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Dover Downs to Spin-Off Gaming Business

Dover Downs Entertainment will accomplish the spin-off by transferring its gaming business to Dover Downs Gaming & Entertainment, Inc., a newly formed Delaware corporation (``Gaming & Entertainment''), and then distributing 100 percent of the shares of Gaming & Entertainment common stock and Class A common stock, on a pro rata basis, to Dover Downs Entertainment's stockholders.

The effective date for the distribution will be March 31, 2002. Gaming & Entertainment has been authorized to list its shares of common stock on the New York Stock Exchange under the symbol ``DDE'' and will be publicly traded for the first time on or about the effective date.

Dover Downs Entertainment, Inc. will change its name to Dover Motorsports, Inc. and will continue to trade on the New York Stock Exchange under its existing symbol ``DVD''.

Dover Downs Entertainment stockholders as of the close of business on the record date will automatically participate in the spin-off. On the effective date, each such stockholder will receive 0.7 shares of Gaming & Entertainment common stock for each share of Dover Downs Entertainment common stock held as of the record date and 0.7 shares of Gaming & Entertainment Class A common stock for each share of Dover Downs Entertainment Class A common stock held as of the record date.

No Dover Downs Entertainment stockholder will be required to pay cash or other consideration for any shares of Gaming & Entertainment common stock or Class A common stock received in the spin-off, or to surrender or exchange shares of Dover Downs Entertainment common stock or Class A common stock to receive Gaming & Entertainment common stock or Class A common stock. No fractional shares of stock will be issued. Cash will be paid in lieu of fractional shares.

Dover Downs Entertainment, Inc. has received a ruling from the Internal Revenue Service that, for U.S. Federal income tax purposes, the distribution of Gaming & Entertainment stock will be tax free, except for cash received in lieu of fractional shares.

After the spin-off, Gaming & Entertainment will be an independent public company. The number and identity of stockholders of Gaming & Entertainment immediately after the spin-off will be the same as the number and identity of stockholders of Dover Downs Entertainment immediately prior to the spin-off. The actual number of shares of Gaming & Entertainment common stock and Class A common stock to be distributed will be determined as of the record date. The spin-off will not affect the number of outstanding shares of Dover Downs Entertainment common stock or Class A common stock or the rights of Dover Downs Entertainment stockholders.

Gaming & Entertainment has filed a registration statement on Form 10 with the Securities and Exchange Commission. The information statement filed as an exhibit to that registration statement describes the mechanics of the distribution of Gaming & Entertainment shares and contains important financial and other information concerning Gaming & Entertainment. It will be mailed to the shareholders of Dover Downs Entertainment, Inc. on or about the record date.

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