and administrative expenses. As of June 30, 2012, the Company had accrued $0.4 million of interest expense related to uncertain income tax benefits and had gross uncertain tax benefits of $2.5 million. The total amount of uncertain tax benefits that, if recognized, would affect the effective tax rate was $1.7 million.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(h))
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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-Section 50
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-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32537-109319

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 136, 172
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 43, 44, 45, 46, 47, 48, 49
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Goodwill And Indefinite-Lived Intangible Assets Impairment Test

6 Months Ended

Jun. 30, 2012

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill And Indefinite-Lived Intangible Assets Impairment Test

GOODWILL AND INDEFINITE-LIVED INTANGIBLE ASSETS IMPAIRMENT TEST

Goodwill and indefinite-lived intangible assets are tested for impairment on an annual basis. In March 2012, the Company adopted ASU No. 2011-08, Intangibles-Goodwill and Other: Testing Goodwill for Impairment. ASU 2011-08 simplifies goodwill impairment testing by adding a qualitative review step to assess whether a quantitative impairment analysis is necessary. Under the amended rule, a company will not be required to calculate the fair value of a business that contains recorded goodwill unless it concludes, based on the qualitative assessment, that it is more likely than not that the fair value of that business is less than its carrying value.

The Company completed the required annual impairment tests of goodwill and indefinite-lived intangible assets during the six months ended June 30, 2012, and no adjustment to the carrying value of goodwill or indefinite-lived intangible assets was required. The Company qualitatively assessed its goodwill and concluded that it was more likely than not that fair value of its reporting units was greater than their carrying value, and as such, the Company was not required to calculate the fair value of its reporting units.

The following tables summarize the activity related to goodwill and other intangible assets for the six months ended June 30, 2012 (in thousands):



	Goodwill
	Racing Operations		Gaming		Online Business		Other Investments			Total
Balance as of December 31, 2011	$	50,400	$	34,689	$	127,364	$	1,259		$	213,712
Reclassifications	1,259		—		—		(1,259		)	—
Additions	—		—		—		4,029			4,029
Balance as of June 30, 2012	$	51,659	$	34,689	$	127,364	$	4,029		$	217,741



	June 30, 2012							December 31, 2011
	Gross Carrying Value		Accumulated Amortization			Net Book Value		Gross Carrying Value		Accumulated Amortization			Net Book Value
Definite-lived intangible assets	$	64,929	$	(26,402	)	$	38,527	$	64,589	$	(20,672	)	$	43,917
Indefinite-lived intangible assets	64,710		—			64,710		59,910		—			59,910
Total	$	129,639	$	(26,402	)	$	103,237	$	124,499	$	(20,672	)	$	103,827

During the six months ended June 30, 2012, the Company reclassified goodwill between Other Investments and Racing Operations related to CDSP, one of its other investments, which was merged into Racing Operations during 2012. In addition, the Company recorded goodwill of $4.0 million and other definite-lived intangible assets of $0.3 million and indefinite-lived intangible assets of $4.8 million related to the Bluff acquisition.

Fair Value Of Assets And Liabilities

6 Months Ended

Jun. 30, 2012

Fair Value Disclosures [Abstract]

Fair Value Of Assets And Liabilities

FAIR VALUE OF ASSETS AND LIABILITIES

The Company endeavors to utilize the best available information in measuring fair value. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The following table presents the Company’s assets and liabilities measured at fair value as of June 30, 2012 and December 31, 2011, respectively (in thousands):



	Fair Value
	Hierarchy	June 30, 2012			December 31, 2011
Cash equivalents and restricted cash	Level 1	$	53,023		$	44,141
Contingent consideration liability	Level 3	$	(2,331	)	$	—

The Company's cash equivalents and restricted cash, which are held in interest-bearing accounts, qualify for Level 1 in the fair value hierarchy which includes unadjusted quoted market prices in active markets for identical assets. The Company's accrued liability for a contingent consideration recorded in conjunction with the Bluff acquisition was based on significant inputs not observed in the market and represents a Level 3 fair value measurement. The estimate for the acquisition date fair value of the contingent consideration was based on the probability of achieving enabling legislation which permits Internet poker gaming and the probability-weighted discounted cash flows. Any change in the fair value of the contingent consideration subsequent to the acquisition date will be recognized in the Company’s Condensed Consolidated Statements of Comprehensive Income. The Company currently has no other assets or liabilities subject to fair value measurement on a recurring basis.

The following assumption was used by the Company in estimating its fair value disclosures for financial instruments:

Long-Term Debt — The carrying amounts of the Company’s borrowings under its line of credit agreements and other long-term debt approximate fair value, based upon current interest rates.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 820
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=7578670&loc=d3e19207-110258

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
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-URI http://asc.fasb.org/extlink&oid=6957238&loc=d3e14172-108612

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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-URI http://asc.fasb.org/extlink&oid=7491637&loc=d3e13537-108611

Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=6957238&loc=d3e14064-108612

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-URI http://asc.fasb.org/extlink&oid=7491637&loc=d3e13504-108611

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=7491637&loc=d3e13433-108611

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15B
-Subparagraph a, b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 133
-Paragraph 44A, 44B
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 159
-Paragraph 17-22, 27, 28
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

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-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15A
-Subparagraph a-d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15C, 15D
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 157
-Paragraph 32, 33, 34
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 3, 10, 14, 15
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Earnings Per Common Share Computations

6 Months Ended

Jun. 30, 2012

Earnings Per Share [Abstract]

Earnings Per Common Share Computations

EARNINGS PER COMMON SHARE COMPUTATIONS

The following is a reconciliation of the numerator and denominator of the earnings per common share computations (in thousands, except per share data):



	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Numerator for basic earnings from continuing operations per common share:
Earnings from continuing operations	$	48,576		$	39,990		$	49,930		$	36,804
Earnings from continuing operations allocated to participating securities	(722		)	(906		)	(743		)	(869		)
Numerator for basic earnings from continuing operations per common share	$	47,854		$	39,084		$	49,187		$	35,935
Numerator for basic earnings per common share:
Net earnings	$	48,576		$	40,147		$	49,929		$	36,962
Net earnings allocated to participating securities	(723		)	(910		)	(743		)	(873		)
Numerator for basic net earnings per common share	$	47,853		$	39,237		$	49,186		$	36,089

Numerator for diluted earnings per common share:
Earnings from continuing operations	$	48,576		$	39,990		$	49,930		$	36,804
Discontinued operations, net of income taxes	—			157			(1		)	158
Net earnings	$	48,576		$	40,147		$	49,929		$	36,962
Denominator for net earnings per common share:
Basic	16,978			16,444			16,940			16,401
Plus dilutive effect of stock options	268			109			247			100
Plus dilutive effect of participating securities	256			382			256			398
Diluted	17,502			16,935			17,443			16,899

Net earnings per common share:
Basic
Earnings from continuing operations	$	2.82		$	2.38		$	2.90		$	2.19
Discontinued operations	$	—		$	0.01		$	—		$	0.01
Net earnings	$	2.82		$	2.39		$	2.90		$	2.20

Diluted
Earnings from continuing operations	$	2.77		$	2.36		$	2.86		$	2.18
Discontinued operations	$	—		$	0.01		$	—		$	0.01
Net earnings	$	2.77		$	2.37		$	2.86		$	2.19

Options to purchase approximately 18,000 shares for each of the three and six months ended June 30, 2011, respectively, were not included in the computation of diluted earnings per common share because the options' exercise prices were greater than the average market price of the common shares.

Segment Information

6 Months Ended

Jun. 30, 2012

Segment Reporting [Abstract]

Segment Information

SEGMENT INFORMATION

The Company operates in the following four segments: (1) Racing Operations, which includes Churchill Downs Racetrack, Arlington Park Race Course and its twelve OTBs, Calder Race Course and Fair Grounds Race Course and the pari-mutuel activity generated at its eleven OTBs; (2) Gaming, which includes video poker and gaming operations at Calder Casino, Fair Grounds Slots, Harlow’s and Video Services, LLC (“VSI”); (3) Online Business, which includes TwinSpires, our Advance Deposit Wagering (“ADW”) business, Fair Grounds Account Wagering, Bloodstock Research Information Services and Velocity, a business focused on high wagering-volume international customers, as well as the Company's equity investment in HRTV, LLC; and (4) Other Investments, which includes United Tote, MVG, Bluff and the Company's other minor investments. Eliminations include the elimination of intersegment transactions.

The accounting policies of the segments are the same as those described in the “Summary of Significant Accounting Policies” in Note 1 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011. The Company uses EBITDA (defined as earnings before interest, taxes, depreciation and amortization), a non-GAAP measure, as a key performance measure of the results of operations for purposes of evaluating performance internally. Management believes that 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. However, EBITDA should not be considered as an alternative to, or more meaningful than, net earnings (as determined in accordance with accounting principles generally accepted in the United States of America) as a measure of our operating results. A reconciliation of EBITDA to net earnings is provided in the following table.

The table below presents information about the reported segments for the three and six months ended June 30, 2012 and 2011 (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Net revenues from external customers:
Churchill Downs	$	102,874		$	96,005		$	105,424		$	98,410
Arlington Park	22,807			22,050			32,224			31,398
Calder	22,873			19,412			24,741			22,080
Fair Grounds	11,886			10,904			28,233			28,194
Total Racing Operations	160,440			148,371			190,622			180,082
Calder Casino	19,188			21,711			41,067			42,323
Fair Grounds Slots	9,586			9,458			21,617			21,630
VSI	8,814			8,789			18,377			18,216
Harlow's Casino	13,783			9,501			29,646			26,377
Total Gaming	51,371			49,459			110,707			108,546
Online Business	52,702			46,526			96,737			83,329
Other Investments	5,967			5,192			10,469			9,074
Corporate	336			138			477			209
Net revenues from external customers	$	270,816		$	249,686		$	409,012		$	381,240
Intercompany net revenues:
Churchill Downs	$	4,082		$	3,464		$	4,268		$	3,612
Arlington Park	1,496			1,159			2,052			1,692
Calder	586			486			596			547
Fair Grounds	75			—			822			778
Total Racing Operations	6,239			5,109			7,738			6,629
Online Business	230			219			436			415
Other Investments	1,072			606			1,822			759
Eliminations	(7,541		)	(5,934		)	(9,996		)	(7,803		)
Net revenues	$	—		$	—		$	—		$	—
Reconciliation of Segment EBITDA to net earnings:
Racing Operations	$	65,390		$	58,815		$	53,851		$	46,327
Gaming	19,438			12,798			39,827			30,331
Online Business	12,539			11,308			22,960			18,853
Other Investments	(104		)	677			(434		)	435
Corporate	(1,969		)	1,385			(3,570		)	211
Total EBITDA	95,294			84,983			112,634			96,157
Depreciation and amortization	(13,638		)	(13,890		)	(27,445		)	(27,876		)
Interest income (expense), net	(947		)	(3,405		)	(2,152		)	(5,797		)
Income tax provision	(32,133		)	(27,698		)	(33,107		)	(25,680		)
Earnings from continuing operations	48,576			39,990			49,930			36,804
Discontinued operations, net of income taxes	—			157			(1		)	158
Net earnings and comprehensive income	$	48,576		$	40,147		$	49,929		$	36,962

The table below presents information about equity in earnings (losses) of unconsolidated investments included in the Company’s reported segments for the three and six months ended June 30, 2012 and 2011 (in thousands):



	Three Months Ended June 30,					Six Months Ended June 30,
	2012			2011		2012			2011
Online Business	$	(516	)	$	393	$	(554	)	$	(53	)
Other Investments	(48		)	67		(230		)	97
	$	(564	)	$	460	$	(784	)	$	44

The table below presents total asset information for the reported segments (in thousands):



	June 30, 2012		December 31, 2011
Total assets:
Racing Operations	$	522,980	$	509,133
Gaming	215,339		242,174
Online Business	189,516		183,397
Other Investments	31,580		13,318
	$	959,415	$	948,022

The table below presents total capital expenditure information for the reported segments (in thousands):



	Six Months Ended June 30,
	2012		2011
Capital expenditures:
Racing Operations	$	4,532	$	3,681
Gaming	3,250		4,736
Online Business	2,306		842
Other Investments	6,385		1,608
	$	16,473	$	10,867

During the six months ended June 30, 2012, the Company incurred $3.1 million of capital expenditures for its corporate office relocation, which is included in Other Investments.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8981-108599

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Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 131
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Commitments And Contingencies	6 Months Ended
Commitments And Contingencies	Jun. 30, 2012
Commitments and Contingencies Disclosure [Abstract]
Commitments And Contingencies	COMMITMENTS AND CONTINGENCIES The Company records an accrual for legal contingencies to the extent that it concludes that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Except as disclosed below, no estimate of the possible loss or range of loss in excess of amounts accrued, if any, can be made at this time regarding the matters specifically described below. We do not believe that the final outcome of these matters will have a material adverse impact on our business, financial condition or results of operations. Horse Racing Equity Trust Fund During 2006, the Illinois General Assembly enacted Public Act 94-804, which created the Horse Racing Equity Trust Fund (“HRE Trust Fund”). During November 2008, the Illinois General Assembly passed Public Act 95-1008 to extend Public Act 94-804 for a period of three years beginning December 12, 2008. The HRE Trust Fund was funded by a 3% “surcharge” on revenues of Illinois riverboat casinos that met a certain revenue threshold. The riverboat casinos paid all monies required under Public Acts 94-804 and 95-1008 into a special protest fund account which prevented the monies from being transferred to the HRE Trust Fund. The funds were moved to the HRE Trust Fund and distributed to the racetracks, including Arlington Park, in December 2009. On June 12, 2009, the Illinois riverboat casinos filed a lawsuit in the United States District Court for the Northern District of Illinois, Eastern Division, against former Governor Rod Blagojevich, Friends of Blagojevich and others, including Arlington Park (Empress Casino Joliet Corp. v. Blagojevich, 2009 CV 03585). While the riverboat casinos alleged violations of the Racketeer Influenced and Corrupt Organizations Act (“RICO”) against certain of the defendants, Arlington Park was not named in the RICO count, but rather was named solely in a count requesting that the monies paid by the riverboat casinos pursuant to Public Acts 94-804 and 95-1008 be held in a constructive trust for the riverboat casinos’ benefit and ultimately returned to the casinos. The defendants moved to dismiss the complaint, and the plaintiffs moved for a preliminary injunction seeking to prevent distribution of the disputed funds from the HRE Trust Fund to the racetrack defendants, including Arlington Park. On November 20, 2009, the trial court entered a temporary restraining order (“TRO”) requiring that any funds distributed from the HRE Trust Fund to the racetrack defendants be placed in a special interest-bearing escrow account separate and apart from other monies. On December 7, 2009, the trial court dismissed the constructive trust count of the complaint and denied the plaintiffs’ motion for a preliminary injunction. The plaintiffs appealed, and the court of appeals stayed dissolution of the TRO pending the appeal. On March 2, 2011, a three member panel of the Seventh Circuit Court of Appeals reversed the trial court’s dismissal. We requested the Seventh Circuit Court of Appeals to rehear the matter en banc, which hearing was held on May 10, 2011. On July 8, 2011, the Seventh Circuit Court of Appeals issued a thirty-day stay of dissolution of the TRO to allow the casinos to request a further stay of dissolution of the TRO pending their petition for certiorari to the United States Supreme Court. On August 5, 2011, the United States Supreme Court denied an application by the Casinos to further stay the dissolution of the TRO. On August 9, 2011, the stay of dissolution expired and the TRO dissolved, which terminated the restrictions on the Company’s ability to access funds from the HRE Trust Fund held in the escrow account. Public Act 94-804 expired in May 2008 and Public Act 95-1008 expired on July 18, 2011, the date the tenth Illinois riverboat license became operational. Arlington Park filed an administrative appeal in the Circuit Court of Cook County on August 18, 2009 (Arlington Park Racecourse LLC v. Illinois Racing Board (“IRB”), 09 CH 28774) challenging the IRB’s allocation of funds out of the HRE Trust Fund based upon handle generated by certain ineligible licensees, as contrary to the language of the statute. The Circuit Court affirmed the IRB’s decision on November 10, 2010, and Arlington appealed this ruling to the Illinois First District Court of Appeals. On April 23, 2012 the Court of Appeals ultimately affirmed the IRB’s decision and Arlington Park filed a petition for leave to appeal to the Illinois Supreme Court on May 25, 2012. Hawthorne Racecourse filed a separate administrative appeal on June 11, 2010 (Hawthorne Racecourse, Inc. v. Illinois Racing Board et. al., Case No. 10 CH 24439) challenging the IRB’s decision not to credit Hawthorne with handle previously generated by an ineligible licensee for the purpose of calculating the allocation of the HRE Trust Fund monies and the IRB’s unwillingness to hold another meeting in 2010 to reconstrue the statutory language in Public Act 95-1008 with respect to distributions. On May 25, 2011, the Circuit Court rejected Hawthorne’s arguments and affirmed the IRB’s decisions, and Hawthorne appealed the Circuit Court’s decision. Arlington Park filed its response brief on May 30, 2012, and the IRB filed its response brief on June 30, 2012. Hawthorne then filed a motion to extend the deadline to file its reply brief until July 27, 2012. We received $45.4 million from the HRE Trust Fund, of which $26.1 million was designated for Arlington Park purses. We used the remaining $19.3 million of the proceeds to improve, market, and maintain or otherwise operate the Arlington Park racing facility in order to conduct live racing. The trial court had originally ordered the State of Illinois to pay interest on the funds held in the special protest fund. The appellate court overturned this order and the Illinois Supreme Court declined to reconsider the appellate court’s decisions. As a result, the State of Illinois is not obligated to pay interest on these funds. The deadline for the casino plaintiffs to file a petition for certiorari has lapsed and, as a result, we believe that this litigation is final with respect to Arlington Park. Hialeah Race Course On February 14, 2011, Hialeah Race Course (“Hialeah”) filed a lawsuit styled Hialeah Racing Association, South Florida Racing Association, LLC and Bal Bay Realty, LTD vs. West Flagler Associates, LTD, Calder Race Course, Inc. and Tropical Park, Inc. (Case No. 11-04617 CA24) in the Circuit Court of the Eleventh Judicial Circuit in and for Miami-Dade County, Florida. The plaintiffs alleged that the defendants, including Calder and Tropical Park, engaged in unfair methods of competition and committed unfair acts and practices by, among other things, engaging in concerted actions designed to prevent the enactment of legislation to regulate thoroughbred racing dates, coordinating the selection of racing dates among Calder, Tropical Park and Gulfstream Park, soliciting the revocation of Hialeah’s racing permit which prevented Hialeah from operating, participating in the drafting of a Florida constitutional amendment on slot machines to ensure that Hialeah was excluded from obtaining the opportunity to conduct gaming under such a constitutional amendment and instituting litigation challenging the validity of certain legislation in an effort to prevent the operation of slot machines at Hialeah. The plaintiffs alleged an unspecified amount in damages. On June 7, 2012, the lawsuit was voluntarily dismissed with prejudice. Balmoral, Maywood and Illinois Harness Horsemen’s Association On February 14, 2011, Balmoral Racing Club, Inc., Maywood Park Trotting Association, Inc. and the Illinois Harness Horsemen’s Association, Inc. filed a lawsuit styled Balmoral Racing Club, Inc., Maywood Park Trotting Association, Inc. and the Illinois Harness Horsemen’s Association Inc. vs. Churchill Downs Incorporated, Churchill Downs Technology Initiatives Company d/b/a TwinSpires.com and Youbet.com, LLC (Case No. 11-CV-D1028) in the United States District Court for the Northern District of Illinois, Eastern Division. The plaintiffs allege that Youbet.com breached a co-branding agreement dated December 2007, as amended on December 21, 2007, and September 26, 2008 (the “Agreement”), which was entered into between certain Illinois racetracks and a predecessor of Youbet.com. The plaintiffs allege that the defendants breached the agreement by virtue of an unauthorized assignment of the Agreement to TwinSpires.com and further allege that Youbet.com and TwinSpires have misappropriated trade secrets in violation of the Illinois Trade Secrets Act. Finally, the plaintiffs allege that the Company and TwinSpires.com tortiously interfered with the Agreement by causing Youbet.com to breach the Agreement. The plaintiffs have alleged damages of at least $3.6 million, or alternatively, of at least $0.8 million. On April 1, 2011, the plaintiffs filed a motion for a preliminary injunction, seeking an order compelling the defendants to turn over all Illinois customer accounts and prohibiting TwinSpires.com from using that list of Illinois customer accounts. On April 18, 2011, the defendants filed an answer and a motion to dismiss certain counts of the plaintiffs’ complaint, and Youbet.com asserted a counterclaim seeking certain declaratory relief relating to allegations that plaintiffs Maywood and Balmoral breached the Agreement in 2010, leading to its proper termination by Youbet.com on December 1, 2010. The preliminary injunction hearing took place on July 6, 2011, and on July 21, 2011, the court denied the preliminary injunction. On March 9, 2012, the parties mediated the case without resolution. The parties remain engaged in the discovery process, which they have until the beginning of August 2012 to complete. There are no other material pending legal proceedings, other than litigation arising in the ordinary course of our business.

- Definition

The entire disclosure for commitments and contingencies.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6449706&loc=d3e16207-108621

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-Name Accounting Standards Codification
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-Paragraph 8
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
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-Paragraph 1
-Subparagraph (SX 210.5-02.25)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

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-Name Accounting Standards Codification
-Topic 440
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-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6394976&loc=d3e25287-109308

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Interpretation (FIN)
-Number 14
-Paragraph 3
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9, 10, 11, 12
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Recent Accounting Pronouncements	6 Months Ended
Recent Accounting Pronouncements	Jun. 30, 2012
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Recent Accounting Pronouncements	RECENT ACCOUNTING PRONOUNCEMENTS In May 2011, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in Generally Accepted Accounting Principles (“GAAP”) and IFRS which changes the wording used to describe the requirements in GAAP for measuring fair value and for disclosing information about fair value measurements in order to improve consistency in the application and description of fair value between GAAP and International Financial Reporting Standards. ASU 2011-04 clarifies how the concepts of highest and best use and valuation premise in a fair value measurement are relevant only when measuring the fair value of nonfinancial assets and are not relevant when measuring the fair value of financial assets or liabilities. In addition, the guidance expanded the disclosures for the unobservable inputs for Level 3 fair value measurements, requiring quantitative information to be disclosed related to (1) the valuation processes used, (2) the sensitivity of the fair value measurement to changes in unobservable inputs and the interrelationships between those unobservable inputs, and (3) use of a nonfinancial asset in a way that differs from the asset’s highest and best use. The revised guidance became effective for interim and annual fiscal periods beginning after December 15, 2011. The Company adopted the standard for the six months ended June 30, 2012, and there was no impact on the Company’s condensed consolidated financial statements. In June 2011, the FASB issued ASU No. 2011-05, which updates the guidance in ASC Topic 220, Presentation of Comprehensive Income. ASU 2011-05 specifies that entities are required to present total comprehensive income either in a single, continuous statement of comprehensive income or in two separate, but consecutive, statements, and that entities must display adjustments for items reclassified from other comprehensive income to net income in both net income and other comprehensive income. The provisions for this pronouncement became effective for interim and annual fiscal periods beginning after December 15, 2011. The Company adopted the standard for the six months ended June 30, 2012. However, since the Company has no other components of comprehensive income, comprehensive income is the same as net earnings as presented in the accompanying Condensed Consolidated Statements of Comprehensive Income. In September 2011, the FASB issued ASU No. 2011-08, Intangibles-Goodwill and Other: Testing Goodwill for Impairment. ASU 2011-08 is intended to simplify goodwill impairment testing by adding a qualitative review step to assess whether the required quantitative impairment analysis that exists today is necessary. Under the amended rule, a company will not be required to calculate the fair value of a business that contains recorded goodwill unless it concludes, based on the qualitative assessment, that it is more likely than not that the fair value of that business is less than its book value. If such a decline in fair value is deemed more likely than not to have occurred, then the quantitative goodwill impairment test that exists under current GAAP must be completed; otherwise, no further testing is required until the next annual test date (or sooner if conditions or events before that date raise concerns of potential impairment in the business). The amended goodwill impairment guidance does not affect the manner in which a company estimates fair value. The new standard became effective for goodwill impairment tests performed for fiscal years beginning after December 15, 2011. The Company adopted the standard for the six months ended June 30, 2012, and there was no impact on the Company’s condensed consolidated financial statements.

- Definition

The entire disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Direct Effects of a Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6510796

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6507316

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
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-URI http://asc.fasb.org/extlink&oid=6801783&loc=d3e22583-107794

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Indirect Effects of a Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6515603

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.10-01.(b)(6))
-URI http://asc.fasb.org/extlink&oid=6958853&loc=d3e46468-122699

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-Name Accounting Standards Codification
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-Publisher FASB
-Name Accounting Standards Codification
-Glossary Accounting Change
-URI http://asc.fasb.org/extlink&oid=6503790

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
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-URI http://asc.fasb.org/extlink&oid=6801783&loc=d3e22499-107794

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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6523989

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-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 01
-Paragraph b
-Subparagraph 6
-Article 10

+ Details

Basis Of Presentation (Policies)	6 Months Ended
Basis Of Presentation (Policies)	Jun. 30, 2012
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Revenue Recognition	The Company’s revenues and earnings are influenced by its racing calendar. Therefore, revenues and operating results for any interim quarter are generally not indicative of the revenues and operating results for the year and may not be comparable with results for the corresponding period of the previous year. The Company historically has had fewer live racing days during the first quarter of each year, and the majority of its live racing revenue occurs during the second quarter, with the running of the Kentucky Derby and the Kentucky Oaks.
Customer Loyalty Programs	The Company’s customer loyalty programs offer incentives to customers who wager at the Company’s racetracks, through its advance deposit wagering platform, TwinSpires.com, or at its gaming facilities. The TSC Elite program, which was introduced during the six months ended June 30, 2012 to replace the previous program, TwinSpires Club, is for pari-mutuel wagering at the Company’s racetracks or through TwinSpires.com. The Player’s Club is offered at the Company’s gaming facilities in Louisiana, Florida and Mississippi.
Promotional Allowances	Promotional allowances, which include the Company’s customer loyalty programs, primarily consist of the retail value of complimentary goods and services provided to guests at no charge. The retail value of these promotional allowances is included in gross revenue and then deducted to arrive at net revenue.
Comprehensive Income	The Company had no other components of comprehensive income and, as such, comprehensive income is the same as net income as presented in the accompanying Condensed Consolidated Statements of Comprehensive Income.

- Definition

Disclosure of accounting policy for customer loyalty programs.

+ References + Details

- Definition

Disclosure of accounting policy for revenue recognition. If the entity has different policies for different types of revenue transactions, the policy for each material type of transaction is generally disclosed. If a sales transaction has multiple element arrangements (for example, delivery of multiple products, services or the rights to use assets) the disclosure may indicate the accounting policy for each unit of accounting as well as how units of accounting are determined and valued. The disclosure may encompass important judgment as to appropriateness of principles related to recognition of revenue. The disclosure also may indicate the entity's treatment of any unearned or deferred revenue that arises from the transaction.

+ References + Details

Natural Disasters (Tables)

6 Months Ended

Jun. 30, 2012

Risks and Uncertainties [Abstract]

Summary Of The Impact Of The Natural Disasters Results Of Operations

Set forth below is a summary of the impact of the natural disasters on the results of operations of the Company for the three and six months ended June 30, 2012 (in thousands):



	Three Months Ended June 30, 2012								Six Months Ended June 30, 2012
	Casualty Losses		Insurance Recoveries			Insurance Recoveries, Net of Losses			Casualty Losses		Insurance Recoveries			Insurance Recoveries, Net of Losses
Harlow's	$	10,497	$	(15,500	)	$	(5,003	)	$	12,342	$	(18,856	)	$	(6,514	)

Goodwill And Indefinite-Lived Intangible Assets Impairment Test (Tables)

6 Months Ended

Jun. 30, 2012

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The following tables summarize the activity related to goodwill and other intangible assets for the six months ended June 30, 2012 (in thousands):



	Goodwill
	Racing Operations		Gaming		Online Business		Other Investments			Total
Balance as of December 31, 2011	$	50,400	$	34,689	$	127,364	$	1,259		$	213,712
Reclassifications	1,259		—		—		(1,259		)	—
Additions	—		—		—		4,029			4,029
Balance as of June 30, 2012	$	51,659	$	34,689	$	127,364	$	4,029		$	217,741

Schedule of Indefinite and Finite Lived Assets



	June 30, 2012							December 31, 2011
	Gross Carrying Value		Accumulated Amortization			Net Book Value		Gross Carrying Value		Accumulated Amortization			Net Book Value
Definite-lived intangible assets	$	64,929	$	(26,402	)	$	38,527	$	64,589	$	(20,672	)	$	43,917
Indefinite-lived intangible assets	64,710		—			64,710		59,910		—			59,910
Total	$	129,639	$	(26,402	)	$	103,237	$	124,499	$	(20,672	)	$	103,827

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References + Details

Fair Value Of Assets And Liabilities (Tables)

6 Months Ended

Jun. 30, 2012

Fair Value Disclosures [Abstract]

Fair Value Measurements, Recurring and Nonrecurring

The following table presents the Company’s assets and liabilities measured at fair value as of June 30, 2012 and December 31, 2011, respectively (in thousands):



	Fair Value
	Hierarchy	June 30, 2012			December 31, 2011
Cash equivalents and restricted cash	Level 1	$	53,023		$	44,141
Contingent consideration liability	Level 3	$	(2,331	)	$	—

Earnings Per Common Share Computations (Tables)

6 Months Ended

Jun. 30, 2012

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following is a reconciliation of the numerator and denominator of the earnings per common share computations (in thousands, except per share data):



	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Numerator for basic earnings from continuing operations per common share:
Earnings from continuing operations	$	48,576		$	39,990		$	49,930		$	36,804
Earnings from continuing operations allocated to participating securities	(722		)	(906		)	(743		)	(869		)
Numerator for basic earnings from continuing operations per common share	$	47,854		$	39,084		$	49,187		$	35,935
Numerator for basic earnings per common share:
Net earnings	$	48,576		$	40,147		$	49,929		$	36,962
Net earnings allocated to participating securities	(723		)	(910		)	(743		)	(873		)
Numerator for basic net earnings per common share	$	47,853		$	39,237		$	49,186		$	36,089

Numerator for diluted earnings per common share:
Earnings from continuing operations	$	48,576		$	39,990		$	49,930		$	36,804
Discontinued operations, net of income taxes	—			157			(1		)	158
Net earnings	$	48,576		$	40,147		$	49,929		$	36,962
Denominator for net earnings per common share:
Basic	16,978			16,444			16,940			16,401
Plus dilutive effect of stock options	268			109			247			100
Plus dilutive effect of participating securities	256			382			256			398
Diluted	17,502			16,935			17,443			16,899

Net earnings per common share:
Basic
Earnings from continuing operations	$	2.82		$	2.38		$	2.90		$	2.19
Discontinued operations	$	—		$	0.01		$	—		$	0.01
Net earnings	$	2.82		$	2.39		$	2.90		$	2.20

Diluted
Earnings from continuing operations	$	2.77		$	2.36		$	2.86		$	2.18
Discontinued operations	$	—		$	0.01		$	—		$	0.01
Net earnings	$	2.77		$	2.37		$	2.86		$	2.19

Segment Information (Tables)

6 Months Ended

Jun. 30, 2012

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The table below presents information about the reported segments for the three and six months ended June 30, 2012 and 2011 (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Net revenues from external customers:
Churchill Downs	$	102,874		$	96,005		$	105,424		$	98,410
Arlington Park	22,807			22,050			32,224			31,398
Calder	22,873			19,412			24,741			22,080
Fair Grounds	11,886			10,904			28,233			28,194
Total Racing Operations	160,440			148,371			190,622			180,082
Calder Casino	19,188			21,711			41,067			42,323
Fair Grounds Slots	9,586			9,458			21,617			21,630
VSI	8,814			8,789			18,377			18,216
Harlow's Casino	13,783			9,501			29,646			26,377
Total Gaming	51,371			49,459			110,707			108,546
Online Business	52,702			46,526			96,737			83,329
Other Investments	5,967			5,192			10,469			9,074
Corporate	336			138			477			209
Net revenues from external customers	$	270,816		$	249,686		$	409,012		$	381,240
Intercompany net revenues:
Churchill Downs	$	4,082		$	3,464		$	4,268		$	3,612
Arlington Park	1,496			1,159			2,052			1,692
Calder	586			486			596			547
Fair Grounds	75			—			822			778
Total Racing Operations	6,239			5,109			7,738			6,629
Online Business	230			219			436			415
Other Investments	1,072			606			1,822			759
Eliminations	(7,541		)	(5,934		)	(9,996		)	(7,803		)
Net revenues	$	—		$	—		$	—		$	—
Reconciliation of Segment EBITDA to net earnings:
Racing Operations	$	65,390		$	58,815		$	53,851		$	46,327
Gaming	19,438			12,798			39,827			30,331
Online Business	12,539			11,308			22,960			18,853
Other Investments	(104		)	677			(434		)	435
Corporate	(1,969		)	1,385			(3,570		)	211
Total EBITDA	95,294			84,983			112,634			96,157
Depreciation and amortization	(13,638		)	(13,890		)	(27,445		)	(27,876		)
Interest income (expense), net	(947		)	(3,405		)	(2,152		)	(5,797		)
Income tax provision	(32,133		)	(27,698		)	(33,107		)	(25,680		)
Earnings from continuing operations	48,576			39,990			49,930			36,804
Discontinued operations, net of income taxes	—			157			(1		)	158
Net earnings and comprehensive income	$	48,576		$	40,147		$	49,929		$	36,962

Reconciliation of Assets from Segment to Consolidated



	Three Months Ended June 30,					Six Months Ended June 30,
	2012			2011		2012			2011
Online Business	$	(516	)	$	393	$	(554	)	$	(53	)
Other Investments	(48		)	67		(230		)	97
	$	(564	)	$	460	$	(784	)	$	44

The table below presents total asset information for the reported segments (in thousands):



	June 30, 2012		December 31, 2011
Total assets:
Racing Operations	$	522,980	$	509,133
Gaming	215,339		242,174
Online Business	189,516		183,397
Other Investments	31,580		13,318
	$	959,415	$	948,022

The table below presents total capital expenditure information for the reported segments (in thousands):



	Six Months Ended June 30,
	2012		2011
Capital expenditures:
Racing Operations	$	4,532	$	3,681
Gaming	3,250		4,736
Online Business	2,306		842
Other Investments	6,385		1,608
	$	16,473	$	10,867

During the six months ended June 30, 2012, the Company incurred $3.1 million of capital expenditures for its corporate office relocation, which is included in Other Investments.

- Definition

Tabular disclosure of the profit or loss and total assets for each reportable segment. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss.

+ References + Details

Basis Of Presentation (Details) $ in Millions	3 Months Ended		6 Months Ended
Basis Of Presentation (Details) $ in Millions	Jun. 30, 2012 USD ($) d	Jun. 30, 2011 USD ($) d	Jun. 30, 2012 USD ($) d	Jun. 30, 2011 USD ($) d	Dec. 31, 2011 USD ($)
Promotional Allowance [Line Items]
Live Racing Days \| d	122	105	178	167
Customer Loyalty Program Liability	$ 1.9		$ 1.9		$ 2.7
Promotional Allowances	9.3	$ 5.1	15.5	$ 10.3
Estimated Cost Of Providing Promotional Allowances	1.2	0.8	2.4	2.1
Racing Operations
Promotional Allowance [Line Items]
Promotional Allowances	0.3	0.6	0.5	1.0
Online Operations
Promotional Allowance [Line Items]
Promotional Allowances	6.5	2.8	10.0	5.2
Gaming Operations
Promotional Allowance [Line Items]
Promotional Allowances	$ 2.5	$ 1.7	$ 5.0	$ 4.1

Florida Gaming Recoveries (Details) - USD ($) $ in Millions	1 Months Ended	6 Months Ended
Florida Gaming Recoveries (Details) - USD ($) $ in Millions	Feb. 29, 2012	Jun. 30, 2012
Florida Gaming Recoveries [Line Items]
Proceeds Received From The Opening Of Casino's	$ 0.8
Selling, General and Administrative Expenses
Florida Gaming Recoveries [Line Items]
Recovery of Direct Costs		$ 0.8
Operating Expense
Florida Gaming Recoveries [Line Items]
Recovery of Direct Costs		$ 0.2

Acquisitions And New Ventures (Details) $ in Thousands	1 Months Ended		6 Months Ended
Acquisitions And New Ventures (Details) $ in Thousands	Mar. 31, 2012 USD ($) Entities	Feb. 29, 2012 USD ($)	Jun. 30, 2012 USD ($)	Jun. 30, 2011 USD ($)
Business Acquisition [Line Items]
Number of entities conducting harness racing \| Entities	2
Potential cash payment to sellers			$ (2,331)	$ 0
Initial Capital Contributions To Joint Ventures			5,400	0
Payments to Acquire Businesses, Net of Cash Acquired			6,728	$ 0
Ohio Joint Venture
Business Acquisition [Line Items]
Ownership In Joint Venture	50.00%
Aggregate purchase price	$ 60,000
Portion of purchase price paid in cash	10,000
Portion of purchase price funded through promissory notes	50,000
Potential cash payment to sellers	$ 10,000
Contributions by the joint venture to fund asset purchases			90,000
Initial Capital Contributions To Joint Ventures			$ 5,400
Bluff Media Acquisition
Business Acquisition [Line Items]
Potential cash payment to sellers		$ 2,300
Payments to Acquire Businesses, Net of Cash Acquired		$ 6,700

Natural Disasters (Details) $ in Thousands		3 Months Ended		6 Months Ended	12 Months Ended
Natural Disasters (Details) $ in Thousands	Feb. 24, 2011 USD ($) hotel_rooms	Jun. 30, 2012 USD ($)	Mar. 31, 2012 USD ($)	Jun. 30, 2012 USD ($)	Dec. 31, 2011 USD ($)	May 12, 2011 seats
Business Interruption Loss [Line Items]
Number Of Seats In Entertainment Center \| seats						2,600
Insurance Deductible				$ 1,300
Repair expenditures				2,000
Flood
Business Interruption Loss [Line Items]
Reduction To Property And Equipment Due To Natural Disaster				8,500
Insurance Settlements, Partial Settlement Received					$ 3,500
Harlows Casino
Business Interruption Loss [Line Items]
Unusual or Infrequent Item, Net of Insurance Proceeds		$ (5,003)		(6,514)
Number Of Hotels Rooms Damaged \| hotel_rooms	61
Casualty Losses		10,497		12,342
Insurance Recoveries		(15,500)		(18,856)
Harlows Casino \| Wind
Business Interruption Loss [Line Items]
Insurance Deductible				$ 100
Reduction To Property And Equipment Due To Natural Disaster	$ 1,400
Repair expenditures	400
Insurance Settlements Receivable			$ 3,400
Unusual or Infrequent Item, Net of Insurance Proceeds			$ 1,500
Preliminary Claim For Damages Incurred	$ 1,000
Insurance Settlements Received, Reduction Of Selling And Administrative Expenses Related To The Interruption Of Business					$ 400
Harlows Casino \| Flood
Business Interruption Loss [Line Items]
Insurance Settlements Receivable		12,000
Unusual or Infrequent Item, Net of Insurance Proceeds		$ 5,000

Income Taxes (Details) - USD ($) $ in Millions	6 Months Ended
Income Taxes (Details) - USD ($) $ in Millions	Jun. 30, 2012	Jun. 30, 2011
Income Tax Disclosure [Abstract]
Effective tax rate	40.00%	41.00%
Accrued interest epense related to unrecognized income tax benefits	$ 0.4
Gross unrecognized tax benefits	2.5
Total amount of unrecognized tax benefits, if recognized, would affect the effective tax rate	$ 1.7

Goodwill And Indefinite-Lived Intangible Assets Impairment Test - Goodwill (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2012 USD ($)
Goodwill [Roll Forward]
Balance as of December 31, 2011	$ 213,712
Additions	4,029
Balance as of June 30, 2012	217,741
Racing Operations
Goodwill [Roll Forward]
Balance as of December 31, 2011	50,400
Reclassifications	1,259
Balance as of June 30, 2012	51,659
Gaming Operations
Goodwill [Roll Forward]
Balance as of December 31, 2011	34,689
Balance as of June 30, 2012	34,689
Online Operations
Goodwill [Roll Forward]
Balance as of December 31, 2011	127,364
Balance as of June 30, 2012	127,364
Other Investments
Goodwill [Roll Forward]
Balance as of December 31, 2011	1,259
Reclassifications	(1,259)
Additions	4,029
Balance as of June 30, 2012	$ 4,029

- Definition

Carrying amount as of the balance sheet date, which is the cumulative amount paid and (if applicable) the fair value of any noncontrolling interest in the acquiree, adjusted for any amortization recognized prior to the adoption of any changes in generally accepted accounting principles (as applicable) and for any impairment charges, in excess of the fair value of net assets acquired in one or more business combination transactions.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=14024403&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 45
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6388280&loc=d3e13770-109266

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 45
-Subparagraph e
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 43
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 72
-Subparagraph d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 45
-Subparagraph e
-Clause 1
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 68
-Subparagraph l
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Paragraph 34
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Goodwill And Indefinite-Lived Intangible Assets Impairment Test - Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2012	Feb. 29, 2012	Dec. 31, 2011
Schedule of Definite and Finite Assets [Line Items]
Definite-lived intangible assets, gross carrying amount	$ 64,929		$ 64,589
Definite-lived intangible assets, accumulated amortization	(26,402)		(20,672)
Intangible Assets, Net (Excluding Goodwill)	103,237		103,827
Definite-lived intangible assets, net book value	38,527		43,917
Indefinite-lived intangible assets, gross carrying value	64,710		59,910
Intangible Assets Excluding Goodwill, Gross	$ 129,639		$ 124,499
Bluff
Schedule of Definite and Finite Assets [Line Items]
Definite-lived intangible assets, gross carrying amount		$ 300
Indefinite-lived intangible assets, gross carrying value		$ 4,800

Fair Value Of Assets And Liabilities (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Jun. 30, 2012	Dec. 31, 2011
Fair Value, Inputs, Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents and restricted cash	$ 53,023	$ 44,141
Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ (2,331)	$ 0

- Definition

This element represents the portion of the balance sheet assertion valued at fair value by the entity whether such amount is presented as a separate caption or as a parenthetical disclosure. Additionally, this element may be used in connection with the fair value disclosures required in the footnote disclosures to the financial statements. The element may be used in both the balance sheet and disclosure in the same submission. This item includes currency on hand as well as demand deposits with banks or financial institutions. It also includes other kinds of accounts that have the general characteristics of demand deposits in that the Company may deposit additional funds at any time and also effectively may withdraw funds at any time without prior notice or penalty. Cash equivalents, excluding items classified as marketable securities, include short-term, highly liquid investments that are both readily convertible to known amounts of cash, and so near their maturity that they present minimal risk of changes in value because of changes in interest rates. Generally, only investments with original maturities of three months or less qualify under that definition. Original maturity means original maturity to the entity holding the investment. For example, both a three-month US Treasury bill and a three-year Treasury note purchased three months from maturity qualify as cash equivalents. However, a Treasury note purchased three years ago does not become a cash equivalent when its remaining maturity is three months.

+ References + Details

Earnings Per Common Share Computations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Earnings from continuing operations	$ 48,576	$ 39,990	$ 49,930	$ 36,804
Earnings from continuing operations allocated to participating securities	(722)	(906)	(743)	(869)
Numerator for basic earnings from continuing operations per common share	47,854	39,084	49,187	35,935
Net earnings	48,576	40,147	49,929	36,962
Net earnings allocated to participating securities	(723)	(910)	(743)	(873)
Numuerator for basic net earnings per common share	47,853	39,237	49,186	36,089
Discontinued operations, net of income taxes	0	157	(1)	158
Net earnings	$ 48,576	$ 40,147	$ 49,929	$ 36,962
Earnings Per Share, Basic and Diluted [Abstract]
Basic (in shares)	16,978,000	16,444,000	16,940,000	16,401,000
Plus dilutive effect of stock options (in shares)	268,000	109,000	247,000	100,000
Plus dilutive effect of participating securities (in shares)	256,000	382,000	256,000	398,000
Diluted (in shares)	17,502,000	16,935,000	17,443,000	16,899,000
Earnings Per Share, Basic [Abstract]
Earnings from continuing operations (per share, basic)	$ 2.82	$ 2.38	$ 2.90	$ 2.19
Discontinued operations (per share, basic)	0.00	0.01	0.00	0.01
Net earnings (per basic share)	2.82	2.39	2.90	2.20
Earnings Per Share, Diluted [Abstract]
Earnings from continuing operations (per share, diluted)	2.77	2.36	2.86	2.18
Discontinued operations (per share, diluted)	0.00	0.01	0.00	0.01
Net earnings (per share, diluted)	$ 2.77	$ 2.37	$ 2.86	$ 2.19
Number Of Shares Excluded From Computation Of Diluated Loss Per Common Share (in shares)		18,000		18,000

Segment Information - Information About Reported Segments (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2012 USD ($)	Jun. 30, 2011 USD ($)	Jun. 30, 2012 USD ($) Off_Track_Betting_Palors Segments	Jun. 30, 2011 USD ($)
Segment Reporting Information [Line Items]
Number of Operating Segments \| Segments			4
Net revenues from external customers	$ 270,816	$ 249,686	$ 409,012	$ 381,240
Intercompany net revenues	0	0	0	0
Earnings before interest, taxes, deprecation and amortization	95,294	84,983	112,634	96,157
Depreciation and amortization	(13,638)	(13,890)	(27,445)	(27,876)
Interest income (expense), net	(947)	(3,405)	(2,152)	(5,797)
Income tax provision	(32,133)	(27,698)	(33,107)	(25,680)
Earnings from continuing operations	48,576	39,990	49,930	36,804
Discontinued operations, net of income taxes	0	157	(1)	158
Net earnings and comprehensive income	48,576	40,147	$ 49,929	36,962
Arlington Park
Segment Reporting Information [Line Items]
Number Of Off Track Betting Palors \| Off_Track_Betting_Palors			12
Fair Grounds
Segment Reporting Information [Line Items]
Number Of Off Track Betting Palors \| Off_Track_Betting_Palors			11
Racing Operations
Segment Reporting Information [Line Items]
Net revenues from external customers	160,440	148,371	$ 190,622	180,082
Intercompany net revenues	6,239	5,109	7,738	6,629
Earnings before interest, taxes, deprecation and amortization	65,390	58,815	53,851	46,327
Racing Operations \| Churchill Downs
Segment Reporting Information [Line Items]
Net revenues from external customers	102,874	96,005	105,424	98,410
Intercompany net revenues	4,082	3,464	4,268	3,612
Racing Operations \| Arlington Park
Segment Reporting Information [Line Items]
Net revenues from external customers	22,807	22,050	32,224	31,398
Intercompany net revenues	1,496	1,159	2,052	1,692
Racing Operations \| Calder
Segment Reporting Information [Line Items]
Net revenues from external customers	22,873	19,412	24,741	22,080
Intercompany net revenues	586	486	596	547
Racing Operations \| Fair Grounds
Segment Reporting Information [Line Items]
Net revenues from external customers	11,886	10,904	28,233	28,194
Intercompany net revenues	75	0	822	778
Gaming Operations
Segment Reporting Information [Line Items]
Net revenues from external customers	51,371	49,459	110,707	108,546
Earnings before interest, taxes, deprecation and amortization	19,438	12,798	39,827	30,331
Gaming Operations \| Calder Casinos
Segment Reporting Information [Line Items]
Net revenues from external customers	19,188	21,711	41,067	42,323
Gaming Operations \| Fair Grounds Slots
Segment Reporting Information [Line Items]
Net revenues from external customers	9,586	9,458	21,617	21,630
Gaming Operations \| VSI
Segment Reporting Information [Line Items]
Net revenues from external customers	8,814	8,789	18,377	18,216
Gaming Operations \| Harlows Casino
Segment Reporting Information [Line Items]
Net revenues from external customers	13,783	9,501	29,646	26,377
Online Operations
Segment Reporting Information [Line Items]
Net revenues from external customers	52,702	46,526	96,737	83,329
Intercompany net revenues	230	219	436	415
Earnings before interest, taxes, deprecation and amortization	12,539	11,308	22,960	18,853
Intersegment Elimination
Segment Reporting Information [Line Items]
Intercompany net revenues	(7,541)	(5,934)	(9,996)	(7,803)
Other Investments
Segment Reporting Information [Line Items]
Net revenues from external customers	5,967	5,192	10,469	9,074
Intercompany net revenues	1,072	606	1,822	759
Earnings before interest, taxes, deprecation and amortization	(104)	677	(434)	435
Corporate
Segment Reporting Information [Line Items]
Net revenues from external customers	336	138	477	209
Earnings before interest, taxes, deprecation and amortization	$ (1,969)	$ 1,385	$ (3,570)	$ 211

Segment Information - Equity in Earnings (Losses) of Unconsolidated Investments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Segment Reporting, Other Significant Reconciling Item [Line Items]
Segment Reporting Information, Investments	$ (564)	$ 460	$ (784)	$ 44
Online Operations
Segment Reporting, Other Significant Reconciling Item [Line Items]
Segment Reporting Information, Investments	(516)	393	(554)	(53)
Other Investments
Segment Reporting, Other Significant Reconciling Item [Line Items]
Segment Reporting Information, Investments	$ (48)	$ 67	$ (230)	$ 97

- Definition

This item represents the entity's proportionate share for the period of the net income (loss) of its investee (such as unconsolidated subsidiaries and joint ventures) to which the equity method of accounting is applied. This item includes income or expense related to stock-based compensation based on the investor's grant of stock to employees of an equity method investee.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 45
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=16385135&loc=d3e33749-111570

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=6943989&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.12)
-URI http://asc.fasb.org/extlink&oid=6880815&loc=d3e20235-122688

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 9
-Article 5

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Principles Board Opinion (APB)
-Number 18
-Paragraph 19
-Subparagraph c
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Principles Board Opinion (APB)
-Number 18
-Paragraph 6
-Subparagraph b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 11
-Article 7

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 95
-Paragraph 28
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Segment Information - Total Asset Information For Segments (Details) - USD ($)	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2011
Segment Reporting, Asset Reconciling Item [Line Items]
Assets	$ 959,415,000		$ 948,022,000
Capital expenditures	16,473,000	$ 10,867,000
Racing Operations
Segment Reporting, Asset Reconciling Item [Line Items]
Assets	522,980,000		509,133,000
Capital expenditures	4,532,000	3,681,000
Gaming Operations
Segment Reporting, Asset Reconciling Item [Line Items]
Assets	215,339,000		242,174,000
Capital expenditures	3,250,000	4,736,000
Online Operations
Segment Reporting, Asset Reconciling Item [Line Items]
Assets	189,516,000		183,397,000
Capital expenditures	2,306,000	842,000
Other Investments
Segment Reporting, Asset Reconciling Item [Line Items]
Assets	31,580,000		$ 13,318,000
Capital expenditures	6,385,000	$ 1,608,000
Corporate
Segment Reporting, Asset Reconciling Item [Line Items]
Capital expenditures	$ 3,100

Commitments And Contingencies (Details) $ in Millions	1 Months Ended	6 Months Ended
Commitments And Contingencies (Details) $ in Millions	Nov. 30, 2008	Jun. 30, 2012 USD ($)	Jul. 08, 2011	Mar. 02, 2011 member
Gain Contingencies [Line Items]
Period Of Time Public Act 94-804 Was Extended	3 years
Surcharge Of Revenues Of Illinois Riverboat Casinos	3.00%
HRE Trust Fund
Gain Contingencies [Line Items]
Number Of Members Of The Seventh Circuit Court \| member				3
Length Of Stay Related To Dissolutation Of A Temporary Restraining Order			30 days
Cash Received From Legal Proceedings		$ 45.4
HRE Trust Fund \| Arlington Park \| Purses
Gain Contingencies [Line Items]
Cash Received From Legal Proceedings		26.1
HRE Trust Fund \| Arlington Park \| Improvements, Marketing and Maintainance
Gain Contingencies [Line Items]
Cash Received From Legal Proceedings		$ 19.3

Commitments And Contingencies - Loss Contingencies (Details) - Threatened Litigation $ in Millions	Feb. 15, 2011 USD ($)
Maximum
Loss Contingencies [Line Items]
Alleged Damages	$ 3.6
Minimum
Loss Contingencies [Line Items]
Alleged Damages	$ 0.8

- Definition

The value (monetary amount) of the award the plaintiff seeks in the legal matter.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 450
-SubTopic 20
-Section 50
-Paragraph 9
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6952336&loc=d3e14557-108349

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 450
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6952336&loc=d3e14326-108349

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 450
-SubTopic 20
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6952336&loc=d3e14435-108349

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 10
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 11
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 12
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Label	Element	Value
Property, Plant and Equipment, Net	us-gaap_PropertyPlantAndEquipmentNet	$ 471,954,000
Property, Plant and Equipment, Net	us-gaap_PropertyPlantAndEquipmentNet	477,356,000
Bluff [Member]
Goodwill	us-gaap_Goodwill	$ 4,000,000

- Definition

+ References

+ Details