EXHIBIT 99.1


                                  RISK FACTORS

     You should carefully consider and evaluate all of the risk factors set
forth below in the context of any forward-looking statement, either oral or
written, made, from time to time, by the Company, or its officers or directors.
Any of these risks could cause actual results to differ materially from those
reflected in such forward-looking statements.

BAD WEATHER ADVERSELY AFFECTS THE PROFITABILITY OF OUR MOTORSPORTS EVENTS.

     We sponsor and promote outdoor motorsports events. Weather conditions
affect sales of tickets, concessions and souvenirs, among other things, at these
events. Although we sell tickets well in advance of our events, poor weather
conditions can have an effect on our results of operations.

CONSUMER AND CORPORATE SPENDING CAN SIGNIFICANTLY IMPACT OPERATING RESULTS.

     Many factors related to discretionary consumer spending, including economic
conditions affecting disposable consumer income such as employment, interest and
tax rates and inflation, can significantly impact our operating results. Many
factors related to corporate spending such as general economic and other
business conditions, including consumer spending, interest and tax rates, and
inflation, as well as various industry conditions, including corporate marketing
and promotional spending and interest levels, can also significantly impact our
operating results. These factors can affect attendance at our events, suite
rentals, sponsorship, advertising and hospitality spending, concession and
souvenir sales, as well as the financial results of present and potential
sponsors of our facilities and events and of the industry. There can be no
assurance that consumer and corporate spending will not be adversely impacted by
economic conditions, and thereby possibly impacting our operating results and
growth.

NONRENEWAL OF A NASCAR EVENT LICENSE OR A DETERIORATION IN OUR RELATIONSHIP WITH
NASCAR COULD ADVERSELY AFFECT OUR PROFITABILITY.

     Our success has been and will remain dependent to a significant extent upon
maintaining a good working relationship with the National Association for Stock
Car Auto Racing, Inc. ("NASCAR"), the sanctioning body for Winston Cup and Busch
Grand National races. We currently hold licenses to sponsor ten Winston Cup
races and seven Busch Grand National races. In 2000, we derived approximately
72% of our total revenues from events sanctioned by NASCAR. Each NASCAR event
license is awarded on an annual basis. Although we believe that our relationship
with NASCAR is good, NASCAR is under no obligation to continue to license SMI to
sponsor any event. Nonrenewal of a NASCAR event license would have a material
adverse effect on our financial condition and results of operations. Our
strategy has included growth through the addition of motorsports facilities. We
cannot assure you that we will continue to obtain NASCAR licenses to sponsor
races at such facilities.

HIGH COMPETITION IN THE MOTORSPORTS INDUSTRY COULD HINDER OUR ABILITY TO
MAINTAIN OR IMPROVE OUR POSITION IN THE INDUSTRY.
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     Motorsports promotion is a competitive industry. We compete in regional and
national markets to sponsor events, especially NASCAR-sanctioned events. Certain
of our competitors have resources that exceed ours. NASCAR is owned by Bill
France, Jr. and the France family, who also control International Speedway
Corporation ("ISC"). ISC presently holds licenses to sponsor eighteen Winston
Cup races. The France family is part owner of another track that hosts two
NASCAR Winston Cup events. We are the leading motorsports promotor in the local
and regional markets served at Atlanta, Bristol, ("LMSC") Lowe's, Las Vegas and
Texas Motor Speedways and Sears Point Raceway ("SPR"), and compete regionally
and nationally with other speedway owners to sponsor events, especially NASCAR,
CART, IRL, and NHRA sanctioned events. We also must compete for spectator
interest with all forms of professional and amateur spring, summer, and fall
sports conducted in and near Atlanta, Bristol, Charlotte, Las Vegas, Fort Worth,
and Sonoma, many of which have resources that exceed ours. We also compete for
attendance with a wide range of other available entertainment and recreational
activities. We cannot assure you that we will maintain or improve our position
in light of such competition.

GOVERNMENT REGULATION OF CERTAIN MOTORSPORTS SPONSORS COULD NEGATIVELY IMPACT
THE AVAILABILITY OF PROMOTION, SPONSORSHIP AND ADVERTISING REVENUE FOR US.

     The motorsports industry generates significant revenue each year from the
promotion, sponsorship and advertising of various companies and their products.
Government regulation can adversely impact the availability to motorsports of
its promotion, sponsorship and advertising revenue. Advertising of the tobacco
and liquor industries is generally subject to greater governmental regulation
than advertising by other sponsors of our events. In addition, certain of our
sponsorship contracts are terminable upon the implementation of adverse
regulations.

We cannot assure you that:

     o  the tobacco industry will continue to sponsor motorsports events;

     o  suitable alternative sponsors could be located; or

     o  NASCAR will continue to sanction individual racing events sponsored by
        the tobacco industry at any of our facilities.


     Advertising and sponsorship revenue from the tobacco industry accounted for
approximately 1% of our total revenues in fiscal 2000. In addition, the tobacco
industry provides financial support to the motorsports industry through, among
other things, its purchase of advertising time and its sponsorship of racing
teams and racing series such as NASCAR's Winston Cup series.

THE LOSS OF KEY PERSONNEL OF SMI COULD ADVERSELY AFFECT OUR OPERATIONS AND
GROWTH.

     Our success depends to a great extent upon the availability and performance
of our senior management, particularly O. Bruton Smith, the Company's Chairman
and Chief Executive Officer, and H. A. "Humpy" Wheeler, its President and Chief
Operating Officer, who have managed SMI as a team for over 25 years. Their
experience within the industry, especially their working relationship with
NASCAR, will continue to be of considerable importance to us. The loss of any of
our key personnel or our inability to attract and retain key employees in the
future could have a material adverse effect on our operations and business
plans.
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SEASONALITY OF OUR MOTORSPORTS OPERATIONS ADVERSELY AFFECTS OUR THIRD QUARTER
REVENUES.

     We have derived a substantial portion of our total revenues from admissions
and event-related revenue attributable to NASCAR-sanctioned races held in March,
April, May, June, August, October and November. As a result, our business has
been, and is expected to remain, highly seasonal. In 2000, our second and fourth
quarters accounted for 67% of our total annual revenues and 86% of our total
annual operating income. In 1999, our second and fourth quarters accounted for
68% of our total annual revenues and 89% of our total annual operating income.
We sometimes produce minimal operating income or losses during our third
quarter, when we sponsor only one Winston Cup race weekend.

     The concentration of our racing events in the second quarter, the impact of
racing events at Las Vegas Motor Speedway acquired in 1998, and the growth in
our operations with attendant increases in overhead expenses may tend to
minimize operating income or increase operating losses in future first and third
quarters. Also, race dates at our various facilities may from time to time be
changed, lessening the comparability of the financial results of quarters
between years and increasing or decreasing the seasonal nature of our business.

COSTS ASSOCIATED WITH CAPITAL IMPROVEMENTS COULD ADVERSELY AFFECT OUR
PROFITABILITY.

     Significant growth in SMI's revenues depends, in large part, on consistent
investment in facilities. Therefore, SMI expects to continue to make substantial
capital improvements in its facilities to meet increasing demand and to increase
revenue. We frequently have a number of significant capital projects underway.
Numerous factors, many of which are beyond our control, may influence the
ultimate costs and timing of various capital improvements at our facilities,
including undetected soil or land conditions, additional land acquisition costs,
increases in the cost of construction materials and labor, unforeseen changes in
the design, litigation, accidents or natural disasters affecting the
construction site and national or regional economic changes. In addition, actual
costs could vary materially from our estimates if those factors and our
assumptions about the quality of materials or workmanship required or the cost
of financing such construction were to change. Construction is also subject to
state and local permitting processes, which if changed, could materially affect
the ultimate cost. For instance, private litigants have filed a suit against
Sonoma County, California seeking to alter or revoke the county's permits
granted to SPR for SPR's planned renovation and expansion on alleged
environmental issues. If the plaintiffs are successful, our planned expansion at
SPR may be adversely impacted, which may have an adverse impact on our ability
to grow revenues at SPR.

CLOSENESS OR COMPETITIVENESS OF NASCAR WINSTON CUP SERIES CHAMPIONSHIP POINTS
RACE CAN SIGNIFICANTLY IMPACT OPERATING RESULTS

     The closeness or competitiveness of the championship points race of the
NASCAR-sanctioned Winston Cup Series in any particular racing season can
significantly impact our operating results. These factors can affect attendance
at the Winston Cup racing events, as well as other events surrounding the
weekends such Winston Cup races are promoted, at our speedways. There can be no
assurance that attendance will not be adversely impacted by the lack of a close
or competitive championship points race in any particular season, and thereby
possibly impacting our operations and growth.

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OUR REVENUES DEPEND ON THE PROMOTIONAL SUCCESS OF OUR MARKETING CAMPAIGNS.

     Similar to many companies, we spend significant amounts on advertising,
promotional and other marketing campaigns for our speedways and other business
activities. Such marketing activities include, among others, promotion of
tickets sales, luxury suite rentals, hospitality and other services for our
speedway events and facilities, and advertising associated with our wholesale
and retail distribution of racing and other sports related souvenir merchandise
and apparel, metal-energizer products, Legends Car activities, and Sold USA
Internet auction or E-Commerce activities. There can be no assurance that such
advertising, promotional and other marketing campaigns will be successful or
will generate revenues or profits.

OUR SUBSTANTIAL INDEBTEDNESS COULD ADVERSELY AFFECT OUR FINANCIAL HEALTH.

     As of December 31, 2000, we had total outstanding long-term debt of
approximately $409.9 million. Our indebtedness could have significant
consequences such as:

     o  increasing our vulnerability to general adverse economic and industry
        conditions;

     o  limiting our ability to fund future working capital, capital
        expenditures costs and other general corporate requirements;

     o  requiring us to dedicate a substantial portion of our cash flow from
        operations to payments on or indebtedness, thereby reducing the
        availability of our cash flow to fund working capital, capital
        expenditures and other general corporate purposes;

     o  limiting our flexibility in planning for, or reacting to, changes in our
        business and the industry in which we operate;

     o  placing us at a competitive disadvantage compared to our competitors
        that have less debt; and

     o  limiting, along with the financial and other restrictive covenants in
        our indebtedness, among other things, our ability to borrow additional
        funds. Failure to comply with such covenants with our creditors could
        result in an event of default and the acceleration of our debt maturity
        dates to the default date, which, if such covenant default is not cured
        or waived, could have a material adverse effect on us.

OUR ABILITY TO SECURE ADDITIONAL INDEBTEDNESS COULD FURTHER EXACERBATE THE RISKS
ASSOCIATED WITH OUR SUBSTANTIAL LEVERAGE.

     We and our subsidiaries may be able to incur substantial additional
indebtedness in the future. The terms of our Credit Facility and Senior
Subordinated Notes indenture do not fully prohibit us or our subsidiaries from
doing so. Our Credit Facility permits borrowings of up to $250.0 million, of
which $90.0 million was outstanding as of December 31, 2000. In addition, those
borrowings are secured by a pledge of all the capital stock, limited partnership
interests and limited liability company interests of our operating subsidiaries.
If new debt is added to our and our subsidiaries' current debt levels, the
related risks that we and they now face could intensify.

OUR ABILITY TO GENERATE CASH TO SERVICE OUR INDEBTEDNESS OR FUND OTHER LIQUIDITY
NEEDS DEPENDS ON MANY FACTORS BEYOND OUR CONTROL.

     Our ability to make payments on and to refinance our indebtedness and to
fund planned capital expenditures and research and development efforts will
depend on our ability to generate sufficient cash flow from operations in the
future. This, to a certain extent, is subject to general economic, financial,
competitive, legislative, regulatory and other factors that are beyond our
control.

     We cannot assure you that our business will generate sufficient cash flow
from operations, that currently anticipated cost savings and operating
improvements will be realized on schedule or that future borrowings will be
available to us under our Credit Facility in an amount sufficient to enable us
to pay our indebtedness or to fund our other liquidity needs. We may need to
refinance all or a portion of our indebtedness on or before maturity. We cannot
assure you that we will be able to refinance any of our indebtedness on
commercially reasonable terms or at all.

OUR CHAIRMAN OWNS A MAJORITY OF SMI'S COMMON STOCK, WHICH WILL AFFECT ANY
POTENTIAL CHANGE OF CONTROL.

     As of December 31, 2000, Mr. O. Bruton Smith, our Chairman and Chief
Executive Officer, owned, directly and indirectly, approximately 65.5% of the
outstanding shares of common stock. As a result, Mr. Smith will continue to
control the outcome of substantially all issues submitted to our stockholders,
including the election of all of our directors.

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LIABILITY FOR PERSONAL INJURIES AND PRODUCT LIABILITY CLAIMS COULD SIGNIFICANTLY
AFFECT OUR FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

     Motorsports can be dangerous to participants and to spectators. We maintain
insurance policies that provide coverage within limits that are sufficient, in
management's judgment, to protect us from material financial loss due to
liability for personal injuries sustained by persons on our premises in the
ordinary course of business. Nevertheless, there can be no assurance that such
insurance will be adequate at all times and in all circumstances.

     On May 20, 2000, near the end of a NASCAR-sanctioned event hosted at LMSC,
a portion of a pedestrian bridge leading from its track facility to a parking
area failed. In excess of 100 people were injured to varying degrees.
Preliminary investigations indicate the failure was the result of excessive
interior corrosion resulting from improperly manufactured bridge components. All
personal injury claims resulting from this incident are currently being handled
by the bridge's manufacturer, Tindall Corporation, and its insurer. To date,
fifteen lawsuits resulting from this incident have been filed, all seeking
unspecified compensatory and punitive damages. SMI has filed, or will file
shortly, answers in all of the actions and preliminary discovery has begun in
many of the cases but is not yet complete. Additional lawsuits involving this
incident may be filed in the future. SMI intends to defend itself and denies the
allegations of negligence as well as related claims for punitive damages.

     On May 1, 1999, during the running of an IRL event at LMSC, an on-track
accident occurred that caused race car debris to enter the spectator seating
area. Three deaths and other injuries resulted. In May 2000, SMI settled three
wrongful death lawsuits arising from the on-track accident. The settled wrongful
death lawsuits sought unspecified compensatory and punitive damages. This
settlement had no material adverse affect on the Company's financial position or
results of operations. A personal injury lawsuit was filed in February 2001
against SMI, IRL and others seeking unspecified compensatory and punitive
damages. SMI has filed an answer in this pending action and preliminary
discovery is underway but not yet completed. SMI intends to defend itself and
denies the allegations of negligence as well as related claims for punitive
damages.

     We also may be subject to product liability claims, for which we are
self-insured, with respect to the manufacture and sale of Legends Cars and
Oil-Chem products. Our financial condition and results of operations would be
adversely affected to the extent claims and associated expenses exceed insurance
recoveries.

ENVIRONMENTAL REGULATION COMPLIANCE COSTS MAY NEGATIVELY IMPACT OUR
PROFITABILITY.

     Solid waste land filling has occurred on and around the property at LMSC
for many years. Landfilling of general categories of municipal solid waste on
the LMSC property ceased in 1992. However, there is one landfill currently
operating at LMSC that is permitted to receive inert debris and waste from land
clearing activities ("LCID landfill"), and one LCID landfill that was closed in
1999. Two other LCID landfills on the LMSC property were closed in 1994. LMSC
intends to allow similar LCID landfills to be operated on the LMSC property in
the future. Prior to 1999, LMSC leased certain property to Allied Waste
Industries, Inc. ("Allied") for use as a construction and demolition debris
landfill (a "C&D landfill"), which can receive solid waste resulting solely from
construction, remodeling, repair or demolition operations on pavement, buildings
or other structures, but which cannot receive inert debris, land-clearing debris
or yard debris. In addition, Allied owns and operates an active solid waste
landfill adjacent to LMSC. We believe that the active solid waste landfill was
constructed in such a manner as to minimize the risk of contamination to
surrounding property.

     Portions of the inactive solid waste landfill areas on the LMSC property
are subject to a groundwater monitoring program and data is submitted to the
North Carolina Department of Environment and Natural Resources ("DENR"). DENR
has noted that data from certain groundwater sampling events have indicated
levels of certain regulated compounds that exceed acceptable trigger levels and
organic compounds that exceed regulatory groundwater standards. DENR has not
acted to require any remedial action by us at this time with respect to this
situation. In the future, DENR could possibly require us to take certain actions
with respect to this situation that could result in material costs being
incurred by us.

     We believe that our operations, including the landfills on our property,
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
by the conduct of our business or by pollutants used, generated or disposed of
by us, or which may be found on our property, we may be held liable for such
damage and may be required to pay the cost of investigation or remediation, or
both, of such contamination or damage. The amount of such liability, as to which
we are self-insured, could be material. Changes in federal, state or local laws,
regulations or requirements, or the discovery of previously unknown conditions,
could require additional expenditures by us.

RESTRICTIONS IMPOSED BY TERMS OF OUR INDEBTEDNESS COULD LIMIT OUR ABILITY TO
RESPOND TO CHANGING BUSINESS AND ECONOMIC CONDITIONS AND TO SECURE ADDITIONAL
FINANCING.

     Our Credit Facility and our Senior Subordinated Notes indenture restrict,
among other things, our and our subsidiaries' ability to do any of the
following:

     o  incur additional indebtedness;

     o  pay dividends or make certain other restricted payments;

     o  incur liens to secure PARI PASSU or subordinated indebtedness;

     o  sell stock of subsidiaries;

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     o  apply net proceeds from certain asset sales;

     o  merge or consolidate with any other person;

     o  sell, assign, transfer, lease, convey or otherwise dispose of
        substantially all of our assets;

     o  enter into certain transactions with affiliates; or

     o  incur indebtedness that is subordinate in right of payment to any senior
        indebtedness and senior in right of payment to the Senior Subordinated
        Notes.

     As a result of these covenants, our ability to respond to changing business
and economic conditions and to secure additional financing, if needed, may be
significantly restricted. We may be prevented from engaging in transactions that
might otherwise be considered beneficial to us.

     The Credit Facility contains more extensive and restrictive covenants and
restrictions than the Senior Subordinate Notes indenture. It requires us to
maintain specified financial ratios and satisfy certain financial condition
tests. Our ability to meet those financial ratios and tests can be affected by
events beyond our control, and there can be no assurance that we will meet those
tests. A breach of any of these covenants could result in a default under the
Credit Facility. If there is an event of default under the Credit Facility, the
lenders could elect to declare all amounts outstanding, including accrued
interest or other obligations, to be immediately due and payable. If we were
unable to repay those amounts, such lenders could proceed against the
collateral, if any, granted to them to secure that indebtedness, which includes
a pledge of our operating subsidiaries' equity ownership interests.

POTENTIAL ADVERSE MARKET PRICE EFFECT OF ADDITIONAL SHARES ELIGIBLE FOR FUTURE
SALE.

     The market price for our common stock could be adversely affected by the
availability for public sale of up to 4,200,000 shares held or issuable on
December 31, 2000, including:



NUMBER OF SHARES OF
  COMMON STOCK                    MANNER OF HOLDING AND/OR ISSUANCE
------------------- ------------------------------------------------------------
3,000,000           Shares which are "restricted securities" as defined in Rule
                    144 under the Securities Act and may be resold in compliance
                    with Rule 144. Issuable on exercise of options granted under
                    the Speedway Motorsports, Inc. 1994 Stock Option Plan. All
                    such shares are registered for resale under the Securitiess
                    Act.

 400,000            Issuable on exercise of options granted under the Speedway
                    Motorsports, Inc. Employee Stock Purchase Plan. All such
                    shares are registered for resale under the Securities Act.

800,000             Issuable on exercise of options granted under the Speedway
                    Motorsports, Inc. Formula Stock Option Plan. All such shares
                    are registered for resale under the Securities Act.

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