Churchill Downs, Inc. and Subsidiaries - Page 5




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          and sponsored by petitioners.  Attendance at the Breeders’ Cup              
          press-reception cocktail party and dinner is by invitation only,            
          and the expenses for food, beverages, and entertainment were                
          borne by petitioners.  Employees of petitioners were in                     
          attendance at the dinner.  Attendance at the Breeders’ Cup press            
          breakfast is by invitation only, and the expenses for food,                 
          beverages, and entertainment were borne by petitioners.                     
          Employees of petitioners were also in attendance at the                     
          breakfast.                                                                  
               Petitioners have found that the key to their success is                
          their ability to present quality races.  Critical to the ability            
          to present quality races is the ability to offer high purse                 
          levels to attract the best available horses, trainers, and                  
          jockeys.                                                                    
               Petitioners allocated blocks of tickets to the Sport of                
          Kings parties to horsemen, sponsors, staff, city/county VIP’s,              
          racing VIP’s, racing officials, media representatives, and                  
          others.  More tickets were allocated to the media than to any               
          other category.                                                             
               The Kentucky Derby items and amounts in issue are:                     
          Amounts in Issue                                                            
                  Item                      1994        1995                          
          Sport of Kings Gala            $114,375    $85,571                          
          Press hospitality tent            -0-        7,803                          
          Derby winner’s party             17,500       -0-                           
               Total                        131,875     93,374                        
          collectively referred to as Derby expenses.                                 





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