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|    |                                                                                               |
|---------|----------------------------------------------------------------------------------------------------|
| x  | ANNUAL      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF      1934     |
|    |                                                                                               |
| o  | TRANSITION      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF      1934 |

| Delaware                                                                |   | 90-0284113                                 |
|-------------------------------------------------------------------------|--------|--------------------------------------------|
| (State      or other jurisdiction ofIncorporation      or organization) |   | (IRS      EmployerIdentification      No.) |
|                                                                    |   |                                       |
| 7575 West Winds Blvd. Suite D, Concord North      Carolina              |   | 28027                                      |
| (Address      of principle executive offices)                           |   | (Zip      Code)                            |

| Title      of Each Class: |   | Name      of Each Exchange on Which Registered: |
|---------------------------|--------|-------------------------------------------------|
| None                      |   | N/A                                             |
|                      |   |                                            |

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| Large      Accelerated Filer                                                 |  o       |   |  Accelerated      Filer               | o       |
|------------------------------------------------------------------------------|---------------|--------|--------------------------------------------|---------|
|                                                                         |          |   |                                       |    |
| Non-Accelerated      Filer(Do      not check if a smaller reporting company) |  o  |   |  Smaller      Reporting Company  | x  |

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| ITEM      15. | EXHIBITS,      FINANCIAL STATEMENT SCHEDULES |
|---------------|----------------------------------------------|

|       |   |                                                                                                                                                                                                                                                                                              |
|------------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 3.1        |   | Certificate      of Incorporation (Incorporated by reference to Exhibit 3.1 to the      Company’s Registration Statement on Form SB-2, Registration No.      333-134577, filed with the Commission on May 31, 2006.                                                                         |
|       |   |                                                                                                                                                                                                                                                                                              |
| 3.2        |   | Amended      and Restated Bylaws  (Incorporated by reference to      Exhibit 3.2 of the Company’s Annual Report on Form 10-K filed with      the Commission on January 3, 2005).                                                                                             |
|       |   |                                                                                                                                                                                                                                                                                              |
| 3.3        |   | Certificate      of Designation of the Relative Rights and Preferences of the 10%      Cumulative Perpetual Series A Preferred Stock (Incorporated by reference      to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the      Commission on December 30, 2008).  |
| 3.4        |   | Certificate      of Designation of the Relative Rights and Preferences of the Series D      Convertible Preferred Stock. (Incorporated by reference to Exhibit 4.2 to      the Company’s Current Report on Form 8-K filed with the Commission on May      23, 2006).                        |
|       |   |                                                                                                                                                                                                                                                                                              |
| 3.5        |   | Certificate      of Designation of the Relative Rights and Preferences of the Series E      Convertible Preferred Stock. (Incorporated by reference to Exhibit 3.1 to      the Company’s Current Report on Form 8-K filed with the Commission on      October 2, 2007).                     |
|       |   |                                                                                                                                                                                                                                                                                              |
| 3.6        |   | Certificate      of Amendment to Certificate of Incorporation, effective January 29, 2008      (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report      on Form 8-K filed with the Commission on January 31,  2008).                                                  |
|       |   |                                                                                                                                                                                                                                                                                              |
| 3.7        |   | Certificate      of Designation of the Relative Rights and Preferences of the Series E-1      Convertible Preferred Stock. (Incorporated by reference to Exhibit 3.2 to      the Company’s Current Report on Form 8-K filed with the Commission on      December 30, 2008).                 |
|       |   |                                                                                                                                                                                                                                                                                              |
| 4.1        |   |  Series D  Convertible      Preferred Stock Purchase Agreement, dated as of May 16, 2006, by and among      Dirt Motor Sports, Inc., a Delaware corporation, and the purchasers set      forth therein.  *                                                          |
|       |   |                                                                                                                                                                                                                                                                                              |
| 4.2        |   | Form      of Series D Warrant.  (Incorporated by reference to Exhibit      4.3 to the Company’s Current Report on Form 8-K filed with the      Commission on May 23, 2006).                                                                                        |
|       |   |                                                                                                                                                                                                                                                                                              |
| 4.3        |   | Series B      Convertible Preferred Exchange Agreement, dated as of May 16, 2006,      by and among Dirt Motor Sports, Inc., a Delaware corporation, and the      holders set forth therein. *                                                                                          |
|       |   |                                                                                                                                                                                                                                                                                              |
| 4.4        |   | Series      C Convertible Preferred Exchange Agreement, dated as of May 16, 2006, by      and among Dirt Motor Sports, Inc., a Delaware corporation, and the holders      set forth therein. *                                                                                                    |
|       |   |                                                                                                                                                                                                                                                                                              |
| 4.5        |   | Series      A Preferred Purchase Agreement, dated as of December 31, 2008, by and      among the Company and the purchasers set forth      therein.  *                                                                                                                                  |
|       |   |                                                                                                                                                                                                                                                                                              |
| 10.1  |   | Employment      Agreement, dated effective August 20, 2006, by and between DIRT Motor      Sports, Inc. and Thomas Deery (Incorporated by reference to Exhibit 10.1      to the Company’s Current Report on Form 8-K filed with the Commission on      August 18, 2006).                    |

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| 10.2  |   | Employment      Agreement, dated effective February 20, 2006, by and between DIRT Motor      Sports, Inc. and Benjamin Geisler (Incorporated by reference to Exhibit      10.2 to the Company’s Current Report on Form 8-K filed with the Commission      on March 2, 2006).  |
|------------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10.3  |   |  Employment      Agreement, dated effective February 1, 2005, by and between DIRT Motor      Sports, Inc. and Brian Carter.*                                                                                                                                                   |
| 10.4       |   | Form      of Senior Secured Promissory Demand Note (Incorporated by reference to      Exhibit 10.01 to the Company’s Current Report on Form 8-K filed with      the Commission on April 10, 2007).                                                                            |
|       |   |                                                                                                                                                                                                                                                                                     |
| 10.5       |   | Note      Purchase Agreement, dated September 28, 2007, by and between the Company      and the Lenders *                                                                                                                                                                           |
| 10.6       |   | Form      of Promissory Note, dated September 28, 2007, made by the Company payable      to the Lenders (Incorporated by reference to Exhibit 10.2 to the Company’s      Current Report on Form 8-K filed with the Commission on October 2,      2007).                            |
|       |   |                                                                                                                                                                                                                                                                                     |
| 10.7       |   | Security      Agreement, dated September 28, 2007, by and among the Company, Carter      & Miracle Concessions, LLC, and the Lenders *                                                                                                                                               |
|       |   |                                                                                                                                                                                                                                                                                     |
| 10.8       |   | Subsidiary      Guaranty, dated September 28, 2007, by and among the Company, Boundless      Racing, Inc., Carter & Miracle Concessions, LLC, Volusia Operations,      LLC, and the Lenders *                                                                                        |
|       |   |                                                                                                                                                                                                                                                                                     |
| 10.9       |   | Pennsylvania      Form of Mortgage and Security Agreement, dated September 28, 2007, by and      among the Company and the Lenders. *                                                                                                                                               |
| 10.10      |   | New      York Form of Mortgage and Security Agreement, dated September 28, 2007, by      and among the Company and the Lenders.*                                                                                                                                                         |
|       |   |                                                                                                                                                                                                                                                                                     |
| 10.11      |   | Florida      Form of Mortgage and Security Agreement, dated September 28, 2007, by and      among the Company and the Lenders.*                                                                                                                                                          |
|       |   |                                                                                                                                                                                                                                                                                     |
| 10.12      |   | Form      of Consent (Incorporated by reference to Exhibit 10.1 to the Company’s      Current Report on Form 8-K filed with the Commission on December 19,      2007).                                                                                                        |
|       |   |                                                                                                                                                                                                                                                                                     |
| 10.13      |   | The      Boundless Motor Sports Racing, Inc.  2004 Long Term Incentive      Plan, effective August 17, 2004, as amended.*                                                                                                                                                 |
|       |   |                                                                                                                                                                                                                                                                                     |
| 23.1       |   | Consent      of Independent Auditors (Incorporated by reference to Exhibit 23.1 to the      Company’s Annual Report on Form 10-K filed with the Commission on March      31, 2009).                                                                                                |
|       |   |                                                                                                                                                                                                                                                                                     |
| 31.1       |   | Rule      13a-14(a)/15d-14(a) Certification of Brian M. Carter *                                                                                                                                                                                                                         |
|       |   |                                                                                                                                                                                                                                                                                     |
| 32.1       |   | Section      1350 Certification of Brian M. Carter*                                                                                                                                                                                                                                      |

|   | *Filed      herewith |
|--------|----------------------|

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|               |                                                                      |   | World      Racing Group, Inc.       |
|--------------------|---------------------------------------------------------------------------|--------|-------------------------------------|
|               |                                                                      |   | (Registrant)                   |
|               |                                                                      |   |                                |
| By:  /s/ | Brian      M. Carter                                                      |   | Date:  June      16, 2009 |
|               | Brian      M. CarterChief      Executive Officer, Chief Financial Officer |   |                                |

| By:  /s/ | Brian      M. Carter                                                                                                              |   | Date:  June      16, 2009 |
|--------------------|-----------------------------------------------------------------------------------------------------------------------------------|--------|-------------------------------------|
|               | Brian      M. Carter, Chief Executive Officer, Chief Financial Officer  and      Director (Principal Executive Officer) |   |                                |

| By:  /s/ | Brian      M. Carter                                                                                                                  |   | Date:  June      16, 2009 |
|--------------------|---------------------------------------------------------------------------------------------------------------------------------------|--------|-------------------------------------|
|               | Brian      M. Carter, Chief Executive Officer, Chief Financial Officer and Director      (Principal Financial and Accounting Officer) |   |                                |

| By:  /s/ | Cary      J. Agajanian          |   | Date:  June      16, 2009 |
|--------------------|---------------------------------|--------|-------------------------------------|
|               | Cary      Agajanian, Director   |   |                                |
|               |                            |   |                                |
| By:  /s/ | Daniel      W. Rumsey           |   | Date:  June      16, 2009 |
|               | Daniel      W. Rumsey, Director |   |                                |
|               |                            |   |                                |
| By:  /s/ | Robert      F. Hussey           |   | Date:  June      16, 2009 |
|               | Robert      F. Hussey, Director |   |                                |
|               |                            |   |                                |