Bill France was thoroughly prepared. He and a close associate, another former racer, Bill Tuthill, had studied the existing racing leagues. If NASCAR was to work, rule by democracy -- or even committee -- wouldn't do. Motor racing was (and is) too complex to get consensus on technology and competition formats.

Red Vogt, the mechanical mastermind from Atlanta, made a suggestion for a name for the new organization: the National Association for Stock Car Auto Racing.

(Did he have any particular stretch of sand in mind?)

"A dirt track is more than necessary to make a stock car race a good show," he said. "In fact, stock car races not held on dirt are nowhere near as impressive. To look their best, stock cars need dirt. Or sand."

But his vision of the future was not flawless.

We have to think about the image," France told the group. "If you get a junky old automobile, it's a jalopy in the average person's mind. Even if you take a new Cadillac and pull the fenders off and let it get real dirty, it would be a jalopy to most people."

And he articulated what the dashing Parks had taught him about doing it first-class.

"We don't know how big stock car racing can be. I doubt if anybody here knows that," he said. "But I do know that if stock car racing is handled properly, it can go the way Big Car [as Indy cars were called at the time] racing has gone."

The speech was recorded and published, verbatim, in "Daytona U.S.A." by France, with William Neely.

Singer Frank Sinatra was still decades from releasing the song "My Way," which would become France's favorite song, the theme of his life. When he rose to speak on Sunday afternoon, Dec. 14, in the Ebony Bar at the Streamline, France effectively beat Sinatra to the point, doing it his way. He seized control of stock car racing. For keeps. Then and there.

But there were still stock car racing kingpins and leagues in the West, Midwest and Northeast. The sport wasn't consolidated enough, or strong enough, for France. And he wanted it all. He called a national conclave -- on his turf, of course -- in Daytona Beach, at the Streamline Hotel, for December 1947.

Two months after World War II ended, France was back in racing, seeking national credibility. When the AAA snubbed him -- the organization was the premier racing governing body of the time -- he organized his own "National Championship Series."

France, age 32, with a family, was not drafted. He spent the war at a boat works in Daytona Beach, building "sub-chasers."

Three months later, Pearl Harbor was bombed. Soon, packages labeled in German were washing up on the beach at Daytona. U-boats were lurking off the coast. Crowds gathered on the beach would be easy targets for their deck guns.

Seay won three major races in eight days in late summer 1941, the last one on Labor Day in Atlanta. The next morning, he was shot to death in a bootleggers' quarrel. He was 21.

Seay, who drove through the turns at Daytona with his Fords on two wheels, the left-side tires up in the air, was the best race driver France ever saw, he would tell several people in his later years.

This, France saw, was how it should be done: first-class, and with pizzazz.

Parks would always bring a third car to any race, too, as a backup in case Hall or Seay crashed a primary car in practice or qualifying. They usually didn't. So there often was a third seat available on the team, and it usually was given to Bill France.

Vogt was under orders that the cars were to arrive at every track dint-free and freshly painted.

And Parks fielded race cars, built and maintained by Vogt, for two drivers from Dawsonville, Ga., Roy Hall and Lloyd Seay. Unlike other early stock car racers, Parks did everything first-class, all on a cash basis, with money made "any way I could get it," Parks would say decades later.

Raymond Parks arrived on the streets of Atlanta as a teenage runaway from the North Georgia mountains in 1931. By 1939, he had amassed a shadowy fortune, first in moonshining, then in bonded whiskey, vending machines, slot machines and numbers running.

Many Southern racers were "trippers," as moonshine runners were called. They routinely modified Detroit-production cars. Their epicenter of high performance was the enigmatic Red Vogt's Garage in downtown Atlanta.

Their first race, in 1938, drew 5,000 spectators at 50 cents a head. Reese and France split a profit of $500. Next time, they doubled the admission price to $1 and again drew 5,000 people, this time making a $2,000 profit. Their races drew 10,000 spectators in 1940 and 12,000 in 1941.

He did. William Henry Getty France, emphasis on Getty, would be very interested himself. Local restaurateur Charlie Reese bought in. Bill France, not quite 29, was a race promoter.

The course of American, and arguably world, motor racing changed late in 1937 when two leaders in the Daytona Beach Chamber of Commerce visited the only place in town where they might get an answer: Bill France's garage. Might Bill know of anyone interested in promoting a race?

The city of Daytona Beach lost $22,000 on that 1936 race. In '37, the Elks Club conducted the race. That was a failure, too.

In 1936, hoping to revitalize the local economy, civic leaders in Daytona Beach settled on a race involving multiple cars on a course that ran up the beach and then back down the pavement of the beach highway.

Bill opened his own garage in Daytona Beach and began racing, with fair success, in Georgia and the Carolinas. Most importantly, he began to make contacts from around the South. Anne kept the books to temper his financial recklessness.

The crowds, and their boon to the Daytona Beach economy, were gone. Now what?

Bill was enthralled as he witnessed the last world speed record attempt on the beach, by Sir Malcolm Campbell in February 1935. But the beach was no longer safe for Campbell's new technology. His famed Bluebird went into nearly disastrous broad-slides at nearly 300 mph. Thereafter, Campbell would move to the Bonneville Salt Flats in Utah.

But her protest was little more than obligatory. She knew they would go no farther south. They would settle here.

"Now, Bill, we didn't come down here to race," Anne said, according to Foster's unfinished manuscript. "We came to work and raise a family."

As he and Anne took Billy splashing in the Atlantic, Bill recited the history of the place.

That had led to more than 30 years of organized, world-renowned land speed record attempts, with cars running in a straight line along a beach that was long, wide, flat and hard-packed.

Now, Bill, we didn't come down here to race. We came to work and raise a family.

Racers had made it so. Soon after the turn of the 20th century, the northeast coast of Florida had become a winter playground for the industrial tycoons of the East. Gentlemen had their automobiles shipped down and drove for pleasure on what amounted to America's most unlimited motorway of the time.

On their third day on the road, in the autumn of '34, the future of American automobile racing took a drastic turn, off U.S. Highway 1, onto the Ormond Bridge and down to what was already known as "The World's Most Famous Beach."

After paying off debts for his exodus, Bill left $75 in a Washington bank, put $25 in his pocket and hooked a little house trailer he had built himself to his Hupmobile.

They didn't have the money for the venture south, and they were in debt. When one uncle lent Bill $300, another warned "You'll never see it again," according to Foster.

Anne was cautious. By now, they had a son, 16 months old, William Clifton France. They called him Billy. He was not a junior. The erroneous term "Bill France Jr." would arise decades later, to distinguish the second czar from the first.

Bill tired, according to Foster, of working on cars outside in the Washington winters. By the summer of 1934, he had decided to migrate to Florida. Mechanics could find work anywhere.

Today, outside Daytona International Speedway, the 6-5 bronze statue of Big Bill France does not stand alone. His arm is draped around the shoulders of his diminutive wife. Ensuing generations of the France family have never separated Big Bill and Annie B. in the founding and development of NASCAR.

Three months after they met at the hospital, Anne invited Bill to a dance for nurses. Bill proposed. She accepted. They married on June 23, 1931.

On their first date, Bill drove Anne into the Virginia countryside to his father's family farm -- to show her his race cars. She was fascinated. Their mutual attraction grew.

Anne Bledsoe had moved to Washington from the North Carolina mountain community of Nathans Creek to train as a nurse. She was nearly five years older than Bill. But already, he was polished, a sophisticated talker.

A young nurse would come into the room at intervals, checking on the child. Big Bill was smitten.

It began in a hospital room on a spring night in 1931. Big Bill had driven his mother -- again, anything to be in a car -- to visit a cousin, a 4-year-old boy suffering from kidney disease.

If Big Bill France ever got to be a promoter, he was going to be fair, and he was going to pay what he promised. And he would find a way to equalize the competition so that talent mattered more than money.

He despaired of lying promoters. Once, a race was billed as paying $500 to the winner. Bill finished third and collected only $10. How could that be, if the winner got $500? Complaining to the promoter, Bill was told that the $500 was all hype, to draw a crowd. The winner received only $50.

He grew frustrated that men who showed up with expensive race cars were the ones who won, regardless of talent.

He built his own crude race cars -- the first, when he was 17, of canvas and wood, with a Ford engine.

Allowed to drive his father's Model T Ford, Big Bill would sneak out to a board track in Maryland and run as fast as he could. Unaware, his father complained to the dealer that the car wore out tires too fast.

He couldn't keep his mind off automobiles. He was so distracted from school that he dropped out in the eighth grade and began to work odd jobs, mainly at gas stations and garages -- anything automotive.

Motor racing was all the rage, the Indianapolis 500 was in its early years and the boy dreamed of driving in the race that was only slightly younger than he was -- it had been run for the first time when he was 19 months old.

The notion was to remind the boy, William Henry Getty France, throughout his life of his destiny for great achievements, and to bring him luck along the way.

But at the boy's birth on Sept. 26, 1909, the father decided to add a third given name, Getty, after a family of oil tycoons who were of no relation to the Frances.

Big Bill was born with a talisman on his birth certificate. His father, a Virginia farmer-turned-bank clerk, could have named the child merely William Henry France Jr.

Big Bill France -- even as a teenager, he was called "Big Bill" because his stature had shot to 6-foot-5 -- never minded the women in his family being in charge of the money. During his childhood in Washington, D.C., his mother, an Irish immigrant, had been "the real breadwinner of the France family," as a bank cashier, according to an uncompleted biography of Big Bill by one of his most trusted lieutenants for decades, Jim Foster.

It's impossible to say whether there would have been a NASCAR without Annie B., but without her, it likely would have gone broke in its formative years.

"So she'd tell me when he'd come downstairs, 'Now don't tell him that we've been piling up a little bit of cash over here, because he'll go out and spend it as soon as we get it.'"

"She had two sets of books, but not in the way you'd think in the present day," Kennedy says. "There was the real set, and then she had one that she'd show my grandfather, which had quite a bit less in it. He did like to enjoy.

Anne Bledsoe France, "Annie B.," as she was called by the knowing, kept secrets, even from -- especially from -- her husband, Big Bill France.

Occasional challenges to one family's outright control of an entire sport have come up in lawsuits, but thus far, the France empire has withstood the Sherman Antitrust Act.

Jim France has remained an intensely private person since he returned from the Vietnam War to work in the family business. He declined to be interviewed for this series of stories, sending word through a NASCAR publicist that he has not granted any interviews for several years and would not change that policy now.

Forbes magazine has not attempted to estimate any of the France family's net worth since 2007, when the wealth of Jim France and Bill France Jr. was estimated at $1.4 billion each, or $2.8 billion between the brothers.

By the above-estimated scenario, there would be an intrafamily system of checks and balances: Kennedy as chairwoman of ISC, but with Brian as one of the largest single stockholders; Brian as chairman of NASCAR, with his sister and uncle controlling the private stock.

NASCAR's value has been estimated at between $1 billion and $2 billion. So if Kennedy owns half, that alone would be worth between $500 million and $1 billion.

But some former insiders believe that, several years ago, she bought out her younger brother's interest in NASCAR itself for an estimated $250 million. It is also believed that she and her uncle, James C. "Jim" France, 69, who stays deeply in the background, are the two principal owners of NASCAR.

Kennedy's net worth is nearly impossible to estimate from outside the family, largely because so much of her holdings is in NASCAR, which, as a private company owned entirely within the family, does not disclose its financial structure.

The current-generation Frances keep their wealth so close to the vest, so diversified, that it is hard to estimate their net worth. But, just for starters, public records indicate Brian France owns nearly $500 million in ISC stock alone.

The Frances own NASCAR outright. ISC is a publicly traded company, but the Frances control it.

Lesa France Kennedy, 52, Brian's older sister, is vice chair of NASCAR, but her primary role is chairwoman of International Speedway Corp., which operates 12 major racetracks nationwide, from Watkins Glen, N.Y., to Daytona Beach, Fla., to Fontana, Calif.

"Then he looked up at me and said, 'What can I do for you?' I said, 'I just came in to say hello.'"

"France said, 'I'll take your god damn car to the wind tunnel. I'll take any car in here to the wind tunnel. And if you don't like it, you can pack your s--- and get out.'

"Larry said, 'Bill, I don't want you taking my car to the wind tunnel. That's bulls---.'

"I know McClure took the lead because I was standing behind him. We go in, and Bill's sitting there with his head down, looking up at us over his glasses. Never said hello or anything.

"McClure comes by [in the garage area] and says, 'I don't want 'em taking my car to the wind tunnel. I'm going in there to talk to 'em,'" Hendrick says. "I said, 'OK.' I think Richard went with us.

One time in the 1990s. The Chevrolets, Bill France Jr. suspects, might have an aerodynamic advantage that could be affecting competitive balance. He orders Hendrick's car, and Larry McClure's car, and maybe Richard Childress' car, to the wind tunnel for testing.

And there Betty Jane sits, exasperated, until she finds the missing dime and can go home in tears to her husband.

And Annie B. gives her a look that hundreds had known or would know. Not mean, not angry, not sympathetic, just absolute. Final.

"You're not going to leave," Annie B. responds, as Betty Jane tells it now.

She is assigned to work with Annie B., who keeps the books meticulously so Big Bill won't plummet back to earth by overspending his dreams. Come 5 p.m., Betty Jane prepares to close her ledger and leave. Her accounting, for thousands of dollars, is 10 cents off, but "I'll find it tomorrow," she tells her mother-in-law.

NASCAR is struggling to expand, and a new speedway project is in full swing and in trouble in Daytona Beach, Fla. The Frances are borrowing frantically to keep it afloat. Every member of the family has to work -- even the former Betty Jane Zachary, who was comfortably raised in Winston-Salem, N.C.

She has been nonplussed by her mother-in-law, Anne Bledsoe France, "Annie B.," wife of Big Bill France.

Fall 1957. "I can't work for this family -- I can tell you that right now," newlywed Betty Jane France, at home in tears, tells her young husband, Billy France.

It never comes to a gunfight, but the Teamsters are banished for keeps.

"No known Teamster can compete in a NASCAR race, and I'll use a pistol to enforce it," Big Bill decrees, according to NASCAR historian Greg Fielden.

August 1961. Jimmy Hoffa's Teamsters are attempting to organize NASCAR drivers. Such a union would overthrow the dictatorship established by Bill France Sr., "Big Bill," when he founded and seized control of NASCAR for himself and his heirs in 1947.

"He's not as blunt" as his father and grandfather before him, says team owner Rick Hendrick. "But he's still as firm."

That's a diplomatic way of saying that, regardless of the criticism, Brian France's say is final in NASCAR.

"It hurts your feelings," he says. "I read that stuff. You gotta motor on past, as they say."

The Chase for the Sprint Cup -- those playoffs -- reshaped NASCAR for survival in his times, as Brian France sees it. So what if he keeps hearing from detractors and old-liners that he tinkered unnecessarily with a grass-roots American institution?

This is the nature, to this day, of the dynasty's reigning third czar, Brian France, Bill France Jr.'s son. Even now, when at age 51 his image is still that of an heir handed an empire more on nepotism than merit, Brian France is the boss, the man responsible for making NASCAR's 10-year-old playoff system a part of the mainstream American sports landscape.

This is the nature of the France family, which founded NASCAR in 1947 and owns it outright to this day.

Bill France Jr., the second ruler of the NASCAR dynasty, doesn't die in that summer of 2000. Diagnosed with a disease that often brings a survival prognosis of mere months, he lives for seven more years.

The czar motions for Cooper to come closer closer so that Cooper's left ear is inches from the feebly whispering lips.

"Pal, I'm sorry I didn't get here earlier. Is there anything left? A wristwatch or anything?"

Cooper is heartsick at the sight, but these two have always shared a ball-busting sense of humor. So Cooper says:

John Cooper, a close friend for 40 years, enters the hospital room. He finds the czar drooling, his head hanging half off the bed, tubes running in and out of him.

Addled by painkillers, figuring he is finished, he has been giving away personal items almost at random at his bedside -- his boat, his Swiss watch that makes a Rolex seem working-class by comparison

The czar is dying. It's lung cancer, likely from inhaling the primary source of his power, R.J. Reynolds' brands of cigarettes, too long.

William Henry Getty France's eldest son, William Clifton France, "Billy," would turn 35 in 1972. Perhaps that was the right time to name him president of NASCAR.

On this wave of change, and with the bitter aftermath of Talladega, Big Bill's inner circle advised him that perhaps it was time for change at the very top of NASCAR.

Quickly, they struck a deal for RJR sponsorship of NASCAR's top series, to be called the Winston Cup championship.

"I said, 'Then you need to talk to NASCAR.'"

"They laughed," Johnson would recall. "They said, 'Man, we're talking about millions.'

Team owner Junior Johnson, of North Wilkesboro, N.C., made the short drive to RJR headquarters in Winston-Salem, seeking sponsorship for his race cars. Considering the company's position, Johnson decided to think big. He asked for $200,000 a year ($100,000 would field a top team in those days).

In 1971, by act of Congress, the big cigarette manufacturers were banned from television advertising. That meant each of them, including R.J. Reynolds, had hundreds of millions of advertising dollars to redirect.

"After all the turmoil," says Petty, "of him trying to get monies to build the track, and then all that stuff happening, I think his health really started downhill. Physically, he was in good health. Mentally, I think it finally just wore his brain out, or whatever."

To this day, "All the contracts that we sign now, when we sign the entry blank, guarantee that our cars will be there," Petty says.

There were no tire issues at other tracks, so the drivers all came back to NASCAR, under new contractual obligations set by France, but also with new compensation, appearance money paid to stars just to show up.

The first Talladega 500, with its motley field, was won by a little-known driver named Richard Brickhouse, who never won again in NASCAR.

France would run the race with replacement drivers. Of the big names, only Bobby Isaac stayed. "They filled the rest of the thing up with Grand American [drivers of Mustangs, Camaros, etc.], Sportsman [now Nationwide], whatever," Allison recalls. "Anything anybody wanted to run."

"And with that, they started a mass move -- 'We're leaving. We're loading up and going home.'"

"And when he said that, LeeRoy stepped from behind me and decked him. Punched him in the face and knocked him down.

"Bill said, 'If you're scared, go home.' Really nasty to me.

"LeeRoy's behind me when I get to Big Bill. I said, 'Bill, I have a suggestion. I think we ought to restrict these cars, and we'll have a great race at 175 mph.'

Allison was uneasy at gathering a crowd -- he'd meant to make the suggestion privately, reasonably -- but, "I'm not going to turn around and go back at this point. I've got something I think is legitimate," Allison recalls.

Hearing Allison's idea, "LeeRoy said, 'I'll go with you,'" Allison recalls. "We started walking toward where Big Bill was, and LeeRoy starts collecting people, saying, 'Come on, we're going to see Big Bill. Come on.'"

No relation to South Carolinian Cale Yarborough (note the surname spelling), Yarbrough was NASCAR's hottest driver that year, and perennially its most hot-headed. The brawler from the tough side of Jacksonville, Fla., had just completed NASCAR's "Triple Crown" -- he had won the Daytona 500, the World 600 at Charlotte, and, most recently, that Labor Day, the Southern 500 at Darlington, S.C.

Had Allison gone by himself to make the suggestion to France, the race might have been run without further trouble.

By the afternoon of Saturday, Sept. 13, Allison had an idea that might resolve the situation. Why not restrict the carburetors on the cars, for lower speeds the tires could withstand?

Firestone, one of two tire suppliers, deemed the situation untenable and pulled out of Talladega -- never to return to NASCAR. The other supplier, Goodyear, continued to work frantically to find a solution. France himself went out in a car to demonstrate that the track was safe, but he ran only about 175 mph -- 20 mph slower than the actual practice speeds. So drivers weren't buying his publicity stunt, and they resented the insinuation that Big Bill, nearing age 60, was braver than they were.

The veteran drivers, accustomed to risking their lives regularly in those days, reckoned the risk was unreasonably high this time.

But it turned out to be too big, too fast, for the technology of the time. Big Bill had gone a dream too far. With every practice session, tires were coming apart and cars were crashing, more violently than ever at higher speeds than ever, approaching 200 mph.

Alabama International Motor Speedway, as he dubbed it, was the biggest and fastest oval track in the world , at 2.66 miles around, with 33-degree banking.

On the weekend of Sept. 14, 1969, the inaugural race on Big Bill's new Talladega track teetered near disaster.

So, on the spot, "They got together and did it," Foster recalls.

"So Wallace looked at his road guy and said, 'Well, let's get started with that.' Then he looked at Bill and said, 'You going to start the track now?' Bill said yes, he was going to start the track now."

"Bill had this way of, everybody liked him and everybody listened to him," says Foster says.

"Bill said, 'No, no -- it can't work that way. You put the road in, and we'll build the track.'"

"The governor said, 'Mr. France, that sounds good. That sounds good. You build the racetrack, and we'll put the road in.'

In Montgomery, "Bill told them, 'One of these days, we're going to be having more people than Indianapolis coming in,'" says Foster, who was in the meeting.

That would begin a friendship that would last for the rest of the lives of George Wallace and Big Bill France.

But France wanted to make it easier, with a four-lane road off I-20 to run directly to and from the racetrack in two directions. That was a multimillion-dollar project in and of itself. And for that, locals told him, he would have to see the governor.

France had "already figured out, within a four-hour drive, how many millions of people surrounded that [Talladega] area," says Foster, now 81, says.

Interstate 20, not completed at the time, would be the major artery between Atlanta and Birmingham, so access would be natural. Further, Interstate 65 would run south from Nashville and north from Mobile and Montgomery into Birmingham, adding access for fans as far-flung as Kentucky and the Gulf Coast.

With input from the chamber of commerce in Anniston, Ala., France lit on a site outside of Talladega. The bargain was that France would be given the surrounding land, and would be allowed to improve the little airport, an old military airfield, already on the property.

Former driver Fonty Flock, an old friend of France's from the beach-racing days, was a Georgian who had connections in neighboring Alabama. He approached France's top lieutenant and publicist of the time, Jim Foster, with an idea. What about a track between Atlanta and Birmingham?

Alabama, and its governor of at the time, George C. Wallace, were was more open to commerce.

"It would probably be the biggest track we've got today -- oh! The people within driving distance!" says H.A. "Humpy" Wheeler, a young short-track promoter at the time, now retired as longtime president of Charlotte Motor Speedway. "The problem was that people in South Carolina didn't think it would ever amount to anything The one thing they would not do, which he insisted had to be done, was give him blanket permission to run on Sunday."

As it happened, France might have built his mammoth track now in Talladega in the Greenville-Spartanburg area of South Carolina instead, along what is now the teeming "I-85 Corridor" between Atlanta and Charlotte. If not for South Carolina blue laws, that is, prohibiting public activities on Sundays.

"Beyond Talladega, Big Bill really stepped aside quickly," retired driver Bobby Allison recalls, "and Bill Jr. came in more and more."

Here he would take his greatest gamble, make his strongest stand, fight his bitterest conflict with his drivers, -- and win. But he would leave so exhausted that, some feel, he never recovered.

The beginning of the end of Big Bill France's reign over NASCAR came near a sleepy town in east Alabama, little known at the time: Talladega.

"But Daddy always told me, 'Look: We're playing his game with his ball on his field. You have to play by his rules. If you don't like his rules, go home.'"

As the Pettys waited, Lee "was saying, 'Wonder what the son of a gun's gonna do now,'" Richard says. From the beginnings of NASCAR, France and Lee Petty "never really hit it off. Daddy was just as damn stubborn as he was.

"I have no thought -- not a lot of question, anyway -- that he [France] was smart enough to see, 'Here's something I can milk for three or four days.'"

But Richard Petty has wondered ever since just how close that finish really was.

For three days, France waited to declare a winner, soliciting photos from all sources. The ongoing controversy made national headlines daily out of what otherwise would have been a one-day story from the new track.

For that first Daytona 500, on Feb. 22, 1959, Lee Petty was in what would have been a photo finish -- if Daytona had had a finish-line camera then -- with Johnny Beauchamp.

The first time Richard Petty, then 21, drove through the tunnel of Daytona International Speedway, the infield was barren, "like the surface of the moon," he recalls. He was with his father, Lee Petty, driver of Petty Enterprises' Oldsmobile coupe. Inexperienced Richard would be relegated to the team's 2-year-old convertible that had no chance of winning.

Fifty-five years later, "I go out there and look at it now, and I think, 'Yep. It is.'"

Construction continued, and "Pop [Big Bill] took me around that racetrack before they put asphalt on it," Betty Jane France, Bill France Jr.'s wife, recalls. "They had gravel on it I remember him saying this was going to be my future. I thought, 'Right.'"

Murchison sent a top lieutenant with an immediate loan, and they arranged more financing.

Clint Murchison Jr. had his own sports project going -- trying to establish an NFL franchise to be known as the Dallas Cowboys -- but, as a construction magnate, he had shown keen interest in France's speedway.

Big Bill's knack for making and keeping high-rolling friends was at least as important as his vision. By 1958, he had run out of money for his superspeedway project at Daytona, and the high banking hadn't been built yet. He phoned an acquaintance in Texas.

From this little office, Smith's opinions and ideas still thunder over the NASCAR landscape. He is in many ways the shadow government. In the 1990s, he told a reporter, "If NASCAR ever comes up for sale, I'll be the first one in line to buy." And, "That's still true," he tells the same reporter now.

By 1997, when Smith opened his grandiose Texas Motor Speedway at an initial cost of $250 million, there was widespread speculation that Smith meant to start a rival league to NASCAR. Smith has always denied that -- but the France empire has always kept an eye on him.

The two conglomerates are the result of a track-acquisition war between Smith and the Frances in the 1990s. The consensus among observers, then and now, was that the Frances -- previously limited to Daytona and Talladega in their track holdings -- started buying tracks to keep Smith from getting them.

Bruton Smith at 86 sits in a tiny office in a Ford dealership on Independence Boulevard in Charlotte. From this unassuming cubbyhole, he runs his vast empire of car dealerships called Sonic Automotive, insurance companies and, most noted of all, Speedway Motorsports Inc., of which he is chairman.

"He does it now to a certain extent. He tried to do it even more so about 15 years ago."

One thing is certain, Petty reckons: Had Smith remained as an early player, "Bruton would have kept things stirred up. He really would.

Did he [Smith] make sure France didn't have him drafted?" Richard Petty says with a laugh, half-kidding, but remembering France's notorious knack for maneuvering.

"Everything I had built up to that time went down the tube. And it opened the door for Bill and NASCAR. And he picked up all the pieces."

"Well, about Feb. 10 [of 1951], I guess it was, I'm standing somewhere down here [in a government building in Charlotte], holding my hand up, being sworn into the Army. I was drafted.

"I said, 'Well, I'll think about it,'" Smith says. "That's November. That's important. I said I'd think about it.

So at this dinnertime de facto poker table, Smith wondered why he should come to France's aid. If NASCAR fizzled out, Smith's NSCRA would control the emerging sport of stock car racing.

I was drafted. And I said, ‘Oh, s---’ Everything I had built up to that time went down the tube. And it opened the door for Bill and NASCAR. And he picked up all the pieces.

Smith on the other hand was feeling well-staked, more than flush: "Oh, man, I may have had $50,000," he deadpans now.

"I think there was no doubt Bill was broke. So I knew that's why he wanted to merge."

"I said OK. The purpose of the meeting came out. He wanted to merge. I was kind of flabbergasted, but I was not surprised

In November 1950, France phoned Bruton Smith "and wanted to fly up and have dinner," Smith recalls.

It was strictly stock, except that Mantz had made one modification not covered in the rules. He put truck tires on the Ford, for durability.

Mantz won. The Ford was owned by Bill France. He'd bought it off the showroom floor for running errands, but Mantz had talked him into entering it in the race.

Steady-running, in a little Ford coupe that was no match for Byron's Cadillac or Roberts' Oldsmobile, was a Californian named Johnny Mantz. From the Indy 500, he'd brought with him the style that won such races: consistency and patience.

But the regulars knew only one way to run on the short dirt tracks: all out. They kept wrecking, blowing tires, falling back, coming back to the front, falling back again

Well, all right, then. Against France's better judgment, NASCAR would sanction the first Southern 500, on what would become known as NASCAR's first "superspeedway."

France didn't like any of this, but his hand was forced. He sought wiggle room. He found it when he learned that Brasington and the Central States league were having trouble drawing a sufficient field of cars and drivers to Darlington.

Then, out of Atlanta, came worse news. Promoter Sam Nunis, who the previous year had drawn NASCAR's largest crowd to date, more than 33,000, to Lakewood Speedway, announced that Lakewood, too, would host a 500-mile race.

But as 1950 wore on, France was cornered on several fronts. Brasington, his request for sanctioning rejected by NASCAR, turned to a Midwest-based organization, the Central States Racing Association.

France was concerned not only about the paving, but also about the distance. Never had stock cars been run anywhere near 500 miles. Who knew whether they were durable enough? What if very few cars -- or even no cars at all -- were able to finish that distance?

And Brasington, smitten on a visit to the Indy 500 in 1948, had determined to run stock cars for 500 miles at his new facility.

Darlington Raceway would be bigger than the biggest dirt track NASCAR ran at the time, 1-mile Lakewood Speedway in Atlanta.

He still believed that. But now, this Brasington fellow was building -- and paving -- a 1.366-mile oval track, out in the boondocks of South Carolina.

France was wary of both ideas. Dirt tracks had been a cornerstone of his blueprint for NASCAR, even in his speech during the formative meeting in 1947: "A dirt track is more than necessary to make a stock car race a good show. In fact, stock car races not held on dirt are nowhere near as impressive."

One was a giant, paved track. The other was a 500-mile race for stock cars, a Southern answer to the Indianapolis 500.

But France was caught unawares by two towering notions for the future of stock car racing that arose in the summer of '50, both from the same man, a South Carolina dreamer named Harold Brasington.

"But Bill just wanted to show all the people that he had the power to do that."

"Daddy would have won the championship real easy, and he still wound up second in the point standings.

When France found out about it, "He took all of Daddy's points," Richard says. "And Daddy started all over again [with zero points in midseason]

It was an off weekend for NASCAR, so the Petty family loaded up Lee's car and went to compete in the NSCRA race.

In 1950, "Daddy was leading the [NASCAR] point standings," Richard, who was 13 at the time, remembers. "Bruton Smith put on a race over there somewhere around Charlotte."

Richard Petty, still NASCAR's winningest driver with 200 victories and seven championships, recalls the first time France came down on his father, pioneer stock car racer Lee Petty.

Smith, now 86, has been a thorn in the side of the France family ever since.

So he began promoting races, and was such a natural at it that his NSCRA was a threat to the fledgling NASCAR organization France had founded in Daytona Beach in 1947.

What Smith lacked in experience, he made up in drive, self-certainty and showman's instinct. Like France, Smith had built his own race car as a teenager. Unlike France's mother, though, Smith's mother forbade racing.

This shouldn't have been much of a contest. France was 40, and by now vastly experienced as a promoter. Smith was 22 and not long off a North Carolina cotton farm.

The France and Smith leagues were "battle royal on races, and we were working against each other all the time for drivers," Smith recalls. "I always had more drivers than he had."

[Me and Bill France Sr. were] battle royal on races, and we were working against each other all the time for drivers. I always had more drivers than he had.

Outside trouble lay just over the horizon at Big Bill France's first Strictly Stock race. The trouble? There already was a similar series. It was being run by the National Stock Car Racing Association, which was run by prodigy promoter Bruton Smith.

Inspectors found rear springs that were hardly stock. Sure enough, the car had bootlegger suspension. Dunnaway was disqualified.

Finally, on June 19, 1949, France staged his first "Strictly Stock" division race, at the Charlotte, N.C., fairgrounds. Wouldn't you know -- the apparent winner cheated. Glenn Dunnaway's Ford had handled remarkably well on the dirt track. Too well.

So NASCAR had to set sail on the converted moonshine cars of pre-war vintage, called the modified division.

But Byron won in a "modified" car. France's notion of truly "stock" cars racing -- common men in common cars -- had to be postponed. Detroit, retooled during the war for production of military vehicles, hadn't produced passenger cars for the duration, and was just now getting back to it.

The other significance of the day was barely noted. It was 50 years to the day after the first NASCAR race ever run, on the beach course at Daytona. The winner was Red Byron, driving for a liquor and gambling kingpin from Atlanta named Raymond Parks, the man who had given France the occasional chance to race in an extra car in the days before World War II.

The news that flashed worldwide from Daytona Beach on Feb. 15, 1998, was that NASCAR's biggest star, seven-time champion Dale Earnhardt, had finally won the Daytona 500, on his 20th try.

There was a rivalry, then, mainly in the North. France had control of the South. At Indy, the official who had him ejected was on the AAA's "contest board, and they were jealous of NASCAR," France would tell book collaborator William Neely years later. "We left and went back to Florida and built our own speedway."

The American Automobile Association, then the sanctioning body for Indy car racing, had snubbed France when he sought AAA sanctioning for stock car racing in 1947. So he formed NASCAR, and France's fledgling league was successful enough to get the AAA's attention and cause the country's largest automobile club to start its own stock car racing series.

But France left with a bigger notion than the apocryphal vow: He would build his own speedway -- as big as, but faster than, Indianapolis -- down in Daytona Beach, Fla.

He said no such thing, just left peacefully, according to John Cooper, a friend and confidant to all three generations of the France dynasty of NASCAR.

Legend persists that when Big Bill France was ejected from Indianapolis Motor Speedway during the 500 in 1954, he yelled over his shoulder on the way out: "I'll own this place someday!"

"We're trying to keep it," he said, "where you can touch it."

He continued to look all around him, not particularly approvingly, and he said something enormously profound.

"NASCAR sure has come a long way," I said, making small talk with him.

He seemed overwhelmed by all of this, seemed to be looking for something familiar. I saw him look over at me, and we walked toward each other.

I spotted the old czar struggling into the tent, walking with the aid of two canes. He was looking all around him at the bedlam, the milling reporters and camera crews and handlers hustling their drivers from one stage of the interviews to another.

What wouldn't leave my mind all that evening was a valiant effort, a tragic scene, up close and personal, from several years earlier. It was on a media day to kick off Daytona SpeedWeeks, and the gathering was such a mob scene that no Daytona media center or press box could hold it; it was conducted in a big, circus-size tent outside the grandstands.

The day Bill France Jr. died -- June 4, 2007 -- was a Monday. A race, rained out on Sunday, was being run at Dover, Del. His death was announced during the telecast.

"My father says, 'Well, did you get it all back?' Billy says, 'Of course. Next day I called 'em all in when I'm feeling better, and I said, 'I want all my s--- back.'"

France told Big Jack about giving away personal items while he thought he was dying.

And when France defied doctors' prognoses and survived the crisis in Jacksonville, "Billy couldn't wait to call my father [longtime Connecticut track owner "Big Jack" Arute, now deceased]," the younger Arute says.

When longtime friend and lieutenant John Cooper, who shared France's sense of humor, walked into the hospital room and wryly asked for his wristwatch, he got the struggling, whispered answer, "F--- you."

"Billy's giving everything away," Arute says. "'Here, you take this, you take that ' "

Woozy from pain medications, Bill France Jr. had been giving away personal items -- his watch, his boat

In the summer of 2000, the second czar was near death in a Jacksonville hospital. His wife, Betty Jane, had invited a handful of close friends, by and large "to say their goodbyes," broadcaster Jack Arute recalls.

But to that inner circle, "he clearly and openly said he had made the decision to smoke and he knew the potential consequences," Pennell continues. "I think it actually perturbed him that people wanted to dwell on the irony, if you will, that the product and sponsor that helped him and NASCAR be successful had contributed to, or, for that matter, caused his death, depending on how you want to look at it."

"I feel he truly was able to separate his illness from the business partnership," Pennell says. "And he wasn't going to let the media or anybody else, internally or externally, turn it into anything else."

But France wasn't going to give the public that sort of terrible irony to feed on. He steadfastly refused to divulge the nature of his cancer. It was widely suspected, but only his inner circle, and the hierarchy of R.J. Reynolds Tobacco Co., knew.

By 2000, France had largely recovered from the heart attack of '97, but he'd also been diagnosed with lung cancer. Some might have considered it the price of his decades of loyalty to the Winston sponsorship of NASCAR -- if they'd known.

"He said, 'The damn things are pulling all my fillings out, but they give me something to do,'" Pennell recalls. "'Now, I'm trying to use them to buy me time to think through a question.'"

France tried to replace the cigarettes with small pieces of candy, particularly Bit O' Honey.

"And by then I'd been able to think through what I wanted to say."

"He says, 'Well, dammit, when I smoked, if somebody asked me a hard question and I wanted to think about it for a second, I could reach into my shirt pocket, pull out my cigarettes, pop one out of the pack -- that took a couple of seconds -- then tamp it down and then put it in my mouth and then reach in my pocket and get my lighter, and reach up and light it and take that first drag

"I said, 'That's an interesting comment. Why is that?'

"My first trip to his office after he had stopped smoking," former RJR executive Cliff Pennell says, "he looked at me and said, 'You know, Cliff, I'm just not near as smart as I was when I smoked.'

Even in telephone interviews, you could hear that Bic lighter clicking -- especially if the question was tough.

He did, but his loyalty to RJR remained staunch. Never once did he apologize that NASCAR's primary sponsorship was from the Winston brand. Before the heart attack, his only personal concession had been to switch from smoking Winstons to smoking Vantage, a supposedly lower-tar brand also from RJR.

In 1997, en route to a NASCAR exhibition race in Japan, Bill France Jr. suffered a heart attack. He was hospitalized in Japan, stabilized, and then sent back to the United States for treatment. His doctors in Florida issued perhaps the only order from anyone other than his father that he ever obeyed: He must quit smoking.

My first trip to [Bill France Jr.'s] office after he had stopped smoking, he looked at me and said, ‘You know, Cliff, I'm just not near as smart as I was when I smoked. ’

Wheeler, an avid amateur boxer, knew when he'd taken an uppercut to the chin. All suppression of the other beer companies ceased.

"But Billy says, 'One more thing.' Humpy turns back toward him, and Billy says, 'Just as soon as that green flag drops on Sunday, that godd--- race belongs to us. And after five laps, we will red-flag that race, and Ned Jarrett will walk out there and give the Busch Pole Award on live national television. It'll be much better publicity for Busch anyway. And there's not a godd--- thing you can do about it.'"

"Billy just looks at him; doesn't get mad, doesn't raise his voice, doesn't even blink.

"Humpy comes through the door without knocking, all red-faced he's so mad. He points his finger at Billy and he says, 'I just want you to know there's not going to be any Busch Pole Award given today after qualifying.'

North Carolina sports writer Benny Phillips, a paraplegic on crutches, was sitting with Bill France Jr. in the office of the NASCAR transporter. When a livid Wheeler barged in, Phillips wasn't capable of getting up quickly and excusing himself from the argument he saw coming.

In the mid-1980s, Miller Brewing Co. had just signed on as title sponsor of the fall race at Charlotte Motor Speedway, at which Humpy Wheeler was president. Wheeler was suppressing, indeed trying to stop, all other beer brand promotion for the weekend. That included the pole award given weekly in a ceremony by Busch marketing representative Ned Jarrett, a former driver.

He always listened. More often than not he growled in response, but he always listened first.

Here's what impressed the entire NASCAR traveling show -- drivers, crewmen, team owners, track owners, promoters, even the reporters of a NASCAR media corps that was much tougher on the sport than it is now about Bill France Jr.: He was always there -- every Sunday, always at the NASCAR transporter, chain-smoking -- ready for any verbal set-to with all comers.

"He was there for the good of NASCAR and what he thought was right," Hendrick says, "and, by dammit, that's the way it was gonna be."

"He was more democratic" than Big Bill, Bobby Allison says, "but not a lot more."

"If you're gonna write that this is a dictatorship," Bill France Jr. often told reporters, "Write that it's a benign dictatorship."

On the other hand, "Bill Jr. was 50 percent [dictator]," Petty says. "Because he left a lot of stuff up to a lot of people. He was good about bringing in information before he made his comment "

"Big Bill was 100 percent dictator," Petty recalls. "I don't know that he took a lot of people's advice. I mean, he talked to people, but then he made up his mind and he wasn't going to change his mind. It was a one-man show."

Big Bill France, the first czar, had ruled NASCAR with an iron fist. His son ruled with a calm, pragmatic hand, but it was iron, all right.

Even Dale Earnhardt, the most brash and ruthless NASCAR driver ever -- and whom the man France would call NASCAR's "greatest driver ever" after Earnhardt's fatal crash in 2001 -- knew better than to rear-end France's car.

"And I swear to you," Earnhardt told a reporter later, "Bodine kept trying to get me to hit France in the ass."

In the movie, the drivers beat and bang on each other in passenger cars on the way to dinner. It didn't happen that way in real life. France drove one car, Earnhardt the other.

"Richard and I rode with Bill," Hendrick continues. "And we went to eat. And there was no more trouble."

"He said, 'Now, let's go eat.' He said, 'Y'all understand?' We all said 'yeah.,'

"He said, 'I think that'll teach you that this is not gonna happen. We could look at videos and talk about whose fault it is and all that s---, but we ain't. This is it.'

"He said, 'Richard, I don't know what you'd do if you weren't racing. Rick, I guess you could go back and sell cars. But this s--- is over. And if I even see you guys get close to each other, I'm gonna have to park you and come down out of the tower and get across the track after the race and inspect those cars and make sure something's not broken in the steering [to mitigate the circumstances lest he suspend them indefinitely].'

"We walked in there [to France's office]," Hendrick recalls, "and he said, 'You know, Dale, you make a pretty good living doing this.' And he told Bodine, 'You've done real well.

The scene was drawn from a NASCAR reality. The feuding drivers are based on Dale Earnhardt and Geoff Bodine, their car owners on Richard Childress and Rick Hendrick, and Big John on Bill France Jr. There was a summit meeting in Daytona Beach.

In the film, "Days of Thunder," there is a scene in which the racing chieftain, Big John, summons two feuding drivers to Daytona Beach to buy them dinner and read them the riot act about wrecking each other, race after race. He tells them this is going to cease, or else.

But that bond would make NASCAR what it is today.

As the years passed, an unflinching loyalty developed between the new man in charge and NASCAR's primary sponsor that, some believe, helped kill Bill France Jr. decades later.

"He was able to work with Winston, and Winston took us to the next level," Petty says.

So Winston and the second czar embarked together, in lockstep, toward taking NASCAR from the backwoods and boondocks toward mainstream American acceptance and following.

And the RJR sponsorship, via the Winston brand, in '71 and '72 had brought a new, vast, revolutionary, Madison Avenue-type approach to promotion and advertising.

"Because, at that time, NASCAR had too many tentacles out to be a dictatorship," Petty continued. "They'd started looking into television, having their own radio network and programs "

"From the beginning, I said, 'This is what we need: a fresh look at everything,'" Petty recalled. "Me and Billy were about the same age. We came up through the whole scenario of growing up at the racetrack and watching NASCAR develop I said, 'This is gonna be good.'

Only three entities fully supported the ascension of the second czar to the throne: Betty Jane, his wife; R.J. Reynolds Tobacco Co., which came to power in NASCAR pretty much alongside Billy; and the unquestioned star driver of the time, Richard Petty.

"You could not believe all the people -- owners, track promoters, drivers -- who said, 'Oh, God. This is not gonna work,'" Richard Petty recalled.

In '72, as soon as "Bill France Jr." assumed the role at the top of NASCAR, doubt ran rampant as to whether he had what it took to replace Big Bill.

(Twenty years later, when William Henry Getty France, founder and first czar of NASCAR, died at age 82 on June 7, 1992, after a long bout with Alzheimer's disease that the family vehemently guarded as a secret, the man who'd come to be known as Bill France Jr., would become, to himself and the public, simply "Bill France.")

In 1972, William Clifton France had been made president of NASCAR by his father. Billy wasn't really a junior, and "He hated [being called Billy]," says his widow, Betty Jane France.

On his methodical path, many drivers would become millionaires, some multimillionaires. He, his brother, Jim, and Bruton Smith would become billionaires.

Whereas Big Bill France had been a visionary, Bill France Jr. saw through the eyes of the common folk, the fans, and sensed what appealed to the American masses.

Wearing "my other hat," as he called his role running the family-controlled International Speedway Corp., he would expand ISC holdings from just two tracks -- Daytona and Talladega when he took over -- to 12, from Watkins Glen, N.Y., down to Miami, out to Chicago and Los Angeles.

He would transform a largely regional sport into a $2 billion-a-year national industry to which Fortune 500 companies would flock as sponsors, seeking the TV exposure he was building with his media savvy and his understanding that his sport must be entertaining. When he made rules changes, they usually were to enhance "the show," as he often put it.

From there, during the next quarter-century of his reign, the second czar would drive NASCAR relentlessly uptown and into the mainstream, out of the occasional delayed-telecast segment on ABC's "Wide World of Sports" and into live national television coverage of every lap of every race.

From that night on, nobody, ever again, questioned who ran NASCAR.

Methodically, legally, with the caution and pragmatism that would become his trademarks as the second czar, Billy France dropped the hammer on A.J. Foyt.

And that was that. With Foyt's, Waltrip's and Marcis's times all "disallowed," a bean farmer named Ramo Stott from Keokuk, Iowa, started on the pole for the Daytona 500. The first three had to earn starting spots anew in the 125-mile qualifying races.

The only response he would get would be what I have long since called Billy France's owl-eyed look. Whenever he was displeased or intense, rather than speaking, his eyes would grow perceptibly wider -- the owl-eyed look.

The veteran sports writer Fred Seely, annoyed with the legal mumbo jumbo, shouted out from the media gathering, "Billy, why don't you just say they were cheating and be done with it?"

Thus, as the evening of Feb. 8, 1976, dragged on, many of us in the media suspected Foyt might be threatening to sue NASCAR. Finally, long after dark, Billy read a statement that had been carefully edited by the lawyers, saying that the qualifying times of Foyt and Waltrip had been "disallowed" due to "non-approved" equipment.

Billy, why don't you just say they were cheating and be done with it?

With that came a hero's reputation, an image that, in Foyt's mind, could be damaged by an allegation of cheating. (To this day, Foyt denies he and Ellington were cheating at Daytona in '76.)

But, back then, the son of that good man knew he had to be the one who made the disqualification stick. Legally. Foyt was a household name, a three-time winner of the Indianapolis 500 (he would win his record fourth Indy the following year, 1977) and had won the Daytona 500 in 1972. That, plus his win of the 24 Hours of Le Mans with Dan Gurney in 1967, made him arguably the most versatile driver in the world.

That was it? That was all it took to turn a raging bull into a whipped puppy? Why?

Big Bill, Foyt finally recounted all those years later, "walked in and looked at me. He said, 'A.J., are you illegal?'

It took me 23 years to get Foyt to tell me what was said inside the station.

When Big Bill came out, he had an arm around Foyt's shoulders, and Foyt's head was bowed as he muttered, "Yessir Yessir Yessir "

Then, suddenly, a big Pontiac Bonneville came flying through the garage-area gates and came to a screeching halt just outside the inspection station. The driver threw it into park but left the engine running and the door open as he emerged -- all 6-foot-5 of Big Bill France -- and went inside. For reasons I will never know, he had a referee's whistle around his neck.

So there I stood, waiting, with Jacksonville, Fla., sports writer Fred Seely, thinking how, even with Foyt in his face, Billy France had not blinked, had never changed the stoic expression on his face.

At one point, Foyt stomped out, bringing Bill France Jr., with him, France's neck in the crook of Foyt's left arm, Foyt's right forefinger gesturing right between Billy's eyes. Foyt was doing all the talking. Then, unable to escape prying media eyes, Foyt dragged Billy back inside the inspection station.

But he wanted to make one more point with Bill France Jr., still called "Billy" at the time, the president of NASCAR though everybody knew his father, Big Bill France, was still the boss in the background with the final say. So Foyt stormed back inside the inspection station.

I got down to the inspection station just in time to hear Foyt tell his car owner, Hoss Ellington, "Let's load up." No way he was going through the humiliation of re-qualifying. "Let's go home."

The high-profile names involved made this cheating bust, on Feb. 8, 1976, the most notorious ever at Daytona, and, for that matter, in NASCAR.

Young Darrell Waltrip had been disqualified from the outside pole. Both cars were believed by NASCAR officials to have used nitrous oxide gas for quick bursts of power on qualifying laps. Dave Marcis, third fastest, had his time disallowed for a blocked radiator.

A.J. Foyt had just been thrown off the Daytona 500 pole for cheating, and he was steaming.

But this message, too, was clear to all present: Everyone was responsible for keeping an eye on Brian.

"I want every one of you to know, Brian earned this position," he said, according to two people who were present, "the minute he decided to keep the last name 'France.' "

Now, he was about to be made a vice president of NASCAR. He had been brought home to headquarters in Daytona Beach. As he made the announcement, Bill France Jr. got that wide-eyed look of his as he glanced around the boardroom table.

"You know the short-track business," Brian says now. "You get judged every Saturday night on how good the racing is, how many people are there, how bad the hot dogs taste, on and on and on. "

Back in time again. Seven years before the Helton announcement. Brian France had just finished his second year at a family-owned dirt track in Tucson, Ariz., to learn all the aspects of running and promoting a track.

"Because," said the aging second czar, "he's got lots of street smarts."

As France Jr. walked away from the news conference at which Helton had been named COO, I asked him a simple question that for some reason had not yet been asked.

From Daytona, Helton was sent to manage Talladega Superspeedway. And from there, he was named NASCAR vice president for competition in '94.

Helton had worked in radio in Bristol, Tenn., and then, beginning in 1980, as a publicist for the NASCAR track in Atlanta. By 1986, Helton was running Atlanta International Raceway, as general manager. NASCAR officials liked the way he operated. Bill France Jr. recruited him to work for International Speedway Corp., a publicly traded company controlled by the Frances.

The message was clear: France did not yet consider his only son, Brian, then 36, ready to take full control of the organization. Until that moment, no one not named France had ever managed the day-to-day operations of the National Association for Stock Car Auto Racing since Bill France Sr. founded it in 1947.

Two years earlier, in February of 1999 at Daytona International Speedway, Bill France Jr. made another stand, and it resounded through the media center. France named Mike Helton chief operating officer of NASCAR.

And Jim France said to me, "I credit Dale Earnhardt for saving my brother's life."

The previous evening, his elder brother had sent out a one-sentence statement: "NASCAR has lost its greatest driver ever."

And so, the day after Earnhardt died, just before a news conference on the situation, I approached Jim France, who was standing off to the side, staying in the background as usual.

Some are convinced that that phone call gave the second czar a reason to believe he was still important, to believe he shouldn't just lie down and die.

"You better get out of that hospital bed and come down here before that kid of yours f---s- up everything," Earnhardt supposedly said.

At one point, when the NASCAR communications group headed by Brian France, Bill Jr.'s son, was revamping copyright rules for audio, video and the rights to drivers' images, Earnhardt is said to have phoned Bill Jr.

Earnhardt's tough sense of humor was widely suspected to have sustained Bill France Jr. during his fight against cancer. During Bill France's brush with death in 2000, Earnhardt had been one of the most important visitors at the hospital in Jacksonville.

And so, the last thing Jim France has said to me was on Feb. 19, 2001, the day after Dale Earnhardt was killed on the last lap of the Daytona 500.

Jim France, now 69, declined to be interviewed for this series of stories on the family. He responded to the requests through a publicist with a message that he doesn't intend to change a personal policy against granting interviews.

Since his youth, James C. "Jim" France, Bill Jr.'s younger brother by 10 years, has chosen to stay deep in the background of NASCAR and International Speedway Corp., although he has held various executive positions. Because the family keeps their finances a closely guarded secret, it is difficult to know the truth about this -- but many believe Jim France to be one of the two principal owners of NASCAR, along with his niece, Lesa France Kennedy.

That was his signal that all was well between us, that we would continue on with the working relationship we'd had for decades.

"I just want you to know," he said, "that a year or two ago, I'd have run over your ass."

The following February, I picked up my Daytona 500 credentials at the NASCAR building across the street from the speedway and was about to step off a curb when a silver SUV came to a screeching halt in front of me. I hadn't stepped out into the street, but the driver stopped suddenly, as if he had almost hit me.

His health growing worse, his last great battle fought and the Earnhardt crisis past, Bill France Jr. appointed his son, Brian France, chairman and CEO of NASCAR in 2003. Helton would remain as president.

"Worse," I said. "He sat across the aisle from me the whole time, giving me a look that said, 'F--- you.' "

"Did Bill France say 'f--- you' at the announcement yesterday?" the CNN executive asked.

That's the way I felt the morning after the announcement.

Bradlee told them a story about how, when he was a White House correspondent, he had learned from reliable sources that President Lyndon Johnson was about to fire J. Edgar Hoover as director of the FBI. Bradlee's story ran in the Post, and the next day, LBJ held a news conference appointing Hoover for life and supposedly whispered to an aide, "Go tell Ben Bradlee, 'f--- you.' "

The next morning, an old friend at CNN phoned me in my hotel room. He recounted a story I already knew about how Carl Bernstein and Bob Woodward of the Washington Post had been let down by a source during their Watergate investigation. They had been summoned to the home of editor Ben Bradlee.

Eleven days later, at the announcement, France took a seat directly across the aisle from me in a ball room at the Atlanta Hilton. He looked at me at times. There was no mention of changes to the front ends of the cars.

I still believe the sources were being honest -- according to what they knew at the time. But, "You broke the story too early," a former France lieutenant told me later. "You gave Bill Jr. too much wiggle room and time."

In August, a formal announcement of the findings was scheduled in Atlanta. In the meantime, I had written a story gathered from two high-level NASCAR sources, indicating that one of the major findings and major changes to be announced in Atlanta would be to make the front ends of Cup cars more crushable for energy absorption.

NASCAR conducted its own internal investigation of the Earnhardt fatality with its own hired experts, essentially professional expert witnesses.

The Ford executive asked what had been said. I told him. Considering the crisis, the Ford man asked, "What on earth could he have to do that's more important than talking about 'that god damn s---'?'"

Nearby, out of earshot, a marketing executive with Ford Motor Co. had been observing. The Detroit manufacturers were all very concerned about the crisis -- they had even begun pleading with drivers to wear the HANS device the previous year.

I felt sure Franklin would have. But that was that. France turned away and went inside the transporter.

But then suddenly, barely perceptively, he softened. "Hinton, I'd talk to you," he said, "if I believed that editor of yours would print everything I say."

"I know what you want," France said. "We're trying to run a business here, and I haven't got time to talk to you about that god damn s---."

Bill France Jr. was very weak physically -- this was only months after he'd been near death from cancer -- but staunch in every other way. He glared at me, even through his sunglasses, as I approached the NASCAR transporter. France was standing outside. Hunter had already told him what was coming.

The story quoting the EMT was to run on a Sunday -- the day of a race at Fontana, Calif. -- in all the Tribune Co. papers, including the Los Angeles Times. I was covering the race, so I was tasked to inform NASCAR that the story was about to run and seek comment.

Weeks later, Sentinel investigative reporters found an emergency medical technician who maintained that, when he arrived at the scene of Earnhardt's fatal crash, his seat belts were not broken. NASCAR had claimed, since February, that a broken belt had been found in Earnhardt's car.

I don't remember whether I said this to Franklin, but I do know what I thought:. "Bill France Jr. called you in a rage, and he only said 'f--- you' twice? Is that all?"

Editor Tim Franklin told me he'd just gotten a call from "Mr. France," who was furious. In fact, Franklin said, "He used the F-word -- twice."

The next morning, I flew from North Carolina to Daytona Beach. As I pulled up in the NASCAR parking lot, I figured I'd better check in with the editors in Orlando to see if there were any new developments before I went inside.

"At that point," Hunter would tell me later, "it got personal."

Then, seeking comment from Helton, one of the Sentinel reporters pursued him by car from NASCAR headquarters in Daytona Beach to his home in Ormond Beach. The reporter knocked on the door, and it terrified Helton's wife because there had been a serial rapist loose in the Ormond-Daytona area.

Still, the matter didn't reach its crescendo until April. At Darlington, S.C., Helton let slip at a news conference that NASCAR had already had its own medical experts view the autopsy photos. That gave the Sentinel lawyers their legal footing.

Teresa appealed to NASCAR fans to let the Sentinel know how they felt, and the Sentinel received more than 30,000 emails of protest.

Earnhardt's widow, Teresa, backed by NASCAR, resisted the independent viewing of the autopsy photos. Teresa feared they might get out onto the Internet, as had happened with the autopsy photos of Nicole Brown Simpson and Ronald Goldman after the notorious O.J. Simpson murder trial.

The action was initiated by editors, lawyers and the publisher, who didn't ask me for an opinion on whether they should go after the autopsy photos. I heard about it third-hand, after a friend of my wife's heard the news on CNN.

After Earnhardt's death, the Sentinel poured more resources into the investigation and even went to court to get permission for an independent expert to view the autopsy photos of Earnhardt to determine whether a HANS or similar device might have saved him.

The idea for the Tribune Co.'s safety series was initiated at the biggest paper in the chain, the Los Angeles Times, after Irwin's death in 2000. But another Tribune Co. paper, the Orlando Sentinel, only about 50 miles from NASCAR's backdoor in Daytona Beach, took the lead in the investigation.

Powell finally spoke. "He said, 'In my experience, being pissed off at the media is not a plan,' " Hunter recalled later. "Everybody cracked up, and we got to work."

In his first meeting with NASCAR, Powell listened to a rant by Bill France Jr. about the media stampede in the wake of Earnhardt's death, the outcry for better safety standards and practices.

In 1999, France had made Mike Helton the chief operating officer of NASCAR. By 2000, Helton was the president. It was the first time anyone outside the France family had been given daily control. But in the post-Earnhardt crisis of '01, the second czar took back control of his realm with both his iron hands. He brought back trusted troubleshooter Jim Hunter from Darlington, S.C., to handle the public relations crisis. Hunter, in turn, enlisted the Washington, D.C., public relations firm run by President Jimmy Carter's old press secretary, Jody Powell.

And then he mobilized for perhaps the biggest fight of his life.

"He cried when Earnhardt died," says Bill France Jr.'s widow, Betty Jane. "He really did."

He dropped his cigarette onto the pavement, stepped on it and walked away.

"Bobby and Judy have worked hard all their lives for everything they've ever had," he said. "But since '88, it seems like they haven't been able to catch a break."

He let the gratitude go unspoken, dragged on his cigarette, reflected some more.

"Bobby and Davey were at my father's funeral [the previous year]," France said. "Davey was the only active NASCAR driver there."

He reflected silently before speaking. Bobby and Davey Allison had finished 1-2 in the 1988 Daytona 500. But later that year, Bobby had suffered career-ending injuries at Pocono, Pa. Now, in rapid succession, Bobby and Judy Allison had had to bury both their sons: Clifford had been killed during practice for a race at Michigan in '92 and then Davey in the helicopter crash in '93.

It was a hot July day, so France had his suit coat slung over his shoulder. He was, of course, smoking a cigarette, a Vantage, one of the R.J. Reynolds brands.

Bill France Jr. just wasn't the type to cry. In 1993, after Davey Allison died of injuries suffered in a helicopter crash, I found France standing alone after the funeral, by himself, far across the parking lot from the little Catholic church in Bessemer, Ala.

Earnhardt personally had pooh-poohed the HANS device, referring to it as "That f---ing noose." Earnhardt didn't understand the HANS and thought it might do more harm than good. He had boasted to me the previous summer at Indianapolis that he rigged his own safety equipment as he saw fit, and that "I've not pulled my brain stem apart."

Earnhardt was the fourth NASCAR driver in nine months to die of the same injury -- basilar skull fracture, a slightly more technical term than the one Bohannon used. The week before the '01 Daytona 500, Tribune Co., my newspaper chain of the time, had published my series of stories on basilar skull fractures and how they could be prevented with the HANS and similar head-restraint devices.

And then all hell broke loose. The media were all over NASCAR. Could Earnhardt's death have been prevented? For that matter, what about the deaths of Adam Petty (Richard Petty's grandson), Kenny Irwin Jr. and Tony Roper in 2000?

On Feb. 18, 2001, Dr. Steve Bohannon was Daytona's new track physician. So that night, when Dale Earnhardt's death was announced, Bohannon was asked to characterize the nature of Earnhardt's fatal injury.

Part V In the Crucible with the Current Czar

In the mid-1970s, NASCAR ran races on a road course in Riverside, Calif. A local recreational-vehicle dealership ran commercials during radio broadcasts of the races on the NASCAR-owned Motor Racing Network, MRN. The dealership had fallen into arrears on its advertising bills, so it offered to pay the France family in hardware, with an RV. Bill France Jr., the second czar of NASCAR, was the kind of man who was damn well going to collect the debts owed him, and if it took a cross-country trip in an RV to settle up, so be it. So he; his wife, Betty Jane; and their two kids flew to Los Angeles, picked up the RV and headed northeast. It's as good a jumping-off point as any to try to pinpoint exactly when Brian France began getting into trouble with his father. Enlarge "One of the most exasperating experiences I've ever had with Brian," said Lesa France Kennedy, 15 months older than her brother, and now chairwoman of the France-controlled International Speedway Corp. "It was the longest two weeks of my life. To this day, I will tell you it was the longest two weeks of my life." Brian was 12 at the time, and Lesa was 13. "Brian and I had drawn a line down the middle of the back [in the sleeping area of the vehicle]," Lesa said. "There was no crossing that line. But Brian kept throwing things over on my side. As I recall, I was always minding my own business. It was pretty brutal." Somewhere in Wyoming, at a gift shop, the kids were told they could pick out one souvenir each. Brian chose a little hunting knife that "you couldn't have done a whole lot with," Betty Jane remembers. "You certainly couldn't have killed a bear with it." But that's exactly what Brian Zachary France, middle name for his mother's family, meant to do after they settled into a campground in Yellowstone National Park. "I'd been watching too much Davey Crockett at the time," Brian admitted. In Yellowstone, Brian and Lesa went for a walk. Halfway through it, they argued again. Lesa turned back; Brian said he was going after a bear. And he promptly got lost. By the time he was found, Betty Jane was hysterical and Bill France Jr. was furious. Betty Jane was all hugs and kisses for her prodigal son; Bill France Jr. was all lectures and shouting. "The next morning," Lesa said, "I think the campground gate opened at 5 a.m., and my dad was the first one to get out of there. He was bumping that gate." "We were going to divorce in Denver," Betty Jane recalled. "I said, 'I'll tell you what: You can have the kids.' Bill said, 'I don't want 'em.' I said, 'I don't, either. They'll be homeless little brats.'" Enlarge Throughout the late '80s and early '90s, there had been rumors of a power struggle between the two siblings, Lesa and Brian. Lesa, adopted at birth, was generally considered the most intelligent member of the family, with her two bachelor's degrees, in economics and psychology, from Duke University. "I won't tell you there wasn't sibling rivalry there," Lesa said now of their time growing up. "I mean, two kids that close in age, with a dad as strong as he was? You're just going to have that." Apprenticed at age 14 to her grandmother on the financial side of the family business, "I never considered going up through the NASCAR ranks," Lesa said, "and I don't think my dad ever considered that. I don't think that was really my area. I loved ISC. I loved the track side." Even if Lesa was never going to assume the role at the top of NASCAR, Brian's ascent to the throne wasn't exactly straightforward. As late as February 1999, when he was already 36 years old, it was still on hold. Rather than elevate his son, Bill France Jr. instead turned over the day-to-day operation to someone from outside the family for the first time in NASCAR history. Mike Helton was named COO in '99, then president a year and a half later. I won't tell you there wasn't sibling rivalry there. I mean, two kids that close in age, with a dad as strong as he was? You're just going to have that. - Lesa France Kennedy Brian France didn't take over as chairman of NASCAR until 2003. So did it hurt? Was he disappointed? "No," Brian said. "For the last 15 years, I've had a big job with the company, where I could get what I consider big, important things done -- like consolidating our TV rights," which he did as communications vice president in the late '90s. "I never thought about being CEO of NASCAR, believe it or not," he said. "I had ambition, and all that. But when you have a successful father the way I did, and he was showing no signs of slowing down, the last thing I was going to do was start preparing or thinking about running NASCAR." You tell his mother, Betty Jane France, Bill France Jr.'s widow, that you're collecting stories from "the life of Brian," as you call it, and she begins to laugh. And she laughs. And she laughs. "He didn't take things as seriously as Lesa did," Betty Jane said. "Nobody's been fired more in NASCAR than I have," said Brian, 51, now the third czar of NASCAR. "Nobody." The first time, the way Brian remembers it, happened in his midteens, when he was cutting the grass at Daytona International Speedway, and, against the rules, took it upon himself to remove the canopy top from the tractor so he could work on his tan. "The maintenance guy said, 'We don't allow you to take the top off,' " Brian said. "I said, 'Bulls---.' I said, 'I'll put it back on. What's the difference?' " 'And, my last name is France.'" So he took the top off, drove away from the foreman and began cutting grass. "And I remember this big blue Bonneville -- whoop! -- pulled up." It was his father. "He said, 'You take that top off?' I said, 'Yeah.' He said, 'Did they tell you not to take it off?' I said, 'Yeah.' Enlarge "He said, 'You're fired.' "He goes, 'You leave the tractor right there, and you can walk to your car.' "That was the first time I got terminated." Like his father and grandfather before him, Brian France possesses an iron hand. It's just that he seldom wields it. Mostly, he moves it surgically. "Obviously, I take a lot of information," he said of all his various departments for media, marketing, technology and enforcement. But does he put the options up to a vote? "No, no, no, no." As it has been since 1947, when NASCAR was formed, a France still has the final say, the absolute authority. "I would not," Brian said, "have taken the job -- and I really mean it, and I said this to my uncle [Jim France, who is still believed to own half the NASCAR stock but remains deeply in the background] and everybody else [in the family] -- if I did not have the right to do that."

Just because Brian France was chairman and CEO of NASCAR, and just because his father could no longer fire him or even overrule him, didn't mean the dying Bill France Jr. would acquiesce to his son. "I was over at his house, and I was going to make a big change with one of our partners," Brian said. "And somehow he got really angry about that. "And he said, 'Out of the house!' I said, 'Excuse me? We're having a conversation here. It's dinnertime.' He said, 'You're not welcome in my house.' "This is over switching out a business partner from a marketing standpoint that he felt strongly about," he said. As Brian got up to leave, "I called my mom over. She goes, 'I know.' "I said, 'Shouldn't he apologize for that? I'm sitting around the dinner table just sharing something with him.' She said, 'Well, he should, but he won't.' "He tried to give me his own version of an apology later on that night," Brian continues. "He didn't apologize, but he said something to the effect that, 'You come charging in like that, you gotta expect that I'm gonna -- ' No one says it, but you know. You can see people who don't know my story and don't want to look at my life … at what I've done and the mistakes I've made … and want to think, ‘He's running everything, and it's all been handed to him.’ - Brian France "I said, 'Are you apologizing?' "'Nope.' "That was him. You knew where you stood. Everybody did. And I certainly did." When Brian France was named chairman of NASCAR, "I think it was good timing," said Rick Hendrick, the most successful current team owner in NASCAR. "Brian brought in a lot of marketing folks and created a big marketing arm, and got the TV going." Even as a vice president, Brian consolidated race telecasts into three major networks and got commitments for ancillary programming that would keep NASCAR before national television audiences on a daily basis. "The world was changing right along then," Hendrick said. "We were kind of on this rocket rise, marketing was changing, the sponsorship was changing, the TV packages and all that. So much was new. The old-school way of things -- the world was just changing." With his first major act, creating the Chase playoff system which began in 2004 for the then-Nextel Cup series, Brian France set off a national howl from traditionalists who deemed the new system too radical; too much like the other major sports. Accelerating NASCAR's proactive safety enhancements in the wake of the death of Dale Earnhardt in 2001, Brian set off another uproar when he set in motion the plan for NASCAR's Car of Tomorrow, which debuted in 2007. To begin the 2013 season, he instituted the Gen-6 car, which made fans happy by giving them back brand identity with passenger cars. But the latest car retains the safety aspects Brian wanted all along. "I was closer to Bill [Jr.] than I am to Brian," Hendrick said. "But I do feel like I understand Brian I think he's more open-minded. He tries to look at things from other sides of the world, where it's not so black-and-white. And it can't be." Enlarge Bruton Smith, 86, the man whose challenges to the France dynasty have been loudest and longest, said he senses something beyond open-mindedness. "Billy never did mind confrontation," Smith said. "Brian is different. He doesn't like confrontation." NASCAR's reigning third czar has a dream that, he said, "would surprise a whole lot of people": "If I could go disappear somewhere and no one knows who I am, that's the best [scenario he can imagine] in the world." The down mark on Brian is that Brian doesn't show up at the racetracks I think that's one of the reasons his status is not bigger inside the NASCAR community. - Richard Petty Even at age 51, Brian France's image is of an heir handed an empire more on nepotism than merit. "No one says it, but you know," he said of encounters with old-liners. "You can see people who don't know my story and don't want to look at my life at what I've done and the mistakes I've made and want to [think], 'He's running everything, and it's all been handed to him.' "I think the road has been bumpier for me than people might realize." Bill France Jr., the second czar, was feared and loved for his constant presence at the racetracks, standing at the back of the NASCAR trailer every Sunday morning, taking on the complaints of competitors and questions from the media firsthand, hands-on, head-on. "Billy was here just about all the time when he was healthy," said Richard Petty, who as a driver and then as a car owner has known all three generations of the Frances. "If you had a question, you'd go talk to him." NASCAR has grown up a lot since then from maybe 150 staff people in 1995 to something like 1,400 now. As an example, until the crisis arose in the wake of Dale Earnhardt's death in 2001, NASCAR's public relations staff consisted of a couple of officials with a handful of assistants. Now, the media group includes some 400 people. All of which keeps Brian France occupied. And, at the same time, it spawns the most common rap on the chairman. "The down mark on Brian," Petty said, "is that Brian doesn't show up at the racetracks." Do competitors resent that absence? "Yeah," Petty said. "I think that's one of the reasons his status is not bigger inside the NASCAR community." "Everybody criticizes me a little bit," Brian said. "They say, 'Well, you're not touching competition enough.' The truth is, this is a pretty big sport, and that's not possible. And if I managed it in that way, where I had to be making every call at the trailer on what happened on Saturday and Sunday, we'd be dead on pushing the sport forward on all these important things that a lot of people are eating out of and expect us to get as much right as we can "I get this question almost every media stop: 'Well, we don't see you around the tracks as much as we used to see your dad.' "Well, I hope not. I mean, we're dead if you see me."

When misbehaving drivers get "called to the hauler" after races, as the dreaded phrase goes, it is Mike Helton now, not a France, who is waiting for them. Helton is the man who does the chewing out, the laying down of the law, the drawing of the line. "Mike's strengths are on the regulatory side of the business," Brian said. "He likes the officiating, calling the balls and strikes." "I do; I do," Helton said. "I enjoy being at the racetrack a whole lot." Enlarge "And he's good at it," Brian continued. "While that's critically important, that's not necessarily my strength. I don't want to put my time in doing that, week in, week out, and he does." "I don't mind doing that," Helton said. "It's been a really good living for me." "I don't think Brian wants to come in here and try to be his dad," said Jeff Gordon, the current senior statesman among drivers. "I think he wants to keep the sport growing, and he's very passionate about it from the business side. And that's important. Very important." "In NASCAR today, although they make the final decision, it's more open," said Jeff Burton, the most philosophical of the current drivers. "From day one, I think Mike was very open to having conversation. It's just a different way of ruling than it was in the past." Still, the general discomfort with Brian France's absence from the tracks has led to speculation and rumors for years that, as Petty articulated, "He might be goofing off. I think he goofs off a little bit more than his dad did. " Longtime NASCAR writer Jack Flowers, who died in 2010, alleged for years, first in a column and more elaborately in his 2009 book, "Dirt Under the Asphalt," that Brian had run into trouble with substance abuse. Flowers even alleged that the third czar, before he ascended the throne, had undergone treatment at the Betty Ford Center in California. Flowers' allegations were the only printed accounts to surface among what had been long-running undercurrent rumors in the garage areas. From Flowers' book, the Internet took up the gossip. Brian France, understandably, doesn't like to address all this. But in his tenure at the top, he has kept his own strict policy that NASCAR will never again answer a question with "no comment." So I asked. "To this day, that still shows up, and I have no idea -- obviously I've never been to Betty Ford," Brian said. "There have been times where I probably apparently have needed to be. I'm kidding around on that, obviously. All of it is tongue-in-cheek. But I have no idea where he could have -- he just made it up. You know? I don't know what to tell you." In his book, Flowers claimed a nurse from Betty Ford told him that Brian had checked in under an assumed name but that she recognized him later upon seeing him on television. Flowers also claimed a South Carolina state trooper had told him the police agency had "picked up Brian France" and charged him with drug possession in the 1990s. So, just to clear the air on all fronts about any substance abuse issues he might or might not have ever had -- "I'm not going to say I never inhaled, going back into my teenage days," Brian said. "But I have never checked into [a rehab clinic], or needed to, and have not had those issues." So he has never been in any treatment center? Ever? "No. Not ever. Not once," he said. On July 10, 2007, a little more than a month after Lesa France Kennedy's father, Bill France Jr., died, her husband, Dr. Bruce Kennedy, was killed with four other people in the crash of a small NASCAR plane into a subdivision in Sanford, Fla., between Daytona Beach and Orlando. So the Frances have always been so damn paranoid that they're not just paranoid but they're dispensers of it. Everybody who works for them down there is paranoid. You ever notice that? - Bruton Smith Dr. Kennedy, a plastic surgeon, was well-known within the medical community of central Florida. "Every time I would go to a doctor -- and Lesa experienced this, too -- they would start crying," said Betty Jane France, Bill Jr.'s widow. "The doctors all had such a close-knit relationship with Bruce they couldn't even talk about it. And we would find ourselves consoling them." "It takes a while to even recognize and realize what has happened," said Lesa, the chair of ISC and a vice chairwoman and executive vice president of NASCAR. "I remember at the end of '07, after all that happened, my primary goal was to get Ben [the Kennedys' only child] back in school and get him focused. I don't know how he did it. He came out with all A's that semester. "This is an extended family," Lesa said, describing the employees in the NASCAR/ISC building in Daytona Beach. "The support I got from this group was amazing. "You never get over it. You get through it. And I basically keep it at that." Bruton Smith, at age 86, remains the all-time archrival of the France family for control of stock car racing -- from the late 1940s, when his National Stock Car Racing Association challenged fledgling NASCAR until Smith was drafted into the Army in 1951; to the 1990s, when he went on a track-acquisition tear that raised suspicions that he was trying to start a rival league; to today, when his often-radical remarks as chairman of Speedway Motorsports Inc., challenging the way NASCAR works, draw national media attention. Enlarge "I think they get up every morning -- maybe not as bad now as it used to be -- and wonder, 'What's Bruton going to do?'" Smith said. "But that goes back to [Big] Bill -- the old man France. I always said he was so damn paranoid. And I've said that Billy inherited all that from his father. So the Frances have always been so damn paranoid that they're not just paranoid but they're dispensers of it. Everybody who works for them down there is paranoid. You ever notice that?" There was a time, an interviewer agrees, that the Frances and all their lieutenants at NASCAR and International Speedway Corp. seemed ever-vigilant for Smith's next move. ISC, for example, had just three tracks, ownership of Daytona and Talladega, plus control of the road course at Watkins Glen, N.Y. -- until Smith began his acquisition quests. Then France-controlled ISC acquired nine more tracks and became the largest track conglomerate in the U.S., with 12 to Smith's eight. Yet now, third-generation Brian France appears not to get very rattled when Smith tries to shake the NASCAR realm with his remarks. Just last summer, Smith said NASCAR should begin throwing caution flags at regular intervals to bunch up race fields and enhance close competition, which had been lagging in the 2012 season. Brian France, at his midseason media conference at Daytona that July, sloughed off Smith's notion. "I've heard we ought to throw a caution every 10 laps," Brian said, almost in passing. "That's nonsense. We won't do gimmicky things." "I don't think Brian has that paranoia," Smith said.