In one corner, wearing black-and-blue checkered trunks and the look of a man on the ropes, is current CART CEO Joe Heitzler. A pair of CART owners, Gerry Forsythe (CART's largest stockholder) and Chip Ganassi, composes his corner.

On the other side of the ring is the challenger, Chris Pook, wearing Gucci trunks and the look of man who can't lose -- regardless of the outcome. Jon Vannini and James Grosfeld, the second and third largest shareholders in CART, are in Pook's corner, along with owners Barry Green, Carl Haas, Pat Patrick and Derrick Walker.

At stake is control of CART's direction, future and very existence.

And it promises to get pretty bloody.

The focus of CART's 12-member Delaware Board will be on leadership and whether it needs to remain the same or change for the fifth time in 10 years.

Vanni and Grosfeld are pushing Pook, the mastermind of CART's most successful American venue (the Long Beach Grand Prix), to replace Heitzler.

"Chris Pook needs to be brought in to run CART and, if that means with Joe staying, then fine, and if it means without Joe, so be it," said Vannini, a Californian businessman who owns $18 million worth of stock (8.3 percent) and also drives in CART's Barber Dodge series.

"This company needs direction and Mr. Pook is the answer."

Grosfeld, who ironically was brought onto the Delaware Board by Heitzler, filed a 13D with the SEC last week that called for a change in policy decisions and management.

"He was the first person to call for Joe's explicit ouster," said Vannini, who has been a close friend of Grosfeld's for the past 15 years and who also filed a 13D several weeks ago calling for a new leader and a change to the policy-making Delaware Board (no more car owners).

Forsythe, who co-owns the Player's team in CART and a champ car participant on and off since 1982, owns 10 percent of the company and a strong opinion about what is best for it.

"Those two guys (Vannini and Grosfeld) and some of our owners have done everything possible to make Joe look bad, but they have not given him a chance," Forsythe said. "We wouldn't have gotten a TV deal without Joe and we've got a great opportunity if they would just leave him alone.

"Joe is upset, but he's a fighter and he's not willing to bow out."

The determining factor in Heitzler's fate will be Tuesday's vote. It will take seven of 12 votes to oust Heitzler and, right now, it appears there are five for Pook, four for Heitzler and three undecided.

Grosfeld, Green, Walker, Patrick and Haas are thought to be sure votes for Pook, while Forsythe, Ganassi, Gene Atkinson and Heitzler will cast their lot with the incumbent. That leaves Fred Tucker, whose former company (Motorola) sponsors Michael Andretti in CART for Team Green, Jim Hardyman, a former sponsor of Bobby Rahal, and Jim Henderson, the ex-chairman of Cummins (former sponsor of Walker Racing). If two of these men vote that Joe must go, Pook would become CART's 10th leader since 1979.

Or would he?

"First of all, Chris Pook is not available," Forsythe said. "He's got a lifetime contract with Dover Downs Entertainment and I talked with him at the CART banquet and he told me he's not interested.

"And, if we don't stop all this, we're looking at tortuous interference with Pook's contract."

Dennis McGlynn of Dover Downs Entertainment wasn't available for comment, but a letter to Heitzler on Nov. 27 from DDE's counsel indicated Pook was not available.

Pook, who couldn't be reached for comment, interviewed for the job last winter before dropping out because he didn't feel he could operate with the current configuration (five car owners on the board).

"Trust me, Mr. Pook is interested and has the ability to come work for us," Vannini said.

If there aren't enough votes to remove Heitzler, Vannini said he will call for a proxy vote among shareholders this May and feels confident he could get the necessary 51 percent.

To which Forsythe replies: "I'll guarantee you (in) a proxy that we'll get more votes than (Vannini). He won't get it close.

"And you know what? If he's unhappy with his investment, I'll buy every share he's got."

But, if Heitzler goes, Forsythe is threatening to follow.

"If this board is unable to act in the best interests of CART and its shareholders, I will act accordingly," said Forsythe, who also promotes CART races in Mexico and England. "I have no interest in continuing my substantial investment of time and resources in CART without the board's support of current management."