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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___________)
PENSKE MOTORSPORTS, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
709 598 10 6
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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CUSIP NO. 709 598 10 6 13G PAGE 2 OF 7 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PSH CORP.
FEIN: 51-0369518
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE CORPORATION
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5 SOLE VOTING POWER
NUMBER OF ---------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 7,783,875(1)
EACH ---------------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH
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8 SHARED DISPOSITIVE POWER
7,783,875(1)
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,783,875
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
SEE FOOTNOTE (1)
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
58.8%
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12 TYPE OF REPORTING PERSON*
CO
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(1) THE REPORTING PERSON DISCLAIMS BENEFICIAL OWNERSHIP OF THESE SHARES, AND
THIS REPORT SHALL NOT BE DEEMED AN ADMISSION THAT THE REPORTING PERSON IS
THE BENEFICIAL OWNER OF SUCH SECURITIES.
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CUSIP NO. 709 598 10 6 PAGE 3 OF 7
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SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
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ITEM 1:
a) NAME OF ISSUER:
Penske Motorsports, Inc.
b) ADDRESS OF ISSUER'S PRINCIPAL OFFICE:
13400 West Outer Drive
Detroit, MI 48239
ITEM 2:
a) NAME OF PERSON FILING:
The name of the person filing this statement is PSH Corp., a
Delaware corporation.
With respect to 7,783,875 shares, PSH Corp. may be deemed to
share voting and dispositive power with Penske Corporation, a
Delaware corporation, Penske Performance, Inc., a Delaware
corporation, Roger S. Penske, a United States citizen,
Facility Investments, Inc., a Florida corporation,
International Speedway Corporation, a Florida corporation and
the "France Family Group" (described below), which have each
filed a Schedule 13G. The relationship between PSH Corp. and
such persons is described below:
PSH Corp., a Delaware corporation, is a partially owned
subsidiary of Penske Performance, Inc., and is the
record holder of 7,783,875 shares of common stock, par
value $.01 per share, of Penske Motorsports, Inc., that
are the subject of this filing.
Penske Performance, Inc., a Delaware corporation, owns
directly 80.0% of the stock of PSH Corp. and Facility
Investments, Inc. owns 20.0% of the stock of PSH Corp.
Penske Corporation, a Delaware corporation, owns
directly all of the stock of Penske Performance, Inc.
Roger S. Penske, a United States citizen, beneficially
owns approximately 57% of the stock of Penske
Corporation.
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CUSIP NO. 709 598 10 6 PAGE 4 OF 7
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SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
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International Speedway Corporation, a Florida
corporation, owns directly all of the stock of Facility
Investments, Inc.
The France Family Group owns approximately 54.9% of the
total of all classes of stock of International Speedway
Corporation, which represents 59.9% of the votes
represented by the total of all classes of stock of
International Speedway Corporation. The France Family
Group consists of the living lineal descendants of
William H.G. France, and Anne B. France, some spouses
of such descendants and various entities controlled by
such descendants and their spouses, which consists of
the following natural persons and other entities:
William C. France, a United States citizen; Betty Jane
France, a United States citizen; James C. France, a
United States citizen; Sharon M. France, a United
States citizen; Lesa D. Kennedy, a United States
citizen; Brian Z. France, a United States citizen;
Jamison C. France, a United States citizen; Jennifer A.
France, a United States citizen; Amy L. France, a
United States citizen; Benjamin Z. Kennedy, a United
States citizen; Western Opportunity Limited
Partnership, a Nevada limited partnership; Sierra
Central Corp., a Nevada corporation; Principal
Investment Company, a Nevada corporation; White River
Investment Limited Partnership, a Nevada limited
partnership; Cen Rock Corp., a Nevada corporation;
Secondary Investment Company, a Nevada corporation;
Polk City Limited Partnership, a Nevada limited
partnership; Boone County Corporation, a Nevada
corporation; Carl Investment Limited Partnership, a
Nevada limited partnership; Quaternary Investment
Company, a Nevada corporation; NASCAR, a Florida
corporation; and Automotive Research Bureau, a Florida
corporation.
b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The address of the principal office of Penske Performance,
Inc. and PSH Corp. is:
1100 Market Street, Suite 780
Wilmington, DE 19801
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CUSIP NO. 709 598 10 6 PAGE 5 OF 7
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SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
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The address of the principal office of Penske Corporation and
Roger S. Penske is:
13400 West Outer Drive
Detroit, MI 48239-4001
The address of the principal business office of Western
Opportunity Limited Partnership, Sierra Central Corp.,
Principal Investment Company, White River Investment Limited
Partnership, Cen Rock Corp., Secondary Investment Company,
Polk City Limited Partnership, Boone County Corporation, Carl
Investment Limited Partnership, and Quaternary Investment
Company is:
201 West Liberty Street, Suite 102
Reno, NV 89501
The address of the principal business office of International
Speedway Corporation, Facility Investments, Inc., and the
other members of the France Family Group not listed in the
preceding paragraph is:
1801 West International Speedway Boulevard
Daytona Beach, FL 32114
c) CITIZENSHIP:
This portion of the Schedule 13G is completed by
incorporating the information contained in Item 4 of the
copies of the second part of the cover page which are
incorporated herein by reference.
d) TITLE OF CLASS OF SECURITIES:
Common Stock
e) CUSIP NUMBER:
709 598 10 6
ITEM 3:
Not Applicable.
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CUSIP NO. 709 598 10 6 PAGE 6 OF 7
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SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
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ITEM 4: OWNERSHIP
a) AMOUNT BENEFICIALLY OWNED:
7,783,875
b) PERCENT OF CLASS:
58.8%
c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE:
-0-
(ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE:
7,783,875
(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF:
-0-
(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF:
7,783,875
ITEM 5: OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable.
ITEM 6: OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
See response to Item No. 2 for persons who may be deemed to have the right to
receive or the power to direct, the receipt of dividends from or the proceeds
from the sale of 7,783,875 shares of such securities (and such interest relates
to more than five percent of such class).
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CUSIP NO. 709 598 10 6 PAGE 7 OF 7
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SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
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ITEM 7: IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
Not applicable.
ITEM 8: IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP:
Not Applicable.
ITEM 9: NOTICE OF DISSOLUTION OF GROUP:
Not Applicable.
ITEM 10: CERTIFICATION:
Not Applicable.
SIGNATURE
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THIS STATEMENT IS TRUE, COMPLETE AND
CORRECT.
PSH CORP., A DELAWARE CORPORATION
BY: /S/ RICHARD J. PETERS
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ITS: VICE PRESIDENT AND TREASURER
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February 12, 1997
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DATE