Paul Kruger stood atop the press box last April on a chilly Friday night at Lernerville Speedway and watched intently as his newly created World of Outlaws Late Model Series thrilled a packed grandstand. Crowd favorite Chub Frank surged from deep in the field to win. Kruger, the chairman and CEO of Boundless Motor Sports, Inc., pumped his fist in the air in excitement. The smile on his face was wide, and it seemed the wheels in his mind were spinning.

For more than a year, the owners of Lernerville had been open to selling the speedway, one of the most popular dirt tracks in the country. Kruger and Boundless, which recently approved a name change to DIRT Motorsports, Inc., were interested.

Now jump to last Sunday in Las Vegas. Shortly before the banquet for the World of Outlaws Sprint Series -- the first of several acquisitions Oklahoma-based Boundless completed in the past year -- a deal was finalized to buy Lernerville. Boundless' intent is to make it a showcase venue for the company and its series, especially at the $3.24 million purchase price.

It marks the end of an era -- actually, a few eras -- for the 0.4-mile oval in Sarver. The family of original track investor Don Martin has owned all or part of it for 37 years, and many of the family members and those who helped to build the track remained close to the speedway.

Martin provided the financial support in 1967 to create the track on the site of an amusement park. He worked hard to garner a reputation as one of the top promoters in the country, eventually earning promoter-of-the-year honors in 1983, two seasons after he assumed sole ownership. He died in 1993, a year after creating the Silver Cup feature that has become a premier event for sprint cars. In 2001, he was inducted into the National Sprint Car Hall of Fame in Knoxville, Iowa.

After his death, Martin's wife, Helen, his daughter, Patty Martin Roenigk and grandson, Donny Martin Roenigk, continued to operate the track in the same manner as Martin, with help from many others who have close ties to the family.

But change is inevitable.

Helen Martin turns 80 this month and believed it was time to move on. She enjoys traveling, shopping, going to movies -- things anybody would begin to miss if her life had been tied up with operating a racetrack since 1967. So, for the first time, she leased the facility in 2004 to Barbara Bauman Bartley, the daughter of co-founder Earl Bauman, and Tom Roenigk, who worked at the track for 22 years. The two had an exceptional season, with milestones achieved in the four weekly divisions of sprints, late models, big-block modifieds and pure stocks.

Now, new ownership has a chance to lift Lernerville to a level Don Martin might never have believed possible.

"I view it as a good thing," said Ed Lynch Jr., whose 74 career sprint wins at Lernerville, including the 2002 Silver Cup title, is a record.

"Racing people wanted to get involved with a facility here in Pittsburgh. They could buy any place in the United States, but they picked here.

"It says [Lernerville's] at a caliber that I don't think the regular fan or car owner or driver realized. They could see the market is here. The people are here. The support is here. I expect them to get the word out, to bring it to another level. But they go at their own pace. They don't go in and change everything. They look at it a different way because they're investors."

Boundless has been watched warily by many in the stands and in the pits since August 2003, when it announced its intention to purchase the financially troubled yet highly entertaining World of Outlaws Series. The company's plan, according to Chief Operating Officer Bobby Hartslief, is to bring stability to dirt racing, which is why it has continued to attain or create the highest-level dirt series with the best driver rosters.

"These guys have said a lot of stuff, but they've done a lot of what they said they were going to do," said Steve Kinser, who celebrated his 19th career Outlaws sprint title this year.

"They proved a lot to us. No matter how negative you are about people, when they do what they say they're going to do, you've got to give them your support."

So, when Hartslief says it will be "business as usual" at Lernerville, there is no reason to doubt him. Already there are plans announced for three Outlaws sprint specials and two Outlaws late model events, and it would not be unreasonable to expect at least one big-block modified special, either.

"The last 12 years have been rewarding beyond words," Patty Martin Roenigk said. "It was almost like 'the best of times and the worst of times.' So many people have been so kind and so supportive to Helen and myself and Donny, but trying to do this without Don at the helm has been extremely difficult.

"Only God knows what's going to happen here, but I think this group has the resources and the series to have at least a good potential to make it work."