World Racing Group, Inc.(fka WRGP)

[Churak]

proposed r\s per PRE14:

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON JANUARY 17, 2008

TO THE STOCKHOLDERS OF DIRT MOTOR SPORTS, INC.:

NOTICE IS HEREBY GIVEN that the 2008 Annual Meeting of Stockholders of DIRT Motor Sports, Inc., a Delaware corporation doing business as World Racing Group, will be held on January 17, 2008 at 10:00 a.m. (Eastern Time) at our corporate headquarters, located at 7575-D West Winds Boulevard, Concord, North Carolina 28027. At the meeting, you will be asked to vote on the following matters:

1. The election of directors to our Board of Directors, each to serve for a term of one year or until his successor is elected and qualified;


2. Ratifying the appointment of Murrell, Hall, McIntosh & Co., PLLP as our independent auditors for the fiscal year ending December 31, 2007;


3. To approve a stockholder resolution to authorize the Board of Directors, in its sole and absolute discretion without further action of the stockholders, to amend our certificate of incorporation to implement a reverse stock split of our common stock, par value $.01 per share, at a ratio of not less than 1-for-5 and not greater than 1-for-12 at any time prior to December 31, 2009, with the exact ratio to be determined by the Board of Directors;



4. The approval of an amendment to our certificate of incorporation to change our name from “DIRT Motor Sports, Inc.” to “World Racing Group, Inc.”;



5. The approval of an amendment to our certificate of incorporation to affect a recapitalization whereby each outstanding share of our Series D Preferred Stock will be automatically converted into a specified number of shares of our common stock and Series E Preferred Stock; and



6. Such other matters as may properly come before the Annual Meeting or any adjournment or postponement of the Annual Meeting.