UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

    For the quarterly period ended November 30, 2008

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

    For the transition period from ___________ to ___________

                        Commission File Number 000-50643


                        GLOBAL ENTERTAINMENT CORPORATION
             (Exact name of registrant as specified in its charter)

            Nevada                                               86-0933274
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

1600 N Desert Drive, Suite 301, Tempe, AZ                          85281
(Address of principal executive offices)                         (Zip Code)

                                 (480) 994-0772
              (Registrant's telephone number, including area code)

              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check mark if the registrant  (1) has filed all reports  required to
be filed by Section 13 or 15(d) of the  Securities  Exchange Act during the past
12 months (or for such shorter  period that the  registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. See
the definitions of "large accelerated  filer,"  "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act.): Yes [ ] No [X]

At December  31,  2008,  6,627,112  shares of Global  Entertainment  Corporation
common stock were outstanding.
<PAGE>
                        GLOBAL ENTERTAINMENT CORPORATION
                                      INDEX
                               REPORT ON FORM 10-Q
                     FOR THE QUARTER ENDED NOVEMBER 30, 2008

PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements                                                  3

     Condensed Consolidated Balance Sheets - As of November 30, 2008
     (Unaudited) and May 31, 2008                                              3

     Condensed Consolidated Statements of Operations (Unaudited) -
     Three and Six Months Ended November 30, 2008 and 2007                     4

     Condensed Consolidated Statements of Changes in Stockholders'
     Equity - Year Ended May 31, 2008 and Six Months Ended
     November 30, 2008 (Unaudited)                                             5

     Condensed Consolidated Statements of Cash Flows (Unaudited) -
     Six Months Ended November 30, 2008 and 2007                               6

     Notes to Condensed Consolidated Financial Statements                      7

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                            18
Item 3.  Quantitative and Qualitative Disclosures about Market Risk           25
Item 4T. Controls and Procedures                                              26

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings                                                    26
Item 1A. Risk Factors                                                         27
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds          27
Item 3.  Defaults upon Senior Securities                                      27
Item 4.  Submission of Matters to a Vote of Security Holders                  27
Item 5.  Other Information                                                    27
Item 6.  Exhibits                                                             27

                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
              AS OF NOVEMBER 30, 2008 (UNAUDITED) AND MAY 31, 2008
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                                           November 30,         May 31,
                                                                              2008               2008
                                                                            --------           --------
<S>                                                                         <C>                <C>
                                     ASSETS
CURRENT ASSETS:
  Cash and cash equivalents                                                 $    664           $    443
  Restricted cash                                                              1,250                 --
  Accounts receivable, net of $49 and $2 allowance
   November 30, 2008 and May 31, 2008                                          1,135              1,111
  Prepaid expenses and other assets                                              259                239
  Investment in Wenatchee project                                             52,399             34,473
  Assets to be disposed                                                           --              2,167
                                                                            --------           --------
      TOTAL CURRENT ASSETS                                                    55,707             38,433

Property and equipment, net                                                      863                266
Goodwill                                                                         519                519
Deferred income tax asset                                                        112                 --
Other assets                                                                     323                108
Minority interests                                                                43                 38
                                                                            --------           --------
      TOTAL ASSETS                                                          $ 57,567           $ 39,364
                                                                            ========           ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
  Accounts payable                                                          $  4,018           $  7,718
  Accrued liabilities                                                          1,140                750
  Deferred revenues                                                              470                 24
  Notes payable - current portion                                             48,975             27,220
  Liabilities related to assets to be disposed                                    --                233
                                                                            --------           --------
      TOTAL CURRENT LIABILITIES                                               54,603             35,945

Deferred income tax liability                                                    117                117
Notes payable - long-term portion                                                125                180
                                                                            --------           --------
      TOTAL LIABILITIES                                                       54,845             36,242
                                                                            --------           --------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
  Preferred stock - $.001 par value; 10,000,000 shares authorized;
   no shares issued or outstanding                                                --                 --
  Common stock - $.001 par value; 50,000,000 shares authorized;
   6,627,112 and 6,625,114 shares issued and outstanding as of
   as of November 30, 2008 and May 31, 2008                                        7                  7
  Paid-in capital                                                             10,946             10,930
  Accumulated deficit                                                         (8,231)            (7,815)
                                                                            --------           --------
      TOTAL STOCKHOLDERS' EQUITY                                               2,722              3,122
                                                                            --------           --------
      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                            $ 57,567           $ 39,364
                                                                            ========           ========
</TABLE>

                 The accompanying notes are an integral part of
                the condensed consolidated financial statements.

                                       3
<PAGE>
               GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
          FOR THE THREE AND SIX MONTHS ENDED NOVEMBER 30, 2008 AND 2007
         (UNAUDITED) (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                               Three Months Ended               Six Months Ended
                                                                   November 30,                    November 30,
                                                          ---------------------------       ---------------------------
                                                             2008             2007             2008             2007
                                                          ----------       ----------       ----------       ----------
<S>                                                       <C>              <C>              <C>              <C>
REVENUES:
  Project management fees                                 $      761       $      119       $    1,226       $      244
  Facility management fees                                       728              735            1,173            1,699
  License fees                                                   515              535              890            1,452
  Ticket service fees                                            695            1,175            1,315            1,954
  Project development fees                                       269               25              478              206
  Advertising sales commissions                                  133              224              378              479
  Concession revenue                                             130               --              130               --
  Other revenue                                                   --               12               --               15
                                                          ----------       ----------       ----------       ----------
      TOTAL REVENUES                                           3,231            2,825            5,590            6,049
                                                          ----------       ----------       ----------       ----------
OPERATING COSTS:
  Cost of revenues                                             1,419            1,572            2,398            3,272
  General and administrative costs                             1,720            1,777            3,216            4,790
                                                          ----------       ----------       ----------       ----------
      TOTAL OPERATING COSTS                                    3,139            3,349            5,614            8,062
                                                          ----------       ----------       ----------       ----------
INCOME (LOSS) FROM OPERATIONS                                     92             (524)             (24)          (2,013)

OTHER INCOME (EXPENSE):
  Interest income                                                  9               31               12               76
  Interest expense                                              (354)              --             (361)              (8)
  Minority interests                                              (3)             (22)               5              (20)
                                                          ----------       ----------       ----------       ----------
      TOTAL OTHER INCOME (EXPENSE)                              (348)               9             (344)              48
                                                          ----------       ----------       ----------       ----------
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES             (256)            (515)            (368)          (1,965)
INCOME TAX BENEFIT                                                --               --               --               --
                                                          ----------       ----------       ----------       ----------
LOSS FROM CONTINUING OPERATIONS                                 (256)            (515)            (368)          (1,965)
LOSS FROM DISCONTINUED OPERATIONS, NET OF INCOME TAXES            --              (78)             (48)            (146)
                                                          ----------       ----------       ----------       ----------
NET LOSS                                                  $     (256)      $     (593)      $     (416)      $   (2,111)
                                                          ==========       ==========       ==========       ==========
LOSS PER SHARE:
  Basic-
    Loss from continuing operations                       $    (0.04)      $    (0.08)      $    (0.06)      $    (0.30)
    Loss from discontinued operations                             --            (0.01)              --            (0.02)
                                                          ----------       ----------       ----------       ----------
    Net loss                                              $    (0.04)      $    (0.09)      $    (0.06)      $    (0.32)
                                                          ==========       ==========       ==========       ==========
  Diluted-
    Loss from continuing operations                       $    (0.04)      $    (0.08)      $    (0.06)      $    (0.30)
    Loss from discontinued operations                             --            (0.01)              --            (0.02)
                                                          ----------       ----------       ----------       ----------
    Net loss                                              $    (0.04)      $    (0.09)      $    (0.06)      $    (0.32)
                                                          ==========       ==========       ==========       ==========
WEIGHTED AVERAGE SHARES OUTSTANDING:
  Basic                                                    6,626,015        6,521,117        6,625,562        6,518,604
                                                          ==========       ==========       ==========       ==========
  Diluted                                                  6,626,015        6,521,117        6,625,562        6,518,604
                                                          ==========       ==========       ==========       ==========
</TABLE>
                 The accompanying notes are an integral part of
                the condensed consolidated financial statements.

                                       4
<PAGE>
               GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
      CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
   FOR THE YEAR ENDED MAY 31, 2008 AND THE SIX MONTHS ENDED NOVEMBER 30, 2008
                                   (UNAUDITED)
                      (IN THOUSANDS, EXCEPT SHARE AMOUNTS)


<TABLE>
<CAPTION>
                                        Common Stock
                                     -------------------       Paid-in       Accumulated
                                     Shares       Amount       Capital         Deficit         Total
                                     ------       ------       -------         -------         -----
<S>                                <C>            <C>         <C>            <C>             <C>
BALANCE AT MAY 31, 2007            6,508,173      $   7       $ 10,731        $ (3,784)       $ 6,954

Exercise of options                   13,941         --             --              --             --

Issuance of restricted stock           3,000         --             36              --             36

Issuance of stock                    100,000         --            163              --            163

Net loss for the fiscal year
 ended May 31, 2008                       --         --             --          (4,031)        (4,031)
                                   ---------      -----       --------        --------        -------

BALANCE AT MAY 31, 2008            6,625,114          7         10,930          (7,815)         3,122

Issuance of restricted stock           1,998         --             16              --             16

Net loss for the six months
 ended November 30, 2008                  --         --             --            (416)          (416)
                                   ---------      -----       --------        --------        -------

BALANCE AT NOVEMBER 30, 2008       6,627,112      $   7       $ 10,946        $ (8,231)       $ 2,722
                                   =========      =====       ========        ========        =======
</TABLE>

                 The accompanying notes are an integral part of
                the condensed consolidated financial statements.

                                       5
<PAGE>
               GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE SIX MONTHS ENDED NOVEMBER 30, 2008 AND 2007
                           (UNAUDITED) (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                           Six Months Ended
                                                                              November 30,
                                                                       ---------------------------
                                                                         2008               2007
                                                                       --------           --------
<S>                                                                    <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                             $   (416)          $ (2,111)
  Adjustments to reconcile net loss to net cash provided
   by (used in) operating activities-
     Depreciation                                                            81                 67
     Unbilled earnings on Wenatchee project                                (639)              (291)
     Other non-cash items                                                    36                 60
     Discontinued operations and related impairment charges                   5                (82)
     Changes in assets and liabilities, net of businesses
      acquired and disposed-
        Accounts receivable                                                 (19)             1,084
        Prepaid expenses and other assets                                  (235)               (41)
        Accounts payable                                                    355               (871)
        Accrued liabilities                                                 390                 72
        Deferred revenues                                                   446                449
                                                                       --------           --------
          Net cash (used in) provided by operating activities                 4             (1,664)
                                                                       --------           --------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                                       (681)               (90)
  Investment in Wenatchee project                                       (21,342)           (12,985)
  Deposit of restricted cash                                             (1,250)                --
  Proceeds from disposition of Cragar, net of expenses                    1,790                 --
                                                                       --------           --------
          Net cash used in investing activites                          (21,483)           (13,075)
                                                                       --------           --------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Notes payable proceeds                                                 21,992             12,184
  Notes payable payments                                                   (292)                --
                                                                       --------           --------
          Net cash provided by financing activities                      21,700             12,184
                                                                       --------           --------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                        221             (2,555)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                              443              4,252
                                                                       --------           --------
CASH AND CASH EQUIVALENTS, END OF PERIOD                               $    664           $  1,697
                                                                       ========           ========

SUPPLEMENTAL DISCLOSURES:
  Interest  paid                                                       $     11           $      8
                                                                       ========           ========
  Income taxes paid (received)                                         $     --           $     --
                                                                       ========           ========
</TABLE>

                 The accompanying notes are an integral part of
                the condensed consolidated financial statements.

                                       6
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------
                   BASIS OF PRESENTATION AND USE OF ESTIMATES
--------------------------------------------------------------------------------

DESCRIPTION OF THE COMPANY

Global  Entertainment  Corporation  (referred  to in this  report as "we," "us,"
"Global,",  "Company" or "GEC") is an integrated event and entertainment company
that is engaged,  through its wholly owned  subsidiaries,  in sports management,
multipurpose  events  center and related real estate  development,  facility and
venue management and marketing, and venue ticketing. We are primarily focused on
projects located in mid-size communities in the United States.

Our current operating subsidiaries are Western Professional Hockey League, Inc.,
Global Properties I, International Coliseums Company, Inc., Global Entertainment
Marketing Systems,  Inc., Global  Entertainment  Ticketing,  and Encore Facility
Management.

We, through our wholly owned  subsidiary,  Western  Professional  Hockey League,
Inc., are the operator of the Western Professional Hockey League (WPHL), a minor
league   professional  hockey   organization,   and  are  the  licensor  of  the
independently  owned  hockey  teams which  participate  in the league.  WPHL has
entered into a joint  operating  agreement with the Central Hockey League,  Inc.
(CHL Inc.). The effect of the joint operating  agreement is that the two leagues
had their  respective  teams join together and operate under the Central  Hockey
League name (as the League).  The terms of the joint operating  agreement define
how the League will operate.

The League is a structured  licensed  sports league,  which  includes  competing
teams located in various states, including Texas, Colorado,  Kansas,  Louisiana,
Mississippi, South Dakota, New Mexico, Oklahoma, and Arizona. There are 17 teams
in the  2008-09  season and there were 17 teams in the 2007-08  season.  In each
season 13 teams were  licensed by WPHL. In each season,  4 teams,  each of which
was an original CHL, Inc. team,  continue to operate under a sanction  agreement
that requires direct payments to the League pursuant to the terms and conditions
of the original CHL, Inc. agreements.

Global  Properties I (GPI) provides services in targeted  mid-sized  communities
across the United  States  related to the  development  of  multipurpose  events
centers and surrounding multi-use real estate development.

GPI,  along  with  International   Coliseums  Company,   Inc.  (ICC),   develops
multipurpose  events  centers in mid-market  communities.  ICC's  development of
multipurpose  events centers promotes the development of the League by assisting
potential   licensees  in  securing  quality  venues  in  which  to  play  minor
professional  hockey league games. The  inter-relationship  between GPI, ICC and
WPHL is a key factor in the  viability of a managed  multipurpose  entertainment
facility.

Global  Entertainment  Marketing Systems,  Inc. (GEMS),  promotes,  markets, and
sells  various  services  related  to  multipurpose   entertainment  facilities,
including  all  contractually  obligated  income (COI)  sources such as facility
naming  rights,  luxury  suite  sales,  club seat  license  sales,  and facility
sponsorship agreements.

Global  Entertainment  Ticketing  (GetTix) provides  ticketing  services for the
multipurpose  event centers developed by GPI and ICC, existing League licensees,
and various other  entertainment  venues,  theaters,  concert  halls,  and other
facilities and event coordinators.  GetTix provides a full ticketing solution by
way of box office,  phone,  internet and  print-at-home  service  that  utilizes
distribution outlets in each market.  GetTix uses third-party,  state-of-the-art
software to deliver ticketing  capabilities  that include database  flexibility,
easy season and group options, financial reporting and marketing resources.

Encore Facility  Management  (Encore) provides a full complement of multipurpose
events  center  operational  services.  These  services  provide  administrative
oversight  in the  areas of  facility/property  management  and  finance,  event

                                       7
<PAGE>
bookings,  and food and  beverage.  Encore is currently  involved  with facility
management of  multipurpose  events centers  developed by GPI and ICC.  Facility
management operations are conducted under separate limited liability companies.

On  August  1,  2008,  we  closed  a  transaction  pursuant  to  which  we  sold
substantially  all of the  assets  of our  subsidiary  Cragar  Industries,  Inc.
(Cragar),  a licensor of an automotive  aftermarket  wheel trademark and brand -
CRAGAR(R).  The assets  consisted  primarily of intangible  property,  including
trademarks, service marks and domain names. The purchase price was approximately
$1.9  million  in  cash.  Of the  cash  proceeds,  $0.1  million  was  used  for
transaction-related  costs and $1.25  million has been set aside in a restricted
account as security for a letter of credit.  The remainder of the funds was made
available for working capital and general corporate purposes.

BASIS OF PRESENTATION

The condensed  consolidated  financial statements include the accounts of Global
Entertainment  Corporation  and its wholly owned  subsidiaries,  WPHL, GPI, ICC,
GEMS,  Encore,  GetTix and Cragar,  as well as the limited  liability  companies
formed for facility management. Intercompany balances and transactions have been
eliminated in consolidation.

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions for Form 10-Q. Accordingly, they
do not include all the information and footnotes  required by generally accepted
accounting  principles  for  complete  financial  statements.  In the opinion of
management, all adjustments (consisting of normal recurring accruals) considered
necessary for fair presentation have been included.

Operating  results for the three and six month periods ended  November 30, 2008,
are not necessarily  indicative of the results that may be expected for the year
ending May 31, 2009, or for any other period.

For  further  information,  refer  to the  financial  statements  and  footnotes
included in our report on Form 10-K for the year ended May 31, 2008.

Certain  reclassifications  are  reflected  in prior  periods for the purpose of
consistent presentation.

USE OF ESTIMATES

Management uses estimates and assumptions in preparing  financial  statements in
accordance with accounting  principles  generally accepted in the United States.
Those  estimates  and  assumptions  affect  the  reported  amounts of assets and
liabilities,  the  disclosure  of  contingent  assets and  liabilities,  and the
reported revenues and expenses.  Actual results may vary from the estimates that
were assumed in preparing the condensed consolidated financial statements.

Significant  accounting  policies  are  described  in the  audited  consolidated
financial  statements and notes thereto  included in our Report on Form 10-K for
the year ended May 31,  2008.  We believe our critical  accounting  policies and
material estimates  include,  but are not limited to, revenue  recognition,  the
allowance  for  doubtful  accounts,  arena  guarantees,  the  carrying  value of
goodwill,  the  realization  of deferred  income tax  assets,  the fair value of
liability related to the secondary guarantee related to a worker's  compensation
program, and the allocation of expenses,  division of profit or loss relating to
the    joint    operating    agreement,    and    the    application    of   the
percentage-of-completion  method.  Due  to  the  uncertainties  inherent  in the
estimation  process  and  the  significance  of  these  items,  it is  at  least
reasonably  possible that the estimates in connection  with these items could be
materially revised within the next year.

RECENT ACCOUNTING PRONOUNCEMENTS

In June 2006,  the FASB issued  FASB  Interpretation  No. 48 (FIN No.  48),  "An
Interpretation  of FASB  Statement No. 109," which  clarifies the accounting for
uncertainty in income taxes  recognized in a company's  financial  statements in
accordance  with FASB Statement No. 109,  "Accounting  for Income  Taxes".  This
interpretation  prescribes a recognition threshold and measurement attribute for
the financial  statement  recognition and measurement of a tax position taken or
expected  to be taken in a tax  return.  It  reflects  the  benefit  recognition

                                       8
<PAGE>
approach,  where a tax benefit is recognized  when it is more likely than not to
be  sustained  based on the  technical  merits of the  position.  We adopted the
interpretation  on June 1,  2007,  and  there  was no  impact  on our  financial
position or results of  operations.  We have not been  examined by any major tax
jurisdictions.

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements".  The
statement  defines fair value,  establishes a framework for measuring fair value
in generally accepted  accounting  principles  (GAAP),  and expands  disclosures
about fair value measurements. We adopted this statement prospectively effective
June 1, 2008,  and there was no impact on our  financial  position or results of
operations.

In February  2007,  the FASB issued  SFAS No.  159,  "The Fair Value  Option for
Financial Assets and Financial Liabilities".  This statement permits entities to
choose to measure many  financial  instruments  and certain  other items at fair
value. An entity shall report unrealized gains and losses on items for which the
fair value  option has been  elected in  earnings at each  subsequent  reporting
date. We adopted this statement  prospectively  effective June 1, 2008 and there
was no impact on our financial  position or results of  operations.  We have not
elected the fair value option for any eligible items.

In December  2007,  the FASB issued SFAS No. 160,  "Noncontrolling  Interests in
Consolidated  Financial Statements,  an amendment of ARB No. 51". This statement
establishes accounting and reporting standards for noncontrolling interests in a
subsidiary  and for the  deconsolidation  of a subsidiary.  The  statement  also
provides  consolidated  income  statement  presentation  guidance  and  requires
expanded disclosures.  This statement is effective for our fiscal year beginning
June 1, 2009,  and interim  periods  within  that year.  The  statement  will be
applied prospectively,  except for the presentation and disclosure requirements,
which will be applied retrospectively for all periods presented. We have not yet
evaluated  the effect  this  statement  will have on our  financial  position or
results of operations.

In  November  2007 the EITF  issued  EITF 07-01  "Accounting  for  Collaborative
Agreements".  This  consensus  prohibits  application  of the  equity  method of
accounting  to  activities  performed  outside  of a separate  legal  entity and
requires  revenues and costs  incurred  with third  parties in  connection  with
collaborative  agreements  be presented  gross or net based on other  applicable
accounting literature.  Payments to or from collaborators should be presented in
the  income  statement  based on the  nature  of the  arrangement,  whether  the
payments are within the scope of other accounting literature,  and certain other
criteria.  The consensus is required for our fiscal year beginning June 1, 2009.
We have not yet evaluated the effect this  statement  will have on our financial
position or results of operations.

--------------------------------------------------------------------------------
                         EARNINGS (LOSS) PER SHARE (EPS)
--------------------------------------------------------------------------------

Basic earnings  (loss) per share of common stock is computed by dividing the net
income  (loss)  by the  weighted  average  number  of  shares  of  common  stock
outstanding during the period.  Diluted earnings (loss) per share is computed by
dividing net income  (loss) by the weighted  average  number of shares of common
stock and dilutive securities outstanding during the period. Dilutive securities
are not included in the weighted  average number of shares when inclusion  would
increase the income per share or decrease the loss per share. The computation of
diluted EPS equals the basic calculation in each period presented because common
stock equivalents were antidilutive due to losses from continuing operations for
each of the periods presented.

                                       9
<PAGE>
Reconciliations  of the numerators and  denominators in the EPS computations for
loss from continuing operations follow:

<TABLE>
<CAPTION>
                                                                   Three Months Ended           Six Months Ended
                                                                       November 30,                November 30,
                                                                ------------------------     ------------------------
                                                                   2008          2007           2008          2007
                                                                ----------    ----------     ----------    ----------
<S>                                                             <C>           <C>            <C>           <C>
NUMERATOR (in thousands):
Basic and diluted - loss from continuing operations             $     (256)   $     (515)    $     (368)   $   (1,965)
                                                                ==========    ==========     ==========    ==========
DENOMINATOR:
Basic EPS - weighted average shares outstanding                  6,626,015     6,521,117      6,625,562     6,518,604
Effect of dilutive securities                                           --            --             --            --
                                                                ----------    ----------     ----------    ----------
Diluted EPS - weighted average shares outstanding                6,626,015     6,521,117      6,625,562     6,518,604
                                                                ==========    ==========     ==========    ==========

Number of shares of common stock which could be purchased
 with average outstanding securities not included in diluted
 EPS because effect would be antidilutive-
   Stock options (average price of $4.97 and $4.93 for             338,304       502,217        364,368       535,015
    for the three and six months ended November 30, 2008)
   Warrants (average price of $6.63 and $6.47 for                  248,095       275,760        262,003       275,760
    for the three and six months ended November 30, 2008)
   Restricted stock                                                 25,511        12,577         22,992        12,757
</TABLE>

The  impacts  of  all  outstanding   options,   warrants  and  restricted  stock
outstanding  at November  30,  2008,  were not  included in the  calculation  of
diluted EPS for the three and six months ended November 30, 2008,  because to do
so would be  antidilutive.  Outstanding  options,  warrants and restricted stock
could potentially dilute EPS in the future.

--------------------------------------------------------------------------------
                         INVESTMENT IN WENATCHEE PROJECT
--------------------------------------------------------------------------------

We provided construction management services under an agreement with the City of
Wenatchee,  Washington,  related to a multi-purpose  events center in that city.
Investment in Wenatchee  project of $52.4 million on the condensed  consolidated
balance sheets represents costs and estimated  earnings in excess of billings on
this  construction  project,  which we owned until the  facility was sold to the
Greater  Wenatchee  Regional Events Center Public  Facilities  District (PFD) in
December  2008.  Costs  associated  with the project,  including  all direct and
indirect  costs,   including  contract   supervision  and  interest  during  the
construction  period,  were being  recorded as investment  in Wenatchee  project
until the facility was completed in the first week of October 2008.  Accumulated
capitalized interest as of November 30, 2008, totals $1.6 million.

Revenues  earned  on this  project  were  recorded  based on the  ratio of costs
incurred to the total costs  expected to be  incurred.  For this  purpose,  only
costs  related  to  performance   under  the  contract  were  considered.   This
cost-to-cost  method was used because  management  believed  costs were the best
available measure of our progress on the fixed-price contract,  which could have
been  modified by  incentive  and penalty  provisions.  As of November 30, 2008,
investment in Wenatchee project consisted of costs incurred of $50.6 million and
estimated earnings of $1.8 million. Estimated earnings of $1.6 million have been
included in project management fees and $0.2 million in project development fees
in the condensed  consolidated  statements  of operations  from the start of the
project  through  November  30,  2008.  Under  the  terms  of  our  construction
management  agreement,  we were not able to bill the City for our  services  and
received our revenue out of the proceeds from the sale of the facility.

Although  construction of the facility was substantially  completed in the first
week of October 2008, we have not yet made final payment to certain construction
vendors.  We are  negotiating  final  payment  of certain  constructions  costs.
Resolution of these negotiations may result in a revision of the revenue on this
project in the second half of fiscal 2009.

                                       10
<PAGE>
At  November  30, 2008 and May 31,  2008,  approximately  $2.7  million and $5.9
million of payables  related to  expenditures  on the project  were  included in
accounts payable.

--------------------------------------------------------------------------------
                                  NOTES PAYABLE
--------------------------------------------------------------------------------

In August 2007, we entered into an agreement with Marshall  Financial Group, LLC
(Marshall) to borrow up to $52.0 million for the construction of a multi-purpose
events center in Wenatchee, Washington. The outstanding principal balance of the
note bore  interest at a rate of prime plus 0.25% (4.25% at November 30,  2008).
The note was paid in full when the PFD purchased the facility in December  2008.
Financial  covenants of the Marshall  note  required that we maintain a level of
stockholders'  equity of not less than $9.0 million and unrestricted  cash, cash
equivalents,  time  deposits  and  marketable  securities  of not less than $3.5
million. As of November 30, 2008, we were not in compliance with these financial
covenants,  however the note was  subsequently  paid in full. As of November 30,
2008,  the  $48.9  million  outstanding  balance  on the  construction  loan was
classified as short-term  notes  payable in the condensed  consolidated  balance
sheet.  Interest on the Marshall note  accumulated  monthly and  increased  both
notes payable and investment in Wenatchee project in the condensed  consolidated
balance sheet until construction  concluded in October 2008. After construction,
during the quarter ended November 30, 2008, we expensed $0.3 million of interest
on the note.

We had a $1.75 million line of credit that matured on November 1, 2008. The line
of credit was amended and now matures  October 1, 2009. The line of credit bears
interest  at  a  daily   adjusting  LIBOR  rate  plus  2%,  subject  to  certain
adjustments.  As of November 30, 2008,  and through the date of this filing,  we
have received no cash advances on this credit facility.  Effective June 2008, we
are required to deposit cash in the amount of any requested  cash  advances.  At
November 30, 2008, we had a maximum  borrowing  capacity of $0.5  million,  as a
result of a $1.25 million  letter of credit in favor of Marshall,  which reduced
our available  line of credit.  We deposited  $1.25 million of the proceeds from
the  disposition of Cragar with the bank in August 2008, as additional  security
for the letter of credit.  These funds were  restricted,  and unavailable to us,
while the letter of credit was outstanding. The letter of credit was surrendered
by Marshall when we repaid our construction  loan with proceeds from the sale of
the events center in Wenatchee,  Washington  in December  2008. As amended,  the
line of credit is available to support up to $1.25 million in letters of credit.

The credit  facility has been secured by  substantially  all of our tangible and
intangible assets. In order to borrow, we must meet certain financial covenants,
including  maintaining  a minimum  current  ratio  (current  assets  compared to
current  liabilities)  of 1.05 as of the end of each fiscal  quarter,  a minimum
consolidated  tangible  net  worth  of  $1.75  million  as of  the  date  of the
amendment,  November 1, 2008,  and an increase in tangible net worth of at least
75% of consolidated  net income plus 100% of all increases of equity  (including
the amount of any stock offering or issuance) on each anniversary date after May
31, 2009. We must maintain a zero balance for a consecutive 30 day period during
the term of the  facility.  As of November 30, 2008,  we were not in  compliance
with the minimum current ratio covenant, but the bank has waived this violation.

--------------------------------------------------------------------------------
                          COMMITMENTS AND CONTINGENCIES
--------------------------------------------------------------------------------

PURCHASE COMMITMENTS

We have open purchase commitments for services,  furniture and fixtures totaling
less than $0.1 million at November 30, 2008,  primarily  related to construction
projects under management.

LITIGATION

As with all  entertainment  facilities  there  exists a degree  of risk that the
general public may be accidentally  injured. As of November 30, 2008, there were
various claims  outstanding in this regard that management does not believe will
have a material effect on our financial  condition or results of operations.  To

                                       11
<PAGE>
mitigate this risk, we maintain insurance coverage, which we believe effectively
covers any reasonably  foreseeable  potential  liability.  There is no assurance
that our insurance  coverage will  adequately  cover all liabilities to which we
may be exposed.

We  are  a  plaintiff  and  a  counter-defendant  in  a  lawsuit  involving  our
franchisee,  Blue Line Hockey,  LLC (Blue Line),  which  operates the Youngstown
Steelhounds. Our claim is for approximately $0.1 million in unpaid franchise and
assessment  fees  owed by Blue  Line,  plus our  attorneys'  fees.  Blue  Line's
counterclaim alleges that the WPHL fraudulently induced Blue Line's principal to
enter the  license  agreement  by failing to comply  with  franchise  disclosure
requirements,  and that the WPHL made fraudulent  representations to induce Blue
Line into signing the  franchise  agreement.  Blue Line seeks  rescission of the
license  agreement,  reimbursement  of its franchise  fee, $0.5 million of lease
payments,  and  reimbursement  of  travel  expenses  for the  2005-2006  season.
Although  the outcome of this matter  cannot be  predicted  with  certainty,  we
believe that we have both valid claims and valid defenses to the  counterclaims.
Thus, we intend to vigorously prosecute our claims and defend the counterclaims.
No liability has been established at November 30, 2008, related to this matter.

CONTINGENCIES

We enter  into  indemnification  provisions  under  our  agreements  with  other
companies in our ordinary course of business,  typically with business  partners
and customers.  Under these provisions we generally  indemnify and hold harmless
the indemnified  party for losses suffered or incurred by the indemnified  party
as a result of our activities.  The maximum  potential amount of future payments
we  could  be  required  to  make  under  these  indemnification  provisions  is
unlimited.  We have not  incurred  material  costs to defend  lawsuits or settle
claims related to these indemnification  agreements. As a result, we believe the
estimated  fair value of these  agreements is minimal.  Accordingly,  we have no
liabilities recorded for these agreements as of November 30, 2008.

As of November 30, 2008, we have entered into various employment  contracts with
key employees. Under certain circumstances we may be liable to pay amounts based
on the related contract terms.

GUARANTEES

We have entered into a contract with the  entertainment  facility in Rio Rancho,
New Mexico which guarantees certain economic performance standards.  The term of
this  contract is for a period of 10 years and expires in December  2014. In the
event these economic performance  standards are not reached, we are obligated to
subsidize  the  difference  between the actual  performance  and the  guaranteed
performance.  There are no recourse provisions under this agreement. The maximum
amount of future  payments we could be  required  to make under the  performance
guarantee is theoretical due to various unknown  factors.  However,  the subsidy
would be limited to the  cumulative  operating  losses of the  facility for each
year of the guarantee. We have never made a material subsidy from this guarantee
and do not believe that any potential subsidy would be material.

In February 2008, we entered into a management agreement with the City of Allen,
Texas relative to a  multi-purpose  event center to be constructed in that city.
The initial term of this agreement is fifteen years,  with an option by the city
to renew for an additional five years under certain  conditions.  This agreement
includes a guarantee  that the event center will  operate at a break-even  point
and without cost to the city,  not including any capital  reserves and any other
off-sets  described in the agreement.  This guarantee  requires that all amounts
reasonably  required for the operation and  maintenance of the event center will
be generated  by the  operation of the event  center,  or otherwise  paid by us.
Should  we be  obligated  to fund  any  operational  shortfalls,  the  agreement
provides for reimbursement to us from future profits from the event center.  The
maximum  amount of future  payments  we could be  required  to make  under  this
operational  guarantee is theoretical due to various unknown  factors.  However,
the  guarantee  would be limited to the  operational  loss from the facility for
each year of the guarantee, less any reimbursements from the facility. We do not
believe that any potential  guarantee  payments  would be material  based on the
operating results of similar facilities. The facility is expected to open in the
fall of 2009.

In  May  2008,  we  entered  into  a  management  agreement  with  the  City  of
Independence,   Missouri  relative  to  a  multi-purpose   event  center  to  be
constructed  in that city. The initial term of this agreement ends fifteen years
from facility  opening.  The city may renew the agreement for an additional five
years under the same terms. The facility is expected to open in the fall of 2009
and has an operating  year ended June 30. Our  compensation  under the agreement

                                       12
<PAGE>
may only  come from the  facility  operating  account,  which is to be funded by
facility  operations,  as defined in the  agreement.  The  management  agreement
includes a guarantee  that we will  subsidize the  operations of the facility to
the  extent  that  funds  in the  facility  operating  account  and a  temporary
operating  account are not  adequate.  Under the terms of the agreement the city
shall advance $0.5 million to fund a temporary operating reserve account,  which
may be used to fund shortfalls in the facility operations account.  Excess funds
in the facility  operating  account each operating year,  after paying operating
expenses,  our  base  Encore  fee  and  GEMS  commission,  are to be used in the
following priority: 1) to reimburse us for any subsidy payments we have made, 2)
to replenish the temporary  operating  reserve  account,  3) to fund the capital
reserve account and 4) to pay on a co-equal basis our incentive fee and deposits
to three additional  reserve accounts.  The maximum amount of future payments we
could be  required to make under the  guarantee  is  theoretical  due to various
unknown  factors.  However,  once the  temporary  operating  reserve  account is
depleted,  the guarantee  subsidy  payments would be limited to the  operational
loss each operating year, plus the amount of our Encore and GEMS fees. We do not
expect to make guarantee  subsidy payments based on operating results of similar
facilities,  however,  no assurance can be made that a payment  pursuant to this
guarantee  would not be paid in the  future and that such  payment  would not be
material.

In  addition,  under  the  terms of the  management  agreement  with the City of
Independence,  an amount not to exceed  $0.50 per ticket,  and excess  operating
funds,  are to be used to fund a capital  reserve account up to $150 thousand in
each of the  first  five  operating  years and up to $250  thousand  thereafter.
Should the  capital  reserve  account  not be fully  funded for two  consecutive
years, the management agreement terminates,  unless the city elects to renew the
agreement.

As of November 30, 2008, we provide a secondary guarantee on a standby letter of
credit in favor of Ace American  Insurance Company for $1.5 million related to a
guarantee under a workers compensation  program.  This letter of credit is fully
collateralized  by a third party and our  secondary  guarantee of this letter of
credit  does not  affect our  borrowing  capacity  under our line of credit.  No
amounts  have been drawn on this letter of credit as of November  30,  2008.  We
believe the amount of payments under this guarantee is negligible,  and as such,
have assigned no value to this guarantee at November 30, 2008.

In addition to our commitments  and guarantees  described above we also have the
commitments and guarantees described in the PVEC, LLC Joint Venture Note.

--------------------------------------------------------------------------------
                             PVEC, LLC JOINT VENTURE
--------------------------------------------------------------------------------

During fiscal year 2006, we entered into a joint venture  partnership  agreement
with Prescott Valley Signature Entertainment, LLC to form Prescott Valley Events
Center, LLC (PVEC, LLC) to engage in the business of developing,  managing,  and
leasing the Prescott Valley Events Center in Prescott  Valley,  Arizona.  We are
the managing  member of PVEC, LLC.  Construction of the center,  which opened in
November  2006,  was funded by  proceeds  from the  issuance  of $35  million in
Industrial  Development  Authority  of the County of Yavapai  Convention  Center
Facilities Excise Tax Revenue Bonds, Series 2005 (the Bonds).

We account for our investment in PVEC, LLC under the equity method. Our interest
in this  entity is not a  controlling  one,  as we do not own a majority  voting
interest  and our ability to affect the  business  operations  is  significantly
limited  by  the  partnership  operating  agreement.  The  PVEC,  LLC  operating
agreement also provides that a  majority-in-interest  of the members may replace
the   managing   member,   or  if  the   managing   member  is  in  default,   a
majority-in-interest  of the remaining  members may replace the managing member.
Each member must contribute $1 thousand for a 50% interest in the joint venture.
We  contributed  $250  thousand  as  preferred  capital  while  Prescott  Valley
Signature Entertainment,  LLC contributed land with an approximate value of $1.5
million as  preferred  capital.  Because  we had  committed  to pay our  initial
capital  contributions,  these amounts were recorded in accounts  payable in our
condensed  consolidated balance sheets as of May 31, 2008 and November 30, 2008.
Payment was made in December  2008.  Further,  because  PVEC,  LLC is sustaining
losses,  and profitable  future operation is not assured,  we recorded losses on
our investment, in the amount of $251 thousand, to bring our investment to zero.
Our investment was zero at May 31, 2008, and remains zero at November 30, 2008.

                                       13
<PAGE>
Each member will receive a 5% return on preferred capital contributions and will
share equally in the gain or loss of PVEC,  LLC. If funds available to PVEC, LLC
are insufficient to fund operations, the members agree to contribute 100% of the
cash needed until each member's preferred capital account balances are equal and
50% of the cash needed if its preferred capital contribution balances are equal.

PVEC, LLC is obligated to make lease payments equal to debt service  payments on
the Bonds. In the event of any shortfalls in debt service payments, amounts will
first be paid by escrow accounts  funded by 2% of the transaction  privilege tax
(TPT)  collected from the  surrounding  project area and from a lockbox  account
containing  1) our  initial  contribution  to  PVEC of  $250  thousand,  2) $100
thousand per year  (increasing  annually by inflation) from the Town of Prescott
Valley and 3) earnings from the events center.

We have a limited  guarantee  of the cash flow of PVEC,  LLC as cash  flows from
operations of the center are used to pay first  operating  expenses,  second our
base management fee (4% of the center's operating  revenue),  third debt service
and then other items. The maximum losses under this guarantee are limited to our
management  fee. We do not believe any potential  payments  under this guarantee
would be material.

Our  consolidated   financial   statements  reflect  the  following  related  to
transactions between us and PVEC, LLC (in thousands).

<TABLE>
<CAPTION>
                                                             Three Months Ended           Six Months Ended
                                                                 November 30,               November 30,
                                                             ------------------          ------------------
                                                             2008          2007          2008          2007
                                                             ----          ----          ----          ----
<S>                                                          <C>           <C>           <C>           <C>
Facility management fees, exclusive of payroll (Encore)      $ 12          $  1          $ 29          $  2
Facility management fees, payroll related (Encore)            171           208           326           462
Advertising sales commission (GEMS)                            19            62            86           130
Ticket service fees (GetTix)                                   31            56            72           103
Cost of revenues, facility payroll (Encore)                   171           208           326           462

                                                          November 30,    May 31,
                                                             2008          2008
                                                             ----          ----
Accounts payable                                             $532          $502
Accrued liabilities                                             2            --
Accounts receivable                                            --           101
</TABLE>

--------------------------------------------------------------------------------
                             DISCONTINUED OPERATIONS
--------------------------------------------------------------------------------

On August 1, 2008, we closed a transaction under which we sold substantially all
of the assets of Cragar Industries,  Inc. (Cragar),  a licensor of an automotive
aftermarket  wheel  trademark and brand name - CRAGAR(R).  The assets  consisted
primarily of intangibles,  including trademarks, service marks and domain names.
The net cash  purchase  price of $1.8  million was  allocated  primarily  to the
trademarks, with the remainder to tooling, inventory and other assets.

                                       14
<PAGE>
The assets and  liabilities  of Cragar,  included in our condensed  consolidated
balance sheets in assets to be disposed and liabilities  related to assets to be
disposed are as follows (in thousands):

                                                            May 31,
                                                             2008
                                                            ------
Receivables                                                 $  116
Prepaid expenses and other assets                              154
Deferred income tax asset                                      134
Trademarks                                                   1,763
                                                            ------
Assets to be disposed                                       $2,167
                                                            ======

Accounts payable                                            $   37
Accrued liabilities                                            120
Deferred income tax liabiliy                                    22
Deferred revenues                                               54
                                                            ------
Liabilities related to assets to be disposed                $  233
                                                            ======

We expect  other cash flows from Cragar in fiscal 2009 to consist  primarily  of
the  collection of  receivables  and payment of  liabilities  existing as of the
August 1, 2008, date of sale,  which were largely  unchanged from those existing
at May 31, 2008.

The following table presents selected operating data for Cragar (in thousands):

                                         Three Months Ended     Six Months Ended
                                            November 30,          November 30,
                                          ---------------       ---------------
                                          2008       2007       2008       2007
                                          ----       ----       ----       ----
Revenues                                 $  --       $ 219      $ 60      $ 466
Loss on disposal                            --         --        (51)        --
Loss before income taxes                    --        (78)       (48)      (146)
Loss from discontinued operations, net
 of income tax                              --        (78)       (48)      (146)

--------------------------------------------------------------------------------
                                   CREDIT RISK
--------------------------------------------------------------------------------

The current  general  unfavorable  economic  environment  may have a significant
impact on our operating results.

The League operates primarily in mid-sized  communities in the Central,  Western
and Southern regions of the United States,  including Texas,  Colorado,  Kansas,
Mississippi,  Louisiana,  New Mexico,  Oklahoma,  South Dakota and Arizona.  Our
facility  management fees are derived from events centers  operating in Arizona,
New Mexico and Washington.  These  geographic areas are generally in an economic
downturn that could have a significant negative impact on our operating results.

We depend on contracts with cities or related  governmental  entities to design,
develop,  and manage new  multipurpose  facilities  and  adjacent  real  estate.
Typically  we must expend 20-30  months of effort to obtain such  contracts.  We
depend on these  contracts  for the revenue  they  generate  and the  facilities
resulting from these  contracts are potential  facilities in which our licensees
may operate.  Failure to timely secure these contracts may negatively impact our
results.  Many  governments  are  struggling  to raise  capital  in the  current
economic  environment and may have less interest in developing new  multipurpose
facilities.  Our revenues, project development and project management revenue in
particular, could be negatively impacted.

Purchasing a license requires  significant capital and commencing operation is a
significant expense which limits the pool of potential licensees. We depend on a
critical mass of licensees to capture the economies of scale inherent in the

                                       15
<PAGE>
League's  operations  and  to  facilitate  intra-league  play.  There  can be no
assurance that we will be able to attract qualified candidates for licenses.  We
anticipate  that  expansion of the League will be difficult  because of the high
capital  costs of  licenses,  competitive  pressures  from  sports  leagues  and
entertainment  providers  both  within  and  outside  of the  markets  where  we
currently operate, and the lack of arenas for new licensees.

The minor  league  hockey  industry  in which we conduct  business is subject to
significant competition from other sports and entertainment alternatives as well
as both the National  Hockey  League and its minor  league  hockey  system,  the
American Hockey League,  and other independent minor hockey leagues.  Even teams
of the National Hockey League,  which is the largest  professional hockey league
with the greatest  attendance,  have struggled to remain  financially  viable. A
significant  portion of our revenues result from payments made by our licensees.
There can be no assurance  that  licensees  will not default under their license
agreements.

The League may be unable to attract new licensees and existing licensees may not
be able to make the continuing  payments required by their license agreements in
the current  economic  environment.  There can be no assurance that any payments
will be made by new or current licensees.

--------------------------------------------------------------------------------
                               SEGMENT INFORMATION
--------------------------------------------------------------------------------

Each of our  subsidiaries is a separate legal entity with a separate  management
structure.  Our  corporate  operations  exist  solely to support our  subsidiary
segments.  As such,  certain  corporate  overhead  costs  are  allocated  to the
operating  segments.  There are no differences in accounting  principles between
the operations.

At November 30, 2008 and May 31, 2008, goodwill relates to our ICC segment.

                                       16
<PAGE>
<TABLE>
<CAPTION>
                                                        Six Months Ended
                                                   ---------------------------
                                                                 Income (Loss)
                                                    Gross        Before Income      Identifiable
                                                   Revenues          Taxes             Assets
                                                   --------          -----             ------
<S>                                                <C>              <C>               <C>
NOVEMBER 30, 2008
Global Entertainment Corporate Operations          $   101          $(1,178)          $55,387 (a)
Global Entertainment Concessions                       131 (d)         (103) (d)          698 (d)
Central Hockey League/WPHL                             788               42               503
Global Properties I                                    478              131               199
International Coliseums                              1,226 (e)          890                74
Encore Facility Management                           1,173 (b)          (78)              180
Global Entertainment Marketing Systems                 378              116               178
Global Entertainment Ticketing                       1,315             (188)              348
Discontinued Operations                                 --              (48)               --
                                                   -------          -------           -------
Global Entertainment Coporation Consolidated       $ 5,590          $  (416)          $57,567
                                                   =======          =======           =======

NOVEMBER 30, 2007
Global Entertainment Corporate Operations          $   166          $(1,949)          $ 17,631 (a)
Central Hockey League/WPHL                           1,300 (c)          503               795
Global Properties I                                     56             (321)              365
International Coliseums                                395             (121)              667
Encore Facility Management                           1,699 (b)         (453)              289
Global Entertainment Marketing Systems                 479               --               105
Global Entertainment Ticketing                       1,954              376               687
Discontinued Operations                                 --             (146)            3,082
                                                   -------          -------           -------
Global Entertainment Coporation Consolidated       $ 6,049          $(2,111)          $23,621
                                                   =======          =======           =======
</TABLE>

----------
(a)  Global Entertainment  Corporate Operations assets include the investment in
     Wenatchee  project of $52.4  million at November 30, 2008 and $14.9 million
     at November 30, 2007.  Global  Entertainment  Corporate  Operations  assets
     include cash and cash  equivalents  and restricted  cash of $1.9 million at
     November 30, 2008, and $1.7 million at November 30, 2007.
(b)  Encore facility management fees for the six months ended November 30, 2008,
     include  $0.3  million in  revenues  from the  contract  to manage the Town
     Toyota Center in  Wenatchee,  Washington,  opened in October  2008.  Encore
     facility  management  fees for the six  months  ended  November  30,  2007,
     include  $0.5 million in revenues  from the  management  contract  with the
     Chevrolet Center in Youngstown, Ohio, cancelled in September 2007.
(c)  Central Hockey League/WPHL operations for the six months ended November 30,
     2007 include $0.4 million in franchise transfer fees.
(d)  Global   Entertainment   Concessions  began  operations   October  2008  in
     Wenatchee, Washington.
(e)  International  Coliseums  revenues  for the six months  ended  November 30,
     2008,  includes  $0.6  million  of fees  on the  project  in  Independence,
     Missouri,  which  began in February  2008 and the project in Allen,  Texas,
     which  began  in  June  2008.   Each  project  is  anticipated  to  have  a
     twenty-month  duration.  In  addition  to  the  projects  in  Independence,
     Missouri and Allen,  Texas, ICC was also managing the construction  project
     in Wenatchee, Washington until completion in October 2008. Revenues related
     to Wenatchee were $0.3 million higher for the six months ended November 30,
     2008, than the prior year period.

                                       17
<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

FORWARD-LOOKING DISCLOSURE

This Quarterly Report on Form 10-Q contains  forward-looking  statements  within
the meaning of the Safe Harbor  provision of the Private  Securities  Litigation
Reform Act of 1995 regarding future events,  including statements concerning our
future  operating  results and financial  condition and our future capital needs
and sources.  These  statements  are based on current  expectations,  estimates,
forecasts, and projections as well as our beliefs and assumptions. Words such as
"outlook",   "believes",   "expects",   "appears",   "may",  "will",   "should",
"anticipates" or the negatives thereof or comparable  terminology,  are intended
to identify such forward-looking  statements.  These forward-looking  statements
are only  predictions  and are subject to risks,  uncertainties  and assumptions
that are difficult to predict.  Therefore,  actual results may differ materially
and adversely from those expressed in any  forward-looking  statements.  Factors
that might cause or contribute to such differences  include, but are not limited
to those  discussed in our report on Form 10-K for the fiscal year ended May 31,
2008,  under the section  entitled  "Risk  Factors."  You should not place undue
reliance on these forward-looking statements, which speak only as of the date of
this Quarterly  Report.  We undertake no obligation to revise or update publicly
any forward-looking statements for any reason, unless otherwise required by law.

GENERAL

The following is  management's  discussion  and analysis of certain  significant
factors  affecting  our  financial  position and  operating  results  during the
periods  included  in  the   accompanying   condensed   consolidated   financial
statements.

DESCRIPTION OF THE COMPANY

Global  Entertainment  Corporation  (referred  to in this  report as "we," "us,"
"Global,",  "Company" or "GEC") is an integrated event and entertainment company
that is engaged,  through its wholly owned  subsidiaries,  in sports management,
multipurpose  events  center and related real estate  development,  facility and
venue management and marketing, and venue ticketing. We are primarily focused on
projects located in mid-size communities in the United States.

Our current operating subsidiaries are Western Professional Hockey League, Inc.,
Global Properties I, International Coliseums Company, Inc., Global Entertainment
Marketing Systems,  Inc., Global  Entertainment  Ticketing,  and Encore Facility
Management.

We, through our wholly owned  subsidiary,  Western  Professional  Hockey League,
Inc., are the operator of the Western Professional Hockey League (WPHL), a minor
league   professional  hockey   organization,   and  are  the  licensor  of  the
independently  owned  hockey  teams which  participate  in the league.  WPHL has
entered into a joint  operating  agreement with the Central Hockey League,  Inc.
(CHL Inc.). The effect of the joint operating  agreement is that the two leagues
had their  respective  teams join together and operate under the Central  Hockey
League name (as the League).  The terms of the joint operating  agreement define
how the League will operate.

The League is a structured  licensed  sports league,  which  includes  competing
teams located in various states, including Texas, Colorado,  Kansas,  Louisiana,
Mississippi, New Mexico, South Dakota, Oklahoma, and Arizona. There are 17 teams
in the 2008-2009  season and there were 17 teams in the 2007-08 season.  In each
season 13 teams were  licensed by WPHL. In each season,  4 teams,  each of which
was an original CHL, Inc. team,  continue to operate under a sanction  agreement
that requires direct payments to the League pursuant to the terms and conditions
of the original CHL, Inc. agreements.

Global  Properties I (GPI) provides services in targeted  mid-sized  communities
across the United  States  related to the  development  of  multipurpose  events
centers and surrounding multi-use real estate development.

GPI,  along  with  International   Coliseums  Company,   Inc.  (ICC),   develops
multipurpose  events  centers in mid-market  communities.  ICC's  development of
multipurpose  events centers promotes the development of the League by assisting

                                       18
<PAGE>
potential   licensees  in  securing  quality  venues  in  which  to  play  minor
professional  hockey league games. The  inter-relationship  between GPI, ICC and
WPHL is a key factor in the  viability of a managed  multipurpose  entertainment
facility.

Global  Entertainment  Marketing Systems,  Inc. (GEMS),  promotes,  markets, and
sells  various  services  related  to  multipurpose   entertainment  facilities,
including  all  contractually  obligated  income (COI)  sources such as facility
naming  rights,  luxury  suite  sales,  club seat  license  sales,  and facility
sponsorship agreements.

Global  Entertainment  Ticketing  (GetTix) provides  ticketing  services for the
multipurpose  event centers developed by GPI and ICC, existing League licensees,
and various other  entertainment  venues,  theaters,  concert  halls,  and other
facilities and event coordinators.  GetTix provides a full ticketing solution by
way of box office,  phone,  internet and  print-at-home  service  that  utilizes
distribution outlets in each market.  GetTix uses third-party,  state-of-the-art
software to deliver ticketing  capabilities  that include database  flexibility,
easy season and group options, financial reporting and marketing resources.

Encore Facility  Management  (Encore) provides a full complement of multipurpose
events  center  operational  services.  These  services  provide  administrative
oversight  in the  areas of  facility/property  management  and  finance,  event
bookings,  and food and  beverage.  Encore is currently  involved  with facility
management of  multipurpose  events centers  developed by GPI and ICC.  Facility
management operations are conducted under separate limited liability companies.

On  August  1,  2008,  we  closed  a  transaction  pursuant  to  which  we  sold
substantially  all of the  assets  of our  subsidiary  Cragar  Industries,  Inc.
(Cragar),  a licensor of an automotive  aftermarket  wheel trademark and brand -
CRAGAR(R).  The assets  consisted  primarily of intangible  property,  including
trademarks, service marks and domain names. The purchase price was approximately
$1.9  million  in  cash.  Of the  cash  proceeds,  $0.1  million  was  used  for
transaction-related  costs and $1.25  million has been set aside in a restricted
account as security for a letter of credit.  The remainder of the funds was made
available for working capital and general corporate purposes.

CRITICAL ACCOUNTING POLICIES, ESTIMATES AND JUDGMENTS

Significant  accounting  policies  are  described  in the  audited  consolidated
financial  statements and notes thereto  included in our Report on Form 10-K for
the year ended May 31, 2008.  We believe our most critical  accounting  policies
and  estimates  relate  to  revenue  recognition,  the  allowance  for  doubtful
accounts,  arena guarantees,  the carrying value of goodwill, the realization of
deferred income tax assets, the fair value of liability related to the secondary
guarantee  related to a worker's  compensation  program,  and the  allocation of
expenses,  division of profit or loss relating to the joint operating agreement,
and  the  application  of  the  percentage-of-completion   method.  Due  to  the
uncertainties  inherent in the estimation  process and the significance of these
items, it is at least reasonably  possible that the estimates in connection with
these items could be materially revised within the next year.

OVERVIEW AND FORWARD LOOKING INFORMATION

During  fiscal  year  2008 we  decided  to divest of  Cragar.  As a result,  the
operations of Cragar have been classified as loss from  discontinued  operations
in  the  condensed  consolidated   statements  of  operations  for  all  periods
presented. Revenues and operating costs in the condensed consolidated statements
of operations now exclude all accounts of Cragar.

                                       19
<PAGE>
THREE MONTHS ENDED  NOVEMBER 30, 2008,  COMPARED TO THREE MONTHS ENDED  NOVEMBER
30, 2007

REVENUES (in thousands):

<TABLE>
<CAPTION>
                                          Three Months Ended November 30,
                                    ----------------------------------------
                                               % of                   % of                   %
                                    2008      Revenue      2007      Revenue    Change     Change
                                    ----      -------      ----      -------    ------     ------
<S>                                <C>          <C>       <C>            <C>    <C>         <C>
Project management fees            $  761       23.6      $  119         4.2    $  642      539.5
Facility management fees              728       22.5         735        26.0        (7)      (1.0)
License fees                          515       15.9         535        18.9       (20)      (3.7)
Ticket service fees                   695       21.5       1,175        41.6      (480)     (40.9)
Project development fees              269        8.3          25         0.9       244      976.0
Advertising sales commissions         133        4.1         224         7.9       (91)     (40.6)
Concession revenue                    130        4.0          --          --       130       NM
Other revenue                          --         --          12         0.4       (12)    (100.0)
                                   ------      -----      ------       -----    ------      -----
Gross Revenues                     $3,231        100.0    $2,825       100.0    $  406       14.4
                                   ======      =====      ======       =====    ======      =====
</TABLE>

Total revenues  increased $0.4 million,  or 14.4%, to $3.2 million for the three
months  ended  November  30, 2008  compared to $2.8 million for the three months
ended  November 30, 2007. The project  management  fees increase of $0.6 million
and project  development  fee  increase of $0.2 million and  concession  revenue
increase of $0.1 were  offset by the  decrease  in ticket  service  fees of $0.5
million and decrease in advertising sales commissions of $0.1 million.

Project  management  revenues  increased  $0.6  million to $0.8  million for the
quarter  ended  November 30, 2008,  from $0.1 million in the prior year quarter.
Project  management fees for the quarter ended November 30, 2008,  includes $0.3
million  of fees on the  project  in  Independence,  Missouri,  which  began  in
February 2008, and the project in Allen,  Texas,  which began in June 2008. Each
project is  anticipated  to have a  twenty-month  duration.  In  addition to the
projects  in  Independence,  Missouri  and Allen,  Texas,  ICC also  managed the
construction project in Wenatchee,  Washington through the first week of October
2008. Project  management fees related to Wenatchee,  recognized on a percentage
of completion basis, were $0.3 million higher for the quarter ended November 30,
2008 than the prior year quarter.

Facility  management  fees were $0.7 million for the three months ended November
30, 2008 and 2007.  Encore's current facility  management  contracts include the
facilities in Rio Rancho, New Mexico,  Prescott Valley,  Arizona, and Wenatchee,
Washington,  which  opened in  October  2008.  The $0.2  million  year-over-year
increase  in fees  resulting  from  the  opening  of the  Wenatchee,  Washington
facility in October 2008, was offset by a decline in fees from management of the
Rio Rancho,  New Mexico and Prescott Valley,  Arizona centers,  which were under
management  in both  quarters.  The  facilities  in Rio  Rancho,  New Mexico and
Prescott  Valley,  Arizona,  each  experienced a decline in the number of events
held and a decline in  attendance.  Encore manages  employees  under each of its
current facility management  contracts and,  therefore,  payroll costs from such
employees are  recognized by Encore as facility  management  fee revenue and are
also included in cost of revenues.

License fees remained  largely  unchanged at $0.5 million for the quarters ended
November 30, 2008 and 2007.

Ticket service fees decreased  $0.5 million,  or 40.9%,  to $0.7 million for the
three  months  ended  November  30,  2008,  from $1.2 million for the prior year
quarter.  This  decrease in ticket  service  fees  reflects 1) the $0.3  million
reduction in fees due to the  discontinuance of services to the Chevrolet Center
in  Youngstown,  Ohio,  in the  spring of 2008 and 2)  decreased  sales with the
decline  in the number of events  held,  attendance  at events and venues  under
contract.

Project  development  fees increased $0.2 million to $0.3 million in the quarter
ended November 30, 2008. Project  development fees in the quarter ended November
30,  2008,  include  the  final fee  installment  from the  project  development
agreement with the City of Independence, signed in 2008.

                                       20
<PAGE>
Advertising sales commissions  decreased $0.1 million, or 40.6%, to $0.1 million
for the three  months ended  November 30, 2008,  from $0.2 million for the three
months ended November 30, 2007. The decrease is the result of decreased sales of
contractually  obligated income in all facilities under contract throughout both
quarters  in the  current  unfavorable  economic  environment.  The  increase in
commissions from the opening of the facility in Wenatchee, Washington in October
2008 offset the decrease in commissions  from  cancellation of the GEMS contract
with the facility in Youngstown, Ohio in October 2007.

Concession  revenue was $0.1 million for the quarter ended November 30, 2008. We
derive revenue from concession operations at the Wenatchee,  Washington facility
which opened in October 2008.

OPERATING COSTS (in thousands):

<TABLE>
<CAPTION>
                                          Three Months Ended November 30,
                                    ----------------------------------------
                                               % of                   % of                   %
                                    2008      Revenue      2007      Revenue    Change     Change
                                    ----      -------      ----      -------    ------     ------
<S>                                <C>          <C>       <C>            <C>    <C>         <C>
Cost of revenues                   $1,419      43.9       $1,572       55.7     $ (153)     (9.7)
General and administrative costs    1,720      53.2        1,777       62.9        (57)     (3.2)
                                   ------      ----       ------      -----     ------     -----
Total Operating Costs              $3,139      97.2       $3,349      118.6     $ (210)     (6.3)
                                   ======      ====       ======      =====     ======     =====
</TABLE>

Total operating  costs  decreased by $0.2 million,  or 6.3%, to $3.1 million for
the  quarter  ended  November  30,  2008,  from $3.3  million  in the prior year
quarter.

Cost of revenues  decreased by $0.2  million,  or 9.7%,  to $1.4 million for the
quarter ended  November 30, 2008,  from $1.6 million for the prior year quarter.
The $0.1 million  decrease in facility  management  payroll  associated with the
decline in the number of events held and attendance in facilities in Rio Rancho,
New Mexico and  Prescott  Valley,  Arizona and $0.1  million  decrease in ticket
service costs  associated with the decline in ticket service revenue were offset
by an increase in costs of $0.2 million related to concession services.

General and  administrative  expenses  decreased $0.1 million,  or 3.2%, to $1.7
million for the quarter ended November 30, 2008,  from $1.8 million in the prior
year quarter. Commission expense decreased $0.1 million between quarters.

LOSS FROM CONTINUING OPERATIONS (in thousands):

<TABLE>
<CAPTION>
                                          Three Months Ended November 30,
                                    ----------------------------------------
                                               % of                   % of                   %
                                    2008      Revenue      2007      Revenue    Change     Change
                                    ----      -------      ----      -------    ------     ------
<S>                                <C>          <C>       <C>            <C>    <C>         <C>
Loss from Continuing Operations    $(256)      (7.9)      $(515)      (18.2)     $259      (50.3)
                                   =====       ====       =====       =====      ====      =====
</TABLE>

Loss from  continuing  operations  was $0.3  million for the three  months ended
November 30, 2008, compared to a loss from continuing operations of $0.5 million
for the three months ended  November 30,  2007.  Income from  operations  of 0.1
million in the quarter ended November 30, 2008 was an improvement  from the $0.5
million  loss from  operations  in the prior year  quarter.  The  quarter  ended
November 30, 2008,  however,  includes $0.4 million of interest expense incurred
on  the  construction  note  after  construction  of the  Wenatchee,  Washington
facility concluded in October 2008.

                                       21
<PAGE>
SIX MONTHS ENDED  NOVEMBER 30, 2008,  COMPARED TO SIX MONTHS ENDED  NOVEMBER 30,
2007

REVENUES (in thousands):

<TABLE>
<CAPTION>
                                          Six Months Ended November 30,
                                    ----------------------------------------
                                               % of                   % of                   %
                                    2008      Revenue      2007      Revenue    Change     Change
                                    ----      -------      ----      -------    ------     ------
<S>                                <C>          <C>       <C>            <C>    <C>         <C>
Project management fees            $1,226       21.9      $  244        4.0     $  982     402.5
Facility management fees            1,173       21.0       1,699       28.1       (526)    (31.0)
License fees                          890       15.9       1,452       24.0       (562)    (38.7)
Ticket service fees                 1,315       23.5       1,954       32.3       (639)    (32.7)
Project development fees              478        8.6         206        3.4        272     132.0
Advertising sales commissions         378        6.8         479        7.9       (101)    (21.1)
Concession revenue                    130        2.3          --         --        130      NM
Other revenue                          --         --          15        0.3        (15)   (100.0)
                                   ------      -----      ------      -----     ------     -----
Gross Revenues                     $5,590      100.0      $6,049      100.0     $ (459)     (7.6)
                                   ======      =====      ======      =====     ======     =====
</TABLE>

Total  revenues  decreased  $0.5  million,  or 7.6%, to $5.6 million for the six
months  ended  November  30,  2008,  from $6.0  million for the six months ended
November  30, 2007.  The project  management  fees  increase of $1.0 million and
project  development fee increase of $0.3 million were offset by the decrease in
facility  management  revenues of $0.5 million,  the decrease in license fees of
$0.6 million and the decrease in ticket service fees of $0.6 million.

ICC project  management  revenues increased $1.0 million to $1.2 million for the
six months  ended  November  30,  2008,  from $0.2 million in the prior year six
months.  Project  management  fees for the six months  ended  November 30, 2008,
includes $0.6 million of fees on the project in  Independence,  Missouri,  which
began in  February  2008 and the  project in Allen,  Texas,  which began in June
2008. Each project is anticipated to have a twenty-month  duration.  In addition
to the  projects  in  Independence,  Missouri  and  Allen,  Texas,  ICC was also
managing the construction  project in Wenatchee,  Washington until completion in
October 2008.  Project  management  fees related to Wenatchee  were $0.3 million
higher for the six months ended November 30, 2008 than the prior year period.

Facility  management fees decreased $0.5 million,  or 31.0%, to $1.2 million for
the six months ended November 30, 2008,  from $1.7 million in the prior year six
months. The cancellation of the management contract with the Chevrolet Center in
Youngstown,  Ohio,  effective  September  2007  contributed  $0.5 million of the
decrease.  The $0.2 million  year-over-year  increase in fees resulting from the
opening of the Wenatchee,  Washington  facility in October 2008, was offset by a
decline in fees from  management  of the Rio  Rancho,  New  Mexico and  Prescott
Valley,  Arizona  centers,  which were under  management  in both  periods.  The
facilities  in Rio  Rancho,  New  Mexico  and  Prescott  Valley,  Arizona,  each
experienced a decline in the number of events held and a decline in  attendance.
Encore manages employees under each of its current facility management contracts
and,  therefore,  payroll costs from such  employees are recognized by Encore as
facility management fee revenue and are also included in cost of revenues.

License  fees  decreased  $0.6  million,  or 38.7%,  to $0.9 million for the six
months  ended  November  30,  2008,  from $1.5  million for the six months ended
November  30,  2007.  The prior year  period  included  $0.4  million of license
transfer fees. Since license  transfer fees are not regularly  recurring and are
difficult to predict,  there is no assurance that we will be able to increase or
sustain our  operating  capital  through  this source.  In  addition,  corporate
sponsorship revenue decreased $0.1 million.

Ticket service fees decreased  $0.6 million,  or 32.7%,  to $1.3 million for the
six months ended  November  30,  2008,  from $2.0 million for the prior year six
months.  This  decrease in ticket  service  fees  reflects  1) the $0.3  million
reduction in fees due to the  discontinuance  of services to Chevrolet Center in
Youngstown,  Ohio,  in the  spring  of 2008 and 2)  decreased  sales  due to the
decline  in the number of events  held,  attendance  at events and venues  under
contract.

                                       22
<PAGE>
Project  development  fees  increased  $0.3 million,  to $0.5 million in the six
months  ended  November  30,  2008,  from $0.2  million in the six months  ended
November 30, 2007. Project development fees in the six months ended November 30,
2008,   include  the  final   development  fee  installments  from  the  project
development   agreements  with  the  City  of  Allen,  Texas  and  the  City  of
Independence,  Missouri,  signed in 2008.  Project  development  fees in the six
months ended November 30, 2007 related to the project in Wenatchee, Washington.

Advertising sales commissions  decreased $0.1 million, or 21.1%, to $0.4 million
for the six months ended November 30, 2008, from $0.5 million for the six months
ended November 30, 2007. Contractually obligated income was flat or lower in all
facilities  under  contract  throughout  both periods as a result of the current
unfavorable economic  environment.  The increase in commissions from the opening
of the facility in Wenatchee,  Washington in October 2008 offset the decrease in
commissions  from  cancellation  of  the  GEMS  contact  with  the  facility  in
Youngstown, Ohio in October 2007.

Concession  revenue was $0.1 million for the six months ended November 30, 2008.
We derive  revenue  from  concession  operations  at the  Wenatchee,  Washington
facility which opened in October 2008.

OPERATING COSTS (in thousands):

<TABLE>
<CAPTION>
                                          Six Months Ended November 30,
                                    ----------------------------------------
                                               % of                   % of                   %
                                    2008      Revenue      2007      Revenue    Change     Change
                                    ----      -------      ----      -------    ------     ------
<S>                                <C>          <C>       <C>            <C>    <C>         <C>
Cost of revenues                   $2,398      42.9       $3,272       54.1    $  (874)    (26.7)
General and administrative costs    3,216      57.5        4,790       79.2     (1,574)    (32.9)
                                   ------     -----       ------      -----    -------      ----
Total Operating Costs              $5,614     100.4       $8,062      133.3    $(2,448)    (30.4)
                                   ======     =====       ======      =====    =======      ====
</TABLE>

Total operating  costs decreased by $2.4 million,  or 30.4%, to $5.6 million for
the six months ended November 30, 2008,  from $8.1 million in the prior year six
months.

Cost of revenues  decreased by $0.9 million,  or 26.7%,  to $2.4 million for the
six months ended  November  30,  2008,  from $3.3 million for the prior year six
months.  This decrease  resulted  primarily  from 1) a $0.3 million  decrease in
facility  management payroll associated with the decline in the number of events
held and attendance at facilities in Rio Rancho, New Mexico and Prescott Valley,
Arizona and 2) a $0.5 million decrease in facility management payroll associated
with the facility in  Youngstown,  Ohio, due to  cancellation  of the management
agreement.

General and administrative  expenses  decreased $1.6 million,  or 32.9%, to $3.2
million for the six months ended  November  30,  2008,  from $4.8 million in the
prior year six months.  The decrease in general and  administrative  expenses is
comprised of 1) a $1.3 million  decrease in legal and settlement  costs due to a
reduction in legal  defense costs with the  settlement of several  matters since
November 30, 2007,  2) a $0.2 million  reduction in severance  expenses and 3) a
$0.1 million reduction in commission expenses.

LOSS FROM CONTINUING OPERATIONS (in thousands):

<TABLE>
<CAPTION>
                                          Six Months Ended November 30,
                                    ----------------------------------------
                                               % of                   % of                   %
                                    2008      Revenue      2007      Revenue    Change     Change
                                    ----      -------      ----      -------    ------     ------
<S>                                <C>          <C>       <C>            <C>    <C>         <C>
Loss from Continuing Operations    $(368)      (6.6)     $(1,965)     (32.5)    $1,597     (81.3)
                                   =====       ====      =======      =====     ======     =====
</TABLE>

Loss from  continuing  operations  was $0.4  million  for the six  months  ended
November 30, 2008, compared to a loss from continuing operations of $2.0 million
for the six months  ended  November  30,  2007.  Operating  losses  improved  to
approximately  zero in the six months ended  November 30, 2008 from $2.0 million
in the prior year six months.  The six months ended November 30, 2008,  however,
includes  $0.4 million of interest  expense  incurred on the  construction  note
after construction of the Wenatchee,  Washington  concluded in October 2008. The

                                       23
<PAGE>
improvement in operating losses of $2.0 million is primarily attributable to the
$1.2  million  decrease  in legal  and  settlement  costs  and the $0.2  million
reduction in severance expense.

LIQUIDITY AND CAPITAL RESOURCES

As of November  30,  2008,  we have $0.7  million in cash and cash  equivalents,
including cash collected for GetTix  tickets of  approximately  $0.2 million for
events scheduled to occur in the future, and we have $1.25 million in restricted
cash.

In August 2007, we entered into an agreement with Marshall  Financial Group, LLC
(Marshall) to borrow up to $52.0 million for the construction of a multi-purpose
events center in Wenatchee, Washington. The outstanding principal balance of the
note bore  interest at a rate of prime plus 0.25% (4.25% at November 30,  2008).
Construction  completed in October  2008.  In December  2008, we sold the events
center  to the  Greater  Wenatchee  Regional  Events  Center  Public  Facilities
District  (PFD).  The $52.4 million  proceeds from the sale of the events center
were  distributed as follows:  $48.9 million to repay the Marshall  construction
loan in full,  $1.9  million for  construction  vendors,  $0.4 million to escrow
accounts as holdbacks pending open items and $1.2 million was made available for
working capital and general corporate purposes.

On August 1, 2008, we closed a transaction under which we sold substantially all
of the assets of Cragar. The assets consisted primarily of intangible  property,
including  trademarks,  service marks and domain names.  The purchase  price was
approximately $1.8 million net of transaction-related costs and, as discussed in
greater  detail  below,  $1.25  million of the cash  received was set aside in a
restricted  account as security for a letter of credit until  December 2008. The
remainder of the funds was available for working  capital and general  corporate
purposes.

Cash  provided by operating  activities  in the first half of fiscal  2009,  was
approximately  zero, an  improvement  over cash used by operating  activities of
$1.7 million in the first half of fiscal 2008, as operating losses decreased.

Cash used in investing  activities was $21.5 million in the first half of fiscal
2009  compared to cash used in investing  activities  of $13.1  million in first
half of fiscal  2008.  Construction  costs for the events  center in  Wenatchee,
Washington  increased $8.4 million. The construction costs were funded primarily
with a construction loan with Marshall, as reflected as a source of funds in the
financing  section.  In  addition,  during  the first  half of fiscal  2009,  we
invested $0.7 million in  concession  equipment  for the  Wenatchee,  Washington
facility.  The concession  operation  began when the facility  opened in October
2008.  Offsetting  the increased  construction  costs and  concession  equipment
purchases were the $1.8 million proceeds from the disposition of Cragar,  net of
transaction-related costs. We were also required to set aside $1.25 million in a
restricted  account as security for a letter of credit in the favor of Marshall,
which was subsequently surrendered, in December 2008 when we repaid the Marshall
note.

Cash provided by financing  activities  totaled $21.7 million for the first half
of fiscal  2009,  compared to cash  provided by  financing  activities  of $12.2
million  in the first  half of fiscal  2008.  During  the first  half of 2009 we
received  $22.0  million in proceeds  from the  construction  loan with Marshall
Financial Group, LLC.

We had a $1.75 million line of credit that matured on November 1, 2008. The line
of credit was amended and now matures  October 1, 2009. The line of credit bears
interest  at  a  daily   adjusting  LIBOR  rate  plus  2%,  subject  to  certain
adjustments.  As of November 30, 2008,  and through the date of this filing,  we
have received no cash advances on this credit facility.  Effective June 2008, we
are required to deposit cash in the amount of any requested  cash  advances.  At
November 30, 2008, and as of the date of this filing, we had a maximum borrowing
capacity of $0.5  million,  as a result of a $1.25  million  letter of credit in
favor of Marshall,  which  reduced our  available  line of credit.  We deposited
$1.25  million of the proceeds from the  disposition  of Cragar with the bank in
August 2008, as additional  security for the letter of credit.  These funds were
restricted,  and  unavailable  to us,  as  long  as the  letter  of  credit  was
outstanding. The letter of credit was surrendered by Marshall when we repaid our
construction loan with proceeds from the sale of the events center in Wenatchee,
Washington  in December  2008.  As amended,  the line of credit is  available to
support up to $1.25 million in letters of credit.

The credit  facility has been secured by  substantially  all of our tangible and
intangible assets. In order to borrow, we must meet certain financial covenants,
including  maintaining  a minimum  current  ratio  (current  assets  compared to
current  liabilities)  of 1.05 as of the end of each fiscal  quarter,  a minimum
consolidated  tangible  net  worth  of  $1.75  million  as of  the  date  of the

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<PAGE>
amendment,  November 1, 2008,  and an increase in tangible net worth of at least
75% of consolidated  net income plus 100% of all increases of equity  (including
the amount of any stock offering or issuance) on each anniversary  after May 31,
2009. We must maintain a zero balance for a consecutive 30 day period during the
term of the facility.

We continue to evaluate the  profitability  of, and synergies among, our various
subsidiaries  and may  determine  to dispose of one or more of them,  as we move
forward with our business  plan.  Based on our current  forecast and  historical
results, we expect to have adequate cash flow from available sources to fund our
operating needs through  November 30, 2009. We do not expect to borrow under the
line of credit, since any advances will require us to deposit cash in the amount
of the  requested  advance.  If we  continue  to not comply  with  contractually
obligated financial covenants, our business or profitability  deteriorates or we
incur unexpected expenses or asset impairments, it could have a material adverse
effect on our liquidity and financial resources. We may be required to refinance
all or part of our existing  debt. We cannot  guarantee that we would be able to
do so on terms acceptable to us, if at all.

NEW ACCOUNTING PRONOUNCEMENTS

In June 2006, the FASB issued FASB  Interpretation No. 48, "An Interpretation of
FASB  Statement No. 109," which  clarifies the  accounting  for  uncertainty  in
income  taxes.  This  interpretation  prescribes  a  recognition  threshold  and
measurement attribute for the financial statement recognition and measurement of
a tax position taken or expected to be taken in a tax return. The interpretation
reflects the benefit  recognition  approach,  where a tax benefit is  recognized
when it is more likely than not to be sustained based on the technical merits of
the position.  We adopted this interpretation  effective June 1, 2007, and there
was no impact on our financial position or results of operations.

In September 2006, the FASB issued SFAS No. 157 "Fair Value  Measurements".  The
statement  defines fair value,  establishes a framework for measuring fair value
in generally accepted  accounting  principles  (GAAP),  and expands  disclosures
about fair value measurements. We adopted this statement prospectively effective
June 1, 2008,  and there was no impact on our  financial  position or results of
operations.

In February  2007,  the FASB issued  SFAS No.  159,  "The Fair Value  Option for
Financial Assets and Financial Liabilities".  This statement permits entities to
choose to measure many  financial  instruments  and certain  other items at fair
value. An entity shall report unrealized gains and losses on items for which the
fair value  option has been  elected in  earnings at each  subsequent  reporting
date. We adopted this statement  prospectively effective June 1, 2008, and there
was no impact on our financial  position or results of  operations.  We have not
elected the fair value option for any eligible items.

In December  2007,  the FASB issued SFAS No. 160,  "Noncontrolling  Interests in
Consolidated  Financial Statements,  an amendment of ARB No. 51". This statement
establishes accounting and reporting standards for noncontrolling interests in a
subsidiary  and for the  deconsolidation  of a subsidiary.  The  statement  also
provides  consolidated  income  statement  presentation  guidance  and  requires
expanded disclosures.  This statement is effective for our fiscal year beginning
June 1, 2009,  and interim  periods  within  that year.  The  statement  will be
applied prospectively,  except for the presentation and disclosure requirements,
which will be applied retrospectively for all periods presented. We have not yet
evaluated  the effect  the  statement  will have on our  financial  position  or
results of operations.

In  November  2007 the EITF  issued  EITF 07-01  "Accounting  for  Collaborative
Agreements".  This  consensus  prohibits  application  of the  equity  method of
accounting  to  activities  performed  outside  of a separate  legal  entity and
requires  revenues and costs  incurred  with third  parties in  connection  with
collaborative  agreements  be presented  gross or net based on other  applicable
accounting literature.  Payments to or from collaborators should be presented in
the  income  statement  based on the  nature  of the  arrangement,  whether  the
payments are within the scope of other accounting literature,  and certain other
criteria.  The consensus is required for our fiscal year beginning July 1, 2009.
We have not yet evaluated the effect this  statement  will have on our financial
position or results of operations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

                                       25
<PAGE>
ITEM 4T. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES.

Under the supervision and with the  participation  of our management,  including
the Chief Executive Officer and Chief Financial  Officer,  we have evaluated the
effectiveness  of the  design  and  operation  of our  disclosure  controls  and
procedures  pursuant to Exchange Act Rule 13a-15 as of November 30, 2008.  Based
on that evaluation, the Chief Executive Officer and Chief Financial Officer have
concluded that these  disclosure  controls and  procedures are effective.  There
were no changes in our internal  control  over  financial  reporting  during the
period covered by this report that have materially  affected,  or are reasonably
likely to materially affect, our internal controls over financial reporting.

Our  management,  including  its principal  executive  officer and the principal
financial  officer,  do not expect that our  disclosure  controls and procedures
will  prevent  all error and all  fraud.  A control  system,  no matter how well
conceived and operated,  can provide only  reasonable,  not absolute,  assurance
that the  objectives  of the control  system are met.  Further,  the design of a
control  system must reflect the fact that there are resource  constraints,  and
the benefits of controls must be considered relative to their costs.  Because of
the inherent  limitations in all control systems,  no evaluation of controls can
provide  absolute  assurance that all control issues and instances of fraud,  if
any, within the Company have been detected.  These inherent  limitations include
the  realities  that  judgments  in  decision-making  can be  faulty,  and  that
breakdowns can occur because of simple error or mistake. Additionally,  controls
can be circumvented by the individual acts of some persons,  by collusion of two
or more people,  or by  management  override of the  control.  The design of any
system of  controls  also is based in part upon  certain  assumptions  about the
likelihood of future events,  and there can be no assurance that any design will
succeed in achieving  its stated goals under all  potential  future  conditions.
Over time,  controls may become inadequate because of changes in conditions,  or
the degree of  compliance  with the  policies  or  procedures  may  deteriorate.
Because  of  the  inherent  limitations  in  a  cost-effective  control  system,
misstatements  due to error or  fraud  may  occur  and may not be  detected.  We
monitor our disclosure  controls and procedures and internal  controls and makes
modifications  as  necessary;  our intent in this regard is that the  disclosure
controls  and  procedures  will be  maintained  as dynamic  systems  that change
(including with improvements and corrections) as conditions warrant.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING.

There have not been changes in our internal control over financial reporting (as
such term is defined in Rules  13a-15(f) and  15d-15(f)  under the Exchange Act)
during the second quarter of fiscal 2009 that have materially  affected,  or are
reasonably  likely to materially  affect,  our internal  control over  financial
reporting.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

As with all  entertainment  facilities  there  exists a degree  of risk that the
general public may be accidentally  injured at one of the facilities we develop,
design or manage. As of November 30, 2008, there were various claims outstanding
in this regard that  management  does not believe will have a material effect on
our  financial  condition or results of  operations.  To mitigate  this risk, we
maintain insurance coverage,  which we believe effectively covers any reasonably
foreseeable  potential  liability.  There  is no  assurance,  however,  that our
insurance  coverage will  adequately  cover all  liabilities  to which we may be
exposed.

We are a  plaintiff  and a  counter-defendant  in a lawsuit  involving  a former
licensee,  Blue Line Hockey,  LLC (Blue  Line),  which  operates the  Youngstown
Steelhounds. This suit was filed in Maricopa County Superior Court of Arizona on
November 7, 2006. Our claim is for approximately  $0.1 million in unpaid license
and assessment  fees owed by Blue Line,  plus our attorneys'  fees.  Blue Line's
counterclaim  alleges that WPHL  fraudulently  induced Blue Line's  principal to
enter the  license  agreement  by failing to comply  with  franchise  disclosure
requirements,  and that WPHL made fraudulent representations to induce Blue Line
into signing the license  agreement.  Blue Line seeks  rescission of the license
agreement,  $0.5 million of lease payments,  reimbursement of its franchise fee,
and  reimbursement  of travel  expenses for the 2005-2006  season.  Although the
outcome of this matter cannot be predicted  with  certainty,  we believe that we

                                       26
<PAGE>
have both valid claims and valid defenses to the counterclaims.  Thus, we intend
to vigorously  prosecute our claims and defend the  counterclaims.  No liability
has been established at November 30, 2008, related to this matter.

We were a defendant  in a lawsuit  filed by Nustadia  Developments  Inc. and PBK
Architects.  The  suit  arose  out of  certain  contracts  between  us  and  the
plaintiffs,  pursuant  to  which  we  agreed  to use  architectural  design  and
development  management services of the plaintiffs with respect to certain arena
development  projects.  The suit sought direct damages of $4.5 million and other
unspecified damages for alleged breach of contract,  tortious  interference with
business  expectancy,  and  breach of  implied  covenant  of good faith and fair
dealing.  This suit was filed in December 2005, in the Maricopa  County Superior
Court of Arizona. We settled the matter in the third quarter of fiscal year 2008
and the case has been dismissed.

ITEM 1A. RISK FACTORS

Refer to our report on Form 10-K for the fiscal year ended May 31,  2008,  under
Item 1A. "Risk Factors."

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The annual  meeting of  shareholders  was held October 17, 2008.  The  following
nominees  were elected to the board of  directors  to serve as  directors  until
their  successors  are  elected  and  qualified:  W.  James  Treliving,  Richard
Kozuback,  Michael L.  Bowlin,  Terry S.  Jacobs,  Stephen A  McConnell,  George
Melville, Mark Schwartz. Each director was elected by the following vote:

                                        For            Withheld
                                     ---------         --------
     W. James Treliving              5,066,384           4,076
     Richard Kozuback                5,066,342           4,118
     Michael L. Bowlin               5,066,418           4,042
     Terry S. Jacobs                 5,017,939          52,521
     Stephen A McConnell             5,066,418           4,042
     George Melville                 5,017,939          52,521
     Mark Schwartz                   5,066,418           4,042

The shareholders also ratified the appointment of Semple,  Marchal & Cooper, LLP
as our  independent  registered  public  accounting firm for fiscal 2009, by the
following vote: 5,067,295 for, 739 against and 2,430 abstaining.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

See Exhibit Index attached.

                                       27
<PAGE>
                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                             Global Entertainment Corporation
                                     (Registrant)


January 14, 2009             By  /s/ Richard Kozuback
                                 -----------------------------------------------
                                 Richard Kozuback
                                 President & Chief Executive Officer


January 14, 2009             By  /s/ James Yeager
                                 -----------------------------------------------
                                 James Yeager
                                 Senior Vice President & Chief Financial Officer

                                       28
<PAGE>
                                  EXHIBIT INDEX

The following  exhibits are filed herewith or  incorporated  herein  pursuant to
Regulation S-K, Item 601:

Exhibit
-------

 31.1       Certifications  Pursuant  to 18  U.S.C.  Section  1350-Section  302,
            signed by Richard Kozuback, Chief Executive Officer.*

 31.2       Certifications  Pursuant  to 18  U.S.C.  Section  1350-Section  302,
            signed by James Yeager, Chief Financial Officer.*

 32         Certification Pursuant to 18 U.S.C. Section 1350-Section 906, signed
            by Richard Kozuback, Chief Executive Officer and James Yeager, Chief
            Financial Officer.*

----------
* Filed herewith.