Item 1.01 Entry Into Material Definitive Agreements.

As previously reported on Form 8-K dated January 30, 2009 our wholly-owned subsidiary, Midwest Racing, Inc., entered into a stock purchase agreement dated January 28, 2009, to sell Memphis Motorsports Park to Gulf Coast Entertainment, L.L.C. Under the terms of the agreement, Midwest Racing, Inc. will sell all of the stock of its wholly-owned subsidiary, Memphis International Motorsports Corporation, the owner of Memphis Motorsports Park, to Gulf Coast Entertainment for $10 million in cash and a two percent non-dilutable interest in Gulf Coast Entertainment.

Closing under the stock purchase agreement had been scheduled for April 30, 2009. The stock purchase agreement has been amended such that Closing shall occur on or before June 29, 2009. The amendment requires that two additional non-refundable deposits of $100,000 shall be made by Gulf Coast Entertainment in May and June.