February 15, 2005 Ms. Kelly McCusker Staff Accountant Division of Corporation Finance United States Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Dale Jarret Racing Adventure, Inc. Response to SEC comments on 02/08/05 Form 10-K for the year ended June 30, 2004 Dear Ms. McCusker: We received your comment letter of February 8, 2005 and have the following response: Comment 1. Managements Discussion The Company includes in cost of sales the following expenses: track rent, transport costs, travel and lodging at events, fuel, insurance, part time labor at tracks and other track expenses. The Company has been including depreciation expense which amounted to $153,460 in 2004 and $130,582 in 2003 in operating costs rather than cost of sales and has determined that it would be more appropriately classified as a component of cost of sales and will reclassify depreciation as such. As the Company intends to change its year end to December 31 and intents to file a Form 10-KSB as of and for the period ended December 31, 2004, which will include audited financial statements, we would request that the reclassification be made in that filing and that the Company not be required to file a Form 10KSB/A for the year ended June 30, 2004. The Company will include in future filings the types of expenses included in cost of sales in a note. Comment 2. Stockholders' Deficit A breakdown of the issuances is included on the next page of this letter. The Company uses the approximate closing trading price of its common stock on the date an agreement is reached to issue common shares for services to value such shares. Pursuant to 96-18 the measurement Date should be the earlier of: The date at which a commitment for performance by the counterparty to earn the equity instruments is reached or the date at which the counterparty's performance is complete We appreciate your help and are open to any suggestions you may have. Sincerely, /s/Timothy B. Shannon Timothy B. Shannon Dale Jarrett Racing Adventure, Inc. STOCKHOLDERS' EQUITY JUNE 30, 2004 P A R V A L U E 0.0100 BID PER C O M M O N PAID IN DATE PRICE SHARE S H A R E S $ CAPITAL BALANCE 6/30/02 1 6 , 7 6 7 , 9 1 2 167,679 3,505,548 Services 7/9/2002 0.10 0.10 1 0 0 , 0 0 0 1,000 9,000 Services 9/23/2002 0.16 0.15 1 0 0 , 0 0 0 1,000 14,000 Services 1/3/2003 0.20 0.20 6 0 , 0 0 0 600 11,400 Services 04/0/03 0.20 0.20 1 6 , 0 0 0 160 3,040 Vehicle purchase 6/2/2003 0.14 0.10 2 0 0 , 0 0 0 2,000 18,000 BALANCE 6/30/03 1 7 , 2 4 3 , 9 1 2 172,439 3,560,988 Services 8/5/2003 0.25 0.25 1 0 0 , 0 0 0 1,000 24,000 Services 9/19/2003 0.25 0.28 1 0 0 , 0 0 0 1,000 27,000 Accounts payable 1/8/2004 0.14 0.14 1 7 1 , 4 2 9 1,714 22,286 Cash issuance 1/21/2004 0.24 0.19 4 4 7 , 3 6 8 4,474 80,526 Services 2/3/2004 0.24 0.24 1 0 0 , 0 0 0 1,000 23,000 Shares returned 4/6/2004 ( 3 0 0 , 0 0 0 ) (3,000) (21,000) Services 5/12/2004 0.30 0.23 1 5 0 , 0 0 0 1,500 33,000 Issuance of subscribed shares 4 0 , 0 0 0 400 9,600 From 06/30/01 1 8 , 0 5 2 , 7 0 9 180,527 3,759,400 Balance per transfer agent 1 8 , 0 5 2 , 7 0 9