STOCK SALE AND PURCHASE AGREEMENT

                                                                   Exhibit 10.1.

                        STOCK SALE AND PURCHASE AGREEMENT

     THIS   AGREEMENT   is made this 14th day of March   2007,   by and among   David
Keaveney ("Seller"),   an individual,   MOTORSPORTS EMPORIUM, INC. ("Company"),   a
Nevada corporation, and Kenneth Yeung, ("Purchaser"), an individual.

     WHEREAS,   the Seller desires to sell to the Purchaser 200,000 shares of the
Series C Preferred   Stock of the Company,   with a par value of $0.001 per share,
representing   all the issued and   outstanding   Series C   Preferred   Stock of the
Company ("Stock" or "Company Stock").

     WHEREAS,   the   Purchaser   desires   to   purchase   the   Stock as   hereinafter
provided; and

     WHEREAS,   the   Purchaser   desires   to   reduce a   substantial   amount of the
Company's   indebtedness   in order to improve   the   Company's   balance   sheet and
financial   position   in order to   benefit   the   Company's   shareholders   and the
Purchaser desires to assist the Company in reducing its indebtedness;

     NOW, THEREFORE,   in consideration of the foregoing and the following mutual
covenants and agreements, the parties hereto agree as follows:

     PURCHASE OF STOCK. At the signing of this Agreement   ("Closing"),   upon the
basis of the   covenants,   warranties   and   representations   of the Purchaser set
forth in this Agreement, the Seller will sell, transfer,   assign, and deliver to
the Purchaser   200,000 shares of Company Stock,   represented by Certificate   No.
C-001, by causing the Company to reissue such 200,000 shares of Company Stock in
a new   Certificate   No.   C-002,   clear of all   liens,   pledges,   rights of third
parties   and any   other   encumbrances,   except   as   otherwise   may be   permitted
hereunder.

      COMPENSATION; PAY-OFF OF INDEBTEDNESS. Purchaser agrees to the following:

     PAYMENT OF $10,000.00 IN CASH TO SELLER; AND

     PAYMENT OF ALL ITEMS   LISTED IN THE COLUMN NAMED "NET BALANCE PAID IN CASH"
ON SCHEDULE A ATTACHED HEREIN AND THE ACCOMPANYING FOOTNOTES.

     RESTRICTIVE LEGEND. All shares of the Stock to be delivered hereunder shall
bear a restrictive legend in substantially the following form:

     "THE SHARES   REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER
THE   SECURITIES   ACT OF   1933,   AS   AMENDED   ("SECURITIES   ACT"),   OR ANY   STATE
SECURITIES LAWS AND NEITHER SUCH SHARES NOR ANY INTEREST THEREIN MAY BE OFFERED,
SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS A REGISTRATION STATEMENT
WITH RESPECT   THERETO IS EFFECTIVE   UNDER THE   SECURITIES ACT AND ANY APPLICABLE
STATE SECURITIES LAWS, OR PURSUANT TO AN EXEMPTION FROM   REGISTRATION   UNDER THE
SECURITIES ACT."

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     REPRESENTATIONS   AND   WARRANTIES   OF THE   SELLER.   Where   a   representation
contained in this   Agreement is qualified by the phrase "to the best of Seller's
knowledge"   (or words of similar   import),   such   expression   means that,   after
having conducted a due diligence review, the Seller believes the statement to be
true,   accurate and complete in all material   respects.   Knowledge   shall not be
imputed nor shall it include any matters   which such person should have known or
should have been reasonably   expected to have known.   The Seller   represents and
warrants to the Purchaser as follows:

     POWER AND   AUTHORITY.   The Seller has full power and   authority to execute,
deliver   and   perform   and   deliver   this   Agreement   and all other   agreements,
certificates   or documents to be delivered in   connection   herewith,   including,
without    limitation,    the   other    agreements,    certificates    and   documents
contemplated hereby (collectively the "Other Agreements").

     BINDING EFFECT.   Upon execution and delivery by the Seller,   this Agreement
shall be and constitute the valid,   binding and legal obligations of the Seller,
enforceable   against the Seller in accordance with the terms hereof and thereof,
except as the   enforceability   hereof or thereof may be subject to the effect of
(i) any applicable bankruptcy, insolvency, reorganization, moratorium or similar
laws   relating to or affecting   creditors'   rights   generally,   and (ii) general
principles of equity (regardless of whether such enforceability is considered in
a proceeding in equity or at law).

     EFFECT.   Neither the   execution   and   delivery of this   Agreement   nor full
performance   by the   Seller of its   obligations   hereunder   or   thereunder   will
violate or breach, or otherwise   constitute or give rise to a default under, the
terms or   provisions of the Articles of   Incorporation   or Bylaws of the Company
or, of any contract, commitment or other obligation of the Company or the Seller
or necessary for the operation of the Company following the Closing or any other
contract, commitment or other obligation to which the Seller or the Company is a
party,   or create or result in the   creation   of any   encumbrance   on any of the
property   of the   Company   other than what is   disclosed   in   Schedule A and the
accompanying   footnotes.   The   Company is not in   violation   of its   Articles of
Incorporation,   as amended,   its Bylaws,   as   amended,   or of any   indebtedness,
mortgage,   contract,   lease, or other agreement or commitment other than what is
disclosed in Schedule A and the accompanying footnotes.

     NO CONSENTS.   No consent,   approval or   authorization   of, or registration,
declaration or filing with any third party,   including,   but not limited to, any
governmental   department,   agency,   commission or other   instrumentality,   will,
except such consents,   if any, delivered or obtained on or prior to the Closing,
be   obtained   or made by the   Seller   prior   to the   Closing   to   authorize   the
execution, delivery and performance by the Seller of this Agreement or the Other
Agreements which are listed on Schedule A and the accompanying footnotes

     STOCK OWNERSHIP OF THE SHARES TO BE SOLD BY THE SELLER.   The Seller, who is
the only   legal   and   beneficial   owner of the   Stock,   has good,   absolute   and
marketable title to 200,000 shares of the Company Stock which constitute 100% of
the   issued   and   outstanding   shares of the   Company   Stock.   The shares of the
Company Stock to be sold by the Seller hereunder constitute all of the shares of
the   Company   Stock of the   Company   owned by the   Seller.   The   Seller   has the
complete and unrestricted right, power and authority to cause the sale, transfer
and assignment of the Company Stock pursuant to this Agreement.   The delivery of
the   Company   Stock to the   Purchaser   as herein   contemplated   will vest in the
Purchaser good, absolute and marketable title to the shares of the Company Stock
as   described   herein,   free and clear of all liens,   claims,   encumbrances   and
restrictions   of every kind,   except those   restrictions   imposed by   applicable
securities   laws.   No one   affiliated   with the   Seller or any of its   officers,

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directors or principal   stockholders owns any shares of the Company Stock, other
than the Company Stock owned by the Seller.

     ORGANIZATION   AND STANDING OF THE COMPANY.   The Company is a duly organized
and validly   existing   Nevada   corporation in good standing,   with all requisite
corporate   power and authority to carry on its business as presently   conducted.
Purchaser   agrees that Seller has   provided a copy of   Certificate   of Existence
with Status in Good Standing as of January 31, 2007 prior to the signing of this
Agreement.   Currently, the Company is registered to do business in Nevada and in
no other jurisdiction.

     SUBSIDIARIES.   The   Company   has   the   following   subsidiaries;   Scottsdale
Diecast, Inc., and Quadriga MotorSports, Inc. The Company also has the following
divisions;   Pit Stop Studios and Drivers   Digs.   The Purchaser has received full
disclosure   to include a copy of the   Company's   filed   Definitive   Schedule 14C
Information   statement   stipulating   its plans to issue a stock   dividend of the
Company's subsidiary,   Scottsdale Diecast, Inc., to shareholders of the Company.
A turn of events has caused the   Company to sell its web site   WWW.SCALECARS.COM
and divest its interest in the die cast model car business. Quadriga MotorSports
is currently   marketing a line of car care   products,   but generates very little
revenue   for the   Company.   Both   PitStop   Studios   and   Drivers   Digs   generate
insignificant   revenue and represent less than 1% of annual gross revenue to the
Company.   Since the Company has deemed it   imprudent   to carry out the   proposed
stock dividend of Scottsdale Diecast,   Inc., the Company will notify Nasdaq that
it will not follow through on such dividend.

     CAPITALIZATION   AND OTHER OUTSTANDING   SHARES. The Company is authorized by
its Articles of Incorporation to issue   500,000,000   shares of the Common Stock,
$.001 par value per share and 200,000 shares of Series C Preferred   Stock. As of
the   date of this   Agreement,   the   Company   has   duly and   validly   issued   and
outstanding, fully paid and non-assessable, 4,368,678 shares of the Common Stock
and 200,000 shares of the Series C Preferred   Stock. The Company intends to file
a Form S-8 registration   statement covering 1,000,000 shares of its common stock
for issuance under the Company's 2007 Employee and   Consultant   Stock   Incentive
Plan ("New form S-8"). With the exception of what is disclosed in Schedule A and
the   accompanying   footnotes   or   pursuant   to the New Form   S-8,   there   are no
outstanding   options,   contracts,   commitments,    warrants,   preemptive   rights,
agreements or any rights of any   character   affecting or relating in any manner,
including without limitation, with respect to the voting, sale, transfer, rights
of first refusal, rights of first offer, proxy or registration or calls, demands
or commitments of any kind, to the issuance of any common or preferred   stock of
the Company or other   securities   or   entitling   anyone to acquire the common or
preferred stock or other securities of the Company, whether directly or upon the
exercise or conversion of other   securities with the exception of 96 preferred A
share that are   convertible   into 19,200 shares of the   Company's   common stock.
Additionally,   Tracey Baron has a promissory   note for a total of $5,500 that is
due on April 23,   2006.   The Company can convert the debt into $10,000 of common
stock of the Company.   Also, with the exception of what is disclosed in Schedule
A and the accompanying footnotes or pursuant to the New Form S-8, there are, and
at the Closing   there will be, no   outstanding   contractual   obligations   of the
Seller or the Company to repurchase,   redeem or otherwise   acquire any shares of
their   respective   capital stock or to provide funds to, or make any   investment
(in the form of a loan, capital   contribution or otherwise) in, any other entity
or person. Upon Closing, the investors who have delivered the three Subscription
Agreements described in the Footnotes section of Schedule will have the right to
rescind   their   subscriptions   and   receive a full   refund   of their   collective
$75,000 in subscription   funds.   The   subscription   agreements are signed by the
investors but not by the Company. There are no anti-dilution or price adjustment

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provisions contained in any security issued by the Company with the exception of
what is disclosed in Schedule A and the accompanying footnotes.

     TAXES. All federal,   state,   local or foreign return,   report,   information
return or other document (including any related or supporting information) filed
or   required   to be filed   with any   governmental   body in   connection   with the
determination,   assessment or collection of any Taxes (as defined   below) or the
administration of any laws, regulations or administrative   requirements relating
to any returns that are or were required to be filed by the Company, pursuant to
the laws or   administrative   requirements of each   governmental body with taxing
power over it or its   assets   have been duly   filed as of the   Closing   with the
exception of the   Company's   2006   Federal and State   returns that will be filed
upon the completion of the Company's 2006 audited financials.   "Taxes" means all
taxes, charges, fees, imposts, levies or other assessments,   including,   without
limitation,   all net income,   gross receipts,   capital,   sales, use, ad valorem,
value added, transfer,   franchise,   profits, inventory,   capital stock, license,
withholding,    payroll,   employment,   social   security,   unemployment,    excise,
severance, stamp, occupation,   property but not estimated taxes, customs duties,
fees, assessments and charges of any kind whatsoever, together with any interest
and any penalties,   fines, additions to tax or additional amounts imposed by any
governmental   body and shall   include   any   transferee   liability   in respect of
Taxes. As of the Closing there is no audit, action,   suit, claim,   proceeding or
any investigation or inquiry, whether formal or informal, public or private, now
pending or   threatened   against or with respect to the Company in respect of any
Tax that the Company has been made aware.   As of the Closing there exists no tax
assessment,   proposed   or   otherwise,   against the Company or any lien for Taxes
against any assets or property of the Company.   All Taxes that the Company is or
was required to withhold or collect   have been duly   withheld or collected as of
Closing and, to the extent required,   have been paid to the proper   governmental
body. The Company is not a party to, bound by or subject to any obligation under
any tax sharing, tax indemnity,   tax allocation or similar agreement. The Seller
is unaware of any claim, audit, action,   suit,   proceeding or investigation with
respect to Taxes due or claimed to be due from the   Company or of any Tax Return
filed or required to be filed by the Company   pending or   threatened   against or
with respect to the Seller or the Company as of the Closing   with the   exception
of the   Company's   2006   Federal   and   State   taxes   that   will be   filled   upon
completion of the Company's 2006 audited financials.

     LITIGATION.   Except as set forth in Schedule   A, there is no action,   suit,
hearing,   inquiry, review, proceeding or investigation by or before any court or
governmental body pending,   or threatened against or involving the Company,   its
affiliates   or the Seller or with respect to the   activities   of any employee or
agent of the Company.   Except as set forth in Schedule A, neither the Seller nor
the   Company   has   received   any notice of any event or   occurrence   which could
result   in any such   action,   suit,   hearing,   inquiry,   review,   proceeding   or
investigation.

     RECORDS. As of March 14, 2007, the books of account and minute books of the
Company   are   complete   and   correct   to the   best   of   Seller's   and   Company's
knowledge,   and reflect all those transactions involving the Company's business,
which properly should have been set forth in such books.

     INTERNAL   ACCOUNTING   CONTROLS.   The Company maintains a system of internal
accounting   controls   sufficient,   in the   judgment   of the   Company's   board of
directors, to provide reasonable assurance that (i) transactions are executed in
accordance   with    management's    general   or   specific    authorizations,    (ii)
transactions   are   recorded as   necessary   to permit   preparation   of   financial
statements in conformity with generally   accepted   accounting   principles and to
maintain   asset   accountability,   (iii)   access to assets is   permitted   only in

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accordance   with   management's   general or specific   authorization   and (iv) the
recorded   accountability   for assets is   compared   with the   existing   assets at
reasonable   intervals   and   appropriate   action   is taken   with   respect   to any
differences.   To the best of the   Seller's   knowledge,   the   books   of   account,
corporate   records and minute   books of the Company are   complete and correct in
all material respects from September 30, 2004 to present.

     STOCK   ISSUANCES.   AS OF SEPTEMBER 30, 2004.   Since September 30, 2004, all
issuances   by the Company of its stock have been   legally and validly   effected.
All of the offerings were conducted in strict   accordance and in full compliance
with the   requirements   of the   Securities   Act of   1933,   as   amended,   and the
Securities   Exchange   Act of   1934,   as   amended,   as   applicable,   and in   full
compliance with and according to the   requirements of state law and the Articles
of Incorporation and By-laws of the company.

     ANTI-TAKEOVER   PLAN; STATE TAKEOVER STATUTES.   Other than what is set forth
and disclosed in Schedule A and the accompanying footnotes,   neither the Company
nor   any   of   its   subsidiaries   has in   effect   any   plan,   scheme,   device   or
arrangement,    commonly    or    colloquially    known   as   a    "poison    pill"   or
"anti-takeover"   plan or similar plan, scheme,   device or arrangement.   No other
state takeover   statute or similar statute or regulation   applies or purports to
apply to this agreement or the transactions contemplated hereby.

     THE SELLER'S   REPRESENTATIONS AND WARRANTIES TRUE AND COMPLETE. To the best
of   the   Seller's   knowledge,   in   all   material   respects   as of   the   Closing.
representations   and   warranties   of the   Seller   in this   Agreement   are   true,
accurate and complete,

     NO KNOWLEDGE OF THE   PURCHASER'S   DEFAULT.   Except for what is set forth in
Schedule A and the accompanying footnotes,   the Seller has no knowledge that any
of the Purchaser's representations and warranties contained in this Agreement or
the Other Agreements are untrue,   inaccurate or incomplete or that the Purchaser
is in   default   under   any term or   provision   of this   Agreement   or the   Other
Agreements.

     NO UNTRUE   STATEMENTS.   No representation or warranty by the Seller in this
Agreement   or in any   writing   furnished   or to be   furnished   pursuant   hereto,
contains or will contain any untrue   statement of a material fact, or omits,   or
will omit to state any material fact required to make the   statements   herein or
therein contained not misleading.

     RELIANCE.   The foregoing   representations   and   warranties   are made by the
Seller with the knowledge and expectation that the Purchaser is placing complete
reliance thereon.

     ISSUANCES   OF   SECURITIES.   Other than what the   Company   is   contractually
obligated   to perform   under the   disclosure(s)   set forth in Schedule A and the
accompanying   footnotes   and in the New form S-8, the Company will not issue any
shares   of its   capital   stock,   issue   or   create   any   warrants,   obligations,
subscriptions, options, convertible securities, or other commitments under which
any   additional   shares of its   capital   stock of any class might be directly or
indirectly authorized,   issued, or transferred from treasury, or agree to do any
of the acts listed above

     REPRESENTATIONS   AND   WARRANTIES OF THE PURCHASER.   Where a   representation
contained   in this   Agreement   is   qualified   by the   phrase "to the best of the
Purchaser's knowledge" (or words of similar import), such expression means that,
after   having   conducted a due   diligence   review,   the   Purchaser   believes the
statement to be true, accurate, and complete in all material respects. Knowledge
shall not be imputed nor shall it include any matters   which such person   should

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have known or should have been reasonably   expected to have known. The Purchaser
hereby represents and warrants to the Seller as follows:

     POWER AND AUTHORITY. The Purchaser has full power and authority to execute,
deliver and perform this Agreement and the Other Agreements.

     BINDING   EFFECT.   Only upon payment in full and   satisfaction   of all items
listed in the column   named   "Net   Balance   Paid In Cash" on   Schedule A and the
footnotes   attached   herein,   the execution and delivery by the Purchaser,   this
Agreement   shall be and constitute the valid,   binding and legal   obligations of
the Purchaser   enforceable   against the   Purchaser in accordance   with the terms
hereof or   thereof,   except as the   enforceability   hereof   and   thereof   may be
subject   to   the    effect   of   (i)   any    applicable    bankruptcy,    insolvency,
reorganization,   moratorium or similar laws relating to or affecting   creditors'
rights generally,   and (ii) general   principles of equity (regardless of whether
such enforceability is considered in a proceeding in equity or at law).

     NO CONSENTS.   No consent,   approval or   authorization   of, or registration,
declaration or filing with any third party,   including,   but not limited to, any
governmental   department,   agency,   commission or other   instrumentality,   will,
except such consents,   if any, delivered or obtained on or prior to the Closing,
be   obtained or made by the   Purchaser   prior to the   Closing to   authorize   the
execution,   delivery and   performance   by the Purchaser of this Agreement or the
Other Agreements.

     THE   PURCHASER'S   REPRESENTATIONS   AND   WARRANTIES   TRUE AND COMPLETE.   All
representations   and   warranties   of the   Purchaser in this   Agreement are true,
accurate and complete in all material respects as of the Closing.

     NO KNOWLEDGE OF THE SELLER'S DEFAULT.   Except what is set forth in Schedule
A and the accompanying footnotes the Purchaser has no further knowledge that any
of the Seller's   representations and warranties   contained in this Agreement are
untrue, inaccurate or incomplete in any respect or that the Seller is in default
under any term or provision of this Agreement..

     NO UNTRUE   STATEMENTS.   No   representation   or warranty by the Purchaser in
this Agreement or in any writing   furnished or to be furnished   pursuant hereto,
contains or will contain any untrue   statement of a material fact, or omits,   or
will omit to state any material fact required to make the   statements   herein or
therein contained not misleading.

     RECEIPT   AND   REVIEW   OF DUE   DILIGENCE   MATERIALS.   The   Purchaser   hereby
acknowledges,   represents   and   warrants   that the   Purchaser   has   received and
reviewed all Form 8-Ks, Form 10-QSBs,   Form 10-KSBs, Form S-8s and Schedule 14Cs
filed by the Company during the past three (3) years,   as well as all Forms 3, 4
and 5 and Schedule 13Ds filed by the Company's officers,   directors,   affiliates
and major   shareholders   during the past three (3) years. The Purchaser has been
given   unfettered   access   to the   management,   assets,   liabilities,   books   of
account,   stock   transfer   records of the Company and has received   satisfactory
answers to any and all   questions   the   Purchaser   has asked or   inquired   about
during the course of conducting   the   Purchaser's   due diligence with respect to
this transaction.

     RELIANCE.   The foregoing   representations   and   warranties   are made by the
Purchaser with the knowledge and expectation that the Seller is placing complete
reliance thereon.

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     CONDITIONS   PRECEDENT TO OBLIGATIONS OF THE PURCHASER.   All   obligations of
the Purchaser under this Agreement are subject to the   fulfillment,   prior to or
at the Closing, of the following conditions:

     REPRESENTATIONS AND WARRANTIES TRUE AT THE CLOSING. The representations and
warranties of the Purchaser herein shall be deemed to have been made again as of
the Closing,   and then be true and correct,   subject to any changes contemplated
by this Agreement.   The Purchaser shall have performed all of the obligations to
be performed by it hereunder on or prior to the Closing.

     DELIVERIES AT THE CLOSING. The Purchaser shall have delivered to the Seller
at the Closing all checks   backed by good funds   required for full   satisfaction
and payment of all items   listed in the column   named "Net Balance Paid In Cash"
on Schedule A and the accompanying footnotes .

     CONDITIONS   PRECEDENT TO OBLIGATIONS OF THE SELLER.   All obligations of the
Seller under this Agreement are subject to the   fulfillment,   prior to or at the
Closing, of the following conditions:

     CORPORATE   RECORDS,   ETC. The Seller has provided   Purchaser with copies of
all   contracts   and   agreements   as set forth in   Schedule   A and the   footnotes
attached,   a copy of the Articles of   Incorporation,   Bylaws,   minute books, and
other   corporate   governance   that have been in the   Seller's   possession   since
September 30, 2004,   and such   documents will be turned over to Purchaser at the
Closing.

     REPRESENTATIONS   AND WARRANTIES TRUE AT CLOSING.   The   representations   and
warranties   of the Seller   herein shall be deemed to have been made again at the
Closing,   and then be true and correct,   subject to any changes   contemplated by
this   Agreement.   The Seller shall have   performed all of the   obligations to be
performed by it hereunder on or prior to the Closing.

     PAYMENT OF THE PURCHASE PRICE.   At or before   Closing,   the Purchaser shall
deliver checks backed by good funds to fully pay and satisfy all items listed in
the column named "Net   Balance Paid In Cash" on Schedule A and the   accompanying
footnotes   attached thereto.   Funds shall be valid and in good delivery no later
than two business days from Closing at which time   Certificate   No. C- 002 shall
be delivered to Purchaser or Purchaser's representative.

     EVIDENCE OF SATISFACTION. Purchaser shall deliver good deliverable funds at
Closing,   to satisfy the payment in full of all items listed on the   spreadsheet
in   the   column   named   "Net   Balance   Paid   In   Cash"   on   Schedule   A and   the
accompanying   footnotes.   Also,   Purchaser   shall   pay cash or issue   shares   of
registered   common   shares   to Seller   commencing   on or   before   July 31,   2007
continuing   for six (6) months in six equal   payments   of $7,250 as set forth on
Schedule A and the footnotes attached hereto.

     THE NATURE AND SURVIVAL OF REPRESENTATIONS,   COVENANTS AND WARRANTIES.   All
statements and facts   contained in any   memorandum,   certificate,   instrument or
other document   delivered by or on behalf of the parties hereto for   information
or   reliance   pursuant   to this   Agreement,   shall   be   deemed   representations,
covenants   and   warranties   by the   parties   hereto   under this   Agreement.   All
representations,   covenants   and   warranties   of the parties   shall   survive the
Closing and all   inspections,   examinations   or audits on behalf of the parties,
shall expire one year following the Closing.

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     INDEMNIFICATION.

     Indemnification by Seller. The Seller agrees to indemnify and hold harmless
the   Purchaser   and its   affiliates   against   and in respect to all   damages (as
hereinafter   defined) up to the amount of the Purchase Price.   Damages,   as used
herein shall include any claim,   salary,   wage, action, tax, demand, loss, cost,
expense,   liability (joint or several),   penalty,   and other damage,   including,
without   limitation,   counsel   fees and   other   costs   and   expenses   reasonably
incurred in   investigating   or   attempting to avoid same or in opposition to the
imposition thereof,   or in enforcing this indemnity,   resulting to the Purchaser
from any intentional inaccurate   representation or omission made by or on behalf
of the Seller in or pursuant to this Agreement,   breach of any of the warranties
made by or on behalf of the Seller in or purs