FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

CIBELLI MARIO 		2. Issuer Name and Ticker or Trading Symbol

DOVER MOTORSPORTS INC [ DVD ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

6 EAST 43RD STREET, 23RD FLOOR 		3. Date of Earliest Transaction (MM/DD/YYYY)

11/4/2011
(Street)

NEW YORK, NY 10017
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Shares, $0.10 par value   11/4/2011     S    396950   D $0.93   1815959   D   (1)  
Common Shares, $0.10 par value                  1815959   I   See Footnote   (2)
Common Shares, $0.10 par value   11/4/2011     S    103050   D $0.93   51431   I   See Footnote   (3)
Common Shares, $0.10 par value   11/4/2011     S    9285   D $1   1806674   D   (1)  
Common Shares, $0.10 par value                  1806674   I   See Footnote   (2)
Common Shares, $0.10 par value   11/4/2011     S    2431   D $1   49000   I   See Footnote   (3)
Common Shares, $0.10 par value   11/7/2011     S    106191   D $1.0033   1700483   D   (1)  
Common Shares, $0.10 par value                  1700483   I   See Footnote   (2)
Common Shares, $0.10 par value                  49000   I   See Footnote   (3)
Common Shares, $0.10 par value   11/8/2011     S    75000   D $1.0733   1625483   D   (1)  
Common Shares, $0.10 par value                  1625483   I   See Footnote   (2)
Common Shares, $0.10 par value                  49000   I   See Footnote   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  These securities are owned by Marathon Partners, L.P., which is a Reporting Person
( 2)  The reported securities are directly owned by Marathon Partners, L.P. and may be deemed beneficially owned by (i) Cibelli Capital Management, LLC, as General Partner of Marathon Partners, L.P. and (ii) Mario Cibelli, as managing member of Cibelli Capital Management, LLC. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
( 3)  The reported securities are directly owned by Marathon Focus Fund, L.P., a Delaware limited partnership, and may be deemed beneficially owned by Mario Cibelli as the managing member of Cibelli Research & Management, L.L.C., a Delaware limited liability company that is an investment management firm which serves as the general partner of Marathon Focus Fund, L.P. The reported securities are also directly owned by a number of separate managed accounts to which Mr. Cibelli serves as portfolio manager and therefore may be deemed to be beneficially owned by Mr. Cibelli. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
CIBELLI MARIO
6 EAST 43RD STREET
23RD FLOOR
NEW YORK, NY 10017
X

CIBELLI CAPITAL MANAGEMENT LLC
6 EAST 43RD STREET
23RD FLOOR
NEW YORK, NY 10017
X

MARATHON PARTNERS, L.P.
6 EAST 43RD STREET
23RD FLOOR
NEW YORK, NY 10017
X


Signatures
/s/ Mario Cibelli 11/8/2011
** Signature of Reporting Person Date

Cibelli Capital Management, LLC, By: /s/ Mario Cibelli 11/8/2011
** Signature of Reporting Person Date

Marathon Partners, L.P., By: Cibelli Capital Management, LLC, By: /s/ Mario Cibelli 11/8/2011
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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