UNITED STATES

SECURITIES AND EXCHANGE COMMISSION 

WASHINGTON, D.C. 20549 
 
FORM 10-Q/A
 
 
(Amendment No. 1)
 

	
		
			
			

			[X]
			
			
QUARTERLY REPORT
			PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
			1934  
		
	

 
For the quarterly
period ended September 30, 2010 
OR 
 
 

	
		
			
			

			[  ]
			
			
TRANSITION
			REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
			ACT OF 1934  
		
	

 
For the transition
period from                      to                      
 
Commission file number
001-33998 
 

 

Churchill Downs

Incorporated

(Exact name of registrant as specified in its charter)  
 
 

	
		
			
			

			Kentucky
			 
			
			

			61-0156015
		
		
			
			

			(State or other jurisdiction of incorporation or
			organization)
			 
			
			

			(IRS Employer Identification No.)
		
		
			 
			 
			 
		
		
			
			

			700 Central Avenue, Louisville, Kentucky 40208
			 
			
			

			(502) 636-4400
		
		
			
			

			(Address of principal executive offices) (zip code)
			 
			
			

			(Registrant's telephone number, including area code)
		
	

 
Indicate by check mark whether the Registrant (1) has
filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports) and (2) has been subject
to such filing requirements for the past 90 days.    Yes  [X]    No  [   ]
 
Indicate by check mark whether the registrant has
submitted electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-T (Section 232.405) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such
files).    Yes  [  ]    No  [  ]
 
 
Indicate by check mark whether the Registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer or a smaller
reporting company. See definitions of "large accelerated filer," "accelerated
filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.  
 
       
Large accelerated filer  [  ]                                                          
Accelerated filer  [X]
       
Non-accelerated filer  [  ]                                                           
Smaller reporting company  [  ]
 
Indicate by check mark whether the Registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act).    Yes  [  ]    No  [X]
 
The number of shares outstanding of registrant's common
stock at October 28, 2010 was 16,577,599 shares.  
 
 

 
EXPLANATORY NOTE
 
We are filing this Amendment No. 1 to our Quarterly Report on Form 10-Q for
the quarter ended September 30, 2010 only to refile Exhibit 10(a) in response to
comments we received from the staff of the Securities and Exchange Commission on
a confidential treatment request we made for certain portions of the exhibit in
our original Form 10-Q.
 
This Amendment No. 1 to our Form 10-Q for the quarter ended September 30,
2010 does not reflect events occurring after the filing of our original Form
10-Q.  As required by Rule 12b-15 of the Securities Exchange Act of 1934, new
certifications by our principal executive officer and principal financial
officer are filed herewith as exhibits to this Amendment.  No other
modifications or changes have been made to the disclosures or information
contained in our Form 10-Q for the quarter ended September 30, 2010, as
originally filed.
 
 

 
PART II.   OTHER INFORMATION 
 
ITEM 6.    EXHIBITS 
 
See Exhibit Index. 
 
 
 

 

SIGNATURES
 
Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized. 
 
 

	
		
			
			
April 29, 2011
			
			
CHURCHILL DOWNS
			INCORPORATED
		
		
			 
			
			
 
		
		
			 
			
			
/s/ William E. Mudd
		
		
			 
			
			
William E. Mudd 
		
		
			 
			
			
Executive Vice President
			and Chief
		
		
			 
			
			
Financial Officer
		
		
			 
			
			
(Principal Financial and
			Accounting Officer)
		
	

 
 

 

EXHIBIT INDEX 
 
 

	
		
			
			
Number
			 
			
			
Description
			 
			
			
By Reference To
		
		
			 
			 
			 
			 
			 
		
		
			
			
10(a)
			 
			
			
Amended and Restated Employment Agreement dated as of September 27, 2010,
			by and between Churchill Downs Incorporated and Robert L. Evans.
			 
			
			
Amendment No. 1 to Quarterly Report on Form 10-Q for the fiscal quarter
			ended September 30, 2010
		
		
			
			
 
			 
			
			
 
			 
			
			
 
		
		
			
			
31(i)(a)
			 
			
			
Certification of Chief Executive Officer Pursuant to Section 302 of the
			Sarbanes-Oxley Act of 2002
			 
			
			
Amendment No. 1 to Quarterly Report on Form 10-Q for the fiscal quarter
			ended September 30, 2010
		
		
			
			
 
			 
			
			
 
			 
			
			
 
		
		
			
			
31(i)(b)
			 
			
			
Certification of Chief Financial Officer Pursuant to Section 302 of the
			Sarbanes-Oxley Act of 2002
			 
			
			
Amendment No. 1 to Quarterly Report on Form 10-Q for the fiscal quarter
			ended September 30, 2010