<SEC-DOCUMENT>0001225208-18-008472.txt : 20180502
<SEC-HEADER>0001225208-18-008472.hdr.sgml : 20180502
<ACCEPTANCE-DATETIME>20180502132828
ACCESSION NUMBER:		0001225208-18-008472
CONFORMED SUBMISSION TYPE:	3/A
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20180424
FILED AS OF DATE:		20180502
DATE AS OF CHANGE:		20180502

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			Miller Austin W.
		CENTRAL INDEX KEY:			0001739349

	FILING VALUES:
		FORM TYPE:		3/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-33998
		FILM NUMBER:		18798771

	MAIL ADDRESS:	
		STREET 1:		600 N. HURSTBOURNE PARKWAY, SUITE 400
		CITY:			LOUISVILLE
		STATE:			KY
		ZIP:			40222

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CHURCHILL DOWNS Inc
		CENTRAL INDEX KEY:			0000020212
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-RACING, INCLUDING TRACK OPERATION [7948]
		IRS NUMBER:				610156015
		STATE OF INCORPORATION:			KY
		FISCAL YEAR END:			1231

	BUSINESS ADDRESS:	
		STREET 1:		600 N. HURSTBOURNE PKWY
		STREET 2:		SUITE 400
		CITY:			LOUISVILLE
		STATE:			KY
		ZIP:			40222
		BUSINESS PHONE:		5026364400

	MAIL ADDRESS:	
		STREET 1:		600 N. HURSTBOURNE PKWY
		STREET 2:		SUITE 400
		CITY:			LOUISVILLE
		STATE:			KY
		ZIP:			40222

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CHURCHILL DOWNS INC
		DATE OF NAME CHANGE:	19920703
</SEC-HEADER>
<DOCUMENT>
<TYPE>3/A
<SEQUENCE>1
<FILENAME>doc3a.xml
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0206</schemaVersion>

    <documentType>3/A</documentType>

    <periodOfReport>2018-04-24</periodOfReport>

    <dateOfOriginalSubmission>2018-04-27</dateOfOriginalSubmission>

    <noSecuritiesOwned>0</noSecuritiesOwned>

    <issuer>
        <issuerCik>0000020212</issuerCik>
        <issuerName>CHURCHILL DOWNS Inc</issuerName>
        <issuerTradingSymbol>CHDN</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001739349</rptOwnerCik>
            <rptOwnerName>Miller Austin W.</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>600 N. HURSTBOURNE PARKWAY</rptOwnerStreet1>
            <rptOwnerStreet2>STE 400</rptOwnerStreet2>
            <rptOwnerCity>LOUISVILLE</rptOwnerCity>
            <rptOwnerState>KY</rptOwnerState>
            <rptOwnerZipCode>40222</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isOfficer>1</isOfficer>
            <officerTitle>Section 16</officerTitle>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock</value>
            </securityTitle>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>12846.0000</value>
                    <footnoteId id="F1"/>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
    </nonDerivativeTable>

    <derivativeTable>
        <derivativeHolding>
            <securityTitle>
                <value>Restricted Stock Units</value>
            </securityTitle>
            <conversionOrExercisePrice>
                <footnoteId id="F2"/>
            </conversionOrExercisePrice>
            <exerciseDate>
                <footnoteId id="F2"/>
            </exerciseDate>
            <expirationDate>
                <footnoteId id="F2"/>
            </expirationDate>
            <underlyingSecurity>
                <underlyingSecurityTitle>
                    <value>Common Stock</value>
                </underlyingSecurityTitle>
                <underlyingSecurityShares>
                    <value>7215.0000</value>
                    <footnoteId id="F1"/>
                </underlyingSecurityShares>
            </underlyingSecurity>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </derivativeHolding>
    </derivativeTable>

    <footnotes>
        <footnote id="F1">This transaction is not a new transaction, it is being restated to gain access to the Online Filing Site</footnote>
        <footnote id="F2">Restricted stock units do not have a conversion price or expiration date and will be settled in common stock in one-third increments over the three year period following the grant date.</footnote>
    </footnotes>

    <remarks>millerpoa.txt</remarks>

    <ownerSignature>
        <signatureName>Paula Chumbley, Attorney-In-Fact for Austin W. Miller</signatureName>
        <signatureDate>2018-05-02</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>millerpoa.txt
<TEXT>
                           POWER OF ATTORNEY

       Know all by these presents, that the undersigned hereby constitutes and
appoints each of General Counsel for Churchill Downs Incorporated, Associate
General Counsel, and the Director of Corporate Governance & Licensing,
signing singly, the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Churchill Downs Incorporated (the "Company"),
Forms 3,  4,  and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, or 5,
complete and execute any amendment or amendments thereto, and timely file such
form with the United States Securities and Exchange Commission and any stock
exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.

     This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.


IN  WITNESS WHEREOF the undersigned has caused this Power of Attorney to be
executed as of this 1st day of May, 2018.


AUSTIN W. MILLER
======================
Print Name

STATE OF KENTUCKY   )
                    )  :SS
COUNTY OF JEFFERSON )

        The foregoing instrument was acknowledged before me this 1st day of
May, 2018 by Austin W. Miller to be his free act and deed.
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
