INTERNATIONAL SPEEDWAY CORP, 10-Q, 1998-07-14

INTERNATIONAL SPEEDWAY CORP
10-Q, 1998-07-14
RACING, INCLUDING TRACK OPERATION

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q

Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934

For the quarterly period ended May 31, 1998.

Commission file Number 0-2384

International Speedway Corporation
(Exact name of registrant as specified in its charter.)

Florida, U.S.A. 59-0709342
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

1801 West International Speedway Boulevard, Daytona Beach, Florida 32114-1243
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (904) 254-2700

Indicate by check mark whether the registrant(1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. YES [X] NO [ ]

Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practical date:

Class A Common Stock, - 5,770,375 shares as of June 30, 1998
Class B Common Stock, - 32,732,258 shares as of June 30, 1998
<PAGE>
<PAGE>

PART I. - FINANCIAL INFORMATION
Item 1. - Financial Statements

INTERNATIONAL SPEEDWAY CORPORATION
Condensed Consolidated Balance Sheets

<TABLE>
<CAPTION>
November 30, May 31,
1997 1998
(Unaudited)
-------------- -------------
(IN THOUSANDS)
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents ................................... $ 9,974 $ 42,434
Short-term investments ...................................... 23,601 2,696
Receivables, less allowances of $100 ........................ 7,425 9,637
Inventories ................................................. 866 1,505
Prepaid expenses and other current assets ................... 4,077 4,996
------------ ------------
Total Current Assets ......................................... 45,943 $ 61,268

Property and Equipment - at cost - less accumulated
depreciation of $53,917 and $59,604 at November 30
and May 31, respectively .................................... 166,078 183,041

Other Assets:
Cash surrender value of life insurance (Note 3).............. 3,590 3,693
Equity investments .......................................... 45,844 44,949
Goodwill, less accumulated amortization of $382 and
$893 at November 30 and May 31, respectively ................ 40,400 39,889
Long-term investments ....................................... 500 500
Other ....................................................... 468 1,356
------------ ------------
90,802 90,387
------------ ------------
Total Assets ................................................. $302,823 $334,696
============ ============

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable ............................................ $ 6,898 $ 6,695
Income taxes payable ........................................ 7 2,634
Deferred income ............................................. 49,338 55,736
Current portion of note payable ............................. 13,295 2,233
Other current liabilities ................................... 1,381 4,186
------------ ------------
Total Current Liabilities .................................... 70,919 71,484

Notes payable ................................................ 1,007 2,775
Deferred income taxes ........................................ 20,990 25,747
Commitments and Contingencies (Note 5)
Shareholders' Equity (Note 1)
Class A Common Stock, $.01 par value, 80,000,000 shares
authorized; 5,342,042 and 5,703,805 issued at November 30
and May 31, respectively .................................. 53 57
Class B Common Stock, $.01 par value, 40,000,000 shares
authorized; 33,154,920 and 32,798,828 issued at November 30
and May 31, respectively .................................. 332 328
Additional paid-in capital .................................. 86,437 87,557
Retained earnings ........................................... 125,457 149,204
------------ ------------
212,279 237,146
Less unearned compensation-restricted stock ................. 2,372 2,456
------------ ------------
Total Shareholders' Equity ................................... 209,907 234,690
------------ ------------
Total Liabilities and Shareholders' Equity ................... $302,823 $334,696
============ ============

</TABLE>
See accompanying notes.
<PAGE>
<PAGE>
INTERNATIONAL SPEEDWAY CORPORATION
Condensed Consolidated Statements of Income
<TABLE>
<CAPTION>
Three Months ended
May 31, May 31,
1997 1998
(Unaudited) (Unaudited)
_________________________
(In Thousands, Except
Per Share Data)
<S> <C> <C>
REVENUES:

Admissions, net.................................... $14,249 $ 17,359
Motorsports related income......................... 8,665 13,752
Food, beverage and souvenir income................. 6,220 6,646
Other income....................................... 496 434
___________ __________
29,630 38,191
EXPENSES:

Direct expenses:
Prize and point fund monies
and NASCAR sanction fees....................... 4,129 6,192
Motorsports related expenses..................... 5,557 8,516
Food, beverage and souvenir expenses............. 3,813 3,639
General and administrative expenses................ 6,762 8,817
Depreciation and amortization ..................... 2,294 3,243
___________ __________
22,555 30,407
___________ __________

Operating Income..................................... 7,075 7,784
Interest income, net ................................ 1,172 500
Equity in net income (loss) from equity investments.. (351) 179
Gain on sale of equity investment ................... -- 1,245
___________ __________
Income before income taxes........................... 7,896 9,708
Income taxes......................................... 3,410 3,662
___________ __________

Net Income........................................... $ 4,486 $ 6,046
=========== ==========
Basic net income per share (Note 2) ................. $ 0.12 0.16
=========== ==========
Diluted net income per share (Note 2) ............... $ 0.12 0.16
=========== ==========
Dividends per share.................................. $ 0.06 $ 0.06
=========== ==========
</TABLE>
See accompanying notes.
<PAGE>
<PAGE>
INTERNATIONAL SPEEDWAY CORPORATION
Condensed Consolidated Statements of Income
<TABLE>
<CAPTION>
Six Months ended
May 31, May 31,
1997 1998
(Unaudited) (Unaudited)
_________________________
(In Thousands, Except
Per Share Data)
<S> <C> <C>
REVENUES:

Admissions, net.................................... $40,609 $ 49,248
Motorsports related income......................... 25,874 40,917
Food, beverage and souvenir income................. 14,298 15,612
Other income....................................... 715 698
___________ __________
81,496 106,475
EXPENSES:

Direct expenses:
Prize and point fund monies
and NASCAR sanction fees....................... 11,113 17,284
Motorsports related expenses..................... 10,707 16,670
Food, beverage and souvenir expenses............. 8,323 8,108
General and administrative expenses................ 12,936 17,345
Depreciation and amortization ..................... 4,239 6,284
___________ __________
47,318 65,691
___________ __________

Operating Income..................................... 34,178 40,784
Interest income, net ................................ 2,164 628
Equity in net loss from equity investments........... (792) (242)
Gain on sale of equity investment ................... -- 1,245
___________ __________
Income before income taxes........................... 35,550 42,415
Income taxes......................................... 13,589 16,220
___________ __________

Net Income........................................... $21,961 $ 26,195
=========== ==========
Basic net income per share (Note 2) ................. $ 0.58 $ 0.69
=========== ==========
Diluted net income per share (Note 2) ............... $ 0.57 $ 0.68
=========== ==========

Dividends per share.................................. $ 0.06 $ 0.06
=========== ==========
</TABLE>
See accompanying notes.
<PAGE>
<PAGE> International Speedway Corporation
Condensed Consolidated Statements of Shareholders' Equity
<TABLE>
<CAPTION>

CLASS A CLASS B
COMMON COMMON UNEARNED
STOCK STOCK ADDITIONAL COMPENSATION- TOTAL
$.01 PAR $.01 PAR PAID-IN RETAINED RESTRICTED SHAREHOLDERS'
VALUE VALUE CAPITAL EARNINGS STOCK EQUITY
-------- --------- --------- --------- ----------- --------------
(IN THOUSANDS)
<S> <C> <C> <C> <C> <C> <C>

BALANCE AT NOVEMBER 30, 1996 ........... $ 40 $344 $82,236 $ 98,119 $(1,450) $179,289

Activity 12/1/96 - 5/31/97 - unaudited:
Net income ........................... -- -- -- 21,961 -- 21,961
Cash dividends declared ($.06 per share) -- -- -- (2,310) -- (2,310)
Additional expense of Class A Common
Stock Offering ..................... -- -- (45) -- -- (45)
Increase in equity investment ........ -- -- 400 -- -- 400
Restricted stock granted ............. -- 1 1,984 -- (1,985) --
Reacquisition of previously issued
common stock ....................... -- -- -- (148) -- (148)
Conversion of Class B Common Stock to
Class A Common Stock ............... 8 (8) -- -- -- --
Amortization of unearned compensation. -- -- -- -- 514 514

-------- -------- -------- --------- ---------- ------------
BALANCE AT MAY 31, 1997 - UNAUDITED 48 337 84,575 117,622 (2,921) 199,661

Activity 6/1/97 - 11/30/97 - unaudited:
Net income ........................... -- -- -- 7,835 -- 7,835
Additional expense of Class A Common
Stock Offering ..................... -- -- (1) -- -- (1)
Increase in equity investment ........ -- -- 1,863 -- -- 1,863
Conversion of Class B Common Stock to
Class A Common Stock ............... 5 (5) -- -- -- --
Amortization of unearned compensation. -- -- -- -- 549 549

-------- -------- -------- --------- ---------- ------------
BALANCE AT NOVEMBER 30, 1997 53 332 86,437 125,457 (2,372) 209,907

Activity 12/1/97 - 5/31/98 - unaudited:
Net income ........................... -- -- -- 26,195 -- 26,195
Cash dividends declared ($.06 per share) -- -- -- (2,310) -- (2,310)
Increase in equity investment ........ -- -- 115 -- -- 115
Restricted stock granted ............. -- -- 680 -- (680) --
Reacquisition of previously issued
common stock ....................... -- -- (57) (138) -- (195)
Conversion of Class B Common Stock to
Class A Common Stock ............... 4 (4) -- -- -- --
Forfeiture of restricted shares ...... -- -- (110) -- 110 --
Income tax benefit related to restricted
stock plan ......................... -- -- 492 -- -- 492
Amortization of unearned compensation. -- -- -- -- 486 486
-------- -------- -------- --------- ---------- ------------
BALANCE AT MAY 31, 1998 - UNAUDITED $ 57 $328 $87,557 $149,204 $(2,456) $234,690
======== ======== ======== ========= ========== ============

</TABLE>

See accompanying notes.
<PAGE>
<PAGE>
International Speedway Corporation
Condensed Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Six Months ended
May 31, May 31,
1997 1998
(Unaudited) (Unaudited)
______________________________
(In Thousands)
<S> <C> <C>
OPERATING ACTIVITIES
Net income...................................... $ 21,961 $ 26,195
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization .............. 4,239 6,284
Amortization of unearned compensation....... 514 486
Deferred income taxes....................... 2,475 4,981
Undistributed loss from equity investments . 792 242
Gain on sale of equity investment .......... -- (1,245)
Changes in Operating Assets and Liabilities:
Receivables................................. (3,046) (2,212)
Inventories................................. 83 (639)
Prepaid expenses and other current assets... (1,101) (919)
Other assets................................ (203) (901)
Accounts payable............................ 2,407 (204)
Income taxes payable........................ 1,206 2,823
Deferred income............................. 1,419 6,398
Other current liabilities................... 692 881
______________________________
Net Cash Provided by Operating Activities....... 31,438 42,170

INVESTING ACTIVITIES
Acquisition of investments.................... (70,760) (107,047)
Proceeds from maturities of investments....... 61,553 127,952
Capital expenditures.......................... (17,976) (22,722)
Cash surrender value of life insurance........ (67) (103)
Proceeds from sale of equity investment....... -- 5,270
Acquisition of Watkins Glen interest,
net of cash.................................. (996) --
Additional investment in equity investments... (1,348) (410)
______________________________
Net Cash (Used in) Provided by
Investing Activities.......................... (29,594) 2,940

FINANCING ACTIVITIES
Payment of notes payable -- (12,455)
Reacquisition of previously issued
common stock................................. (148) (195)
Additional expense of Class A Common Stock
Offering..................................... (45) --
______________________________
Net Cash Used in Financing Activities........... (193) (12,650)
______________________________
Net Increase in Cash and Cash Equivalents ...... 1,651 32,460
Cash and Cash Equivalents at Beginning of Period 8,057 9,974
______________________________
Cash and Cash Equivalents at End of Period ...... $ 9,708 $ 42,434
==============================
</TABLE>
See accompanying notes.
<PAGE>
International Speedway Corporation
Notes to Condensed Consolidated Financial Statements
May 31, 1998
(Unaudited)

NOTE 1. -- BASIS OF PRESENTATION

The accompanying condensed consolidated financial statements have been prepared
in compliance with Rule 10-01 of Regulation S-X and generally accepted
accounting principles but do not include all of the information and disclosures
required for complete financial statements. The statements should be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's latest annual report on Form 10-K. In management's
opinion, the statements include all adjustments which are necessary for a fair
presentation of the results for the interim periods. All such adjustments are
of a normal recurring nature. Certain reclassifications have been made to
conform to the financial presentation at May 31, 1998.

Because of the seasonal concentration of racing events, the results of
operations for the three-month and six-month periods ended May 31, 1997 and May
31, 1998 are not indicative of the results to be expected for the year.

Note 2. -- EARNINGS PER SHARE

The Company adopted Statement of Financial Accounting Standards No. 128,
"Earnings Per Share", during the first quarter of fiscal 1998. This statement
requires the Company to present "Basic" and "Diluted" earnings per share on the
face of the income statement for current periods and to restate earnings per
share for prior periods. Weighted shares outstanding for the periods presented
are:

Basic Diluted
---------- ----------
Three months ended May 31, 1997 38,189,652 38,314,007
Six months ended May 31, 1997 38,181,271 38,312,363
Three months ended May 31, 1998 38,212,217 38,369,699
Six months ended May 31, 1998 38,208,374 38,366,990

The difference between basic weighted average shares and diluted weighted
average shares is related to shares issued under the Company's Long-term
Incentive Restricted Stock Plan, using the treasury stock method as prescribed
by the standard.

NOTE 3. -- RELATED PARTY DISCLOSURES AND TRANSACTIONS

All of the racing events that take place during the Company's fiscal year are
sanctioned by various racing organizations such as the American Historic Racing
Motorcycle Association ("AHRMA"), the American Motorcyclist Association ("AMA"),
the Automobile Racing Club of America ("ARCA"), the Championship Cup Series
("CCS"), the Federation Internationale de l'Automobile ("FIA"), the Federation
Internationale Motocycliste ("FIM"), the International Race of Champions
("IROC"), the Indy Racing League ("IRL"), the Sports Car Club of America

<PAGE>

("SCCA"), the Sportscar Vintage Racing Association ("SVRA"), the United States
Auto Club ("USAC"), the United States Road Racing Championship ("USRRC"), the
World Karting Association ("WKA"), and the National Association for Stock Car
Auto Racing, Inc. ("NASCAR"). NASCAR, which sanctions some of the Company's
principal racing events, is a member of the France Family Group which controls
in excess of 55% of the combined voting power of both classes of Common Stock of
the Company and some members of which serve as directors and officers. Standard
NASCAR sanction agreements require racetrack operators to pay sanction fees and
prize and point fund monies for each sanctioned event conducted. The prize and
point fund monies are distributed by NASCAR to participants in the events. Prize
and point fund monies paid by the Company to NASCAR for disbursement to
competitors totaled approximately $3.4 million and $9.0 million for the
three-month and six-month periods ended May 31, 1997, respectively, and
approximately $5.0 million and $13.9 million for the three-month and six-month
periods ended May 31, 1998, respectively.

NOTE 4. -- SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid for income taxes and interest for the six months ended May 31, 1997
and May 31, 1998 is as follows:

1997 1998
________________________________
(Thousands of Dollars)

Income taxes paid $9,840 $7,875
================================
Interest paid $ -- $ 778
================================

NOTE 5. -- LEGAL PROCEEDINGS

In October 1996, the Company's indirect corporate subsidiary, Americrown Service
Corporation ("Americrown"), was served with a Class Action Complaint filed in
the Circuit Court of Talladega County, Alabama. The complaint alleges, among
other things, that Americrown engaged in price-fixing activities in connection
with the sale of racing souvenirs and merchandise at the Talladega
Superspeedway. The complaint seeks at least $500 for each member of the class
(persons buying racing souvenirs at Talladega Superspeedway since September
1992), but does not otherwise seek to recover compensatory or punitive damages
or statutory attorneys' fees. Americrown, the sole defendant in this case,
disputes the allegations and intends to defend the action fully and vigorously.

In March 1997, two purported class action companion lawsuits were filed in the
United States District Court, Northern District of Georgia, against the Company,
Americrown, and a number of other persons alleging, in substance, that the
defendants unlawfully conspired to fix prices of souvenirs and merchandise sold
to consumers in violation of federal antitrust laws. One suit was filed by
Florida residents and the other suit was filed by Georgia residents. Both suits
seek damages and injunctive relief on behalf of all persons who purchased

<PAGE>
souvenirs or merchandise from certain vendors at any NASCAR Winston Cup Series
race or supporting event in the United States during the period 1991 to present.
The two suits have been consolidated and the court has established a timetable
to consider class certification. Discovery is proceeding. The Company and
Americrown dispute the allegations and intend to defend the actions fully and
vigorously.

In April 1998, Kansas International Speedway Corporation, a wholly owned
subsidiary of the Company, was named as a defendant in a lawsuit filed in the
District Court of Wyandotte County, Kansas, by certain county property owners
against the Unified Government of Wyandotte County/Kansas City, Kansas (the
"Unified Government") seeking to temporarily and permanently enjoin the
development of the Kansas International Speedway on constitutional grounds.
Also in April 1998, the District Attorney of Wyandotte County initiated a
proceeding against the Unified Government challenging the constitutionality of
the Kansas statute authorizing, among other things, the Unified Government's
issuance of special obligation bonds and its exercise of eminent domain and
zoning decisions regarding the development of Kansas International Speedway.
The District Attorney requested an expedited review by the Supreme Court of the
State of Kansas, which was granted. On July 10, 1998, the Supreme Court of the
State of Kansas issued a ruling upholding the constitutionality of the Kansas
statute. This ruling was favorable to the development of the Kansas
International Speedway. Accordingly, the ultimate disposition of the District
Court proceeding is expected to follow the precedent established by the Supreme
Court ruling.

Management is presently unable to predict or quantify the outcome of these
matters.

NOTE 6. -- ACQUISITION

On July 14, 1997, Phoenix Speedway Corporation, a newly formed wholly-owned
subsidiary of the Company, acquired substantially all of the assets comprising
the business and motorsports complex known as "Phoenix International Raceway"
from Phoenix International Raceway, Inc., Phoenix International Raceway,
L.L.C. and Phoenix International Raceway Limited Partnership. The acquisition
has been accounted for under the purchase method of accounting, and accordingly,
the results of operations have been included in the Company's consolidated
statements of operations since the date of acquisition.

The following unaudited pro forma financial information presents a summary of
consolidated results of operations as if the acquisition had occurred as of
December 1, 1996 after giving effect to certain adjustments, including
depreciation, amortization of goodwill, interest income, interest expense on
acquisition debt and related income tax effects. The pro forma results have
been prepared for comparative purposes only and do not purport to be indicative
of what would have occurred had the acquisition been made on that date, nor are
they necessarily indicative of results which may occur in the future.

<PAGE>

Pro forma - unaudited
for the six months
ended May 31, 1997
________________________
Total revenues $ 86,208
Net income 20,252
Basic net income per share .53
Diluted net income per share .53

NOTE 7. -- EQUITY INVESTMENTS

In March, 1998, the Company sold its entire equity interest in Grand Prix
Association of Long Beach, Inc. ("Long Beach") for approximately $5.3 million.
The Company acquired its position in Long Beach through a series of transactions
during 1997. The Company recorded a pre-tax gain of approximately $1.2 million
from the sale.

In March of 1998, the Company acquired an additional 5% ownership interest in
the Metro-Dade Homestead Motorsports Complex ("Homestead") for approximately
$2.8 million, which was substantially financed by a 7.5% interest bearing note,
payable on December 31, 2001. The borrower has the option of calling $500,000
of this Note on December 31, 2000. This acquisition increased the Company's
ownership of Homestead to 45%.

NOTE 8. -- LONG-TERM INCENTIVE STOCK PLANS

On April 1, 1998 a total of 22,236 restricted shares of the Company's Class A
Common Stock were awarded to certain officers and managers under the Company's
Long-term Incentive Plan (the "1996 Plan"). The market value of shares awarded
amounted to approximately $680,000, and has been recorded as unearned
compensation -- restricted stock, which is shown as a separate component of
shareholders' equity in the accompanying condensed consolidated balance sheets.
The unearned compensation is being amortized over the vesting period of the
shares. The total expense for restricted stock awards charged against
operations during the six months ended May 31, 1997 and May 31, 1998 was
approximately $514,000 and $486,000, respectively.

NOTE 9. -- CREDIT FACILITY

In May of 1998, the Company entered into a five-year, unsecured, $100 million
revolving line of credit facility. Borrowings under the Credit Facility will
bear interest at the applicable LIBOR rate plus 40-80 basis points depending on
certain financial criteria. The Credit Facility includes customary
representations and warranties, covenants, defaults and conditions. At May 31,
1998 there were no borrowings under the Credit Facility.

NOTE 10 -- SUBSEQUENT EVENTS

On July 2, 1998 the Company sold an additional 4,000,000 shares of Class A
Common Stock in a primary offering at a price to the public of $27.00. The net
proceeds to the Company were approximately $102.3 million, after deduction of

<PAGE>
underwriting discounts and commissions and estimated expenses of the offering
(approximately $117.7 million if the Underwriters' thirty-day over-allotment
option to purchase 600,000 additional shares is exercised in full). The Company
intends to use the net proceeds of the offering to fund its estimated investment
in the proposed Kansas International Speedway, as well as to partially fund
completion of additions and improvements to the Company's existing motorsports
facilities.

On July 2, 1998, the Company announced the rescheduling of the NASCAR Winton Cup
Series Pepsi 400 at Daytona from July 4, 1998 to October 17, 1998, as a result
of the forest fire emergency in Volusia County, Florida. The rescheduling of
the Pepsi 400 at Daytona will result in a shift of event-related revenues and
expenses from the Company's third quarter to the fourth quarter in fiscal 1998.

PART I. FINANCIAL INFORMATION

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

Results of Operations

General

The Company derives revenues primarily from (i) admissions to racing events held
at its motorsports facilities, (ii) revenue generated in conjunction with or as
a result of motorsports events conducted at the Company's facilities, and (iii)
catering, concession and souvenir sales made during or as a result of such
events.

"Admissions" revenue includes ticket sales from all of the Company's events,
track tours and the DAYTONA USA Velocitorium. Admissions revenue for racing
events is recorded upon completion of the related motorsports event.

"Motorsports related income" includes television and radio broadcast rights
fees, promotion and sponsorship fees, hospitality rentals (including luxury
suites and chalets), advertising revenues, royalties from licenses of the
Company's trademarks, and track rentals. The Company negotiates directly with
television and cable networks for coverage of substantially all of its televised
motorsports events. The Company's revenues from corporate sponsorships are paid
in accordance with negotiated contracts, with the identities of sponsors and the
terms of sponsorship changing from time to time.

"Food, beverage and souvenir income" includes revenues from concession stands,
hospitality catering and direct sales of souvenirs, programs and other
merchandise, as well as fees paid by third party vendors for the right to sell
souvenirs and concessions at the Company's facilities.

Expenses include (i) prize and point fund monies and NASCAR sanction fees, (ii)
motorsports related expenses, which include costs of competition paid to
sanctioning bodies other than NASCAR, labor, advertising and other expenses
associated with the Company's promotion of its racing events, and (iii) food,
beverage and souvenir expenses, consisting primarily of labor and costs of goods
sold.

The following table sets forth, for each of the indicated periods, certain
selected income statement data as a percentage of total revenues:

<TABLE>
<CAPTION>
Three Months ended Six Months Ended
May 31, May 31,
1997 1998 1997 1998
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
_________________________ _________________________

<S> <C> <C> <C> <C>
Revenues:

Admissions, net............................. 48.1% 45.5% 49.8% 46.2
Motorsports related income.................. 29.2 36.0 31.8 38.4
Food, beverage and souvenir income.......... 21.0 17.4 17.5 14.7
Other income................................ 1.7 1.1 .9 .7
________ ________ ________ _______
Total revenues ........................... 100.0% 100.0% 100.0% 100.0%

Expenses:

Direct expenses:
Prize and point fund monies
and NASCAR sanction fees................ 13.9 16.2 13.6 16.2
Motorsports related expenses.............. 18.8 22.3 13.2 15.7
Food, beverage and souvenir expenses...... 12.9 9.5 10.2 7.6
General and administrative expenses......... 22.8 23.1 15.9 16.3
Depreciation and amortization .............. 7.7 8.5 5.2 5.9
________ ________ ________ _______
Total expenses ........................... 76.1 79.6 58.1 61.7
________ ________ ________ _______
Operating income.............................. 23.9 20.4 41.9 38.3
Interest income, net ......................... 3.9 1.3 2.7 0.6
Equity in net loss from equity investments.... (1.2) 0.5 (1.0) (0.2)
Gain on sale of equity investment ............ -- 3.2 -- 1.1
________ ________ ________ _______
Income before income taxes.................... 26.6 25.4 43.6 39.8
Income tax expense............................ 11.5 9.6 16.7 15.2
________ ________ ________ _______
Net income.................................... 15.1% 15.8% 26.9% 24.6%

</TABLE>

During fiscal 1997, the Company acquired the 50% it did not already own in
Watkins Glen International ("Watkins Glen") and purchased Phoenix International
Raceway ("Phoenix"). The consolidation of Watkins Glen, effective April 1,
1997, and the July 14, 1997 purchase of Phoenix resulted in increases in both
revenues and expenses in fiscal 1998, as compared to the periods prior to their
acquisitions in fiscal 1997. Also, during the three months ended May 31, 1997,
the NASCAR Winston Cup Series event scheduled for April 1997, at Talladega
Superspeedway ("Talladega") was rained out and rescheduled to May 1997. This
resulted in certain revenues, primarily food, beverage and souvenir, and certain
expenses, primarily motorsports related and food, beverage and souvenir, being
higher for the 1997 Talladega event than comparable revenues and expenses for
the 1998 event. Accordingly, the Company's results of operations are not
necessarily comparable on a period-to-period basis.

Admissions revenue increased approximately $3.1 million, or 21.8%, for the three
months ended May 31, 1998 as compared to the three months ended May 31, 1997.
Over two-thirds of this increase was attributable to increased seating capacity
and attendance, as well as an increase in the weighted average price of tickets
sold, for the NASCAR Winston Cup Series and NASCAR Busch Series, Grand National
Division events conducted at Talladega and Darlington Raceway ("Darlington")
during the second quarter. The remaining increase was due primarily to events
conducted at Phoenix and, to a lesser extent, Watkins Glen.

<PAGE>
Admissions revenue increased approximately $8.6 million, or 21.3%, for the six
months ended May 31, 1998 as compared to the six months ended May 31, 1997.
Over one-half of this increase was attributable to increased seating capacity
and attendance, as well as an increase in the weighted average price of tickets
sold, for the Speedweeks events conducted at Daytona International Speedway
("Daytona") in the first quarter. The remaining increase was primarily
attributable to the events conducted at Talladega, Phoenix and Darlington.

Motorsports related income increased approximately $5.1 million, or 58.7%,
during the three months ended May 31, 1998 as compared to the three months ended
May 31, 1997. Approximately two-thirds of this increase was attributable to
increases in television broadcast rights fees and, to a lesser extent,
sponsorship, luxury suite and hospitality rentals and advertising revenues
associated with the second quarter NASCAR events conducted at Talladega and
Darlington. The remainder of the increase was attributable to events conducted
at Phoenix and, to a lesser extent, Watkins Glen, partially offset by a decrease
in royalty revenue due to a special promotion and distribution of SEGA's DAYTONA
USA games in the prior year.

Motorsports related income increased approximately $15.0 million, or 58.1%,
during the six months ended May 31, 1998 as compared to the six months ended May
31, 1997. Approximately three-quarters of this increase was attributable to the
Speedweeks events at Daytona and the NASCAR events conducted at Talladega and
Darlington. These increases were primarily related to increased television
broadcast rights fees and, to a lesser extent, increases in sponsorship, luxury
suite and hospitality rentals, and advertising revenues. The majority of the
remaining increase was attributable to events conducted at Phoenix and, to a
lesser extent, Watkins Glen, partially offset by the decrease in royalty revenue
discussed above.

Food, beverage and souvenir income increased approximately $425,000, or 6.8%,
during the three months ended May 31, 1998, as compared to the three months
ended May 31, 1997, due to strong sales of souvenirs at the gift shop adjacent
to DAYTONA USA, increases related to the second quarter events conducted at
Darlington and fees from third party vendors at Phoenix. These increases were
partially offset by a decrease in revenues for the second quarter NASCAR Winston
Cup Series event conducted at Talladega as compared to the rained out and
rescheduled event in the prior year, which experienced increased revenues as a
result of spectator attendance over multiple event days.

Food, Beverage and Souvenir income increased approximately $1.3 million, or
9.2%, during the six months ended May 31, 1998 as compared to the six months
ended May 31, 1997. This increase was primarily attributable to increased
attendance and, to a lesser extent, increases in certain prices at Daytona's
Speedweeks events, strong sales of souvenirs at the gift shop adjacent to
DAYTONA USA and fees from third party vendors at Phoenix, partially offset by a
decrease in revenues associated with the second quarter event conducted at
Talladega, as discussed above, and the discontinuation of services to certain
events conducted at facilities not owned by the Company.

Prize and point fund monies and NASCAR sanction fees increased $2.1 million, or
50.0%, and $6.2 million, or 55.5%, for the three months and six months ended May
31, 1998, respectively, as compared to the same periods of the prior year. For

<PAGE>
the three months ended May 31, 1998, approximately one-half of the increase was
related to the NASCAR events conducted at Talladega and Darlington. For the six
months ended May 31, 1998, more than three-quarters of this increase was related
to the NASCAR events conducted at Daytona, Talladega and Darlington. These
increases were primarily attributable to increased television broadcast rights
fees because standard NASCAR sanctioning agreements require that a specified
percentage of television broadcast rights fees be paid as a part of prize money.
The remaining increases for the three-month and six-month periods were
attributable to the NASCAR Craftsman Truck Series events conducted at Phoenix
and Watkins Glen in the second quarter.

Motorsports related expenses increased $3.0 million, or 53.2%, and $6.0 million,
or 55.7%, for the three months and six months ended May 31, 1998, respectively,
as compared to the same periods of the prior year. For both the three months
and six months ended May 31, 1998, more than one-half of this increase was
attributable to operating expenses, including non-NASCAR competition costs, for
the events conducted at Phoenix and, to a lesser extent, Watkins Glen. The
remaining increases were primarily attributable to an increase in salaries,
advertising and other operating costs for events at the Company's other
facilities. Motorsports related expenses as a percentage of combined admissions
and motorsports related income increased 3.1% and 2.4% for the three months and
six months ended May 31, 1998, respectively, as compared to the same periods of
the prior year. These increases were a result of the lower margin events
conducted at Phoenix and Watkins Glen, partially offset by more favorable
margins associated with the second quarter NASCAR Winston Cup Series event
conducted at Talladega compared to the rained out and rescheduled event in the
prior year.

Food, beverage and souvenir expense decreased approximately $175,000, or 4.6%,
and $215,000, or 2.6%, for the three-month and six-month periods ended May 31,
1998, respectively, as compared to the same periods of the prior year. These
decreases were due primarily to lower expenses related to the NASCAR Winston Cup
Series event conducted at Talladega as compared to the prior year. Food,
beverage and souvenir expenses as a percentage of food, beverage and souvenir
income decreased approximately 6% for both the three months and six months ended
May 31, 1998, respectively, due to more favorable margins for the Talladega
event as compared to the rained out and rescheduled event in the prior year,
improved margins on events serviced at non-Company facilities and fees from
third party vendors at Phoenix for which there are no associated revenues.

General and administrative expenses increased $2.1 million, or 30.4%, and $4.4
million, or 34.1%, for the three months and six months ended May 31, 1998,
respectively, as compared to the same periods of the prior year. General and
administrative expenses for Watkins Glen, prior to April 1, 1997, and Phoenix
accounted for approximately one-half of the overall increase in general and
administrative expenses during the three-month and six-month periods. General
and administrative expenses as a percentage of total revenues remained
relatively constant for both the three-month and six-month periods ended May 31,
1998 as compared to the same periods of the prior year.

Depreciation and amortization expense increased approximately $950,000, or
41.4%, and $2.0 million, or 48.2%, for the three months and six months ended May
31, 1998, respectively, as compared to the same periods of the prior year. For

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both the three months and six months ended May 31, 1998, more than one-half of
this increase was attributable to Phoenix, including the amortization of
goodwill, and to Watkins Glen prior to its acquisition on April 1, 1997. The
remaining increase was attributable to ongoing improvements at the Company's
other facilities.

The approximately $670,000 and $1.5 million decrease in the Company's net
interest income for the three months and six months ended May 31, 1998,
respectively, as compared to same periods of the prior year, resulted from
lower average investment balances and interest expense related to the notes
payable associated with the Phoenix acquisition and the second quarter purchase
of an additional 5% interest in Homestead-Miami Speedway, LLC ("Homestead").

Equity in net income (loss) from equity investments represents the Company's pro
rata share of the current income and losses from its equity investments and the
amortization of the Company's investment in excess of its share of the
investee's underlying net assets. During the three months and six months ended
May 31, 1998 this included the Company's approximately 11% indirect investment
in Penske Motorsports ("PMI"), its 40% investment in Homestead, which was
increased to 45% in March 1998, and its approximately 7% investment in Grand
Prix Association of Long Beach ("Long Beach"), which was sold in March 1998. The
comparable periods of the prior year included net losses from PMI and the
Company's 50% investment in Watkins Glen through March 31, 1997.

The gain on sale of equity investments of approximately $1.2 million was a
result of the Company selling its equity investment in Long Beach in March of
1998. The Company sold its investment in conjunction with Dover Downs
Entertainment, Inc.'s announced plans to merge with Long Beach.
The after tax impact of this transaction was a gain of approximately $850,000.

As a result of the foregoing, the Company's net income increased approximately
$1.6 million, or 34.8%, and $4.2 million, or 19.3%, for the three months and six
months ended May 31, 1998, respectively, as compared to the same periods of the
prior year.

Liquidity and Capital Resources

General

The Company has historically generated sufficient cash flow from operations to
fund its working capital needs and capital expenditures at existing facilities,
as well as to pay an annual cash dividend. At May 31, 1998, the Company had a
working capital deficit of $10.2 million, compared to a working capital deficit
of $25.0 million at November 30, 1997. There were no borrowings under the
Company's credit facility at May 31, 1998.

Cash Flows

Net cash provided by operating activities was approximately $42.2 million for
the six months ended May 31, 1998, as compared to $31.4 million for the six
months ended May 31, 1997. The difference between the Company's May 31, 1998

<PAGE>
net income of $26.2 million and the $42.2 million of operating cash flow was
primarily attributable to an increase in deferred income of $6.4 million,
depreciation and amortization of $6.3 million, an increase in deferred income
taxes of $5.0, and an increase in income taxes payable of $2.8, partially offset
by an increase in accounts receivable of $2.2 million, an increase in
inventories and prepaids and other current assets of $1.6 million and the gain
of $1.2 million from the sale of Grand Prix of Long Beach.

Investing activities included net proceeds from maturities of investments of
$20.9 million and approximately $5.3 million in proceeds from the sale of the
Company's investment in Long Beach, partially offset by capital expenditures of
approximately $22.7 million. A shift in the Company's investment strategy from
certificates of deposit and obligations of U.S. government agencies, classified
as short-term investments, to over-night repurchase agreements, classified as
cash and cash equivalents, accounted for approximately $28.4 million of the
proceeds from maturities of investments during the six months ended May 31,
1998.

Net cash used in financing activities was $12.7 million for the six months ended
May 31, 1998, compared to $193,000 for the six months ended May 31, 1997. The
Company's use of cash for financing activities reflects the payment of
approximately $12.5 million on the note payable related to the Phoenix
acquisition.

Capital Expenditures

Capital expenditures totaled $22.7 million for the six months ended May 31,
1998, compared to $18.0 million for the six months ended May 31, 1997. Capital
expenditures during the six months ended May 31, 1998 related primarily to
increased seating capacity at Daytona, Talladega and Darlington and additional
luxury suites and track lighting at Daytona.

The Company expects to make approximately $42.8 million of additional capital
expenditures for approved projects within the next 24 months to increase
grandstand seating capacity, to construct luxury suites, and for a number of
other improvements to the Company's motorsports facilities.

Future Liquidity

In May 1998, the Company entered into a five-year, unsecured, $100 million
revolving line of credit facility with First Union National Bank, N.A. (the
"Credit Facility"). Borrowings under the Credit Facility will bear interest at
the applicable LIBOR rate plus 40-80 basis points depending on certain financial
criteria. The Credit Facility includes customary representations and
warranties, covenants, defaults and conditions. The Credit Facility is intended
to be used for short-term working capital and to finance the development and/or
acquisition of additional motorsports facilities. There were no borrowings
under the Credit Facility at May 31, 1998.

On July 2, 1998 the Company sold 4,000,000 shares of Class A Common Stock in a
primary offering at a price to the public of $27.00. The net proceeds to the
Company were approximately $102.3 million, after deduction of underwriting
discounts and commissions and estimated expenses of the offering (approximately
$117.7 million if the Underwriters' thirty-day over-allotment option to purchase
600,000 additional shares is exercised in full).

<PAGE>
The Company is currently pursuing the development of facilities in several major
markets. In December 1997, the Company entered into an agreement with the
Unified Government of Wyandotte County/Kansas City, Kansas for the construction
of a 1.5-mile oval motor speedway near Kansas City, Kansas. The aggregate cost
of acquiring and developing the first phase of the Kansas International Speedway
land and facility (which will accommodate approximately 75,000 spectators) is
expected to be over $200 million, which is expected to be financed with (i)
approximately $58.8 million invested by the Company and funded with a portion of
the proceeds from the July 1998 Class A Common Stock offering, (ii)
approximately $75.0 million of proceeds from the sale of 30-year, taxable
special obligation "TIF" bonds that will be serviced through payments by the
Company escalating from an annual rate of approximately $4.8 million to $7.7
million, (iii) approximately $25.0 million of proceeds from the sale of tax-
exempt special obligation "STAR" bonds that will be retired with state and local
taxes generated within the project's boundaries, and (iv) a variety of other
mechanisms and governmental incentives. However, there currently are no firm
commitments from any person to purchase any of the contemplated bond
instruments, and there can be no assurance that the contemplated bond financings
will be consummated or that the expected terms of the bonds will not be
materially changed. Moreover, completion of the Kansas International Speedway
is subject to resolution of certain litigation and a number of other significant
conditions, including the Company's ability to acquire the land and secure
guaranteed maximum price construction contracts within the prescribed budget.

The Company believes that cash flow from operations, along with the remaining
net proceeds of the July 1998 Class A Common Stock offering, will be sufficient
to fund the Company's operations and approved capital expenditures for the
foreseeable future. In addition, the Company intends to pursue further
development and/or acquisition opportunities, the timing, size or success or
associated potential capital commitments of which are unpredictable.
Accordingly, a material acceleration in the Company's growth strategy could
require the Company to obtain additional capital through debt and/or equity
financings. Although there can be no assurance, management believes that
adequate debt or equity financing would be available on satisfactory terms.

Income Taxes

The change in income taxes payable at May 31, 1998, as compared to November 30,
1997 is due to the seasonal nature of the Company's business and the timing of
estimated tax deposits.

The deferred income tax liability increased from November 30, 1997 primarily as
a result of differences between financial and tax accounting treatments relating
to depreciation expense and different bases in the equity investments for tax
and financial reporting purposes.

Inflation

Management does not believe that inflation has had a material impact on
operating costs and earnings of the Company.

<PAGE>
Factors That May Affect Operating Results

Statements contained in this Report to the effect of the Company's or
Management's anticipations, beliefs, expectations, intentions, strategies,
schedules and/or words of similar import which are not purely historical fact or
which apply prospectively are "forward-looking" statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. All forward-looking statements contained in this document
are based largely on the Company's expectations and are subject to a number of
risks and uncertainties, certain of which are beyond the Company's control.
Such statements are also based on information available to the Company on the
date hereof, and the Company assumes no obligation to update any such forward-
looking statements. It is important to note that the Company's actual results
could differ materially from those contained or projected in, or even implied
by, such forward-looking statements. Some of the factors that could cause the
actual results to differ materially are set forth below. Additional information
concerning factors that could cause actual results to differ materially from
those in the forward-looking statements is contained from time to time in the
Company's SEC filings. Copies of those filings are available from the Company
and/or the SEC.

Dependency upon NASCAR

The Company's success has been and will remain dependent upon maintaining
a good working relationship with NASCAR, the sanctioning body for NASCAR's
Winston Cup Series, the Busch Grand National Series and certain other races
promoted by the Company. The Company has sanctioning agreements to promote and
market eight Winston Cup Series championship point races, two Winston Cup
Series non-championship point races, five Busch Grand National Series races and
a number of other NASCAR races for the 1998 racing season. Each NASCAR event
sanctioning agreement is awarded on an annual basis. In fiscal 1997,
NASCAR-sanctioned races at the Company's facilities accounted for approximately
78% of the Company's total revenues. Although William C. France and James C.
France presently control both the Company and NASCAR and management believes
that the Company will continue to maintain an excellent relationship with
NASCAR for the foreseeable future, NASCAR is under no obligation to continue to
enter into sanctioning agreements with the Company to promote any event.
Failure to obtain a sanctioning agreement for a major NASCAR event would have a
material adverse effect on the Company's financial condition and results of
operations. Moreover, although the Company's general growth strategy includes
the possible development and/or acquisition of additional motorsports
facilities, there can be no assurance that NASCAR will enter into sanctioning
agreements with the Company to promote races at such facilities.

Dependence on Key Personnel

The Company's continued success will depend upon the availability and
performance of its senior management team, particularly William C. France, the
Company's Chairman of the Board and Chief Executive Officer, James C. France,
its President and Chief Operating Officer, and Lesa D. Kennedy, its Executive
Vice President (collectively the "France Family Executives"), each of whom
possesses unique and extensive industry knowledge and experience. While the

<PAGE>
Company believes that its senior management team has significant depth, the
loss of any of the Company's key personnel or its inability to attract and
retain key employees in the future could have a material adverse effect on the
Company's operations and business plans.

Uncertain Prospects of New Motorsports Facilities

The Company's growth strategy includes the potential acquisition and/or
development of new motorsports facilities, including the proposed Kansas
International Speedway and the possible development of a motorsports facility
near Chicago, Illinois. The Company's ability to implement successfully this
element of its growth strategy will depend on a number of factors, including
(i) the Company's ability to obtain one or more additional sanctioning
agreements to promote Winston Cup, Busch Grand National or other major events at
these new facilities, (ii) the cooperation of local government officials, (iii)
the Company's capital resources, (iv) the Company's ability to control
construction and operating costs, (v) the Company's ability to hire and retain
qualified personnel and (vi) with respect to the proposed Kansas International
Speedway, the resolution of certain pending litigation. The Company's inability
to implement its expansion plans for any reason could adversely affect its
business prospects. In addition, expenses associated with developing,
constructing and opening a new facility may have a negative effect on the
Company's financial condition and results of operations in one or more future
reporting periods. The cost of any such transaction will depend on a number of
factors, including the facility's location, the extent of the Company's
ownership interest and the degree of any municipal or other public support.
Moreover, although management believes that it will be able to obtain financing
to fund the acquisition, development and/or construction of additional
motorsports facilities should the Company implement this element of its growth
strategy, there can be no assurance that adequate debt or equity financing will
be available on satisfactory terms.

Industry Sponsorships and Government Regulation

The motorsports industry and the Company generate significant recurring
revenue from the promotion, sponsorship and advertising of various companies
and their products. Government regulation can adversely impact the availability
to motorsports of this promotion, sponsorship and advertising revenue.
Advertising by the tobacco and alcoholic beverage industries is generally
subject to greater governmental regulation than advertising by other sponsors
of the Company's events. In August 1996, the U.S. Food and Drug Administration
(the "FDA") issued regulations concerning advertising and sales of cigarettes
and smokeless tobacco to minors which would, in part, restrict tobacco industry
sponsorship of all sporting events, including motorsports, effective August
1998. The FDA regulations would prohibit the present practice of tobacco
product brand name sponsorship of, or identification with, motorsports events,
entries and teams. If these rules become effective, no assurance can be given
that suitable alternative sponsors for the events, entries and teams could be
located.

<PAGE>
Management is aware of pending legal challenges, as well as legislative
initiatives, which are expected to delay and could change the scheduled
implementation of these regulations. In June 1997, the major United States
companies engaged in the manufacture of cigarettes and smokeless tobacco
(collectively the "tobacco industry") entered into a memorandum of
understanding with, among others, the Attorneys General of six states to
support the adoption of federal legislation and ancillary undertakings that
would resolve many of the regulatory and litigation issues affecting the United
States tobacco industry, and which would have had an effect similar to the
pending FDA regulations and thereby settle potential challenges. This proposed
settlement required federal legislative approval and enabling legislation which
was not ultimately obtained in a form satisfactory to the tobacco industry.
Accordingly, the tobacco industry has recently announced that it is withdrawing
from the proposed settlement. At this point, the final outcome of the
challenges to the FDA regulations is uncertain, and the ultimate impact on the
motorsports industry and the Company, if any, is unclear.

The Company is not aware of any proposed governmental regulation which
would materially limit the availability to motorsports of promotion,
sponsorship or advertising revenue from the alcoholic beverage industry. The
combined advertising and sponsorship revenue from the tobacco and alcoholic
beverage industries accounted for approximately 1.5% of the Company's total
revenues in both the fiscal year ended August 31, 1996 ("fiscal 1996") and
fiscal 1997. In addition, the tobacco and alcoholic beverage industries provide
financial support to the motorsports industry through, among other things,
their purchase of advertising time, their sponsorship of racing teams and their
sponsorship of racing series such as NASCAR's Winston Cup Series and Busch
Series, Grand National Division.

Legal Proceedings

The Company is a party to certain legal proceedings alleging price-fixing
activities in connection with the sale of racing souvenirs and merchandise.
While the Company disputes the allegations and intends to defend the actions
fully and vigorously, neither the cost of defending the suits nor the potential
damages or other remedies for which the Company could be liable is insured. In
addition, management is presently unable to predict or quantify the outcome of
these matters. Accordingly, there can be no assurance the defense of the suits,
or a possible adverse resolution, will not require material expenditures by the
Company.

Potential Conflicts of Interest

William C. France and James C. France beneficially own all of NASCAR's
capital stock, and each of the France Family Executives, the Company's Vice
President--Administration, the Company's General Counsel and certain other
non-officer employees (collectively the "Shared Employees") devote portions of
their time to NASCAR's affairs. Each of the Shared Employees devotes
substantial time to the Company's affairs and all of the Company's other
executive officers are available to the Company on a full-time basis. In
addition, the Company strives to ensure, and management believes, that the
terms of the Company's transactions with NASCAR are no less favorable to the

<PAGE>
Company than those which could be obtained in arms'-length negotiations.
Nevertheless, certain potential conflicts of interest between the Company and
NASCAR exist with respect to, among other things, (i) the terms of any
sanctioning agreements that may be awarded to the Company by NASCAR, (ii) the
amount of time devoted by the Shared Employees and certain other Company
employees to NASCAR's affairs, and (iii) the amounts charged or paid to NASCAR
for office rental, transportation costs, shared executives, administrative
expenses and similar items.

Competition

The Company's racing events face competition from other spectator-oriented
sporting events and other leisure and recreational activities, including
professional football, basketball and baseball. As a result, the Company's
revenues will be affected by the general popularity of motorsports, the
availability of alternative forms of recreation and changing consumer
preferences. The Company's racing events also compete with other racing events
sanctioned by various racing bodies such as NASCAR, Championship Auto Racing
Teams, Inc. ("CART"), Indy Racing League ("IRL"), the United States Auto Club
("USAC"), the National Hot Rod Association ("NHRA"), the Sports Car Club of
America ("SCCA"), the United States Road Racing Championship ("USRRC"), the
Automobile Racing Club of America ("ARCA") and others. Management believes that
the primary elements of competition in attracting motorsports spectators and
corporate sponsors to a racing event and facility are the type and caliber of
promoted racing events, facility location, sight lines, pricing and customer
conveniences that contribute to a total entertainment experience. Many sports
and entertainment businesses have resources that exceed those of the Company.

Impact of Consumer Spending on Results

The success of the Company's operations depends to a significant extent
upon a number of factors relating to discretionary consumer spending, including
economic conditions affecting disposable consumer income such as employment,
business conditions, interest rates and taxation. These factors can impact both
attendance at the Company's events and the financial results of the motorsports
industry's principal sponsors. There can be no assurance that consumer spending
will not be adversely affected by economic conditions, thereby impacting the
Company's growth, revenue and profitability.

Financial Impact of Bad Weather

The Company promotes outdoor motorsports events. Weather conditions affect
sales of, among other things, tickets, concessions and souvenirs at these
events. Although the Company sells tickets well in advance of its most popular
events, poor weather conditions could have a material adverse effect on the
Company's results of operations, particularly any interruption of the Company's
February "Speedweeks" events.

<PAGE>
Liability for Personal Injuries

Motorsports can be dangerous to participants and to spectators. The
Company maintains insurance policies that provide coverage within limits that
management believes should generally be sufficient to protect the Company from
material financial loss due to liability for personal injuries sustained by
persons on the Company's premises in the ordinary course of Company business.
Nevertheless, there can be no assurance that such insurance will be adequate or
available at all times and in all circumstances. The Company's financial
condition and results of operations would be adversely affected to the extent
claims and associated expenses exceed insurance recoveries.

Other Regulatory Matters

Management believes that the Company's operations are in substantial
compliance with all applicable federal, state and local environmental laws and
regulations. Nonetheless, if damage to persons or property or contamination of
the environment is determined to have been caused or exacerbated by the conduct
of the Company's business or by pollutants, substances, contaminants or wastes
used, generated or disposed of by the Company, or which may be found on the
property of the Company, the Company may be held liable for such damage and may
be required to pay the cost of investigation and/or remediation of such
contamination or any related damage. The amount of such liability as to which
the Company is self-insured could be material. State and local laws relating to
the protection of the environment also include noise abatement laws that may be
applicable to the Company's racing events. Changes in the provisions or
application of federal, state or local environmental laws, regulations or
requirements, or the discovery of theretofore unknown conditions, could also
require additional material expenditures by the Company.

In addition, the development of new motorsports facilities (and, to a
lesser extent, the expansion of existing facilities) requires compliance with
applicable federal, state and local land use planning, zoning and environmental
regulations. Regulations governing the use and development of real estate may
prevent the Company from acquiring or developing prime locations for
motorsports facilities, substantially delay or complicate the process of
improving existing facilities, and/or materially increase the costs of any of
such activities.

Seasonality and Variability of Quarterly Results

The Company derives most of its income from event admissions and related
revenue from a limited number of NASCAR-sanctioned races. As a result, the
Company's business has been, and is expected to remain, highly seasonal based on
the timing of major race events. For example, one of Darlington's Winston Cup
Series events is traditionally held on the Sunday preceding Labor Day.
Accordingly, the revenue and expenses for that race and/or certain of its
supporting events may be recognized in either the fiscal quarter ending August
31 or in the fiscal quarter ending November 30. Further, in July 1998 the
Company announced the rescheduling of the NASCAR Winston Cup Series Pepsi 400 at
Daytona from July 4, 1998 to October 17, 1998, as a result of the nationally
publicized forest fire emergency in Volusia County, Florida. The rescheduling

<PAGE>
of the Pepsi 400 at Daytona will result in a shift of event-related revenues and
expenses from the third quarter to the fourth quarter in fiscal 1998.

Impact of the Year 2000

The Year 2000 issue is the result of computer programs and other business
systems being written using two digits rather than four to represent the year.
Many of the time sensitive applications and business systems of the Company and
its business partners may recognize a date using "00" as the year 1900 rather
than the year 2000, which could result in system failure or disruption of
operations. The Year 2000 problem will impact the Company and its business
partners. An assessment of the Year 2000 exposure has been made by the Company
and the plans to resolve the related issues are being implemented. Most major
systems have already been updated or replaced with applications that are Year
2000 compliant in the normal course of business. The Company believes it will be
able to achieve Year 2000 compliance by the end of fiscal 1998. The Company has
also developed a plan of communication with significant business partners to
ensure that the Company's operations are not disrupted through these
relationships and that the Year 2000 issues are resolved in a timely manner. The
Company believes that it will satisfactorily resolve all significant Year 2000
problems and that the related costs will not be material. Estimates of Year 2000
related costs are based on numerous assumptions, including the continued
availability of certain resources, the ability to correct all relevant
applications and third party modification plans. There is no guarantee that the
estimates will be achieved and actual costs could differ materially from those
anticipated.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company is from time to time a party to routine litigation incidental to its
business. Management does not believe that the resolution of any or all of such
litigation is likely to have a material adverse effect on the Company's
financial condition or results of operations.

<PAGE>
to consumers in violation of federal antitrust laws. One suit was filed by
Florida residents and the other suit was filed by Georgia residents. Both suits
seek damages and injunctive relief on behalf of all persons who purchased
souvenirs or merchandise from certain vendors at any NASCAR Winston Cup race or
supporting event in the United States during the period 1991 to present. The
two suits have been consolidated and the court has established a timetable to
consider class certification. Discovery is proceeding. The Company and
Americrown dispute the allegations and intend to defend the actions fully and
vigorously.

Management is presently unable to predict or quantify the outcome of these
matters.

Item 6. Exhibits and Reports on Form 8-K

a. Exhibits

I. (27) - Article 5 Fin. Data Schedule for 2nd Qtr 10-Q

b. Reports on Form 8-K

There were no reports filed during the quarter for which this report is
filed. Subsequent to the quarter for which this report is filed, on July 6,
1998, the Company filed a report on Form 8-K which reported the following "Other
Events" pursuant to Item 5:
On July 2, 1998, International Speedway Corporation issued press releases
announcing its financial results for the second quarter and six months ended May
31, 1998 and the rescheduling of the Pepsi 400 to October 17, 1998 from July 4,
1998.
Copies of the press releases were attached to the report as Exhibit 99.1
and Exhibit 99.2, respectively.

<PAGE>
<PAGE>
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

INTERNATIONAL SPEEDWAY CORPORATION
(Registrant)

Date July 14, 1998 /s/ James C. France
_____________________________________
James C. France, President

Date July 14, 1998 /s/ Susan G. Schandel
_____________________________________
Susan G. Schandel,
Chief Financial Officer

<ARTICLE> 5
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE ACCOMPANYING CONDENSED CONSOLIDATED BALANCE SHEET OF INTERNATIONAL
SPEEDWAY CORPORATION AS OF MAY 31, 1998, AND THE RELATED CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS, SHAREHOLDERS' EQUITY AND CASH FLOWS FOR
THE SIX-MONTH PERIOD ENDED MAY 31, 1998, AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
<MULTIPLIER> 1,000

<S> <C>
<FISCAL-YEAR-END> Nov-30-1998
<PERIOD-START> Dec-01-1997
<PERIOD-END> May-31-1998
<PERIOD-TYPE> 6-MOS
<CASH> 42,434
<SECURITIES> 2,696
<RECEIVABLES> 9,737
<ALLOWANCES> 100
<INVENTORY> 1,505
<CURRENT-ASSETS> 61,268
<PP&E> 242,645
<DEPRECIATION> 59,604
<TOTAL-ASSETS> 334,696
<CURRENT-LIABILITIES> 71,484
<BONDS> 0
0
0
<COMMON> 385
<OTHER-SE> 234,305
<TOTAL-LIABILITY-AND-EQUITY> 334,696
<SALES> 105,777
<TOTAL-REVENUES> 106,475
<CGS> 42,062
<TOTAL-COSTS> 42,062
<OTHER-EXPENSES> 23,629
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 441
<INCOME-PRETAX> 42,415
<INCOME-TAX> 16,220
<INCOME-CONTINUING> 26,195
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 26,195
<EPS-PRIMARY> .69
<EPS-DILUTED> .68

</TABLE>