We visited the museum and booked in advance the "Inside the Gates" tour. The museum is very small but has some interesting exhibits. My wife in particular enjoyed the 'hat' display of famous hats and outfits worn by celebrities at the Derby. They also have some interesting historical exhibits regarding all the Triple Crown winners. But the tour was what it was all about. Hannah, our tour guide, was very young and this was only her 2nd time giving this tour, but she did a fantastic job. We got to visit all the areas of Churchill Downs including Millionaires Row and other dining and viewing locations. For Churchill to me, it's all about the history. The twin spires, the track, and the history of what has occurred there. But I must say it felt old and lacked a modern feel, as opposed to say Keeneland. I expected the upper level areas to be more modern and rich, but it didn't feel that way. For example, the TV's you see everywhere are probably 15 year old Gateways, and in most places aren't even flat screens. The furniture appeared old and decrepit, but I guess this is what the operators want it to feel like. We prefer modern amenities and it didn't feel that way at Churchill. Even the area where it's located doesn't look all that great. You are sort of driving in this really bad part of town, and suddenly there is Churchill Downs. It is certainly nothing like Keeneland. If I had to go watch live racing, I think I'd like Keeneland more, although if I did that I wouldn't be able to say that I've seen racing at Churchill Downs. Sometimes I think some places put all their laurels on their name, and in this case that is Churchill Downs to me. I still enjoyed the tour and was glad I went.