"KENTUCKY DERBY PARTY" SWEEPSTAKES
FULL OFFICIAL RULES
NO PURCHASE NECESSARY
SWEEPSTAKES OPEN ONLY TO LEGAL RESIDENTS OF THE 50 U.S. STATES AND THE DISTRICT OF COLUMBIA, 21 OR OLDER. VOID WHERE PROHIBITED

1. NO PURCHASE NECESSARY. The sweepstakes begins 9:01 PM ET on 3/5/08 and ends 11:59 PM ET on 4/30/08 ("Promotion Period"). To enter this sweepstakes visit www.kentuckyderby.com/party anytime during the Promotion Period, click on the "Register" button and complete the registration page. Once complete, click on "submit" and you will be automatically entered. The registration form must be completely filled out in order to be eligible. The use of automated entry software is prohibited. All entries must be submitted in the name of an individual person and prizes can only be awarded to the person whose name is listed on the entry. Sponsor assume no responsibility for incorrect or inaccurate entry information, human error or technical malfunctions, lost/delayed data transmission, omission, interruption, deletion, defect, line failures of any computer equipment or software, or any combination thereof. Limit one entry per person, per promotional period. All entries become the property of Churchill Downs Incorporated, 700 Central Ave, Louisville, KY 40208 ("Sponsor") and will not be acknowledged or returned.

2. Prizes/Drawing: (1) One Grand Prize: Two (2) tickets to the 2009 Kentucky Derby to be held on May 2, 2009. ARV: $1,500. NO ACCOMODATIONS OR TRANSPORTATION TO EVENT WILL BE PROVIDED BY SPONSOR. All expenses in connection with the event are the sole responsibility of the winner. Total retail value of all prizes: $1,500.00. Odds of winning depend upon the total number of eligible entries received. The Grand Prize Winner will be selected from all eligible online entries received in a random drawing on May 1, 2008 and will be conducted by Marden-Kane, Inc., an independent judging organization whose decisions are final and binding in all matters relating to the Sweepstakes. The Grand Prize will be awarded and the potential Grand Prize winner will be notified by telephone between the hours of 9:30 a.m. (ET) and 5:30 p.m. (ET) on May 1, 2008 at the telephone number provided at time of entry. A representative of the Sponsor will make two (2) attempts to reach the potential Grand Prize winner. If the potential Grand Prize winner cannot be reached after two (2) attempts or if is reached and refuses the prize, that individual will be disqualified and an alternate winner will be selected. Sponsor representatives will continue to make two (2) attempts to reach any alternate winner selected until a potential winner is contacted and accepts prize. The potential Grand Prize winner will be required to execute and return by fax and/or overnight delivery service an affidavit of eligibility/release of liability as well as applicable tax information forms, and where legally permissible, a publicity release within twenty four (24) hours following receipt of same. Sponsors will provide overnight courier envelope to the potential Grand Prize winner to return the required documentation within twenty four (24) hours from issuance of notification. Non-compliance with this time period may result in disqualification and selection of an alternate winner.

3. Prize Restrictions and Requirements: Limit one prize per person. Prize is non-transferable, no substitutions or cash equivalents allowed, except at the discretion of the Sponsor. Taxes, and all other expenses not specified herein, if any, are the responsibility of the winner. Should any prize winner decide to decline the prize for any reason whatsoever, Sponsor shall have no further obligation to that potential winner, and an alternate winner will be selected. By entering, entrants agree to be bound by these rules and consent to use of their names and/or photographs for advertising or publicity purposes without further consideration, except where prohibited by law. In the event that the 2009 Kentucky Derby is cancelled or postponed for any reason whatsoever, including but not limited to scheduling conflicts, an event of force majeure, or for any other reason, no other or additional compensation will be awarded. Event admission is subject to certain terms and conditions as specified thereon. Seat locations and admission will be determined by Sponsor who also reserves the right to remove or to deny entry to a winner and/or his/her guest who engages in a non-sportsmanlike or disruptive manner, or in a way to annoy, abuse, threaten or harass any other person at the event or locale. By entering the Sweepstakes, participants agree Sponsor is not liable, and shall assume no responsibility in any form for any travel expenses incurred or lost in connection with traveling to/from any event, or in connection with an event cancellation. Winners release Sponsor and their respective subsidiaries and affiliates, their employees, directors, officers and agents, and advertising agencies, JAG Mobile LLC and Marden-Kane, Inc. from any and all claims or liability in connection with participation in this promotion or acceptance or use of any prize.

4. Internet: If for any reason this Sweepstakes is not capable of running as planned due to infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the control of the Sponsor which corrupt or affect the administration, security, fairness, integrity or proper conduct of this sweepstakes, the Sponsor reserves the right at its sole discretion, to disqualify any individual who tampers with the entry process, and to cancel, terminate, modify or suspend the Sweepstakes without further notice. Sponsor is not responsible for any problems or technical malfunction of any computer online systems, servers, or providers, computer equipment, software, failure of any E-mail or entry to be received by Sponsor on account of technical problems, human error or traffic congestion on the Internet or at any Website, or any combination thereof, including any injury or damage to participant's or any other person's computer relating to or resulting from participation in this sweepstakes or downloading any materials in this sweepstakes. CAUTION: ANY ATTEMPT TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE SWEEPSTAKES IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, THE SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES OR OTHER REMEDIES FROM ANY SUCH PERSON (S) RESPONSIBLE FOR THE ATTEMPT TO THE FULLEST EXTENT PERMITTED BY LAW. Entry can only be made via one (1) E-mail address per person. In the event of a dispute as to the identity of a winner based on an E-mail address, the winning entry will be declared made by the authorized account holder of the E-mail address submitted at time of entry. "Authorized account holder" is defined as the natural person who is assigned to an E-mail address by an Internet access provider, online service provider or other organization (e.g., business, educational, institution, etc.) that is responsible for assigning E-mail addresses for the domain associated with the submitted E-mail address.

5. Eligibility: Open to legal residents of the 50 U.S. States and the District of Columbia, who are 21 years of age or older at time of entry, except employees or agents of Sponsor, JAG Mobile LLC and Marden-Kane, Inc., and their respective subsidiaries, divisions, affiliates, advertising agencies, and members of their immediate families. Void in Puerto Rico, and wherever taxed, prohibited or restricted by law. Subject to all federal, state and local laws and regulations. US law governs this sweepstakes.

6. Privacy: Information collected from entrant is used in accordance with Sponsor's Privacy Policy, available at http://www.churchilldownsincorporated.com/our_company/privacy_policy.html.

7. Winners List: For winner name, available after 5/3/08, go to www.kentuckyderby.com/party. Winner's list will be available through 5/17/08.

8. Sponsor/Administrator: Sponsor: Churchill Downs Incorporated, 700 Central Ave, Louisville, KY 40208. Administrator: Marden-Kane, Inc., 36 Maple Place, Manhasset, NY 11030.

All rights reserved. Sweepstakes entrants are hereby authorized to copy these official rules on the condition that it will be for the entrant's personal use and not for any commercial purpose whatsoever.