EXHIBIT 10.1

Information marked [XXX CONFIDENTIAL TREATMENT REQUESTED] has been  omitted pursuant to a request for confidential treatment. Such omitted information  has been filed separately with the Securities and Exchange
Commission.

[LETTERHEAD]        November 13, 1998

Ticketmaster
Corporation
3701 Wilshire Boulevard
Seventh Floor
Los Angeles, California 90010

|Attn: |  | Mr. Terry Barnes                     
|----- |  | -------------------------------------
|      |  | President and Chief Executive Officer

Gentlemen:

This
letter agreement (the "Agreement") sets forth the mutually binding agreement between SFX Entertainment, Inc., a Delaware corporation, on behalf of itself and the SFX
Affiliates (collectively, "SFX"), and Ticketmaster Corporation, a Delaware corporation ("Ticketmaster"), for the amendment and extension of the existing ticketing agreements with respect to each of
SFX's venues which are currently under contract with Ticketmaster, a ticketing services agreement for those SFX venues which are not presently under contract with Ticketmaster, and SFX's related
promoters in the United States and internationally.

Subject
to the terms and conditions set forth herein, and in consideration of the mutual promises and covenants set forth herein, SFX and Ticketmaster hereby agree as follows:

1.Definitions.As used in this Agreement, the following capitalized terms shall have the respective
meanings set forth below, unless otherwise defined herein:



---



2.Ticketing Services Agreement.SFX hereby grants to Ticketmaster, and Ticketmaster accepts from SFX,
the exclusive right during the term of this Agreement to sell, as SFX's agent, all Tickets made available generally to the public through any and all means, including but not limited to at Outlets
and/or by Telephone Sales, for any Attraction scheduled or presented by SFX at any Facility; provided, however, that SFX shall have the right to conduct box office, season, subscription, affinity and
club programs, box seats and group sales of Tickets, but may not use the services of any third party computerized or electronic ticketing service or entity to conduct such sales. SFX and Ticketmaster
shall use their respective reasonable best efforts to draft and execute a long form Master Agreement to amend and extend the existing Agreements on the terms and conditions contained herein, and to
apply this Agreement to any Facility not already under contract with Ticketmaster and as set forth herein. In the event of any inconsistencies or conflicts between this Agreement and any existing
agreement between SFX and Ticketmaster, then the terms of this Agreement shall prevail unless and until such Master Agreement is executed. This Agreement shall constitute a legal, valid, binding and
enforceable agreement between the parties. All SFX Facilities which upon the Effective Date of this Agreement either have existing ticket servicing agreements with Ticketmaster or a Ticketmaster
Affiliate, or which do not have ticket servicing agreements with any third party, shall be subject to the terms and conditions of this Agreement and the Master Agreement as of the Effective Date. In
the event that during the term of this Agreement, SFX or an SFX Affiliate has or acquires any facility, company, promoter or other entity which owns, has a contract with or is otherwise lawfully bound
to any ticketing

2

---

service or system other than the TM System, SFX shall not be obligated to change such arrangement or to divest itself of, or to decline to enter into, any such transaction; provided, however, that at
such time as SFX or an SFX Affiliate is no longer obligated to use the services of any third party ticketing provider, or presently has or in the future may have the ability to enter into an agreement
with Ticketmaster, then any such applicable facility, company, promoter or entity shall become an SFX Facility or SFX Affiliate, as applicable, and shall be bound by the terms and conditions of this
Agreement and the Master Agreement.

3.Term and Effective Date.This Agreement shall extend each of the existing SFX agreements with
Ticketmaster for a period from the current respective expiration dates (as set forth on Exhibit B hereto) through December 31, 2005, respectively pursuant to the terms and conditions of
this Agreement and the Master Agreement. This Agreement shall be effective as of the Effective Date and shall be for a term of seven (7) years commencing as of January 1, 1999.
Ticketmaster shall have the option in its sole discretion to renew the Agreement for an additional period of three (3) years on the terms and conditions in effect in the last year of the
Agreement, including any such annual increases to the
Customer Convenience Charges and handling fees provided herein, provided that upon exercise of that option to extend the term, Ticketmaster shall pay to SFX in consideration for the right to extend
the Agreement, a non-refundable payment in the amount of [XXX CONFIDENTIAL TREATMENT REQUESTED] at any time within the six (6) month period prior to the
expiration of the initial term.

4.Revenue Sharing Agreement.SFX and Ticketmaster agree to share the "per ticket" Customer Convenience
Charges, and the "per order" handling fees with respect to the services provided by both Ticketmaster and SFX (defined as the quotient of the total amount of handling fees collected by Ticketmaster
per year divided by the number of orders processed by Ticketmaster per year) (collectively, "Per-Order Ticket Revenues"), on all Tickets for Attractions for which such charges and fees are
received and retained according to the following methodology: The first [XXX CONFIDENTIAL TREATMENT REQUESTED] of Per-Order Ticket Revenues shall be retained by
Ticketmaster, and the next [XXX CONFIDENTIAL TREATMENT REQUESTED] of Per-Order Ticket Revenues or portion thereof shall be paid to SFX. All Per-Order
Ticket Revenues above [XXX CONFIDENTIAL TREATMENT REQUESTED] shall be divided equally between SFX and Ticketmaster. Settlement and payment of all amounts owed to SFX under this
Section 4 shall be made on a weekly basis, with a reconciliation and any adjustments made on a quarterly basis. In the event that Ticketmaster does not receive a minimum amount of
[XXX CONFIDENTIAL TREATMENT REQUESTED] of Per-Order Ticket Revenues per year on an annual blended basis for each of the initial [XXX CONFIDENTIAL
TREATMENT REQUESTED] years of the Agreement, then SFX shall pay to Ticketmaster an amount equal to the total amount of any such shortfall (up to a maximum of [XXX CONFIDENTIAL
TREATMENT REQUESTED] per year and in an aggregate amount not to exceed [XXX CONFIDENTIAL TREATMENT REQUESTED]). Commencing in year [XXX CONFIDENTIAL
TREATMENT REQUESTED] of this Agreement, SFX shall pay any amounts to be paid hereunder ratably over years [XXX CONFIDENTIAL TREATMENT REQUESTED], [XXX
CONFIDENTIAL TREATMENT REQUESTED] and [XXX CONFIDENTIAL TREATMENT REQUESTED] from the amounts otherwise payable to SFX under Sections 4, 5 and 6 of this Agreement.
The parties shall mutually agree to the amount and timing of any increases to be made to the Customer Convenience Charges and the handling fees over the term of this Agreement. The initial Customer
Convenience Charges, the handling fees at an agreed to minimum of [XXX CONFIDENTIAL TREATMENT REQUESTED] per order and minimal annual increases shall be set forth on a schedule
to be attached to the Master Agreement; provided, however, that in the event the parties are unable to reach agreement on the amount of the annual increases for the then existing Customer Convenience
Charges and handling fees, such increases each year commencing as of January 1, 1999 shall be the greater of [XXX CONFIDENTIAL TREATMENT REQUESTED]% per annum or the
percentage increase in the national Consumer Price Index over the immediately

3

---

preceding twelve months as promulgated by the United States Department of Labor, Bureau of Labor Statistics.

5.Rights to Premium Service Charge.The amount of any additional service charge with respect to VIP or
premium Tickets sold to Attractions which entitle the purchaser to additional services or perquisites at any Facility (i.e., premium parking, special entrances, priority seating, wait service, etc.),
or with respect to special events for which such additional service charge is separately negotiated by SFX and agreed to by the owner or operator of the Facility, and which are in excess of the
applicable base Customer
Convenience Charge per Ticket for that Attraction, shall be divided as follows: [XXX CONFIDENTIAL TREATMENT REQUESTED]% shall be retained by Ticketmaster, and [XXX
CONFIDENTIAL TREATMENT REQUESTED]% shall be paid to SFX. Settlement and payment of all amounts owed to SFX under this Section 5 shall be made on a weekly basis.

[XXX
CONFIDENTIAL TREATMENT REQUESTED]

7.Signing Bonus; Annual Advances.In consideration for SFX entering into and
performing this Agreement, Ticketmaster shall, on the fifth Business Day after the date of the execution of this Agreement, pay to SFX a non-refundable signing bonus in the amount of
[XXX CONFIDENTIAL TREATMENT REQUESTED]. Additionally, on the fifth Business Day of January, 1999, and on the fifth Business Day of January of each of the years 2000, 2001, 2002
and 2003, Ticketmaster shall advance to SFX the sum of [XXX CONFIDENTIAL TREATMENT REQUESTED]. The advances made to SFX on the fifth Business Day of January of each of the
first five years of the term of the Agreement shall be fully recoupable without interest by Ticketmaster throughout the course of the year and shall be offset against any and all amounts otherwise due
to SFX under Sections 4, 5 and 6 hereof until all amounts are recouped in full; provided, however, that all amounts from advances which have not been recouped by Ticketmaster in the event of a
termination of the Agreement prior to the expiration of its term shall be paid by SFX to Ticketmaster in full promptly following the effective date of such termination.

8.Internet Marketing.SFX shall have the right to place links to Ticketmaster's Ticketmaster.com web
site from SFX owned or operated facilities for the purpose of selling Tickets to Attractions, and Ticketmaster shall place links from its Ticketmaster.com web site to SFX owned and operated web sites
to enable purchasers of Tickets to Attractions to gain access to SFX's transaction page. Ticketmaster shall provide SFX with a box on the Ticketmaster web site at which Tickets for SFX's Attractions
are sold for SFX's use in connection with its sponsorship sales, and shall also provide prominent space for SFX to include ticket header sponsorship information on the web page outside the box for
SFX's use in connection with the sale of Tickets to SFX's Attractions.

9.Credit Card Charges.With respect to all Tickets which are purchased through the use of American
Express, Master Card, Visa, or Discover Card, SFX shall instruct Ticketmaster to increase the Customer Convenience Charge by an amount equal to [XXX CONFIDENTIAL TREATMENT
REQUESTED], provided that Ticketmaster may increase such amount by the amount of any increase in inter-bank fees.

10.Additional Business Opportunities.Ticketmaster and SFX agree to use their reasonable best efforts
to develop future merchandising and promotional opportunities, including but not limited to joint ventures for licensing, merchandising and affinity and similar programs to be sold through
Ticketmaster Direct and other sources (including various existing and to-be-formed Internet sites), and to use reasonable efforts to cause additional promotional programming
and other opportunities through Home Shopping Network, USA Network and other assets of USAI on commercially reasonable terms.

11.Access to Data Bases.At SFX's request, Ticketmaster shall deliver to SFX without cost the data
bases for all Attractions in accessible electronic form and in a reasonably expeditious manner for SFX's use, subject to Ticketmaster obtaining any requisite consents prior to such delivery.
Alternatively,

4

---

SFX may from time to time request that Ticketmaster provide SFX with certain reasonable services utilizing the SFX data bases and the Ticketmaster data bases, and upon such request Ticketmaster shall
provide such services and shall be compensated for providing such services at its direct cost (excluding corporate overhead allocations) plus [XXX CONFIDENTIAL TREATMENT
REQUESTED]%. Additionally, from time to time, Ticketmaster and SFX shall cooperate to develop affinity merchandising and similar programs to be shared jointly between the parties utilizing
both SFX's and Ticketmaster's data bases, and the profits from any sales generated by such particular programs shall be shared equally between the parties after deducting the direct costs thereof
(excluding corporate overhead allocations).

12.Affinity Programs.At SFX's request, Ticketmaster shall mail information about current or future
affinity programs (i.e., programs which provide additional benefits to the purchaser of a Ticket) which SFX provides to Ticketmaster to any consumer who purchases a Ticket through Telephone Sales to
an Attraction at an SFX Facility or a Non-SFX Facility (provided SFX first receives the written consent to so solicit from the third party having a ticketing agreement with Ticketmaster
for such Attraction at the Non-SFX Facility), at Ticketmaster's direct cost (excluding corporate overhead allocations) plus [XXX CONFIDENTIAL TREATMENT REQUESTED]%.
Ticketmaster and SFX shall cooperate in expanding such services utilizing Ticketmaster's phone operators and other Ticketmaster assets and personnel (such as Ticketmaster's monthly Guide) on economic
terms and conditions to be mutually agreed to by the parties.

13.Storage Fee; Additional Ticketmaster Income; Promotion Efforts.Ticketmaster agrees to eliminate
the account storage fee or any similar fee which is being charged to SFX or any SFX Affiliate as of the Effective Date. SFX agrees that it will provide an amount of business opportunities to
Ticketmaster's various businesses (other than the ticketing business, i.e., Ticketmaster Direct) which will result, on an annual basis, in additional operating income to Ticketmaster of at least
[XXX CONFIDENTIAL TREATMENT REQUESTED], based on Ticketmaster's representation that its business operates at no less than a [XXX CONFIDENTIAL TREATMENT
REQUESTED]% margin. Such additional operating income shall come from services which Ticketmaster provides to SFX for licensing, merchandising and affinity and similar programs and/or other
revenue sources described herein. SFX shall use its reasonable best efforts to promote the use of IVR and Internet sales of Tickets at all SFX Facilities and for all SFX Attractions.

14.Representations and Warranties of SFX.SFX represents and warrants to Ticketmaster that:



5

---



15.Representations and Warranties of Ticketmaster.Ticketmaster represents and warrants to SFX that:



16.Miscellaneous.



|If to SFX, at:          |  | SFX Entertainment, Inc.
650 Madison Avenue
16th Floor
New York, New York 10022
Attn: Michael G. Ferrel, President & CEO
Fax No. (212) 486-4869         
|----------------------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------
|with a copy to:         |  | SFX Entertainment, Inc.
650 Madison Avenue
16th Floor
New York, New York 10022
Attn: Richard A. Liese, Esq.
Fax No. (212) 486-4830                     
|If to Ticketmaster, at: |  | Ticketmaster Corporation
3701 Wilshire Boulevard
Seventh Floor
Los Angeles, California 90010
Attn: Terry Barnes, President & CEO
Fax No. (213) 480-4884

6

---

|with a copy to:     |  | Ticketmaster Corporation
8800 Sunset Boulevard
West Hollywood, California 90069
Attn: Eugene Cobuzzi, COO
Fax No. (310) 360-6509    
|------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------
|with a copy to:     |  | Ticketmaster Corporation
555 West 57th Street
New York, New York 10019
Attn: Daniel R. Goodman, Esq.
Fax No. (212) 399-1395         
|and with a copy to: |  | Ticketmaster Corporation
8800 West Sunset Boulevard
West Hollywood, California 90069
Attn: Stuart DePina, CFO
Fax No. (310) 360-0625



7

---



17.Indemnity.

(a)  SFX
shall protect, indemnify, save and hold Ticketmaster and the TM Affiliates, including all of their respective officers, directors, shareholders, employees
and/or agents, harmless from and against
any and all claims, actions, damages, expenses (including court costs and reasonable attorneys' fees), obligations, losses, liabilities and liens imposed or incurred by, or asserted against,
Ticketmaster, the TM Affiliates or their successors or assigns, by any person or entity, caused by or occurring as a result of SFX's use of the TM System at a Facility, except to the extent that such
claim shall relate to Ticketmaster's gross negligence or wilful misconduct with respect thereto, the performance of this Agreement or the breach of any covenant, representation or warranty contained
in this Agreement by SFX, its agents, employees or any other person (other than Ticketmaster or a TM Affiliate) acting under the direction and on behalf of SFX.

(b)  Ticketmaster
shall protect, indemnify, save and hold SFX and the SFX Affiliates, including all of their respective officers, directors, shareholders, employees
and/or agents, harmless from and against any and all claims, actions, damages, expenses (including court costs and reasonable attorneys' fees), obligations, losses, liabilities and liens imposed or
incurred by, or asserted against, SFX, the SFX Affiliates or their successors or assigns, by any person or entity, caused by or arising out of any alleged patent, trademark, or copyright infringement,
asserted against SFX with respect to SFX's use of the TM System, except to the extent that any such claim shall relate to SFX's negligence or wilful misconduct with respect thereto, the performance of
this Agreement or the breach of any covenant, representation or warranty contained in this Agreement by Ticketmaster, its agents, employees or any other person (other than SFX or an SFX Affiliate)
acting under the direction and on behalf of Ticketmaster.

18.Press Releases.It is the intention of the parties to issue a press release regarding the general
nature of the terms and conditions of this Agreement after the execution by both parties of this Agreement. Notwithstanding the foregoing, neither party shall make or issue any public statements,
disclosure or press release with respect to the matters contemplated herein without the prior consent of the other, which consent shall not be unreasonably withheld, provided that (i) press
releases in conformity with the disclosure requirements of the Securities and Exchange Commission, in a form which shall be previously approved by Ticketmaster and SFX, may be issued by SFX and/or
Ticketmaster if deemed necessary, (ii) that the parties hereto shall continue such communications with

8

---

directors, employees, customers, suppliers, franchisees, lenders, lessors, shareholders, partners and other particular groups as may be legally required or necessary or appropriate and not
inconsistent with the best interests of the other parties for the proper consummation of the transactions contemplated herein, and (iii) as required by law.

19.Expenses.Each of SFX and Ticketmaster shall be solely responsible for and bear all of their
respective expenses, including, without limitations, expenses of legal counsel, accountants and other advisors, incurred at any time in connection with all negotiations and documentation relating to
the parties' entering into this Agreement and the Master Agreement.

In
order to confirm your agreement to the terms and conditions set forth herein, kindly execute and return the signed copy hereof to the undersigned.

|                                                        |  |                                       |  | Very truly yours,      
|------------------------------------------------------- |  | ------------------------------------- |  | -----------------------
|                                                        |  |                                       |  | SFX ENTERTAINMENT, INC.
|                                                        |  |                                       |  | By:                    
|                                                        |  |                                       |  | Its:                   
|AGREED TO AND ACCEPTED THIS
13th DAY OF NOVEMBER, 1998: |  |                                       |  |                        
|TICKETMASTER CORPORATION                                |  |                                       |  |                        
|By:                                                     |  | /s/TERRY BARNESTerry Barnes           |  |                        
|Its:                                                    |  | President and Chief Executive Officer |  |                        

9

---

QuickLinks