We reported in our Quarterly Report on Form 10-Q dated August 10, 2009 that, based on our projected future results, our ability to maintain compliance with the financial covenants in our revolving credit facility would likely have been impacted in the third quarter of 2009.

Effective as of August 21, 2009, we amended our credit agreement with PNC Bank, National Association to revise certain financial covenants to levels that we believe we will be able to maintain compliance with for at least the next twelve months. The agreement is structured so that we and all of our subsidiaries are co-borrowers. Among other things, the agreement as amended has higher interest rates, prohibits the payment of dividends by us, provides for a grant to the lenders of security interests and liens in substantially all of the borrowers real and personal property under certain circumstances, and provides for certain mandatory reductions in the total available borrowings.

Interest is based, at our option, upon LIBOR plus 350 basis points or the adjusted base rate. The base rate is the greater of the prime rate or the federal funds rate plus 50 basis points or the daily LIBOR rate plus 100 basis points. The adjusted base rate is the greater of 3.75% per annum or the base rate plus 250 basis points. The base rate option is not available for the portion of indebtedness equal to the notional amount under the interest rate swap agreement described in our Form 10-Q.

A copy of the amendment is attached hereto as Exhibit 10.1.

(d) Exhibits

10.1   Amendment No. 11 to the Credit Agreement between Dover Motorsports, Inc.,
       Dover International Speedway, Inc., Gateway International Motorsports
       Corporation, Memphis International Motorsports Corporation, Nashville
       Speedway, USA, Inc., and Midwest Racing, Inc. and PNC Bank, National
       Association, as agent, dated as of August 21, 2009.