I lived in KC years ago and have fond memories of it. I’d probably pick it over Louisville. Some good KC recommendations upthread.
When I was in Louisville a few years back, I enjoyed the Kentucky Museum of Art and Craft (http://www.kentuckyarts.org/) and the Muhammad Ali Center (http://alicenter.org/).
Ok not memorial day, but April 20 has Thunder over Louisville - air show, and largest fireworks to music display (it traverses the entire bridge from Indiana to KY).
unfortunately, the US Navy & USAF were forced to cancel all USA air shows due to the sequester rule, so no Blue Angels or Thunderbirds or F15’s or B2’s this year, but plenty of non military planes will perform, as well as old jets like F86 and F4 Phantoms.
You may want to consider Indy - just 2 hrs from Louisville, since the Indy 500 is that weekend, and they have massive events that week…or drive up there while at Louisville. Keep in mind the Indy 500 is the worlds largest single day event, and hotels are booked in Indy and nearby Louisville that weekend.
I recommend Old Louisville, which contains the largest contiguous collection of Victorian homes, and the third largest historic preservation district in the USA. They’re all brick and stone so they’re in great condition. There are a number of B&Bs in the district too. If you go in the fall you can catch the St. James Court Art Fair, which features some of the nation’s best artists and artisans.
Louisville also has the Muhammad Ali Center, a zoo, a nice downtown, two fun and happening areas, Bardstown Road and Frankfort Avenue. The cemetery, Cave Hill, is lovely if you like cemeteries (Col. Harland Sanders is buried there, among some other notables).
I’ve been to Thunder Over Louisville and it’s amazing.
Any mention of Louisville would be remiss without mentioning the Kentucky Derby, the first Saturday in May. Two weeks of Derby Festival precede it and it’s all a good time. If you want excitement without (or very little at least) the tawdriness of the hoipolloi, you can go to the Oaks on Friday instead of Saturday. Elegant and refined and horses! Betting! Hats!
I haven’t lived there for a number of years so I don’t know all the cool and happenin’ places, but I’m sure reading LEO will point you in the right direction.
Knuckleheads Saloon has some really good music that weekend as well.
[ul]
[li]Deadstring Brothers and The Rumblejetts on the 24th[/li][li]Southern Hospitality (Victor Wainwright, JP Soars & Damon Fowler) & Lil Ed & The Blues Imperials at the Blues Cruise reunion at the outside venue and David Lindsey in the tiny 50 seat “Gospel Lounge” in the back on the 25th.[/li][li]Marquise Knox & Samantha Fish on the 26th.[/li][/ul]
Not a big fan of Crossroads, which is basically an empty lot covered with wood chips. Knuckleheads can be difficult to get to, but is a lot more friendly and comfortable. It does have the weird feature of being 20 feet from a very active train track, but usually the artists and audience don’t seem to mind.