KENTUCKY DERBY: Try for general admission tickets, which can be purchased on the day of the race, May 6, for $40. You won't get a seat and you won't see much of the race, but you could catch a glimpse of a celebrity and enjoy the daylong party. Or, enter at Churchill Downs' Gate 10, bring a blanket and find a spot on the grassy slope away from the infield craziness.

DERBY MUSEUM: At Churchill Downs, 700 Central Ave., Gate 1; www.derbymuseum.org or 502-637-1111. Monday-Saturday, 9 a.m.-5 p.m., Sundays noon-5 p.m. Closed Derby day. Adults, $9; children 5-11, $6. Track tours, $6 or $10, offered throughout the day. Reservations required for 7 and 8:30 a.m. tours, which include a look at the horses exercising.

ACCOMMODATIONS: Hotel rooms are hard to find Derby week, so book well in advance. The city's convention and visitors bureau offers package deals and can help book rooms; www.gotolouisville.com or 502-584-2121.

DAWN AT THE DOWNS: Held Monday-Thursday mornings of Derby week (May 1-5), visitors get in free to watch hundreds of horses exercise on the Churchill Downs racetrack. You can also arrange to have breakfast there; www.churchilldowns.com/events/May/.

THE FESTIVAL: Highlights include Thunder Over Louisville air and fireworks show April 22, the Great Steamboat Race May 3, and the Pegasus Parade May 4; www.kdf.org.

FOOD AND DRINK: A visit to Louisville isn't complete without a Hot Brown (an open-faced carved turkey sandwich with bacon, tomato and cheese, invented in 1920s by the chef at the historic Brown Hotel) and Derby Pie (a trademarked dessert with chocolate chips and walnuts.)

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OTHER LOUISVILLE ATTRACTIONS:

— Louisville Slugger Museum: 800 W. Main St.; www.sluggermuseum.org/ or 877-775-8443. Adults, $9; children 6-12, $4. Monday-Saturday, 9 a.m.-5 p.m.; Sundays, noon-5 p.m. Hours vary by season.

— Muhammad Ali Center: 144 N. Sixth St., www.alicenter.org or 502-584-9254. Adults, $9; children 6-12, $4. Monday-Saturday, 9:30 a.m.-5 p.m.; Sundays, noon-5 p.m.

— Frazier Historical Arms Museum: 829 W. Main; www.frazierarmsmuseum.org or 502-753-5663. Adults, $9; children 6-13, $6. Monday-Saturday, 9 a.m.-5 p.m.; Sundays, noon-5 p.m.

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