Louisville (generally pronounced /ˈluːəvəl/ or /ˈlʌvəl/ by natives, and /ˈluːiːvɪl/ by others) is the largest city in the Commonwealth of Kentucky and the 28th most populous city in the United States. It is one of two cities in Kentucky designated as first-class, with the other being the state's second-largest city of Lexington.