[Penske Motorsports Letterhead] March 26, 1998 Christopher R. Pook James P. Michaelian as Shareholders Representative as Shareholders' Representative Grand Prix Association of Long Beach Grand Prix Association of Long Beach 3000 Pacific Avenue 3000 Pacific Avenue Long Beach, CA 90806 Long Beach, CA 90806 RE: RIGHT OF FIRST REFUSAL Dear Chris and Jim: This letter relates to the Right of First Refusal Agreement ("ROFR Agreement"), dated as of August 8, 1997, by and among Midwest Facility Investments, Inc. ("MFI"), Penske Motorsports, Inc. ("PMI") and the Shareholders listed on Schedule 1 of such agreement, for whom you are Shareholders Representatives. The purpose of this letter is to set forth the understanding among the such parties with respect to the approval of the transfer of PMI's shares of Common Stock (the "Stock") of Grand Prix of Long Beach, Inc. (the "Company") pursuant to those certain Stock Purchase Agreement, dated March 26, 1998, between Dover Downs Entertainment, Inc. ("DDE") and PMI (the "Stock Purchase Agreement"). All capitalized terms not defined in this letter shall have the meanings assigned to such terms in the ROFR Agreement. As Shareholders' Representatives, Christopher R. Pook and James P. Michaelian hereby approve, in accordance with the ROFR Agreement, the transfer of the Stock to DDE pursuant to and in accordance with the Stock Purchase Agreement on or prior to April 9, 1998, subject to the following conditions: (a) Upon the sale of the Stock by PMI to DDE, the ROFR Agreement shall terminate; and (b) The entering into of a merger or similar agreement with DDE, or DDE's commencement of a tender offer or exchange offer, shall not be an event resulting in a termination of those certain standstill provisions in Section 4.10 of that certain Stock Purchase Agreement dated August 8, 1997, by and between PMI and the Company and Section 4.10 of that certain Mr. Christopher R. Pook Mr. James P. Michaelian March 26, 1998 Page 2 Stock Purchase Agreement, dated August 8, 1997, by and between PMI, and the Company. The undersigned each agree to the foregoing. Very truly yours, Penske Motorsports, Inc. a Delaware Corporation By: /s/ Robert H. Kurnick, Jr. --------------------------- Robert H. Kurnick, Jr. Title: Senior Vice President Acknowledged and Agreed to this 26/th/ day of March, 1998 /s/ Christopher R. Pook - ------------------------------- Christopher R. Pook as Shareholders' Representative /s/ James Michaelian - ------------------------------- James P. Michaelian as Shareholders' Representative