Exhibit 10.3

                               SECURITY AGREEMENT

     This  SECURITY  AGREEMENT  is  made  and  entered  into as of the __ day of
November,  2004 (the "SECURITY  AGREEMENT"),  by and among Global  Entertainment
Corporation, a Nevada corporation ("GLOBAL"), Western Professional Hockey League
Inc.,  a Texas  corporation,  International  Coliseums  Company,  Inc., a Nevada
corporation,  Global  Entertainment  Marketing  Systems,  a Nevada  corporation,
Cragar  Industries,  Inc.,  a  Delaware  corporation  and  Global  Entertainment
Ticketing,  a Nevada  corporation  (collectively,  the  "DEBTORS"),  in favor of
COMERICA BANK, a Michigan corporation,  and its successors and assigns ("SECURED
PARTY").

                                    RECITALS:

     A. Debtors have  requested  and Secured  Party has agreed to enter into and
provide financial  accommodations  to the Debtors,  as set forth in that certain
Credit  Agreement  of even date  herewith  (as amended or modified  from time to
time, the "CREDIT AGREEMENT").

     B. As a  condition  precedent  to the  execution  of the Credit  Agreement,
Secured  Party has  required  that  Debtors  execute and deliver  this  Security
Agreement.

1. SECURITY INTEREST

     Debtors  hereby  grant to Secured  Party a security  interest  (hereinafter
called the "SECURITY  INTEREST") in all of Debtors'  respective right, title and
interest in and to the personal property  described on EXHIBIT A attached hereto
and all proceeds thereof (the "COLLATERAL").

2. OBLIGATION SECURED

     The Security  Interest  shall secure,  in such order of priority as Secured
Party may elect:

          (a)   Payment  of  the  sum  of  ONE   MILLION   AND  NO/100   DOLLARS
     ($1,000,000.00) according to the terms of that certain Revolving Promissory
     Note of even  date  herewith,  made by  Debtors,  payable  to the  order of
     Secured Party,  evidencing a revolving  line of credit,  all or any part of
     which may be advanced to Debtors,  repaid by  Debtors,  and  readvanced  to
     Debtors,  from time to time,  subject to the terms and conditions  thereof,
     with  interest  thereon,   extension  and  other  fees,  late  charges  and
     attorneys'  fees,  according  to the  terms  thereof,  and all  extensions,
     modifications,  renewals,  restatements or  replacements  thereof (the "RLC
     NOTE");

          (b) Payment,  performance  and observance by Debtors of each covenant,
     condition,  provision  and  agreement  contained  herein  and of all monies
     expended or advanced by Secured Party  pursuant to the terms hereof,  or to
     preserve any right of Secured  Party  hereunder,  or to protect or preserve
     the Collateral or any part thereof;

          (c) Payment,  performance  and observance by Debtors of each covenant,
     condition, provision and agreement contained in the Credit Agreement and in
     any other document or instrument  related to the indebtedness  described in
     subparagraph  (a) above and of all monies  expended  or advanced by Secured
     Party  pursuant to the terms  thereof or to  preserve  any right of Secured
     Party thereunder; and
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          (d)  Payment  and  performance  of any  and  all  other  indebtedness,
     obligations  and  liabilities of Debtors to Secured Party of every kind and
     character,  direct or indirect,  absolute or  contingent,  due or to become
     due, now existing or hereafter incurred,  whether such indebtedness is from
     time to time reduced and thereafter increased or entirely  extinguished and
     thereafter reincurred.

All of the indebtedness and obligations  secured by this Security  Agreement are
hereinafter collectively referred to as the "OBLIGATION."

3. USE; LOCATION

     3.1. The Collateral is or shall be used or produced  primarily for business
purposes.

     3.2. The Collateral shall be kept at any one of the Debtors'  addresses set
forth opposite the Debtor's name on SCHEDULE 1.

     3.3.  Debtors'  records  concerning the Collateral will be kept at Global's
address set forth on SCHEDULE 1.

4. REPRESENTATIONS AND WARRANTIES OF DEBTORS

     4.1. Collectively, the Debtors own all of the Collateral free of all liens,
security  interests or other  encumbrances  except the Security  Interest and no
financing  statement  covering the Collateral is filed or recorded in any public
office.  The address of each Debtor set forth  opposite  each  Debtor's  name on
SCHEDULE 1 is the chief executive office of each Debtor.

     4.2.  To  Debtors'  knowledge,  each  account,  chattel  paper  or  general
intangible  included in the Collateral is genuine and  enforceable in accordance
with its terms  against the party named therein who is obligated to pay the same
(hereinafter  "OBLIGOR"),  and the security interests that are part of each item
of chattel paper included in the Collateral are valid, first and prior perfected
security  interests.  To Debtors'  knowledge,  each Obligor is solvent,  and the
amount that Debtors have  represented  to Secured Party as owing by each Obligor
is the  amount  actually  and  unconditionally  owing by that  Obligor,  without
deduction  except for normal cash  discounts  where  applicable,  and subject to
amounts reserved against in Debtors'  financial  statements;  no Obligor has any
valid  defense,  setoff,  claim or  counterclaim  against any Debtor that can be
asserted against Secured Party whether in any proceeding to enforce the Security
Interest or otherwise.  To Debtors'  knowledge,  each  document,  instrument and
chattel paper included in the Collateral is complete and regular on its face and
free from evidence of forgery or alteration.  To Debtors' knowledge,  no default
has  occurred in  connection  with any  instrument,  document  or chattel  paper
included in the Collateral, no payment in connection therewith is overdue and no
presentment,  dishonor or protest has occurred in connection  therewith (subject
to normal reserves for uncollectible  accounts receivables,  as set forth in the
Debtors' financial statements).

     4.3. The  execution,  delivery and  performance by Debtors of this Security
Agreement  will  not  result  in any  breach  of the  terms  and  conditions  or
constitute a default under any agreement or instrument under which any Debtor is
a party or obligated.

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     4.4.  Debtors  do not  conduct  business  under any name other than that in
which each has executed this Security Agreement.

     4.5. Each Debtor's  Federal  employer  identification  number is identified
below each Debtor's name on SCHEDULE 1.

     4.6.  Each Debtor's  state  organization  number is  identified  below each
Debtor's name on SCHEDULE 1.

5. COVENANTS OF DEBTORS

     5.1. Debtors shall not sell,  transfer,  assign or otherwise dispose of any
Collateral  (except for  licensing  arrangements  with  respect to  intellectual
property  and  related  rights)  or any  interest  therein  and  shall  keep the
Collateral  free of all  security  interests  or other  encumbrances  except the
Security  Interest.   Although  proceeds  of  Collateral  are  covered  by  this
Agreement,  this shall not be construed to mean that Secured  Party  consents to
any sale of the Collateral.

     5.2.  Debtors shall keep and maintain the  Collateral in good condition and
repair  (ordinary  wear and tear  excepted) and shall not use the  Collateral in
violation of any provision of this Security Agreement or any applicable statute,
ordinance or regulation or any policy of insurance insuring the Collateral.

     5.3. Debtors shall provide and maintain  insurance  insuring the Collateral
against risks, with coverage in accordance with the Credit Agreement. At Secured
Party's request, Debtors shall deliver to Secured Party the original policies of
insurance containing endorsements naming Secured Party as a loss payee.

     5.4. The Debtors will not sign or authorize  the signing on their behalf or
the filing of any financing  statement  naming any Debtor as debtor covering all
or any portion of the Collateral.

     5.5. Debtors,  upon demand,  shall promptly deliver to Secured Party copies
of all  instruments,  documents and chattel paper included in the Collateral and
copies of all invoices, shipping or delivery records, purchase orders, contracts
or other items related to the Collateral.

     5.6. Each Debtor shall give Secured Party  immediate  written notice of any
change in the location  of: (i) its chief  executive  office;  (ii) its state of
organization;  (iii) any material  part of the  Collateral;  or (iv) its records
concerning the Collateral.

     5.7.  Debtors  shall  prevent any portion of the  Collateral  that is not a
fixture  from being or becoming a fixture  and shall  prevent any portion of the
Collateral  from being or becoming an accession to other goods that are not part
of the Collateral.

     5.8.  Secured Party or its agents may inspect the  Collateral at reasonable
times and may enter into any premises  where the Collateral is or may be located
upon reasonable  advance notice and during normal business hours.  Debtors shall
keep records  concerning  the Collateral in accordance  with generally  accepted
accounting principles, and if applicable and unless waived in writing by Secured
Party,  shall place  notations in the records and,  when  appropriate,  upon the

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Collateral to indicate the Security Interest. Secured Party shall, after two (2)
business  days advance  notice,  have free and complete  access to each Debtor's
records and shall have the right to make  extracts  therefrom or copies  thereof
during reasonable business hours.

     5.9.  Debtors,  at their cost and  expense,  shall  protect and defend this
Security  Agreement,  all of the  rights of  Secured  Party  hereunder,  and the
Collateral  against all claims and demands of other parties,  including  without
limitation defenses,  setoffs,  claims and counterclaims asserted by any Obligor
against  any  Debtor  and/or  Secured  Party.  Debtors  shall pay all claims and
charges that in the reasonable opinion of Secured Party might prejudice, imperil
or otherwise  affect the  Collateral  or the Security  Interest.  Debtors  shall
promptly  notify Secured Party of any levy,  distraint or other seizure by legal
process or  otherwise of any part of the  Collateral  and of any  threatened  or
filed claims or proceedings  that might in any way affect or impair the terms of
this Security Agreement.

     5.10. The Security Interest,  at all times, shall be perfected and shall be
prior  to any  other  interests  in the  Collateral,  subject  to any  licensing
arrangements  with repect to intellectual  property and related rights.  Debtors
shall act and  perform as  necessary  and shall  execute  and file all  security
agreements,  financing statements,  continuation  statements and other documents
requested by Secured  Party to  establish,  maintain and continue the  perfected
Security Interest. Debtors, on demand, shall promptly pay all costs and expenses
of filing and recording,  including the costs of any searches,  deemed necessary
by Secured  Party from time to time to establish  and determine the validity and
the continuing priority of the Security Interest.

     5.11. If any Debtor shall fail to pay any taxes,  assessments,  expenses or
charges,  to keep all of the  Collateral  free from  other  security  interests,
encumbrances or claims,  to keep the Collateral in good condition and repair, to
procure and  maintain  insurance  thereon,  or to perform  otherwise as required
herein,  Secured  Party may advance  the monies  necessary  to pay the same,  to
accomplish  such  repairs,  to procure  and  maintain  such  insurance  or to so
perform;  Secured  Party is hereby  authorized to enter upon any property in the
possession or control of any Debtor for such purposes.

     5.12.  All rights,  powers and remedies  granted  Secured Party herein,  or
otherwise available to Secured Party, are for the sole benefit and protection of
Secured Party, and Secured Party may exercise any such right, power or remedy at
its option and in its sole and absolute  discretion without any obligation to do
so. In addition,  if under the terms hereof,  Secured Party is given two or more
alternative  courses  of  action,  Secured  Party may elect any  alternative  or
combination  of  alternatives  at  its  option  and  in its  sole  and  absolute
discretion.  All monies advanced by Secured Party under the terms hereof and all
amounts paid,  suffered or incurred by Secured Party in exercising any authority
granted herein,  including  reasonable  attorneys'  fees,  shall be added to the
Obligation,  shall be secured by the Security  Interest,  shall bear interest at
the highest rate payable on any of the  Obligation  until paid, and shall be due
and payable by Debtors to Secured Party immediately upon demand.

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6.   NOTIFICATION AND PAYMENTS;  COLLECTION OF COLLATERAL;  USE OF COLLATERAL BY
     DEBTORS

     6.1.  Secured  Party,  after the  occurrence  of any Event of  Default,  as
defined in the Credit  Agreement,  and at any time when such Event of Default is
continuing,  and after notice to Debtors,  may notify any or all Obligors of the
existence  of the  Security  Interest  and may direct the  Obligors  to make all
payments on the  Collateral to Secured  Party.  Until Secured Party has notified
the Obligors to remit payments  directly to it,  Debtors,  at their own cost and
expense,  shall  collect or cause to be  collected  the  accounts and monies due
under the accounts,  documents,  instruments and general intangibles or pursuant
to the  terms of the  chattel  paper.  Secured  Party  shall  not be  liable  or
responsible for any embezzlement,  conversion,  negligence or default by Debtors
or Debtors'  agents  with  respect to such  collections.  Unless  Secured  Party
notifies  Debtors in writing that it waives one or more of the  requirements set
forth in this sentence, any payments or other proceeds of Collateral received by
Debtors,  after notification to Obligors,  shall be held by Debtors in trust for
Secured Party in the same form in which  received,  shall not be commingled with
any assets of Debtors  and shall be turned  over to Secured  Party no later than
the next  business  day  following  the day of receipt.  All  payments and other
proceeds of Collateral  received by Secured Party directly or from Debtors shall
be  applied  to the  Obligation  in such  order and  manner  and at such time as
provided in the Credit Agreement. In addition, each Debtor shall promptly notify
Secured Party of the return to or possession by Debtor of goods  underlying  any
Collateral;  Debtor  shall  hold the same in trust for  Secured  Party and shall
dispose of the same as Secured Party directs.

     6.2.  Secured Party,  upon the occurrence of an Event of Default and at any
time when such Event of Default is continuing,  and after notice to Debtors, may
demand, collect and sue on the Collateral (either in Debtors' or Secured Party's
name),  enforce,  compromise,  settle or discharge  the  Collateral  and endorse
Debtors' name on any  instruments,  documents,  or chattel paper  included in or
pertaining to the Collateral;  Debtors hereby irrevocably  appoint Secured Party
their attorney in fact for all such purposes.

     6.3. Except during the continuance of an Event of Default, Debtors may: (i)
use,  consume and sell any  inventory  included in the  Collateral in any lawful
manner in the ordinary course of each Debtor's  business provided that all sales
shall be at commercially  reasonable  prices; and (ii) subject to Paragraphs 6.1
and 6.2  above,  retain  possession  of any other  Collateral  and use it in any
lawful manner consistent with this Security Agreement.

7.   COLLATERAL IN THE POSSESSION OF SECURED PARTY

     7.1.  Secured Party shall use such reasonable care in handling,  preserving
and protecting  the Collateral in its possession as it uses in handling  similar
property for its own account.  Secured Party,  however,  shall have no liability
for the loss,  destruction or  disappearance  of any Collateral  unless there is
affirmative  proof of a lack of due  care;  the lack of due  care  shall  not be
implied solely by virtue of any loss, destruction or disappearance.

     7.2. Debtors shall be solely  responsible for taking any and all actions to
preserve  rights  against all Obligors;  Secured Party shall not be obligated to
take any such  actions  whether  or not the  Collateral  is in  Secured  Party's
possession. Debtors waive presentment and protest with respect to any instrument

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included  in the  Collateral  on which  Debtors  are in any way liable and waive
notice of any action  taken by Secured  Party  with  respect to any  instrument,
document or chattel paper included in any  Collateral  that is in the possession
of Secured Party.

8.   EVENTS OF DEFAULT; REMEDIES

     8.1. The  occurrence  of any of the following  events or  conditions  shall
constitute and is hereby defined to be an "EVENT OF DEFAULT":

          (a)  Any  failure  or  neglect  to  perform  or  observe  any  of  the
     provisions,   conditions,   agreements,   or  covenants  of  this  Security
     Agreement,  by any Debtor,  and such  failure or neglect  either  cannot be
     remedied or, if it can be remedied, it continues unremedied for a period of
     fifteen (15) days after written notice thereof to Debtors.

          (b)  Any  warranty,  representation  or  statement  contained  in this
     Security  Agreement  shall be or  shall  prove  to have  been  false in any
     material respect when made or furnished.

          (c) The  occurrence  of any default under the RLC Note or any Event of
     Default  under the Credit  Agreement  or any other  document or  instrument
     executed or delivered in connection with the Obligation.

     8.2. Upon the occurrence of any Event of Default and at any time while such
Event of Default is  continuing,  Secured Party shall have the following  rights
and remedies and may do one or more of the following:

          (a) Without  further notice or demand and without legal process,  take
     possession of the Collateral  wherever  found and, for this purpose,  enter
     upon any property occupied by or in the control of Debtors.  Debtors,  upon
     demand by Secured  Party,  shall  assemble the Collateral and deliver it to
     Secured Party or to a place  designated by Secured Party that is reasonably
     convenient to the parties.

          (b) Operate the  business  of Debtors as a going  concern,  including,
     without  limitation,  extend sales or services to new customers and advance
     funds  for such  operation.  Secured  Party  shall  not be  liable  for any
     depreciation, loss, damage or injury to the Collateral or other property of
     Debtors  as a result  of such  action.  Debtors  hereby  waive any claim of
     trespass or replevin arising as a result of such action.

          (c) Pursue any legal or  equitable  remedy  available  to collect  the
     Obligation,  to  enforce  its  title  in and  right  to  possession  of the
     Collateral and to enforce any and all other rights or remedies available to
     it.

          (d) Upon  obtaining  possession of the Collateral or any part thereof,
     after  notice to Debtors as provided  in  Paragraph  8.4 herein,  sell such
     Collateral  at public or private  sale either  with or without  having such
     Collateral at the place of sale. The proceeds of such sale, after deducting
     therefrom all expenses of Secured Party in taking,  storing,  repairing and
     selling the Collateral,  including  reasonable  attorneys'  fees,  shall be
     applied  to the  payment  of the  Obligation,  and any  surplus  thereafter

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     remaining  shall  be  paid  to  any  Debtor,  which  Secured  Party  in its
     reasonable discretion deems appropriate, or to any other person that may be
     legally  entitled  thereto.  In the event of a deficiency  between such net
     proceeds  from the  sale of the  Collateral  and the  total  amount  of the
     Obligation,  Debtors,  upon demand,  shall  promptly pay the amount of such
     deficiency  to Secured  Party.  In the event of an excess  between such net
     proceeds  from the  sale of the  Collateral  and the  total  amount  of the
     Obligation, Secured party shall pay the amount of such excess to any Debtor
     or any Person lawfully entitled thereto.

     8.3.  Secured Party, so far as may be lawful,  may purchase all or any part
of the Collateral  offered at any public or private sale made in the enforcement
of Secured Party's rights and remedies hereunder.

     8.4. Any demand or notice of sale,  disposition  or other  intended  action
hereunder or in connection  herewith,  whether  required by the Arizona  Uniform
Commercial Code or otherwise,  shall be deemed to be commercially reasonable and
effective  if such  demand or notice is given to Debtors at least  fifteen  (15)
days prior to such sale,  disposition  or other intended  action,  in the manner
provided herein for the giving of notices.

     8.5. Debtors shall pay all costs and expenses, including without limitation
costs of Uniform Commercial Code searches, court costs and reasonable attorneys'
fees,  incurred by Secured  Party in enforcing  payment and  performance  of the
Obligation or in exercising the rights and remedies of Secured Party  hereunder.
All such costs and expenses  shall be secured by this Security  Agreement and by
all lien and security  documents  securing the  Obligation.  In the event of any
court proceedings, court costs and attorneys' fees shall be set by the court and
not by jury and shall be included in any judgment obtained by Secured Party.

     8.6. In addition to any remedies  provided  herein for an Event of Default,
Secured  Party shall have all the rights and remedies  afforded a secured  party
under the Uniform  Commercial  Code and all other legal and  equitable  remedies
allowed  under  applicable  law.  No  failure  on the part of  Secured  Party to
exercise any of its rights  hereunder  arising during any Event of Default shall
be  construed  to  prejudice  its  rights  upon the  occurrence  of any other or
subsequent  Event of Default  or  continuance  thereof.  No delay on the part of
Secured  Party in  exercising  any such rights shall be construed to preclude it
from the exercise thereof at any time while that Event of Default is continuing.
Secured  Party  may  enforce  any  one or  more  rights  or  remedies  hereunder
successively or concurrently.  By accepting payment or performance of any of the
Obligation  after its due  date,  Secured  Party  shall  not  thereby  waive the
agreement contained herein that time is of the essence,  nor shall Secured Party
waive either its right to require prompt payment or performance  when due of the
remainder  of the  Obligation  or its right to consider the failure to so pay or
perform an Event of Default.

     8.7.  Secured  Party,  shall have no  obligation  to clean-up or  otherwise
prepare the  Collateral for sale except that any such sale shall be conducted in
a commercially reasonable manner for sales of this type.

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9.   MISCELLANEOUS PROVISIONS

     9.1. The  acceptance of this Security  Agreement by Secured Party shall not
be  considered a waiver of or in any way to affect or impair any other  security
that  Secured  Party may have,  acquire  simultaneously  herewith,  or hereafter
acquire for the payment or performance of the  Obligation,  nor shall the taking
by Secured Party at any time of any such  additional  security be construed as a
waiver of or in any way to affect or impair the Security Interest; Secured Party
may resort,  for the payment or  performance of the  Obligation,  to its several
securities therefor in such order and manner as it may determine.

     9.2. Without notice or demand, without affecting the obligations of Debtors
hereunder or the personal  liability of any person for payment or performance of
the  Obligation,  and without  affecting  the Security  Interest or the priority
thereof,  Secured Party, from time to time, may: (i) extend the time for payment
of all or any part of the Obligation, accept a renewal note therefor, reduce the
payments  thereon,  release any person  liable for all or any part  thereof,  or
otherwise  change the terms of all or any part of the Obligation;  (ii) take and
hold  other  security  for the  payment or  performance  of the  Obligation  and
enforce, exchange, substitute,  subordinate, waive or release any such security;
(iii) join in any extension or subordination agreement; or (iv) release any part
of the Collateral from the Security Interest.

     9.3.  Debtors  waive  and  agree not to  assert:  (i) any right to  require
Secured Party to proceed  against any Debtor,  to proceed against or exhaust any
other  security  for the  Obligation,  to pursue any other  remedy  available to
Secured Party, or to pursue any remedy in any particular  order or manner;  (ii)
the  benefits of any legal or equitable  doctrine or  principle of  marshalling;
(iii) the  benefits  of any statute of  limitations  affecting  the  enforcement
hereof; (iv) demand, diligence, presentment for payment, protest and demand, and
notice of extension,  dishonor, protest, demand and nonpayment,  relating to the
Obligation;  and (v) any benefit of, and any right to participate  in, any other
security now or hereafter held by Secured Party.

     9.4. The terms herein shall have the meanings in and be construed under the
Uniform  Commercial  Code.  This  Security  Agreement  shall be  governed by and
construed in accordance with the substantive  laws (other than conflict laws) of
the State of Arizona,  except to the extent  Secured Party has greater rights or
remedies  under Federal law,  whether as a national bank or otherwise,  in which
case such choice of Arizona law shall not be deemed to deprive  Secured Party of
any such rights and remedies as may be available  under Federal law.  Subject to
the provisions of Section 10.7 of the Credit  Agreement,  each party consents to
the  personal  jurisdiction  and venue of the state  courts  located in Maricopa
County,  State of Arizona in  connection  with any  controversy  related to this
Security  Agreement,  waives  any  argument  that venue in any such forum is not
convenient and agrees that any litigation initiated by any of them in connection
with this Security  Agreement  shall be venued in the Superior Court of Maricopa
County,  Arizona.  The parties waive any right to trial by jury in any action or
proceeding based on or pertaining to this Security Agreement.

     9.5. No  modification,  rescission,  waiver,  release or  amendment  of any
provision of this Security Agreement shall be made except by a written agreement
executed by Debtors and a duly authorized officer of Secured Party.

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     9.6.  This is a continuing  Security  Agreement  which shall remain in full
force and effect until actual  receipt by Secured Party of written notice of its
revocation as to future  transactions  and shall remain in full force and effect
thereafter  until all of the  Obligation  incurred  before  the  receipt of such
notice, and all of the Obligation incurred thereafter under commitments extended
by Secured  Party  before the receipt of such  notice,  shall have been paid and
performed in full.

     9.7.  No setoff or claim that  Debtors  now have or may in the future  have
against  Secured  Party shall  relieve  Debtors  from paying or  performing  the
Obligation.

     9.8. Time is of the essence hereof. When used in the singular, Debtor shall
mean separately  each Debtor whose name now or hereafter  appears on SCHEDULE 1.
All liability  hereunder  shall be joint and several.  This  Security  Agreement
shall be binding upon, and shall inure to the benefit of, the parties hereto and
their heirs, personal representatives, successors and assigns. The term "Secured
Party" shall include not only the original  Secured Party hereunder but also any
future owner and holder,  including  pledgees,  of note or notes  evidencing the
Obligation.  The provisions  hereof shall apply to the parties  according to the
context  thereof  and  without  regard  to the  number  or  gender  of  words or
expressions used.

     9.9. All notices required or permitted to be given hereunder shall be given
in accordance with the provisions of the Credit Agreement.

     9.10. A carbon,  photographic  or other  reproduced  copy of this  Security
Agreement and/or any financing statement relating hereto shall be sufficient for
filing and/or recording as a financing statement.

     9.11.  If any  provision  of this  Security  Agreement  conflicts  with any
provision of the Credit  Agreement,  the provision of the Credit Agreement shall
control.

     9.12. The  capitalized  terms used herein and not otherwise  defined herein
shall have the same meanings as set forth in the Credit Agreement.

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     IN WITNESS  WHEREOF,  these  presents are executed as of the date indicated
above.

                                             GLOBAL ENTERTAINMENT CORPORATION, a
                                             Nevada corporation


                                             By:
                                                --------------------------------
                                             Name:
                                                  ------------------------------
                                             Title:
                                                   -----------------------------

                                             WESTERN PROFESSIONAL HOCKEY LEAGUE
                                             INC., a Texas corporation


                                             By:
                                                --------------------------------
                                             Name:
                                                  ------------------------------
                                             Title:
                                                   -----------------------------

                                             INTERNATIONAL COLISEUMS COMPANY,
                                             INC., a Nevada corporation


                                             By:
                                                --------------------------------
                                             Name:
                                                  ------------------------------
                                             Title:
                                                   -----------------------------

                                             GLOBAL ENTERTAINMENT MARKETING
                                             SYSTEMS, a Nevada corporation


                                             By:
                                                --------------------------------
                                             Name:
                                                  ------------------------------
                                             Title:
                                                   -----------------------------

                                       10
<PAGE>
                                             CRAGAR INDUSTRIES, INC., a Delaware
                                             corporation


                                             By:
                                                --------------------------------
                                             Name:
                                                  ------------------------------
                                             Title:
                                                   -----------------------------

                                             GLOBAL ENTERTAINMENT TICKETING, a
                                             Nevada corporation


                                             By:
                                                --------------------------------
                                             Name:
                                                  ------------------------------
                                             Title:
                                                   -----------------------------

                                       11
<PAGE>
                                   SCHEDULE 1

                                     Debtors


              Debtors                       State of Organization      ID Number
              -------                       ---------------------      ---------

a. Global  Entertainment  Corporation              Nevada
b. Western  Professional  Hockey League,  Inc.     Texas
c. International  Coliseums  Company,  Inc.        Nevada
d. Global Entertainment  Marketing Systems         Nevada
e. Cragar  Industries,  Inc.                       Delaware
f. Global Entertainment Ticketing, Inc.            Nevada


<PAGE>
                                    EXHIBIT A

                                   Collateral

     All of  Debtors'  right,  title and  interest  in and to all  Accounts  (as
defined in the Arizona  UCC),  Chattel  Paper (as  defined in the Arizona  UCC),
Documents (as defined in the Arizona UCC),  Equipment (as defined in the Arizona
UCC),  Fixtures (as defined in the Arizona UCC), General Intangibles (as defined
in the Arizona UCC)  including,  without  limitation,  trademarks and tradenames
(and all related applications and registrations) listed in EXHIBIT A hereto, all
Instruments  (as  defined in the  Arizona  UCC),  Inventory  (as  defined in the
Arizona  UCC),  Investment  Property  (as defined in the Arizona  UCC),  Deposit
Accounts (as defined in the Arizona  UCC),  deposits,  cash,  letters of credit,
stock rights, commercial tort claims, payment intangibles and other deposits, it
being  intended  that the  Collateral  include all property of the Debtors other
than real property,  wherever located in which the Debtors now have or hereafter
acquire any right or interest, and the proceeds, insurance proceeds and products
thereof,  together  with all books and records,  customer  lists,  credit files,
computer  files,  programs,  printouts and other computer  materials and records
related  thereto,  together with (a) all policies or  certificates  of insurance
covering any of the foregoing property, and all awards, loss payments,  proceeds
and premium  refunds that may become payable with respect to such policies;  (b)
all property of Debtors that is now or may  hereafter  be in the  possession  or
control of Secured  Party in any  capacity,  including  without  limitation  all
monies  owed or that  become  owed by  Secured  Party  to  Debtors;  and (c) all
proceeds of any of the foregoing property, whether due or to become due from any
sale, exchange or other disposition thereof, whether cash or non-cash in nature,
and whether  represented by checks,  drafts,  notes or other instruments for the
payment of money, including,  without limitation,  all property, whether cash or
non-cash in nature,  derived from tort,  contractual  or other claims arising in
connection with any of the foregoing  property.  All property described above is
hereinafter called the "COLLATERAL."
<PAGE>
                                    EXHIBIT A
                                   (Continued)

                            TRADEMARKS AND TRADENAMES
                                   TRADEMARKS




<PAGE>
                                    EXHIBIT A
                                   (Continued)

                            TRADEMARK AND TRADENAMES
                                   TRADENAMES