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SCHEDULE 13G
(RULE 13d-102)
Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c)
and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
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)
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-(c)
[X] Rule 13d-1(d)
*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 6 PAGES
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1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons
(Entities Only)
Roger S. Penske
SSN: ###-##-####
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2 Check the Appropriate Box if a Member of a Group (a) [ ]
(See Instructions) (b) [ ]
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3 SEC Use Only
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4 Citizenship or Place of Organization
United States Citizen
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Number of
5 Sole Voting Power
Shares 65,979
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Beneficially 6 Shared Voting Power
7,812,020(1)
Owned by -----------------------------------------------------
7 Sole Dispositive Power
Each 65,979
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Reporting 8 Shared Dispositive Power
7,812,020(1)
Person With
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9 Aggregate Amount Beneficially Owned by Each Reporting Person
7,877,999
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10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
(See Instructions)
SEE FOOTNOTE (1)
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11 Percent of Class Represented by Amount in Row (9)
56.9%
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12 Type of Reporting Person (See Instructions)
IN
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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 13G Page 3 of 6
TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
ITEM 2:
A) NAME OF PERSON FILING:
The name of the person filing this statement is Roger
S. Penske, a United States citizen.
With respect to 7,801,875 shares, Roger S. Penske may
be deemed to share voting and dispositive power with
Penske Corporation, a Delaware corporation, Penske
Performance, Inc., a Delaware corporation, PSH Corp.,
a Delaware corporation, Facility Investments, Inc., a
Nevada corporation, International Speedway
Corporation, a Florida corporation, and the "France
Family Group" (described below) which have each filed
a Schedule 13D or 13G, as the case may be. The
relationship between Roger S. Penske and such
entities is described below:
PSH Corp., a Delaware corporation is a
partially owned subsidiary of Penske
Performance, Inc., and is the record holder
of 7,801,875 shares of common stock, par
value $.01 per share of Penske Motorsports,
Inc., that are part of 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. He also owns
65,979 additional shares of the Common Stock
of Penske Motorsports, Inc. and owns
beneficially 10,145 additional shares of the
Common Stock of Penske Motorsports, Inc.,
which are reported on this Schedule 13G.
The record holders of the 10,145 shares
referenced above are relatives of Roger S.
Penske, which Roger S. Penske may be deemed
beneficially to own.
International Speedway Corporation, a
Florida corporation, owns directly all of
the stock of Facility Investments, Inc.
The France Family Group owns approximately
49.0% of the total of all classes of stock
of International Speedway Corporation, which
represents 62.9% of the votes represented by
the total of all classes of stock of
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CUSIP NO. 709 598 10 6 13G Page 4 of 6
TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
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 Stated 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;
Automotive Research Bureau, a Florida
corporation, SM Holder Limited Partnership,
a Nevada limited partnership; SM Holder
Company, a Nevada corporation; J Holder
Limited Partnership, a Nevada limited
partnership; J Holder Company, a Nevada
corporation; JA Holder Limited Partnership;
a Nevada limited partnership; JA Holder
Company, a Nevada corporation; AL Holder
Limited Partnership, a Nevada limited
partnership; AL Holder Company, a Nevada
corporation; Zack Limited Partnership, a
Nevada limited partnership; Zack Company, a
Nevada corporation; BBL Limited Partnership,
a Nevada limited partnership; and BBL
Company, a Nevada corporation.
B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE:
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 office of Penske
Performance, Inc. and PSH Corp. is:
1100 North Market Street, Suite 780
Wilmington, DE 19801
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CUSIP NO. 709 598 10 6 13G Page 5 of 6
TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
The address of the principal business office of
Facility Investments, Inc., 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,
Quarternary Investment Company, SM Holder Limited
Partnership; SM Holder Company; J Holder Limited
Partnership; J Holder Company; JA Holder Limited
Partnership; JA Holder Company; AL Holder Limited
Partnership; AL Holder Company; Zack Limited
Partnership; Zack Company; BBL Limited Partnership;
and BBL Company is:
201 West Liberty Street
Suite 102
Reno, NV 89501
The address of the principal business office of
International Speedway Corporation, 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
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CUSIP NO. 709 598 10 6 13G Page 6 of 6
TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(c)
ITEM 4: OWNERSHIP
A) AMOUNT BENEFICIALLY OWNED:
7,877,999
B) PERCENT OF CLASS:
56.9%
C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE:
65,979
(II) SHARED POWER TO VOTE OR TO DIRECT THE VOTE:
7,812,020
(III) SOLE POWER TO DISPOSE OR TO DIRECT THE
DISPOSITION OF:
65,979
(IV) SHARED POWER TO DISPOSE OR TO DIRECT THE
DISPOSITION OF:
7,812,020
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.
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/s/ ROGER S. PENSKE
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Name
2-11-99
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Date