COMMON STOCK PURCHASE AGREEMENT


                                 by and between


                          ON STAGE ENTERTAINMENT, INC.
                             (a Nevada corporation)


                                       and

                                RICHARD S. KANFER
                                 (an individual)



<PAGE>

                         COMMON STOCK PURCHASE AGREEMENT


THIS COMMON STOCK  PURCHASE  AGREEMENT is made as of February ___,  1999, by and
among ON STAGE  ENTERTAINMENT,  INC.,  a Nevada  corporation  ("On  Stage")  and
RICHARD S. KANFER, an individual ("Kanfer").

                                    RECITALS:

         WHEREAS, on or about November 1, 1996, On Stage and Kanfer entered into
a Common  Stock  Purchase  Agreement  for the  acquisition  of Kanfer's  limited
engagement  business in Georgia  entitled  Interactive  Events,  Inc., a Georgia
corporation ("Interactive Events Acquisition"); and

         WHEREAS,  pursuant  to the  express  terms  of the  Interactive  Events
Acquisition,  Kanfer  transferred his ownership in Interactive  Events,  Inc., a
Georgia  corporation to On Stage in exchange for, among other items:  (1) 30,304
shares of On Stage common stock;  (2) an option to purchase  15,000 shares of On
Stage common stock at a strike price of $5.00 per share;  and (3) an  employment
agreement through December 31, 1998; and

         WHEREAS, Kanfer's Employment Agreement has subsequently expired and the
parties  hereto are  desirous  of  entering  into this  Agreement  to unwind the
Interactive  Events  Acquisition,  save for the  Covenant Not to Compete and the
Assignment of Shows paragraphs  contained therein, and to continue Kanfer and On
Stage's working relationship.

                                   Witnesseth

         NOW, THEREFORE,  in consideration of the respective covenants contained
herein and  intending to be legally bound  hereby,  the parties  hereto agree as
follows:

                                    ARTICLE 1
                                   DEFINITIONS

         For  convenience,  certain  terms  used in more  than  one part of this
Agreement  are listed in  alphabetical  order and  defined or  referred to below
(such terms as well as any other terms defined elsewhere in this Agreement shall
be  equally  applicable  to both the  singular  and  plural  forms of the  terms
defined).

         "Agreement" means this Agreement and the schedules hereto.


                                       1
<PAGE>

         "Charter  Documents"  means an  entity's  certificate  or  articles  of
incorporation,  certificate  defining the rights and  preferences of securities,
articles of organization,  general or limited partnership agreement, certificate
of limited  partnership,  joint venture agreement or similar document  governing
the entity.

         "Closing" means the Closing on the Transactions.

         "Closing Date" is defined in Section 2.3.

         "Code" means the Internal  Revenue  Code of 1986,  as amended,  and the
Regulations promulgated thereunder.

         "Encumbrances"  means any lien,  mortgage,  security interest,  pledge,
restriction  on  transferability,  defect  of title or other  claim,  charge  or
encumbrance of any nature whatsoever on any property or property interest.

         "GAAP" means United States generally accepted accounting principles.

         "GGCL" means the Georgia General Corporations Law.

         "Interactive" means Interactive Events, Inc., a Georgia corporation.

          "Interactive   Shares"  means  all  of  the   outstanding   shares  of
Interactive Common Stock.

         "IRS" means the Internal Revenue Service.

          "Kanfer  Options"  means  Kanfer's  option to acquire  15,000 On Stage
Shares dated  November 1, 1996 along with Kanfer's  option to purchase
19,835 On Stage Shares dated September 1, 1996.  

          "Kanfer Shares" means the 30,304 shares of On Stage Common Stock owned
by Kanfer.

         "On Stage Common Stock" means the Common Stock, no par value per share,
of On Stage.

         "On Stage  Shares"  means the  shares  of On Stage  Common  Stock to be
provided in connection with the Transactions.

         "Person"   means  any   natural   person,   corporation,   partnership,
proprietorship, association, trust or other legal entity.

         "Real Property Lease" is defined in Section 3.5.

         "Securities Act" means the Securities Act of 1933, as amended,  and the
Regulations promulgated thereunder.

                                       2
<PAGE>

         "Transaction  Documents"  means this Agreement and the other agreements
and documents contemplated hereby and thereby.

         "Transactions" means the transactions contemplated by the Transaction 
Documents.

                                   ARTICLE II
                     SALE AND PURCHASE OF INTERACTIVE SHARES

2.1 Sale and Purchase of Interactive Shares. Subject to the terms and conditions
of this Agreement, at the Closing, On Stage shall sell, transfer, convey, assign
and deliver to Kanfer,  and Kanfer  shall  purchase,  acquire and accept from On
Stage, all the Interactive Shares free and clear of all liens, claims,  charges,
restrictions,  equities and  encumbrances of any kind. It is understood that for
purposes  of this  Agreement,  Kanfer is  re-purchasing/re-acquiring  his former
business which he sold to On Stage including all assets, phone numbers, real and
personal property,  customer lists, cast lists,  goodwill and anything else that
is necessary for the continued operation of the Interactive Events business.

2.2 Issuance and Transfer of Shares. In consideration for the Interactive Shares
Kanfer shall return to On Stage the: (a) Kanfer Shares; and (b) Kanfer Options.

2.3 Closing.  The Closing  shall take place on or before  February 1, 1999.  The
date on which the Closing occurs is referred to herein as the "Closing Date."

2.4 Delivery to Kanfer . At the Closing,  On Stage shall deliver to Kanfer:  (i)
certificates  representing  the  Interactive  Shares;  and (ii)  all such  other
endorsements,  assignments  and other  instruments  as are  necessary to vest in
Kanfer title to the Interactive Shares free and clear of any adverse claims.

2.5 Delivery to On Stage.  At the Closing,  Kanfer shall deliver to On Stage the
number of Kanfer Shares and Kanfer Options referred to in Section 2.

2.6 Further Assurances.  After the Closing,  Kanfer and On Stage shall each from
time to time,  at the  request of a party  hereto and  without  further  cost or
expense to the requesting  party,  execute and deliver such other instruments of
conveyance and transfer and take such other actions as the requesting  party may
reasonably request, in order to more effectively consummate the Transactions and
to vest in On Stage or Kanfer, as the case may be, title to the Kanfer Shares or
Interactive Shares, as the case may be, being transferred hereunder.

                                       3
<PAGE>



                                    ARTICLE 3
                   REPRESENTATIONS AND WARRANTIES OF ON STAGE

         On Stage each hereby represents and warrants to Kanfer as follows:

3.1 Corporate  Status.  Interactive  is a corporation  duly  organized,  validly
existing and in good standing under the laws under which it was incorporated.

3.2 Authorization. On Stage has the requisite power and authority to execute and
deliver  the  Transaction  Documents  to which  it is or will be a party  and to
perform the  Transactions  to be performed by it. Such  execution,  delivery and
performance  by On Stage has been duly  authorized  by all  necessary  corporate
action.  The  Transaction  Documents  executed  on or  before  the  date  hereof
constitute,  and the Transaction  Documents to be executed after the date hereof
will  constitute,  valid and binding  obligations  of On Stage,  enforceable  in
accordance with their terms.

3.3  Capitalization  and Stock Ownership.  The total authorized capital stock of
Interactive  consists of 1,000,000  shares of  Interactive  Common Stock,  1,000
shares of which are issued and  outstanding  on the date hereof and no shares of
which are issued and held by Interactive as treasury stock.  There are no issued
shares of  Preferred  Stock.  There are no existing  options,  warrants,  calls,
commitments or other rights of any character (including conversion or preemptive
rights)  relating to the acquisition of any issued or unissued  capital stock or
other  securities of  Interactive.  All of the  Interactive  Shares are duly and
validly authorized and issued,  fully paid and  non-assessable.  On Stage is the
sole record owner of all of the Interactive  Shares.  Interactive  complied with
all  applicable  Regulations  in  connection  with  the  issuance  of all of the
Interactive Shares.

3.4 Title to Interactive Assets and Related Matters. To the best knowledge of On
Stage,  Interactive  has good  and  marketable  title  to,  or  valid  leasehold
interests in, all of the Interactive Assets, a true and correct list of which is
attached  hereto  as  Schedule  3.4.  The use of the  Interactive  Assets is not
subject  to any  Encumbrances  (other  than  those  specified  in the  preceding
sentence),  and such use does not materially  encroach on the property or rights
of anyone else.

3.5 Real Property.  Schedule 3.5 describes all real estate used in the operation
of the  Interactive  Business  as well as any other real  estate  that is in the
possession  of  or  leased  by  On  Stage  on  behalf  of  Interactive  and  the
improvements  (including  buildings and other  structures)  located on such real
estate (collectively, the "Real Property"), and lists any leases under which any
such Real Property is possessed (the "Real Estate Leases"). Neither On Stage nor
Interactive  are currently in Default under any of the Real Estate  Leases,  nor
are they aware of any Default by any of the lessors thereunder.

                                       4
<PAGE>

3.6 Certain Personal Property. Schedule 3.6 is an asset schedule, describing and
specifying the location of all items of tangible  personal  property that are to
be  transferred  to Kanfer  pursuant to this  Agreement.  All personal  property
listed on Schedule 3.6 are being  transferred "As Is" with no warranties  either
express or implied.

3.7 Subsidiaries. Interactive does not own, directly or indirectly, any interest
or  investment  (whether  equity  or  debt)  in  any  corporation,  partnership,
business, trust, joint venture or other legal entity.

3.8 Corporate Records. The minute books of Interactive contain complete, correct
and  current  copies of its Charter  Documents  and bylaws and of all minutes of
meetings,  resolutions  and  other  proceedings  of its  Board of  Directors  or
committees  thereof and  stockholders.  The stock record book of  Interactive is
complete and correct.

                                    ARTICLE 4
                    REPRESENTATIONS AND WARRANTIES OF KANFER

         Kanfer hereby represents and warrants to On Stage as follows:

4.1 Consents and Approvals.  Neither the execution and delivery by Kanfer of the
Transaction  Documents to which it is or will be a party, nor the performance of
the Transactions to be performed by Kanfer, will require any filing,  consent or
approval.

4.2 Purchase  Entirely for Own Account.  This Agreement is made in reliance upon
Kanfer's  representation  to On  Stage,  which  by  Kanfer's  execution  of this
Agreement Kanfer hereby confirms,  that the Interactive  Shares will be acquired
for investment for Kanfer's own account, not as a nominee or agent, and not with
a view to transfer.  Kanfer  represents  that it has full power and authority to
enter into this Agreement.

4.3 Restricted  Securities.  Kanfer  understands that the Interactive Shares are
characterized  as  "restricted  securities"  under the federal  securities  laws
inasmuch as they are being acquired from On Stage in a transaction not involving
a public  offering  and that under  such laws and  applicable  regulations  such
shares may be resold without registration under the Act, only in certain limited
circumstances.  It is understood that the Interactive Shares shall bear a legend
to such effect.



                                       5
<PAGE>

                                    ARTICLE 5
                               COVENANTS OF KANFER

5.1 Expenses.  Kanfer shall pay all of the legal,  accounting and other expenses
incurred by Kanfer in connection with the Transactions.


                                    ARTICLE 6
                 CONDITIONS PRECEDENT TO THE TRANSACTIONSARTICLE
                 VIII.CONDITIONS PRECEDENT TO THE TRANSACTIONS

6.1  Conditions  to  Obligations  of On Stage.  The  obligations  of On Stage to
consummate the Transactions  shall be subject to the satisfaction or waiver,  on
or before the Closing, of each of the following conditions:

(a) Assumption of Atlanta Obligations. Kanfer, through his
company Real Source Publications, will assume the lease agreement for the office
located at West One  Business  Park,  1165  AllGood  Park,  Suite 15,  Marietta,
Georgia  30062-2238,  all of the equipment  leases and change all utilities into
his name within ten (10) days from the date of this  Agreement.  Kanfer will use
his good faith best  efforts to have On Stage  removed  from all  equipment  and
office leases. Until Kanfer is successful in removing On Stage from said leases,
Kanfer will personally indemnify, save and otherwise hold On Stage harmless from
any default under the office and equipment  lease  agreements.  Once On Stage is
removed from all responsibility under the office and equipment lease agreements,
Kanfer will be released from personal liability therefrom.

(b) Consents and  Approvals.  Kanfer shall have  obtained all  governmental  and
third party consents and approvals necessary,  proper or advisable to consummate
the Transactions.

(c) Outstanding Accounts  Recievable/Accounts  Payable.  Kanfer has indicated on
Schedule  6.1(c) which accounts  receivable he thinks are  recoverable  and will
utilize his good faith best efforts to assist On Stage with  collection of these
outstanding  accounts  and the payment of the same to On Stage.  Kanfer has also
indicated on Schedule  6.1(c) which accounts  payable are due (for their Atlanta
office) as of the date of this  Agreement  and On Stage agrees that they will be
solely  responsible for the payment of these  accounts.  On Stage further agrees
that they will be  responsible  for payment of any and all  accounts  receivable
incurred by them during their ownership of Interactive  Events up to the date of
this Agreement.

                                       6
<PAGE>

(d) Release of Liability.  Simultaneous with the execution of this Agreement, On
Stage and Kanfer shall each execute a Release of Liability in the forms attached
hereto on Schedule 6.1(d).

(e) Return of  Options.  Kanfer  shall  deliver to On Stage the Kanfer  Options,
which will be considered  null and void,  ab initio,  upon the execution of this
Agreement.

6.2 Conditions to Obligations of Kanfer. The obligations of Kanfer to consummate
the Transactions  shall be subject to the  satisfaction or waiver,  on or before
the Closing, of each of the following conditions:

(a) Assignment of Office and Equipment Leases and Title to Personal Property. On
Stage  shall  assign to Kanfer all of its  rights in the  office  and  equipment
leases for the Atlanta  property,  along with the title to the personal property
listed on Schedule 3.4 attached hereto.

(b) Right to  Represent  Legends in Concert.  On Stage shall have  executed  the
Right to  Represent  Legends  in Concert  in the form as is  attached  hereto on
Schedule    6.2.    It    is    expressly     understood    that    Kanfer    is
re-purchasing/re-acquiring  his list of Interactive Clients and Actors listed on
Schedule 4.23 of the Interactive Events Acquisition  Agreement.  Kanfer warrants
that neither he nor anyone  working for him in the Atlanta office since November
1, 1996 has ever sold, produced or otherwise made to happen a Legends in Concert
show or derivative  thereof for any of the clients on Schedule  4.23, a true and
correct  copy of  said  list is  attached  to the  Right  to  Represent  Legends
agreement contained on Schedule 6.2.

                                    ARTICLE 7
                        CONTENTS OF AGREEMENT, AMENDMENT,
                      PARTIES IN INTEREST, ASSIGNMENT, ETC.

This  Agreement sets forth the entire  understanding  of the parties hereto with
respect to the subject matter hereof. This Agreement may be amended, modified or
supplemented  only by a written  instrument duly executed by each of the parties
hereto.  This Agreement shall be binding upon and inure to the benefit of and be
enforceable  by the  respective  heirs,  legal  representatives,  successors and
permitted  assigns of the parties  hereto.  No party  hereto  shall  assign this
Agreement or any right, benefit or obligation  hereunder.  Any term or provision

                                       7
<PAGE>

of this Agreement may be waived at any time by the party entitled to the benefit
thereof by a written  instrument duly executed by such party. The parties hereto
shall  execute  and  deliver  any and all  documents  and take any and all other
actions that may be deemed reasonably  necessary by their respective  counsel to
complete the Transactions.

                                    ARTICLE 8
                                 INTERPRETATION

Unless the context of this Agreement clearly requires otherwise,  (a) references
to the plural include the singular, the singular the plural, the part the whole,
(b)  "or" has the  inclusive  meaning  frequently  identified  with  the  phrase
"and/or" and (c) "including"  has the inclusive  meaning  frequently  identified
with the phrase "but not limited to." The section and other  headings  contained
in this  Agreement  are for  reference  purposes  only and shall not  control or
affect the construction of this Agreement or the  interpretation  thereof in any
respect.  Section,  subsection,  schedule  and  exhibit  references  are to this
Agreement unless otherwise  specified.  Each accounting term used herein that is
not specifically defined herein shall have the meaning given to it under GAAP.


                                    ARTICLE 9
                                     NOTICES

All notices  that are required or  permitted  hereunder  shall be in writing and
shall be sufficient if personally  delivered or sent by mail,  facsimile message
or Federal Express or other delivery service.  Any notices shall be deemed given
upon the earlier of the date when  received  at, or the third day after the date
when sent by registered or certified mail or the day after the date when sent by
Federal  Express  to, the  address or fax number set forth  below,  unless  such
address or fax number is changed by notice to the other party hereto:

                 If to On Stage:

                              c/o Legends In Concert, Inc.
                              4625 W. Nevso Drive, Suite 10
                              Las Vegas, Nevada  89103
                              Attention:  Christopher Grobl, General Counsel

                 If to Kanfer:

                              Richard S. Kanfer
                              ======================



                                       8
<PAGE>

                                   ARTICLE 10
                                  GOVERNING LAW

This Agreement shall be construed and interpreted in accordance with the laws of
the state of Nevada,  without  regard to its provisions  concerning  conflict of
laws.

                                   ARTICLE 11
                                  COUNTERPARTS

This Agreement may be executed in two or more counterparts,  each of which shall
be binding as of the date first written above, and all of which shall constitute
one and the same instrument.  Each such copy shall be deemed an original, and it
shall not be necessary  in making proof of this  Agreement to produce or account
for more than one such counterpart.

                                   ARTICLE 12
                   SURVIVAL OF REPRESENTATIONS AND WARRANTIES

All  representations  and  warranties  made by any  party in this  Agreement  or
pursuant hereto shall survive the Closing hereunder and any investigation at any
time  made by or on  behalf  of the  other  party  and for a period  of one year
following the Closing.

                                   ARTICLE 13
                               REMEDIES CUMULATIVE

The remedies  provided herein shall be cumulative and shall not preclude a party
from asserting any other rights or seeking any other remedies  against the other
party or its successors or assigns. 

                            ARTICLE 14 SEVERABILITY

The invalidity of any one or more of the words, phrases,  sentences,  clauses or
sections  contained in this Agreement shall not affect the enforceability of the
remaining  portions  of this  Agreement  or any part  thereof,  all of which are
inserted  conditionally  on their being valid in law, and, in the event that any
one or more of the words,  phrases,  sentences,  clause or sections contained in
this Agreement shall be declared  invalid,  this Agreement shall be construed as
if such invalid word or words, phrase or phrases, sentence or sentences,  clause
or clauses, or section or sections had not been inserted.  If such invalidity is
caused  by  length  of time or size of area,  or  both,  the  otherwise  invalid
provision  will be considered to be reduced to a period or area which would cure
such invalidity.

                                       9
<PAGE>

                                   ARTICLE 15
                                  BULK TRANSFER

The parties hereto waive  compliance with the requirements of the bulk sales law
of any  jurisdiction  in  connection  with the sale of the  Interactive  Shares.
Kanfer shall indemnify and hold On Stage harmless against all liabilities  which
may be asserted by third  parties  with  respect to assets sold by On Stage as a
result of noncompliance with any such bulk sales laws.

                                   ARTICLE 16
                                   ARBITRATION

The parties agree that all disputes,  claims, and controversies between or among
them arising from or relating to this  Agreement  shall be  arbitrated  in Clark
County, Nevada,  pursuant to the Rules of the American Arbitration  Association,
upon the request of any party.

                                   ARTICLE 17
                                TAX FREE EXCHANGE

It is understood that the parties intend that this transaction  represents a tax
free exchange under the Internal  Revenue Code.  However,  this Agreement is not
contingent upon a ruling from the Internal  Revenue Service (the "IRS") that the
transactions contemplated herein constitute a tax free exchange and the parties'
agreements  herein  are  effective  and  binding  on  them  irrespective  of any
favorable or negative ruling from the IRS.


                                       10
<PAGE>

IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto as of
the day and year first written above.

                          ON STAGE ENTERTAINMENT, INC.
                          a Nevada corporation



                          By:___________________________________
                              Name:
                              Title:

                          RICHARD S. KANFER,
                          an individual



                          --------------------------------------



                                       11
<PAGE>


                                  SCHEDULE 3.4

                            Interactive Events Assets


<PAGE>


                                  SCHEDULE 3.5

                                  Real Property

                                 NOT APPLICABLE

<PAGE>


                                  SCHEDULE 3.6

                                Personal Property

                   SEE SCHEDULE 3.4--INTERACTIVE EVENTS ASSETS

<PAGE>


                                 SCHEDULE 6.1(c)

                Outstanding Accounts Receivable/Accounts Payable



<PAGE>


                                 SCHEDULE 6.1(d)

                              Release of Liability



<PAGE>


                                  SCHEDULE 6.2

                   Form of Rights of Representation Agreement