Insider Guides for you, but there's no tastier way to spend a little of that change than to Eat Like a Local when you're here! No trip to the bluegrass would be complete without a sampling of Chef Ouita Michel's culinary empire. In nearby Midway, you'll find the fine dining cornerstone of the empire, Holly Hill Inn. Also nearby are Midway Bakery, and the casual Wallace Station. Take a short drive through Bourbon County horse country to Windy Corner, where you can sample po' boys, country ham, and red-eye gravy. In Lexington itself, you'll find Smithtown Seafood, at the corner of the Jefferson Street Dining Corridor anchoring West Sixth Brewing, and serviced by Lexington's innovative Food Chain, which farms much of the seafood available on the menu. She is one of the godmothers of Lexington's culinary scene. Jefferson Street (West Downtown) The Jefferson Street corridor is a must-visit during any trip to Lexington. Situated at the edge of west downtown — the downtown neighborhood closest to Keeneland itself — it includes restaurants Stella's, Nick Ryan's, Enoteca, Grey Goose, and also Wine+Market (a great little urban wine and cheese market). County Club, down near the north elbow of Jefferson offers tasty hipster bbq ("artisanal smoked meats") and amazing composed salads. Their poutine variations are always popular. Very few sides are offered, and portions are delicate, so don’t arrive expecting to consume half a cow and your weight in potato salad for $10 bucks. Think of it as artisanal hipster barbecue. The building is a retrofit of a former garage space in Jefferson’s rapidly revitalizing northend. Local watering holes West Sixth Brewing, Blue Stallion, and Green Lantern (which also does live music) are also close by. Specially for the Breeders' Cup, West Sixth Brewing and adjoining Smithtown Seafood are having a five-course beer dinner on Thursday night, October 29. West Sixth will feature its exclusive barrel-aged Snake Cake. Smithtown Seafood will offer a number of land and sea plates, including little-neck clams to short-rib bourguignon. The Distillery District The Distillery District the commercial area in the old James E. Pepper distillery on Manchester Street, is the newest player in Lexington's food scene. Middle Fork Kitchen Bar, Ethereal Brewing, and The Break Room, didn't even come onto the scene until last August, but this is an historic neighborhood that's here to stay. Other options include Crank & Boom ice cream for dessert and Manchester Music Hall for live music and concerts. Downtown There are dozens of dining options within a quick walk of Rupp Arena and the downtown hotel corridor. Hop over to our glorious Cheapside Square and radiate out from there. Restaurants include newbies like the upscale Tony's inside the former Victorian Square, Table 310 on Short, the grande dame Dudley's on Short, the brand new Lexington HopCat (home to world famous crack fries), Lexington Diner, and many more. Be sure to check out our street food too; it's only slightly off the beaten path. Nat’s is a (literal) hole in the wall at 111 S. Upper Street (if you blink you’ll miss it), primarily serving Lexington’s late night bar crowd with authentic Thai. Specials might include Rendang (Indonesia beef curry stew), green curry with pork belly, stir fried curry with Swai fish, or Som Tom. Place your order at the outside window and sit on the street or the Irish pub next door. Ellos is a taco joint at 406 South Broadway that rivals Lexington’s west side taquerias for authenticity (and it’s just a quick walk up the Broadway hill from Rupp Arena, leaving sports fans and Lexington visitors with no excuse for eating at the fast food chains that border the Arena). Tacos are available Latino (cilantro and onion); American (lettuce, cheese and tomato); or Wildcat (American plus Latino and sour cream). Expansions are underway, but for now, plan to carry out, or to eat on the sidewalk. Lunch for two will often run $10 bucks or less. (Speaking of the west side taquerias — the Alexandria neighborhood is right on the way to Keeneland via Versailles Road if you're headed out there from downtown. Do yourself a favor and stop by for a tamale or a taco.) The Limestone Corridor Over on Limestone, (near our courthouse district) you'll find Limestone Blue 133 N. Limestone Lexington KY 859.367.0133. We like the Hot Mamma sandwich (we call it the Hot Mamma Ace), and the avocado fries. Next door is Sidebar: good burgers, stiff drinks. The latest addition to this corner is the newly opened Upstart Crow. A few steps north and you'll see a la lucie's on the left. 159 N. Limestone 859.252.5277. Though the kitsch may feel a little dated now, this tiny pink palace defined small, quirky, and pricey for Lexingtonians in search of shabby chic eclectic fine dining when it opened decades ago. The fried-green-tomato BLT is still a great lunch, and people-watching across the street from the Courthouse rarely disappoints. (Sidewalk tables in nice weather.) It closes for good at the end of November, so don't save it for your next trip to the bluegrass. Another few steps north, and you're at Columbia’s Steakhouse 201 N. Limestone. 859.253.3135. The downtown location is Lexington’s oldest continuously operating restaurant. Old school meat and potatoes, famous for the Nighthawk Special (tenderloin); ask about manager Flo Cowley’s homemade pies. Sidewalk tables in nice weather. Flo’s homemade chili in the winter. Around the corner from Columbia's is Distilled at Gratz Park, replacing Jonathan at Gratz Park, if you have a taste for fine dining. Food Trucks The Feeders' Cup competition at the Legends' Ballpark on Saturday determined which food trucks will be at Cheapside Pavilion downtown for the Breeders' Cup Festival. The winners were: Hill of Beans Bar-B-Que, Empanadas Aqui, Sav's Chill, The Epic Cure, and The Gastro Gnomes, who won best overall. You'll be able to catch each of these for the entirety of Breeders' Cup week. Breakfast and Brunch Start the day with a perfect cup of joe. Lexington has no shortage of indie coffeehouses and cafes, in addition to the Starbucks-on-every-corner as required by law. Breakfast is the most important meal of the day, and you could enjoy everything from doughnuts and beignets to some pretty famous buckwheat blueberry pancakes. Spalding’s Bakery 760 Winchester Road. 859.252-3737. It is no longer located downtown, but no trip to Lexington would be complete without sampling their world-famous donuts. When they sell out for the day, the doors close, so go early, and hit the ATM first: cash-only. Brews and More Downtown really does have everything from sandwiches and delis to steakhouses and fine dining. This segment of our guide is almost entirely walkable, but you could also hop a trolley and just circulate. This would also be a great time to stay on that trolley and avail yourself of Lexington’s craft brew scene. You’ll want to finish up that part of the tour in Lexington’s campus, Chevy Chase neighborhood. If it’s nice out, you’ll want to enjoy all the Bluegrass has to offer in outdoor and/or patio dining, Maybe you're planning to stay at one of Lexington's popular Airbnbs and it comes with a chef's kitchen so you can cook during your visit. Where to shop? Lexington has the go-to's you'll find in any city: Whole Foods, Fresh Market, and Trader Joe's. There are also urban markets like Shorty's (on Short Street), Wine + Market, and National Provisions in the National Avenue Warehouse district (near the railroad tracks off Walton at Winchester Rd). Lexington has also greatly benefited from an influx of diverse cultures and culinary traditions in the past two decades. Whether you’re from Omaha or Oaxaca, you’ll have no trouble assembling a world-class meal in the bluegrass from the ingredients available at this selection of a dozen international markets. So while you're here for the Cup, enjoy the horses, but also make sure to check out the dozens of locally-owned and operated culinary treasures in town. Subscribe to the Ace e-dition for Lexington news, arts, culture, and entertainment, delivered to your inbox every Thursday morning.