Churchill Downs and Great Britain’s Kempton Park Racecourse have announced a partnership to create a race for 3-year-old Thoroughbreds that will provide a clear path for the winner to a starting spot in the field for the 2009 running of the $2 million guaranteed Kentucky Derby Presented by Yum! Brands (Grade I).

The $150,000 Kentucky Derby Challenge Stakes (“KDCS”) is a 1 1/8-mile race that will be run clockwise over Kempton’s Polytrack course on March 18, 2009.  In addition to earning a guaranteed spot in the starting gate for the 135th running of the Kentucky Derby on Saturday, May 2, the KDCS winner will also receive a $100,000 bonus if the horse competes in the Kentucky Derby.

The Kentucky Derby Challenge Stakes is designed to encourage international participation in America’s greatest race.  There has not been an international competitor in the race since 2002, when there were three.  Those horses included the Aidan O’Brien-trained Johannesburg (8th) and Castle Gandolfo (12th), and Essence of Dubai (9th), who competed for Dubai-based Godolphin. Canonero II, based in Venezuela, shipped to Churchill Downs to score an upset win in the Kentucky Derby in 1971 and remains the only horse based outside of North America to win the race.

“The Kentucky Derby is naturally a compelling and exciting event, but the presence of international contenders always adds to the anticipation and intrigue surrounding America’s greatest race,” said Steve Sexton, president of Churchill Downs and executive vice president of Churchill Downs Incorporated.  “It has been wonderful to work with Kempton Park and officials of its owning body, Britain’s Jockey Club Racecourses, in this innovative effort to encourage the presence of an international competitor in the starting gate at Churchill Downs on the first Saturday in May.  A consistent international presence in the Derby will strengthen worldwide interest in our race and, in the long term, boost demand for the event as we work to expand distribution of Kentucky Derby wagering opportunities into new international markets.”

Churchill Downs will provide $90,000 of the purse while Kempton will contribute $60,000.  The $100,000 bonus, if awarded, will be provided by Churchill Downs.  The owner of the KDCS winner will still be responsible for all fees associated with the race, along with shipping costs.  The Triple Crown nomination fee makes the horse eligible for all of the American classics: the Kentucky Derby, the $1 million Preakness (GI) at Pimlico Race Course and the $1 million Belmont Stakes (GI) at Belmont Park.

The race will provide an additional incentive to owners and trainers who in the past may have been hesitant to point toward the Kentucky Derby because of uncertainty over whether their horse would have sufficient graded stakes earnings to qualify for the field.  European contenders, in particular, have been at a disadvantage because their racing season generally gets underway later than the North American schedule and offers few graded stakes opportunities early in the year.

“The Kentucky Derby Challenge Stakes at Kempton is a great initiative created by both Churchill Downs and Kempton Park,” said Dermot Weld, who saddled Irish-based Go and Go to win Belmont Stakes in 1990. “If I were to have the right horse for the job I would most definitely target the Kentucky Derby Challenge Stakes at Kempton as a qualifying race ahead of the ‘Run for the Roses’.”

“I think the Kentucky Derby Challenge Stakes is a great idea and hopefully we will have runners in it,” said Aidan O’Brien, the Irish-based trainer who has saddled 20 Group One stakes winners in Europe thus far in 2008.  O’Brien’s success in travels to the United States includes three victories in the Breeders’ Cup World Championships.

“There has long been significant international interest in participating in the Kentucky Derby, but the current system that successfully uses earnings in graded stakes races to determine eligibility to compete has discouraged some international stables from pointing toward our race,” said Sexton.  “The unique structure of the Kentucky Derby Challenge Stakes purse will provide the winning owner and trainer with an opportunity to focus on a Derby bid well in advance of the race.  We’ve been gratified by the positive response to the concept from major trainers overseas, and hope the interest generated by a regular international presence in the Kentucky Derby will encourage other owners and trainers to look more seriously at a trip to Churchill Downs for horses displaying the potential to be serious candidates for the Derby and the Triple Crown races.”

The Kentucky Derby Challenge Stakes will be run under lights at Kempton Park.  The race is an enhancement of a Conditions race that was won this year by Campanologist, who has since won the Group Two King Edward VII Stakes at Royal Ascot and finished second in the recent Group Two Sky Bet York Stakes at York.

Churchill Downs, the world’s most legendary racetrack, has conducted Thoroughbred racing and presented America’s greatest race, the Kentucky Derby, continuously since 1875. Located in Louisville, the flagship racetrack of Churchill Downs Incorporated (NASDAQ Global Select Market: CHDN) also operates Trackside at Churchill Downs, which offers year-round simulcast wagering at the historic track. Churchill Downs will conduct the 135th running of the Kentucky Derby on May 2, 2009. The track’s 2008 Fall Meet is scheduled for Oct. 26-Nov. 29. Churchill Downs has hosted the Breeders’ Cup World Championships a record six times. Information about Churchill Downs can be found on the Internet at www.churchilldowns.com.

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