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


                                   FORM 10-QSB

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


                For the quarterly period ended February 29, 2004

                          Commission File No 000-50643


                        GLOBAL ENTERTAINMENT CORPORATION
        (Exact name of small business issuer as specified in its charter)


           Nevada                                       86-0933274
(State or other Jurisdiction of          (I.R.S. Employer Identification Number)
 incorporation or organization)


                       4909 East McDowell Road, Suite 104
                             Phoenix, AZ 85008-4293
                                 (480) 994-0772

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  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 [ ] No [X]

Number of shares outstanding of each of the registrant's classes of common stock
as of February 29, 2004:

                          Common Stock, $.001 par value
                                4,068,115 shares

Transitional Small Business Disclosure Format (Check one): Yes [ ] No[X]
<PAGE>
                        GLOBAL ENTERTAINMENT CORPORATION
                                      INDEX
                              REPORT ON FORM 10-QSB
                     FOR THE QUARTER ENDED FEBRUARY 29, 2004


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Condensed  Consolidated Balance Sheets - As of February 29, 2004 (Unaudited) and
May 31, 2003

Condensed Consolidated  Statements of Operations (Unaudited) - Nine Months Ended
February 29, 2004 and 2003

Condensed Consolidated Statements of Operations (Unaudited) - Three Months Ended
February 29, 2004 and 2003

Condensed Consolidated  Statements of Cash Flows (Unaudited) - Nine Months Ended
February 29, 2004 and 2003

Notes to Condensed Consolidated Financial Statements

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

Item 3. Controls and Procedures

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Item 6. Exhibits and Reports on Form 8-K
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS
<TABLE>
<CAPTION>
                                                                          February 29,           May 31,
                                                                              2004                2003
                                                                           ----------          ----------
CURRENT ASSETS:                                                            (Unaudited)
<S>                                                                      <C>                 <C>
Cash and cash equivalents (Notes 1 and 10)                                 $   62,802          $  280,767
Accounts receivable - trade, net (Note 1)                                     358,899             242,658
Accounts receivable - miscellaneous and related parties, net (Note 9)         194,219             152,895
Prepaid expenses                                                               23,791                 502
                                                                           ----------          ----------

      TOTAL CURRENT ASSETS                                                    639,711             676,822

Loans receivable, net (Note 4)                                                 13,705              40,000

Property and equipment, net (Note 2)                                           27,999               2,160

Goodwill, net (Note 1)                                                        518,750             518,750

Intangible assets, net (Notes 1 and 3)                                        174,654             124,591

Deferred income tax asset, net (Note 5)                                       246,000             246,000

Miscellaneous assets                                                            8,500               7,000
                                                                           ----------          ----------

      TOTAL ASSETS                                                         $1,629,319          $1,615,323
                                                                           ==========          ==========
</TABLE>

                                       1
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS (CONTINUED)

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
<TABLE>
<CAPTION>
                                                                     February 29,            May 31,
                                                                        2004                  2003
                                                                     -----------           -----------
CURRENT LIABILITIES:                                                 (Unaudited)
<S>                                                                 <C>                   <C>
Notes payable (Note 6)                                               $        --           $    36,956
Accounts payable                                                         212,209               259,338
Accrued liabilities                                                      744,054               790,679
Deferred revenues                                                        246,742               126,861
                                                                     -----------           -----------

      TOTAL CURRENT LIABILITIES                                        1,203,005             1,213,834
                                                                     -----------           -----------

Commitments and contingencies                                                 --                    --

STOCKHOLDERS' EQUITY (DEFICIT):
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;
 4,068,115 shares issued and outstanding as of February 29, 2004
 and May 31, 2003, respectively                                            4,068                 4,068
Paid-in capital                                                        1,583,970             1,583,970
Accumulated deficit                                                   (1,161,724)           (1,186,549)
                                                                     -----------           -----------

                                                                         426,314               401,489
                                                                     -----------           -----------

      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)           $ 1,629,319           $ 1,615,323
                                                                     ===========           ===========
</TABLE>

                                       2
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                    Nine months ended February 29,    Three months ended February 29,
                                        2004            2003             2004            2003
                                     -----------     -----------      -----------     -----------
Revenues                             (Unaudited)     (Unaudited)      (Unaudited)     (Unaudited)
<S>                                  <C>             <C>              <C>             <C>
  Assessment fees                    $ 1,237,500     $ 1,162,500      $   412,500     $   387,500
  Franchise and transfer fees             90,690       1,095,000               --         350,000
  GEMS revenue                           253,761              --           90,722              --
  Corporate sponsorship revenue          289,500          14,786          215,875           9,774
  ICC revenue                            567,190         340,826          124,954         144,151
  Other revenue                           76,442         217,224           39,867          49,760
                                     -----------     -----------      -----------     -----------
                                       2,515,083       2,830,336          883,918         941,185
                                     -----------     -----------      -----------     -----------
Operating Costs
  Cost of revenues                       483,485         462,500          259,071         150,000
  Business plan development costs         19,478          10,000            3,500          10,000
  General and administrative costs     1,904,063       1,755,079          674,168         701,387
                                     -----------     -----------      -----------     -----------
                                       2,407,026       2,227,579          936,739         861,387
                                     -----------     -----------      -----------     -----------

Income (loss) from Operations            108,057         602,757          (52,821)         79,798

Other Income (Expense)
  Interest income                          6,199           1,062              528              --
  Interest expense                        (1,485)        (19,960)          (1,485)         (5,503)
  Joint Operating Agreement Split        (87,946)             --           (3,530)          3,809
                                     -----------     -----------      -----------     -----------

Net income (loss)                    $    24,825     $   583,859      $   (57,308)    $    78,104
                                     ===========     ===========      ===========     ===========

Income (loss) Per Share (Note 1) -
 Basic and Diluted                   $      0.01     $      0.14      $     (0.01)    $      0.02
                                     ===========     ===========      ===========     ===========
Weighted Average Number of Shares
 Outstanding Basic and Diluted         4,068,115       4,060,926        4,068,115       4,060,926
                                     ===========     ===========      ===========     ===========
</TABLE>

                                       3
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
      CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)

<TABLE>
<CAPTION>
                                         Common Stock
                                    -------------------      Paid-in      Accumulated
                                    Shares       Amount      Capital        Deficit           Total
                                    ------       ------      -------        -------           -----
<S>                               <C>           <C>         <C>           <C>              <C>
Balance at May 31, 2002           8,129,041     $ 8,129     $1,567,328    $(1,821,278)     $(245,821)

Issuance of common stock
 for services                         7,189           8         12,573             --         12,581

Effect of reverse stock split    (4,068,115)     (4,069)         4,069             --             --

Net income for the year ended
 May 31, 2003                            --          --             --        634,729        634,729
                                 ----------     -------     ----------    -----------      ---------

Balance at May 31, 2003           4,068,115       4,068      1,583,970     (1,186,549)       401,489

Net income for the nine
 months ended February 29,
 2004 (unaudited)                        --          --             --         24,825         24,825
                                 ----------     -------     ----------    -----------      ---------

Balance at February 29, 2004      4,068,115     $ 4,068     $1,583,970    $(1,161,724)     $ 426,314
                                 ==========     =======     ==========    ===========      =========
</TABLE>

                                       4
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                             Nine months ended February 29,
                                                                2004                2003
                                                              ---------           ---------
<S>                                                           <C>                 <C>
Cash flows from operating activities:                        (Unaudited)         (Unaudited)
  Net income                                                  $  24,825           $ 583,859
  Adjustments to reconcile net income to net cash
   provided (used) by operating activities:
    Depreciation and amortization                                22,842              26,802
  Changes in Assets and Liabilities:
    Accounts receivable
      - trade                                                  (116,241)           (132,067)
      - miscellaneous and related parties                       (41,324)             15,853
      Prepaid expenses                                          (23,289)            (12,154)
      Miscellaneous assets                                       (1,500)                 --
      Accounts payable                                          (47,129)           (202,894)
      Accrued liabilities                                       (46,625)            236,815
      Deferred revenues                                         119,881             117,672
                                                              ---------           ---------
         Net cash provided by (used in)
          operating activities:                                (108,560)            633,886
                                                              ---------           ---------
Cash flows from investing activities:
  Purchase of fixed assets                                      (48,681)                 --
  Collection of loans receivable                                 26,295              57,826
  Intangible assets                                             (50,063)                 --
                                                              ---------           ---------
         Net cash provided by (used in)
          investing activities:                                 (72,449)             57,826
                                                              ---------           ---------
Cash flows from financing activities:
  Repayment of debt                                             (36,956)           (345,731)
                                                              ---------           ---------
        Net cash used in financing activities:                  (36,956)           (348,731)
                                                              ---------           ---------

Net increase (decrease) in cash and cash equivalents           (217,965)            345,981

Cash and cash equivalents, beginning of period                  280,767               7,067
                                                              ---------           ---------

Cash and cash equivalents, end of period                      $  62,802           $ 353,048
                                                              =========           =========
</TABLE>

                                       5
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 1
        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, NATURE OF OPERATIONS,
                              AND USE OF ESTIMATES
--------------------------------------------------------------------------------

DESCRIPTION OF THE COMPANY

Global  Entertainment  Corporation  ("Global"  or the  "Company"),  through  its
wholly-owned  subsidiary,  Western  Professional  Hockey  League  Inc.,  is  the
operator of the Western  Professional  Hockey  League  ("WPHL"),  a minor league
professional hockey organization, and is the licensor of the independently-owned
hockey teams which participate in the league. Effective June 1, 2001, Global, on
behalf  of the  WPHL  negotiated  and  signed a ten (10)  year  Joint  Operating
Agreement ("JOA") with the Central Hockey League ("CHL").  The effect of the JOA
is that the two  leagues  will have their  respective  teams join  together  and
operate under the Central Hockey League name.

The terms of the JOA define how the league will  operate.  The JOA  provides for
all  operating  functions to be performed by the WPHL staff.  Under the terms of
the JOA,  the  annual  assessments  have been set at $75,000  per team,  plus an
additional $15,000 per team for linesmen and officiating costs. In addition, the
teams from the WPHL pay an extra  $10,000 per annum to cover  Global costs prior
to the start of the season.  The profit of the League  operations  at the end of
each year is then  split  between  the WPHL and the CHL based upon the number of
teams sponsored by the respective entities.

In addition,  the Company,  through its wholly-owned  subsidiary,  International
Coliseums  Company  (ICC),  is working  with  various  governmental  and private
entities   to  develop   event   facilities   (multi-use   arenas)  in  numerous
municipalities.

The WPHL is a structured  franchised  sports league,  which  includes  competing
teams located in cities in Texas, Louisiana, New Mexico, Mississippi,  Oklahoma,
Kansas and  Indiana.  There were 16 teams  competing in the 2002-03  season,  11
teams from the WPHL and 5 teams from the CHL. In the  2003-04  season a team was
added to the league from Colorado  bringing the total to 12 WPHL teams and 5 CHL
teams.

During  the year  ended May 31,  2003,  the  Company  formed a new  wholly-owned
subsidiary,  Global Entertainment  Acquisition  Corporation  ("GEAC").  GEAC was
formed for the purpose of merging  with and into Cragar  Industries,  Inc.  (See
Note 11).

During the year ended May 31,  2002,  the Company  formed  Global  Entertainment
Marketing  Systems  ("GEMS").  GEMS was  formed for the  purpose  of  promoting,
marketing and selling  various  revenue  streams  created by the development and
operation of multi-purpose arenas in small to mid-sized  communities  throughout
the United States.

ACQUISITION OF SUBSIDIARY

INTERNATIONAL COLISEUMS CORPORATION, LLC

Effective  November 1, 2000,  Global  purchased  100% of the  members  equity of
International  Coliseums  Corporation,  LLC  (subsequently  named  International
Coliseums  Company,  Inc.) ("ICC")  pursuant to the terms of the Asset  Purchase
Agreement,  for  350,000  shares of common  stock of Global  valued at $1.75 per
share. The 350,000 shares were issued to Arena Building  Company,  LLC for their
interest in ICC. In addition,  pursuant to the terms of the agreement,  Nustadia
Developments Inc. was paid $1.00 and was granted a strategic  alliance agreement
to design and  develop the first five  initial  arena  projects in exchange  for
their interest in ICC.

                                       6
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 1
        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, NATURE OF OPERATIONS,
                        AND USE OF ESTIMATES (CONTINUED)
--------------------------------------------------------------------------------

The  acquisition has been accounted for under the purchase method of accounting.
The total purchase price was $622,500,  with $612,500 paid in common stock,  and
$10,000 paid for costs incurred.

PRINCIPLES OF CONSOLIDATION

The  accompanying  consolidated  financial  statements  include the  accounts of
Global  Entertainment  Corporation and its  wholly-owned  subsidiaries,  Western
Professional Hockey League Inc., International Coliseum Company, Inc. and Global
Entertainment  Marketing  Systems.  Intercompany  balances and transactions have
been eliminated in consolidation.

BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with accounting principles generally accepted in the United States
of America for interim  financial  information and with the instructions to Form
10-QSB.  Accordingly,  they may not include all of the information and footnotes
required by accounting principles for audited year-end financial statements.  In
the  opinion of  management,  all  adjustments  consisting  of normal  recurring
accruals  considered  necessary  for a fair  presentation  have  been  included.
Operating  results  for  the  nine  months  ended  February  29,  2004  are  not
necessarily  indicative  of the results that may be expected for the year ending
May 31, 2004. The unaudited  consolidated financial statements should be read in
conjunction with the  consolidated  financial  statements and footnotes  thereto
included in the Company's  audited  financial  statements for the year ended May
31, 2003.

USE OF ESTIMATES

Management uses estimates and assumptions in preparing  financial  statements in
accordance with generally accepted  accounting  principles.  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 financial  statements.  Material  estimates  include,  but are not
limited  to,  the  allowance  for  doubtful  accounts,  the  carrying  value  of
intangible  assets, and the realization of the deferred income tax asset. 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 further materially revised within the next year.

REVENUE RECOGNITION

GLOBAL ENTERTAINMENT CORPORATION:

Initial  franchise  fees  represent  the amounts  received from  franchisees  to
acquire a franchise.  The amount is  recognized  as revenue  when the  franchise
agreement is signed and the Company has met all of its  significant  obligations
under the terms of the  franchise  agreement.  The  Company is  responsible  for
assisting  the  franchisee  with facility  lease  contract  negotiations,  venue
ticketing  analysis  and  pricing,   concessionaire  negotiations  and  staffing
advisements.  These  generally  occur  at the  time the  franchisee  acquires  a
franchise.  Transfer  franchise  fees  represent  the amounts  received from the
transfer of ownership  of a franchise  and are  recognized  when  received.  The
transfer fee is  implemented  to cover the  Company's  administrative  and other
expenses in connection with the transfer. For the nine months ended February 29,

                                       7
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 1
        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, NATURE OF OPERATIONS,
                        AND USE OF ESTIMATES (CONTINUED)
--------------------------------------------------------------------------------

2004 and 2003 (unaudited), transfer franchise fees totaled $75,000 and $150,000,
respectively.  For the three months ended  February 29, 2004 and 2003,  transfer
franchise fees totaled $0 and $0, respectively.

CENTRAL HOCKEY LEAGUE:

Corporate sponsorship fees represent amounts received from third-party sponsors.
Revenues are recognized when invoiced.

ASSESSMENT FEES:

Pursuant to the terms of the JOA, each team will pay assessment  fees of $75,000
per annum, plus $15,000 per annum for officiating costs. In addition,  the teams
from the WPHL pay an extra $10,000 per annum to cover Global costs. The fees are
recognized ratably over the year. At the end of the year, net profits/losses are
shared proportionately based upon the amount of revenues that each member of the
JOA has contributed to the league.

COLISEUM DEVELOPMENT:

ICC has received design and build contract revenue from various  municipalities.
These are  recognized as income  ratably over the duration of the contract.  The
Company has entered into several construction project supervisory contracts. The
revenues from these  contracts are  recognized  ratably over the duration of the
contract.  The  Company has also  entered  into  several  sales  contracts  with
municipalities  whereby the Company  earns a  commission  for the sale of naming
rights, luxury suites, and advertising.  This revenue is recognized ratably over
the term of the contract.

GLOBAL ENTERTAINMENT MARKETING SYSTEMS:

GEMS contracts to sell all contractually obligated income sources including, but
not limited to,  facility naming rights,  luxury suite sales,  club seat license
sales, facility sponsorship agreements,  and ticket operations contracts created
by the  development  and operation of  multi-purpose  arenas.  The revenues from
these contracts are recognized ratably over the duration of the contract.

EARNINGS PER SHARE

The computation of basic and diluted earnings per share is based on the weighted
average  number of common  shares  outstanding  (post-reverse  split) during the
periods.  As of February 29, 2004 and 2003 there were 224,107  (unaudited),  and
237,608  (unaudited),  potentially  dilutive  warrants and options  outstanding,
respectively.  The warrants and options were not assumed exercised because their
exercise  price was equal to, or in excess of, the average  market  price of the
common stock for the periods presented. (See reverse stock split).

                                       8
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 1
        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, NATURE OF OPERATIONS,
                        AND USE OF ESTIMATES (CONTINUED)
--------------------------------------------------------------------------------

REVERSE STOCK SPLIT

Effective May 13, 2003, the Company's Board of Directors  approved a one-for-two
reverse stock split.  The financial  statements,  notes and other  references to
share and  per-share  data  reflect  the  reverse  stock  split for all  periods
presented.

STOCK-BASED COMPENSATION

The Company has elected to follow  Accounting  Principles  Board Opinion No. 25,
"Accounting   for  Stock  Issued  to   Employees"   (APB  25)  and  the  related
interpretations  in accounting  for its employee  stock  options.  Under APB 25,
because the  exercise  price of  employee  stock  options  equals or exceeds the
market  price of the  underlying  stock on the date of  grant,  no  compensation
expense is recorded.  The Company has adopted the  disclosure-only  provision of
Statement of Financial Accounting Standards No. 123, "Accounting for Stock Based
Compensation".

The following table  illustrates the effect on net income and earnings per share
if the  Company  had  applied  the fair  value  recognition  provisions  of FASB
Statement No. 123,  ACCOUNTING  FOR  STOCK-BASED  COMPENSATION,  to  stock-based
employee compensation.

<TABLE>
<CAPTION>
                                                 Nine months ended February 29,   Three months ended February 29,
                                                      2004           2003            2004            2003
                                                    ---------      ---------       ---------       ----------
                                                   (Unaudited)    (Unaudited)      (Unaudited)     (Unaudited)
<S>                                                 <C>            <C>             <C>             <C>
Net income (loss), as reported                      $  24,825      $ 583,859       $ (57,308)      $   78,104
Deduct: Total stock-based employee compensation
 expense determined under fair value based method
 for all awards, net of related tax effects            (4,560)      (143,036)             --               --
                                                    ---------      ---------       ---------       ----------

Pro forma net income (loss)                         $  20,265      $ 440,823       $ (57,308)      $   78,104
                                                    =========      =========       =========       ==========
Earnings (loss) per share:
  Basic and diluted, as reported                    $    0.01      $    0.14       $   (0.01)      $     0.02
                                                    =========      =========       =========       ==========

  Basic and diluted, pro forma                      $    0.01      $    0.11       $   (0.01)      $     0.02
                                                    =========      =========       =========       ==========
</TABLE>

Due to the Company's net operating  loss  carryforwards,  the assumed tax effect
was deemed to be immaterial.

                                       9
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 2
                             PROPERTY AND EQUIPMENT
--------------------------------------------------------------------------------

As of February 29, 2004 and May 31, 2003,  property and  equipment was comprised
of the following:

                                                 February 29,           May 31,
                                                    2004                 2003
                                                  ---------           ---------
                                                 (Unaudited)
Office furniture and equipment                    $ 106,486           $  82,006
Computer equipment                                   55,354              49,368
                                                  ---------           ---------
                                                    161,840             131,374
Less:  accumulated depreciation                    (133,841)           (129,214)
                                                  ---------           ---------

                                                  $  27,999           $   2,160
                                                  =========           =========

Total depreciation  expense equaled $5,807 and $12,985 for the nine months ended
February  29,  2004 and 2003  (unaudited)  and $13,766 and $20,966 for the years
ended May 31, 2003 and 2002, respectively.

--------------------------------------------------------------------------------
                                     NOTE 3
                                INTANGIBLE ASSETS
--------------------------------------------------------------------------------

As of February 29, 2004 and May 31, 2003,  intangible  assets were  comprised of
the following:

                                                 February 29,           May 31,
                                                    2004                 2003
                                                  ---------           ---------
                                                 (Unaudited)
Patent and trademarks                             $   8,032           $   7,964
Covenant not to compete                              50,000              50,000
Franchising rights                                   75,000              75,000
Acquisition costs                                   114,220              50,000
                                                  ---------           ---------
                                                    247,252             182,964
Less: accumulated amortization                      (72,598)            (58,373)
                                                  ---------           ---------

                                                  $ 174,654           $ 124,591
                                                  =========           =========

                                       10
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 4
                                LOANS RECEIVABLE
--------------------------------------------------------------------------------

The loans  receivable as of February 29, 2004 and May 31, 2003, are comprised of
the following:

                                                 February 29,           May 31,
                                                    2004                 2003
                                                  ---------           ---------
                                                 (Unaudited)
Due from franchisees, non-interest bearing,
 payable on demand, deemed long-term              $ 89,464            $ 89,464
                                                  --------            --------
                                                    89,464              89,464
Less: reserve for collection costs and
 collectibility                                    (75,759)            (49,464)
                                                  --------            --------
                                                    13,705              40,000
Less: current portion                                   --                  --
                                                  --------            --------

Long-term receivable                              $ 13,705            $ 40,000
                                                  ========            ========

--------------------------------------------------------------------------------
                                     NOTE 5
                           PROVISION FOR INCOME TAXES
--------------------------------------------------------------------------------

The actual  income tax expense  differs from the  "expected"  income tax expense
computed by applying the U.S. Federal corporate statutory income tax rate of 34%
to the income before income taxes as follows:

<TABLE>
<CAPTION>
                                      Nine months ended February 29,    Three months ended February 29,
                                          2004            2003              2004            2003
                                        ---------       ---------         ---------       ---------
                                       (Unaudited)     (Unaudited)       (Unaudited)     (Unaudited)
<S>                                     <C>             <C>               <C>             <C>
Computed "expected" tax expense         $   8,000       $ 186,000         $ (18,000)      $  25,000
Entertainment, depreciation and
 amortization expenses                     (2,000)        (20,000)            2,000          (5,000)
Valuation allowance - benefit of net
 operating loss carryforward               (8,000)       (201,000)           19,000         (25,000)
State income taxes                          2,000          35,000            (3,000)          5,000
                                        ---------       ---------         ---------       ---------

                                        $      --       $      --         $      --       $      --
                                        =========       =========         =========       =========
</TABLE>

                                       11
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 5
                     PROVISION FOR INCOME TAXES (CONTINUED)
--------------------------------------------------------------------------------

At February  29, 2004 and May 31, 2003,  the deferred tax assets  consist of the
following:

                                                 February 29,           May 31,
                                                    2004                 2003
                                                  ---------           ---------
                                                 (Unaudited)
Current portion:
  Allowance for doubtful accounts                 $  21,000           $  21,000
  Federal loss carryforwards                        311,000             317,000
  State loss carryforwards                           68,000              70,000

Long-term portion:
  Depreciation and amortization                       3,000               3,000
                                                  ---------           ---------
                                                    403,000             411,000
Less: valuation allowance                          (157,000)           (165,000)
                                                  ---------           ---------

Net deferred tax asset                            $ 246,000           $ 246,000
                                                  =========           =========

The Company has established a valuation  allowance equal to a portion of the net
deferred tax asset  primarily due to the  uncertainty in the  utilization of net
operating loss carryforwards. During the nine months ended February 29, 2004 and
the year ended May 31,  2003,  the  valuation  allowance  was reduced by $22,000
(unaudited) and $331,300, primarily to reflect the benefit of the utilization of
the net operating loss carryforwards in the current period.

The Company's  approximate federal and state net operating loss carryforwards at
February 29, 2004 are $984,000 (unaudited). The net operating loss carryforwards
may be applied against future taxable income. They expire as follows:

     Amount of Unused             Federal Expiration           State Expiration
Federal and State Operating           During Year                 During Year
    Loss Carryforwards               Ended May 31,               Ended May 31,
    ------------------               -------------               -------------
        $960,000                         2021                         2006
          24,000                         2022                         2007
        --------

        $984,000
        ========

                                       12
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 6
                                  NOTES PAYABLE
--------------------------------------------------------------------------------

As of February  29,  2004 and May 31,  2003,  the  Company had notes  payable as
follows:

<TABLE>
<CAPTION>
                                                                        February 29,      May 31,
                                                                           2004            2003
                                                                         --------        --------
                                                                        (Unaudited)
<S>                                                                      <C>             <C>
18% per annum notes payable to various related parties,
 interest due quarterly, principal due on demand; unsecured              $     --        $ 31,731
18% per annum notes payable to various individuals and
 entities, interest due quarterly, principal due on demand; unsecured          --           5,225
                                                                         --------        --------
                                                                               --          36,956
Less:  current maturities                                                      --         (36,956)
                                                                         --------        --------

Long-term portion                                                        $     --        $     --
                                                                         ========        ========
</TABLE>

--------------------------------------------------------------------------------
                                     NOTE 7
                                     EQUITY
--------------------------------------------------------------------------------

WARRANTS

As of February 29, 2004, the Company had 500 (unaudited) warrants outstanding to
purchase  common stock.  All of the warrants are  convertible  into one share of
common  stock at $3.50  per  share.  They all carry  exercise  terms of five (5)
years.  All of the warrants are vested and  exercisable as of February 29, 2004.
The following table summarizes warrant activity:

<TABLE>
<CAPTION>
                                                                               Weighted
                                                                                Average
                                                                 Number        Exercise
                                                               of Warrants       Price
                                                               -----------       -----
<S>                                                             <C>            <C>
Outstanding at May 31, 2001                                      18,000         $ 1.75
Granted                                                              --             --
Exercised                                                            --             --
Forfeited                                                            --             --
                                                                -------         ------
Outstanding and exercisable at May 31, 2002                      18,000           1.75
Granted                                                              --             --
Exercised                                                            --             --
Forfeited                                                       (17,000)          1.75
                                                                -------         ------
                                                                  1,000           1.75
Effect of 1 for 2 reverse stock split on May 13, 2003              (500)          3.50
                                                                -------         ------
Outstanding and exercisable at May 31, 2003                         500           3.50
Granted                                                              --             --
Exercised                                                            --             --
Forfeited                                                            --             --
                                                                -------         ------
Outstanding and exercisable at February 29, 2004 (unaudited)        500         $ 3.50
                                                                =======         ======
</TABLE>

                                       13
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 7
                               EQUITY (CONTINUED)
--------------------------------------------------------------------------------

WARRANTS (CONTINUED)

Information with respect to warrants outstanding and exercisable at February 29,
2004 is as follows:

                                            (Unaudited)
                       Warrants Outstanding               Warrants Exercisable
           ----------------------------------------      -----------------------
                           Weighted
                           Average         Weighted                     Weighted
                          Remaining         Average                      Average
Exercise   Number of     Contractual       Exercise        Number       Exercise
 Price     Warrants     Life (in years)      Price       of Warrants      Price
 -----     --------     ---------------      -----       -----------      -----
$ 3.50       500             1.96           $ 3.50           500         $ 3.50

OPTIONS

During 2000,  the Company  adopted the 2000 Long-Term  Incentive  Plan. The Plan
authorizes the Company's  Board of Directors to grant both  qualified  incentive
and  non-qualified  stock  options  and  restricted  stock  awards  to  selected
officers, key employees, outside consultants and directors of the Company or its
wholly-owned  subsidiaries  for up to an  aggregate  of  750,000  shares  of the
Company's common stock, as amended in the current year. As of February 29, 2004,
a total of 223,607 (unaudited) options have been issued under the Plan.

During the nine  months  ended  February  29,  2004,  the Company  issued  8,000
(unaudited) options. During the nine months ended February 29, 2003, the Company
issued 190,715  (unaudited)  options (prior to the 1 for 2 reverse stock split).
These options were issued to various  directors and  managers.  Options  granted
prior to May 31, 2003 had an exercise price of $1.75. Options granted during the
nine months ended February 29, 2004 had an exercise price of $3.50  (unaudited).
Each option, with the exception of 10,000 options, has a term of ten (10) years.
Ten thousand options granted in fiscal year 2003 have a term of two (2) years.

                                       14
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 7
                               EQUITY (CONTINUED)
--------------------------------------------------------------------------------

The following is a table of activity for all options:

<TABLE>
<CAPTION>
                                                                                    Weighted
                                                                    Number of        Average
                                                                     Options      Exercise Price
                                                                     -------      --------------
<S>                                                                <C>            <C>
Options outstanding at May 31, 2001                                   35,000         $ 1.75
   Granted                                                           240,500           1.75
   Exercised                                                              --             --
   Forfeited                                                              --             --
                                                                    --------         ------
Outstanding and exercisable at May 31, 2002                          275,500           1.75
   Granted                                                           190,715           1.75
   Exercised                                                              --             --
   Forfeited                                                         (10,000)          1.75
                                                                    --------         ------
                                                                     456,215           1.75
Effect of 1 for 2 reverse stock split on May 13, 2003               (228,108)          3.50
                                                                    --------         ------
Outstanding and exercisable at May 31, 2003                          228,107           3.50
   Granted                                                             8,000           3.50
   Exercised                                                              --             --
   Forfeited                                                         (12,500)            --
                                                                    --------         ------
Outstanding and exercisable at February 29, 2004 (unaudited)         223,607         $ 3.50
                                                                    ========         ======
</TABLE>

Additional  information  about  outstanding  options to purchase  the  Company's
common stock as of February 29, 2004 is as follows:

                                          (Unaudited)
                      Options Outstanding                   Options Exercisable
           -------------------------------------------    ----------------------
                           Weighted
                           Average            Weighted                  Weighted
                          Remaining           Average                   Average
Exercise   Number of     Contractual          Exercise      Number      Exercise
 Price      Options    Life (in years)         Price      of Options     Price
 -----      -------    ---------------         -----      ----------     -----
$ 3.50      223,607         7.40              $ 3.50        223,607      $ 3.50

                                       15
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 7
                               EQUITY (CONTINUED)
--------------------------------------------------------------------------------

OPTIONS (CONTINUED)

The fair value of each option  granted is  estimated  on the grant date by using
the  Black-Scholes  option  pricing  model with the following  weighted  average
assumptions:

                                                 Nine months ended February 29,
                                                   2004                 2003
                                                -----------         -----------
                                                (Unaudited)         (Unaudited)
Expected volatility                                     0%                  0%
Risk-free interest rate                              4.00%               5.67%
Expected dividends                                  --                  --
Expected life                                    10 Years            10 Years
Value of individual options                      $   0.57            $   0.75

The Company applies APB Opinion No. 25 and related interpretations in accounting
for its stock options granted to employees.  Accordingly,  no compensation  cost
has been  recognized  for  grants of options to  employees,  since the  exercise
prices  were not less than the fair  value of the  Company's  stock on the grant
dates.  Had  compensation  cost been  determined  based on the fair value on the
grant dates for awards under those plans consistent with the methods of SFAS No.
123, the Company's net income (loss) per share would have been as follows:

<TABLE>
<CAPTION>
                         Nine months ended February 29,     Three months ended February 29,
                               2004         2003               2004         2003
                               ----         ----               ----         ----
<S>                           <C>          <C>               <C>            <C>
Net income (loss):         (Unaudited)   (Unaudited)       (Unaudited)   (Unaudited)
  As reported                 24,825       583,859           (57,308)       78,104
  Pro forma                   20,265       440,823           (57,308)     (102,271)

Income (Loss) per share:
  As reported                   0.01          0.14             (0.01)         0.02
  Pro forma                     0.01          0.11             (0.04)        (0.03)
</TABLE>

--------------------------------------------------------------------------------
                                     NOTE 8
                          COMMITMENTS AND CONTINGENCIES
--------------------------------------------------------------------------------

OPERATING LEASES

The  Company  previously  leased  office  space  in  Phoenix,  Arizona  under  a
month-to-month  operating lease agreement, at a rate of $6,300 per month. During
September,  2001, the Company signed a three (3) year lease for new office space
in Scottsdale,  Arizona at a rate of $5,846 per month.  The Company also entered
into a five (5) year operating lease for office  equipment at a rate of $518 per
month.

                                       16
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 8
                    COMMITMENTS AND CONTINGENCIES (CONTINUED)
--------------------------------------------------------------------------------

OPERATING LEASES (CONTINUED)

Effective  July,  2003, the Company entered into a new four-year lease agreement
for office space from a related  party.  Under the terms of the  agreement,  the
Company will pay $9,100 per month for the first two years of the agreement,  and
$9,803 per month for the third and fourth years. In conjunction with the signing
of this lease, the related party assumed the  above-mentioned  three-year lease,
which commenced in September 2001, and no further obligation exists for same.

During the nine months ended February 29, 2004,  the Company  entered into a (3)
three year operating lease for office equipment at a rate of $392 per month.

Total rent expense was  approximately  $78,373 and $51,563  (unaudited)  for the
nine months  ended  February  29, 2004 and 2003,  respectively,  and $76,000 and
$97,000 for the years ended May 31, 2003 and 2002, respectively.  Future minimum
lease payments are as follows:

    Year ending
      May 31,                                       Amount
      -------                                       ------
                                                 (Unaudited)
       2004                                       $ 117,531
       2005                                         117,422
       2006                                         122,345
       2007                                          68,623
                                                  ---------

                                                  $ 425,921
                                                  =========

CONTINGENCIES

The Company,  in the ordinary course of business,  has ancillary exposure to the
general public.  As with all such facilities  there exists a degree of risk that
fans may be accidentally injured. To mitigate this risk, management has obtained
insurance  coverage,  which  they  believe  effectively  covers  any  reasonable
potential liability.

--------------------------------------------------------------------------------
                                     NOTE 9
                           RELATED PARTY TRANSACTIONS
--------------------------------------------------------------------------------

ACCOUNTS RECEIVABLE -RELATED PARTIES AND MISCELLANEOUS

The accounts  receivable  miscellaneous and related parties include a balance of
$7,000 as of May 31, 2003 from a related party. This $7,000 was collected during
the nine months ended February 29, 2004. The principal receivable as of February
29, 2004 is for $136,000,  (unaudited) advanced, by the Company to the former El
Paso  Franchise.  It is  anticipated  that these  funds will be  recouped on the
resale of the  franchise.  The total amounts are  non-interest  bearing,  due on
demand,  and are net of an allowance for doubtful accounts of $5,667 (unaudited)
as of February 29, 2004.

                                       17
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 9
                     RELATED PARTY TRANSACTIONS (CONTINUED)
--------------------------------------------------------------------------------

ACCOUNTS PAYABLE

Included in  accounts  payable at February  29,  2004 is  approximately  $13,000
(unaudited)  owed to a related party relating to the Company's  Advisory Service
Agreement.

COMMITMENTS AND CONTINGENCIES

Effective July 2003, the Company  entered into a new four-year  lease  agreement
for office space from a related  party.  Under the terms of the  agreement,  the
Company will pay $9,100 per month for the first two years of the agreement,  and
$9,803 per month for the third and fourth years. In conjunction with the signing
of this lease, the related party assumed the  aforementioned  three-year  lease,
which commenced in September 2001, and no further obligation exists for same.

ADVISORY SERVICE AGREEMENT

The Company entered into an Advisory Service Agreement on October 8, 1999 with a
related party.  The agreement  engages the related party to act as the exclusive
financial advisor for the Company.  In consideration for the advisory  services,
the Company is obligated to pay specific  fees.  The related party would receive
10% of the gross  proceeds of any private  placement of equity,  5% of the gross
proceeds of any private  placement of debt,  and 4% of the gross proceeds of any
public placement of equity or debt of the Company.  A fee would also be received
if the Company is involved in a merger or acquisition. The fees are to be (i) 5%
of the  consideration  from $1 to $3,000,000,  plus (ii) 4% of the consideration
from  $3,000,000  to  $6,000,000,  plus  (iii)  3%  of  the  consideration  from
$6,000,000 to $9,000,000,  plus (iv) 2% of the consideration  from $9,000,000 to
$12,000,000, plus (v) 1% of the consideration in excess of $12,000,000.

The shareholder has the right of first refusal to act as the exclusive financial
advisor for the Company for a period of two years from the date of  successfully
closing a  financing,  as  described  above,  for a  transaction  involving  the
purchase,  sale, merger,  consolidation or business  combination of the Company.
The Company and the related party will enter into an agreement  appropriate  and
customary for services and compensation that is competitive to market conditions
at the time the right is exercised.

Effective July 18, 2001, the Company renewed its Advisory Service  Agreement for
an additional two years at a rate of $7,500 per month.  It is anticipated by the
Company that the Advisory  Service  Agreement will be renewed  subsequent to the
merger with  Cragar for an  additional  two (2) years,  at a rate of $12,500 per
month.

--------------------------------------------------------------------------------
                                     NOTE 10
                          CONCENTRATION OF CREDIT RISK
--------------------------------------------------------------------------------

The Company  maintains cash at various financial  institutions.  Deposits not to
exceed $100,000 are insured by the Federal  Deposit  Insurance  Corporation.  At
February  29, 2004 and May 31,  2003,  the Company had  uninsured  cash and cash
equivalents  in  the   approximate   amounts  of  $0  (unaudited)  and  $64,000,
respectively.

                                       18
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 11
                                SUBSEQUENT EVENTS
--------------------------------------------------------------------------------

The Company  subsequent to quarter end, completed the Plan of Merger with Cragar
Industries,  Inc.  ("Cragar").  The  completion of the merger was subject to the
effectiveness of the Company's  Registration Statement filed with the Securities
and Exchange Commission, which occurred on February 13, 2004, and any applicable
blue-sky  registration or  qualification,  and the approval of the merger by the
majority of the stockholders of Cragar, which occurred on March 19, 2004.

TERMS

The  Company  issued  1,260,277  shares of its common  stock in the merger  with
Cragar. All of the Cragar common stock outstanding will be exchanged for 815,400
shares of the  Company's  common  stock.  In addition,  Cragar debt holders will
convert  $1,265,500  of  outstanding  secured  debt  to  444,877  shares  of the
Company's common stock. Each outstanding  option or warrant to acquire shares of
Cragar  common  stock will be  exchanged  for  approximately  0.2091  options or
warrants to acquire shares of the Company's common stock, based on this exchange
ratio.

A  consulting  fee in the amount of  $250,000  will be paid in  relation  to the
merger. The fee will be paid $50,000 at the time of closing, and a $200,000 note
payable.

The following unaudited pro forma condensed  consolidated  financial  statements
reflect the Company's  merger with Cragar.  The  unaudited  pro forma  condensed
consolidated  balance sheet assumes the acquisition of Cragar occurs on February
29,  2004.  The  unaudited  balance  sheet of Cragar is dated as of December 31,
2003.  Management  believes  that no  material  transactions  transpired  in the
ensuing  months.  The unaudited pro forma condensed  consolidated  statements of
operations  combine  the  operations  of the  Company for the year ended May 31,
2003, with the operations of Cragar for the year ended June 30, 2003 and for the
nine month period ended  February 29, 2004 and December 31, 2003,  respectively.
Management  believes  that the  operating  statements  of Cragar  for the twelve
months  ended June 30,  2003 and the six months  ended  December  31, 2003 would
materially  reflect the operations of Cragar for the twelve months ended May 31,
2003 and the nine months ended February 29, 2004, if they had been available.

                                       19
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 11
                          SUBSEQUENT EVENTS (CONTINUED)
--------------------------------------------------------------------------------

            GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES ("GEC")
            Unaudited Pro Forma Condensed Consolidated Balance Sheets
                                February 29, 2004

The  unaudited  pro forma  condensed  consolidated  balance  sheet  assumes  the
acquisition  of Cragar occurs on February 29, 2004,  pursuant to the  Definitive
Agreement and Plan of Merger and are based on the estimates and  assumptions set
forth  herein  and in the  notes to such  statements  utilizing  the  historical
balance  sheets of GEC as of February  29,  2004 and Cragar as of  December  31,
2003.  This pro forma  information  has been prepared  utilizing the  historical
financial  statements and notes  thereto,  which are  incorporated  by reference
herein.  The pro forma  financial  data does not purport to be indicative of the
results which  actually  would have been obtained had the purchase been effected
on the dates indicated or of the results which may be obtained in the future.

<TABLE>
<CAPTION>
                                            Historical GEC      Historical Cragar       Pro-forma
                                           February 29, 2004    December 31, 2003      Adjustments      Pro-forma
                                           -----------------    -----------------      -----------      ---------
<S>                                          <C>                  <C>                   <C>            <C>
Current Assets:
  Cash and cash equivalents                  $    62,802          $   387,880     (C)   $ (50,000)     $   400,682
  Accounts receivable - trade                    358,899              358,899
  Accounts receivable - miscellaneous
   and related party                             194,219              104,300     (D)     (49,134)         249,385
  Investments                                         --               78,489                               78,489
  Prepaid expenses                                23,791                   --                               23,791
                                             -----------          -----------                          -----------

      Total Current Assets                       639,711              570,669                            1,111,246

Loans Receivable                                  13,705                   --                               13,705
Property and Equipment, net                       27,999                3,434                               31,433
Goodwill, net                                    518,750                   --     (A)   3,096,331        3,865,081
                                                                                  (C)     250,000
Intangible Assets, net                           174,654              174,654
Deferred Income Tax and Other Assets             254,500                   --                              254,500
                                             -----------          -----------                          -----------

      Total Assets                           $ 1,629,319          $   574,103                          $ 5,450,619
                                             ===========          ===========                          ===========
Current Liabilities:
  Notes payable - related party              $        --          $   705,500     (B)    (705,500)     $        --
  Accounts payable                               212,209               64,016     (D)     (49,134)         227,091
  Accrued interest                               744,054                8,700                              752,754
  Accrued liabilities                            246,742               12,405     (C)     200,000          459,147
                                             -----------          -----------                          -----------

      Total Current Liabilities                1,203,005              790,621                            1,438,992

Note payable - long term                              --              560,000     (B)    (560,000)              --
                                             -----------          -----------                          -----------

      Total Liabilities                        1,203,005            1,350,621                            1,438,992
                                             -----------          -----------                          -----------

Commitments and Contingencies                         --                   --                                   --

                                             -----------          -----------                          -----------
Stockholders' Equity (Deficit)                   426,314             (776,518)    (A)     776,518        4,011,627
                                             -----------          -----------                          -----------
                                                                                  (A)   2,319,813
                                                                                  (B)   1,265,500
      Total Liabilities and Stockholders'
       Equity (Deficit)                      $ 1,629,319          $   574,103                          $ 5,450,619
                                             ===========          ===========                          ===========
</TABLE>

(A)  To record the issuance of 815,400  shares of the  Company's  common  stock,
     valued at $2.845 per share, in exchange for all the  outstanding  shares of
     Cragar Industries' common stock.
(B)  To record the  conversion of  $1,265,500  of debt to 444,877  shares of the
     Company's common stock, valued at $2.845 per share.
(C)  To record the payment of $250,000 in consulting fees related to the merger,
     $50,000  payable  upon  closing  of the  merger,  and  $200,000  payable in
     installments.
(D)  To eliminate intercompany balances.

                                       20
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 11
                          SUBSEQUENT EVENTS (CONTINUED)
--------------------------------------------------------------------------------

            GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES ("GEC")
         Unaudited Pro Forma Condensed Consolidated Operating Statements
                             Year Ended May 31, 2003

The unaudited pro forma condensed  consolidated operating statements assumes the
acquisition of Cragar  occurred on the first day of the year ended May 31, 2003,
pursuant  to the  Definitive  Agreement  and Plan of Merger and are based on the
estimates and  assumptions  set forth herein and in the notes to such statements
utilizing the historical audited operating  statements of GEC for the year ended
May 31,  2003 and of Cragar  for the year ended  June 30,  2003.  This pro forma
information has been prepared utilizing the historical  financial statements and
notes  thereto,  which  are  incorporated  by  reference  herein.  The pro forma
financial  data does not purport to be indicative of the results which  actually
would have been obtained had the purchase  been effected on the dates  indicated
or of the results which may be obtained in the future.  This scenario  assumes a
possible 0% rescission of the debt conversions.

<TABLE>
<CAPTION>
                                                 Historical         Historical
                                                    GEC               Cragar           Pro-forma
                                                May 31, 2003       June 30, 2003      Adjustments      Pro-forma
                                                ------------       -------------      -----------      ---------
<S>                                              <C>                <C>                               <C>
Revenues
  Assessment fees                                $ 1,550,000        $        --                       $ 1,550,000
  Franchise fees                                   1,620,000                 --                         1,620,000
  Design and build revenue                           347,227                 --                           347,227
  Corporate sponsorship revenue                       34,286                 --                            34,286
  Business plan development revenue                  244,704                 --                           244,704
  Other revenue                                       48,174                 --                            48,174
  Royalty revenues                                        --            516,034                           516,034
                                                 -----------        -----------                       -----------
                                                   3,844,391            516,034                         4,360,425
                                                 -----------        -----------                       -----------

Operating Costs
  Cost of revenues                                   601,500                 --                           601,500
  Business plan development costs                     25,461                 --                            25,461
  Selling, general and administrative expenses     2,425,600            747,384                         3,172,984
                                                 -----------        -----------                       -----------
                                                   3,052,561            747,384                         3,799,945
                                                 -----------        -----------                       -----------

Income from Operations                               791,830           (231,350)                          560,480

Other Income (Expense)
  Interest income                                      1,062                 --                             1,062
  Interest expense                                   (35,633)          (133,619)    (A)  $ 133,619        (35,633)
  Joint operating agreement split                   (122,530)                --                          (122,530)
  Other                                                   --            157,534                           157,534
  Gain on investment                                      --             35,513                            35,513
  Litigation settlement proceeds                          --            121,594                           121,594
                                                 -----------        -----------                       -----------

Net income (loss) before extraordinary item          634,729            (50,328)                          718,020

Extraordinary item:  Forgiveness of debt                  --            231,371                           231,371
                                                 -----------        -----------                       -----------

Net income                                       $   634,729        $   181,043                       $   949,391
                                                 ===========        ===========                       ===========

Income Per Share - Basic and Diluted             $      0.16        $      0.05                       $      0.18
                                                 ===========        ===========                       ===========

Weighted Average Number of Shares
 Outstanding - Basic and Diluted                   4,062,777          3,839,429     (B) (2,579,152)     5,323,054
                                                 ===========        ===========                       ===========
</TABLE>

(A)  To record the effect of the conversion of the $1,265,500 of debt to equity.
(B)  To record the effect of the issuance of 1,260,277 of the  Company's  common
     stock in exchange for all Cragar Industries' common stock and $1,265,500 of
     debt in connection with the merger.

                                       21
<PAGE>
                GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

--------------------------------------------------------------------------------
                                     NOTE 11
                          SUBSEQUENT EVENTS (CONTINUED)
--------------------------------------------------------------------------------

            GLOBAL ENTERTAINMENT CORPORATION AND SUBSIDIARIES ("GEC")
         Unaudited Pro Forma Condensed Consolidated Operating Statements
                       Nine Months Ended February 29, 2004

The unaudited pro forma condensed  consolidated operating statements assumes the
acquisition  of Cragar  occurred on the last day of the nine month  period ended
February 29, 2004,  pursuant to the Definitive  Agreement and Plan of Merger and
are based on the estimates and  assumptions set forth herein and in the notes to
such  statements  utilizing the historical  operating  statements of GEC for the
nine month period ended February 29, 2004 and of Cragar for the six month period
ended December 31, 2003. This pro forma information has been prepared  utilizing
the historical financial statements and notes thereto, which are incorporated by
reference herein. The pro forma financial data does not purport to be indicative
of the results  which  actually  would have been  obtained had the purchase been
effected on the dates  indicated or of the results  which may be obtained in the
future. This scenario assumes a possible 0% rescission of the debt conversions.
<TABLE>
<CAPTION>
                                                  Historical           Historical
                                                     GEC                 Cragar            Pro-forma
                                              February 29, 2004     December 31, 2003     Adjustments      Pro-forma
                                              -----------------     -----------------     -----------      ---------
<S>                                              <C>                  <C>                                <C>
Revenues
  Assessment fees                                $ 1,237,500          $        --                        $ 1,237,500
  Franchise and transfer fees                         90,690                   --                             90,690
  GEMS revenues                                      253,761                   --                            253,761
  Corporate sponsorship revenue                      289,500                   --                            289,500
  ICC revenues                                       567,190                   --                            567,190
  Other revenue                                       76,442                   --                             76,442
  Royalty revenues                                        --              270,020                            270,020
                                                 -----------          -----------                        -----------
                                                   2,515,083              270,020                          2,785,103
                                                 -----------          -----------                        -----------
Cost of revenues                                     483,485                   --                            483,485
Business plan development costs                       19,478                   --                             19,478
Selling, general and administrative expenses       1,904,063              360,424                          2,264,487
                                                 -----------          -----------                        -----------
                                                   2,407,026              360,424                          2,767,450
                                                 -----------          -----------                        -----------

Income (Loss) from Operations                        108,057              (90,404)                            17,653

Other Income (Expense)
  Interest income                                      6,199                   --                              6,199
  Interest expense                                    (1,485)             (57,542)   (A)   $  57,542          (1,485)
  Joint operating agreement split                    (87,946)                  --                            (87,946)
  Recovery of bad debt                                    --              399,709                            399,709
  Other                                                   --                  492                                492
                                                 -----------          -----------                        -----------

Net income                                       $    24,825          $   252,255                        $   334,622
                                                 ===========          ===========                        ===========

Income Per Share - Basic and Diluted             $      0.01          $      0.07                        $      0.06
                                                 ===========          ===========                        ===========
Weighted Average Number of Shares
   Outstanding - Basic and Diluted                 4,068,115            3,869,532    (B)  (2,609,255)      5,328,392
                                                 ===========          ===========                        ===========
</TABLE>
(A)  To record the effect of the conversion of the $1,265,500 of debt to equity.
(B)  To record the effect of the issuance of 1,260,277 of the  Company's  common
     stock in exchange for all Cragar Industries' common stock and $1,265,500 of
     debt in connection with the merger.

                                       22
<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

FORWARD-LOOKING DISCLOSURE

This  Quarterly  Report on Form  10-QSB  contains  "forward-looking  statements"
within the meaning of the "safe  Harbor"  provision  of the  Private  Securities
Litigation  Reform Act of 1995 regarding future events and the future results of
Global  Entertainment  Corporation  that  are  based  on  current  expectations,
estimates,  forecasts,  and projects as well as the beliefs and  assumptions  of
Global  Entertainment   Corporation's  management.   Words  such  as  "outlook",
"believes",  "expects", "appears", "may", "will", "should", "anticipates" or the
negative  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  Registration  Statement  on Form S-4 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. Global Entertainment  Corporation  undertakes no obligation to revise or
update publicly any forward-looking statements for any reason.

GENERAL

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

Except for the historical information contained herein, the matters set forth in
this report are forward-looking statements.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

This  Management's  Discussion  and  Analysis or Plan of  Operation  is based on
Global  Entertainment's  consolidated  financial  statements,  which  have  been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States. The preparation of these financial statements requires management
to make  estimates  and  judgments  that affect the reported  amounts of assets,
liabilities,  revenues  and  expenses,  and  related  disclosure  of  contingent
liabilities.  Management  bases its  estimates on historical  experience  and on
various  other  assumptions  that  are  believed  to  be  reasonable  under  the
circumstances,  the results of which form the basis for making  judgments  about
the carrying values of assets and liabilities that are not readily apparent from
other sources.  Senior  management has discussed the development,  selection and
disclosure  of  these  estimates  with  the  Audit  Committee  of the  board  of
directors.  Actual  results  may differ  from these  estimates  under  different
assumptions  and  conditions.   Management   believes  the  following   critical
accounting policies affect its more significant  judgments and estimates used in
the preparation of its consolidated financial statements.

REVENUE RECOGNITION

Global  Entertainment  recognizes revenues from assessment fees ratably over the
year to which they apply.  Revenues from initial  franchise  fees are recognized
when the franchise  agreement is signed and Global  Entertainment has met all of
its significant obligations under the terms of the franchise agreement. Revenues
from transfer  franchise  fees are recognized  when  received.  Design and build
revenues are  recognized  ratably over the  respective  contract life, as is the
revenue from most contractually  obligated and sales contract revenues. If there
were  changes in the facts and  circumstances  in any of these  various  revenue
streams the  contracting  parties may fail to perform on their payment terms, or
dispute amounts owed, which could  significantly  affect Global  Entertainment's
revenue recognition.

ALLOWANCE FOR DOUBTFUL  ACCOUNTS.  Global  Entertainment  provides for potential
uncollectible  trade and  miscellaneous  receivables  based on  specific  credit
information and historical collection experience.  If market conditions decline,
actual  collection  experience  may not  meet  expectations  and may  result  in
increased delinquencies.

                                       23
<PAGE>
IMPAIRMENT   OF   GOODWILL.   Global   Entertainment's   intangible   assets  of
approximately  $693,000 as of February  29, 2004 are  comprised  principally  of
goodwill.  Goodwill  is tested for  impairment  on at least an annual  basis and
would be written down if the carrying  value were deemed to be impaired.  Global
Entertainment recorded this goodwill in relation to its acquisition of ICC. This
goodwill is subject to the  provisions of SFAS No. 142 and  accordingly,  is not
being  amortized.  If economic  conditions  were to change,  this could cause an
impairment of the carrying  value of the goodwill,  which would require a charge
to earnings.

DEFERRED TAX ASSET. Global Entertainment  accounts for its deferred income taxes
under the asset and liability method, which requires recognition of deferred tax
assets and liabilities  for the expected future tax  consequences of events that
have been included in the financial statements or income tax returns. Currently,
Global  Entertainment  has recorded a deferred tax asset,  of which the ultimate
realization   is  dependent   upon  the   utilization   of  net  operating  loss
carryforwards,  as well as existing corporate income tax rates. Changes in these
facts and  circumstances  could  affect the  carrying  value of the deferred tax
asset.

JOINT  OPERATING  AGREEMENT.  In June 2001,  WPHL,  Inc., on behalf of the WPHL,
entered into a ten year joint operating agreement with CHL, Inc. Under the terms
of the joint operating  agreement,  the WPHL will handle all operating functions
of the  combined  league,  with the profit  from league  operations  being split
between  WPHL,  Inc.  and CHL,  Inc.  based  upon the  number of teams  from the
respective leagues.  The allocation of expenses and division of profits involves
some  degree  of  estimation.  Changes  in  these  estimates  could  affect  the
allocation of profits under the terms of the joint operating agreement.

RESULTS OF OPERATIONS

The following table sets forth certain  condensed  statements of operations data
for the nine-months  ended February 29, 2004 and 2003 and the three months ended
February 29, 2004 and 2003:

<TABLE>
<CAPTION>
                                      Nine months ended February 29,      Three months ended February 29,
                                          2004            2003                2004             2003
                                       ----------      ----------          ----------       ----------
<S>                                    <C>             <C>                 <C>              <C>
Revenues                               (Unaudited)     (Unaudited)         (Unaudited)      (Unaudited)
  Assessment fees                      $1,237,500      $1,162,500          $  412,500       $  387,500
  Franchise and transfer fees              90,690       1,095,000                  --          350,000
  GEMS revenue                            253,761              --              90,722               --
  Corporate sponsorship revenue           289,500          14,786             215,875            9,774
  ICC revenue                             567,190         340,826             124,954          144,151
  Other revenue                            76,442         217,224              39,867           49,760
                                       ----------      ----------          ----------       ----------
                                        2,515,083       2,830,336             883,918          941,185
                                       ----------      ----------          ----------       ----------
Operating Costs
  Cost of revenues                        483,485         462,500             259,071          150,000
  Business plan development costs          19,478          10,000               3,500           10,000
  General and administrative costs      1,904,063       1,755,079             674,168          701,387
                                       ----------      ----------          ----------       ----------
                                        2,407,026       2,227,579             936,739          861,387
                                       ----------      ----------          ----------       ----------

Income (loss) from Operations             108,057         602,757             (52,821)          79,798
</TABLE>

                                       24
<PAGE>
NINE MONTHS ENDED  FEBRUARY 29, 2004 COMPARED TO NINE MONTHS ENDED  FEBRUARY 28,
2003

REVENUES:

ASSESSMENT FEES.  Revenue from assessment fees increased by $75,000 from 2003 to
2004. These revenues are allocated  pursuant to the terms of the joint operating
agreement,  which uses a calculation based on the number of teams fielded during
the season from each of the two  leagues,  the CHL and the WPHL.  At the present
time, there are 12 WPHL teams and 5 CHL teams participating in league play. This
increase represents a 6% increase in revenues.

FRANCHISE AND TRANSFER  FEES.  Overall  revenue from franchise and transfer fees
decreased  92% for the nine  months  ended  February  29,  2004 as  compared  to
February  28,  2003,  which  was  attributable  primarily  to  the  sale  of two
franchises  in fiscal year 2003 versus the transfer of an existing  franchise in
fiscal year 2004.  During fiscal year 2003, the Colorado  Eagles  franchise sold
for $1  million  and the  Hidalgo  franchise  sold  for  $500,000.  There  is no
assurance  that  Global  Entertainment  will  continue  to be able  to sell  new
franchises each fiscal year.

GEMS REVENUE.  Commission revenues for GEMS totaled $253,761 for the nine months
ended February 29, 2004. GEMS completed the marketing campaign in Hidalgo, Texas
for the Dodge  Arena,  previously  referred to as the Rio Grande  Valley  Events
Center.  Contracts for club seats, luxury suites, naming rights, pouring rights,
ticketing vendor contracts,  and advertising  contracts comprise the majority of
revenue generating opportunities for this subsidiary.

CORPORATE  SPONSORSHIP  REVENUE.  Revenues from sales of corporate  sponsorships
increased  over 1800% to $289,500  for the nine months  ended  February 29, 2004
from  $14,786  in  2003.  This  increase  was due  primarily  to the  successful
negotiation of a new corporate  contract with a national  insurance  company for
CHL  sponsorships.  There is no assurance  that this contract will be renewed in
the future,  or that the Company will be able to  successfully  negotiate  other
such contracts.

ICC REVENUE.  Revenues generated by ICC increased by 66% to $567,190 as compared
to $340,826 for the nine months ended  February 29, 2004, and February 28, 2003,
respectively. This increase was attributable primarily to the continued billings
for the  Dodge  Arena  and  the  new  facility  project-management  contract  in
Youngstown, Ohio. There can be no assurance that ICC will be able to continue to
develop new projects and serve as the project  manager for the  construction  of
new facilities in the future.

OTHER REVENUE.  Other revenue decreased 65% to $76,442 for the nine months ended
February 29, 2004  compared to $217,224  for the nine months ended  February 28,
2003.  This  decrease  was  predominantly  related  to the  successful  sale  of
advertising  related  products in fiscal year  2002-2003 for a facility in Rhode
Island that did not  reoccur in 2003.  Global  Entertainment  does not expect to
engage in this type of business in the  ordinary  course of  business,  but will
continue to seek such additional opportunities in the future.

OPERATING COSTS:

COST OF REVENUES.  Cost of revenues increased slightly for the nine months ended
February 29, 2004 to $483,485 from  $462,500 for the nine months ended  February
28, 2003.  The increase of 5% was  primarily  due to costs  associated  with the
fulfillment of advertising requirements for a league sponsorship contract. These
types of costs are not recurring in nature.

BUSINESS PLAN DEVELOPMENT  COSTS.  Business plan development  costs increased to
$19,478 for the nine months ended  February 29, 2004 compared to $10,000 for the
nine months ended February 28, 2003. During the current period,  ICC was able to
secure  engagements  for the completion of business plans in Penticton,  British
Columbia and Curry County, New Mexico.

GENERAL AND ADMINISTRATIVE COSTS. General and administrative  expenses increased
by 8% to $1,904,063 for the nine months ended February 29, 2004 from  $1,755,079
for the nine months ended  February 28, 2003.  This  increase was due to general
corporate expansion and an increase in officiating  expenses due to the increase
in the number of teams participating in league play during the year.

JOINT  OPERATING  AGREEMENT  SPLIT.  The joint  operating  agreement for the CHL
includes  provisions  for WPHL,  Inc. and CHL, Inc. to split the income from the
operations of the CHL. The $87,946  expense shown on the Statement of Operations

                                       25
<PAGE>
for the nine months ended February 29, 2004  represents  the  "splitting" of net
income per the terms of the joint operating agreement.

INCOME FROM OPERATIONS.  Income from operations was $108,057 for the nine months
ended  February 29, 2004 compared to $602,757 for the nine months ended February
28,  2003.  The  lack of a  franchise  sale  during  the  current  period  has a
significant impact on net income.

COMPARISON OF THREE MONTHS ENDED FEBRUARY 29, 2004 AND FEBRUARY 28, 2003

REVENUES:

ASSESSMENT  FEES.  Revenue  from  assessment  fees for the  three  months  ended
February  29, 2004  increased  by 6% to  $412,500  from  $387,500  over the same
three-month  period in 2003.  This  increase was the result of one new franchise
being added to the league during the present  fiscal year. At February 29, 2004,
the CHL had 17 active teams  participating  in league play compared to 16 active
teams as of February 28, 2003.

FRANCHISE AND TRANSFER  FEES.  Revenue from  franchise and transfer fees for the
three months ended February 29, 2004 decreased by 100%. This decrease was due to
the lack of a franchise  sale this fiscal year.  There can be no assurance  that
Global Entertainment will continue to be able to sell new franchises or generate
revenue from the transfer of existing franchises each fiscal year.

GEMS REVENUE.  GEMS revenue for the three months ended February 29, 2004 totaled
$90,722.  During the three months ended  February 28, 2003,  no GEMS revenue was
generated. The revenue generated during the three months ended February 29, 2004
was attributable to commissions generated from contractual sales for club seats,
luxury suites, naming rights,  pouring rights,  ticketing vendor contracts,  and
advertising contracts for the Dodge Arena in Hidalgo, Texas.

CORPORATE  SPONSORSHIP  REVENUE.  Revenue from sales of  corporate  sponsorships
increased by over 2000% to $215,875 for the three months ended February 29, 2004
from $9,774 for the same period in 2003. The increase was due to the negotiation
of a new sponsorship contract during the three months ended February 29, 2004.

ICC REVENUE.  Revenue  generated by ICC for the three months ended  February 29,
2004 decreased to $124,954 from $144,151 for the three months ended February 28,
2003, a decrease of 13%. This  decrease was  primarily due to the  completion of
the project management contract for the city of Hidalgo, Texas. ICC did however,
secure the project  management  contract for the city of Youngstown,  Ohio. This
contract will  generate  monthly fees for 22 months  starting in February  2004.
There can be no guarantees  that ICC will  continue to secure such  contracts in
the future.

OTHER  REVENUE.  Other  revenue for the three  months  ended  February  29, 2004
decreased to $39,867 from  $49,760 for the same period in 2003,  representing  a
20% decrease.  This decrease was due primarily to lower fines  assessed  against
league teams and players  during the current  period over the same period in the
prior year.

OPERATING COSTS:

COST OF REVENUES.  Cost of revenues  increased by 73% to $259,071  from $150,000
for  the  three  months   ended   February  29,  2004  and  February  28,  2003,
respectively.  This  increase  was  predominantly  due  to new  corporate  sales
fulfillment  requirements.  This increase was offset by an increase in Corporate
Sponsorship revenue.

BUSINESS PLAN DEVELOPMENT  COSTS.  Business plan development  costs decreased to
$3,500 from $10,000 for the three months ended February 29, 2004 versus February
28, 2003, respectively,  a 65% decrease.  During the three months ended February
29, 2004, there were two new Business Plan Development contracts in progress for
cities in Canada and the U.S.

GENERAL AND ADMINISTRATIVE COSTS. General and administrative  expenses decreased
by 4% to $674,168 for the three months ended February 29, 2004 from $701,387 for
the three months ended February 28, 2003. This decrease can not be attributed to
any  specific  line  item  on the  Profit  and  Loss  Statement,  but  rather  a
combination  of effective  vendor  management,  and  effective  management  of a
company-wide  purchase order program  designed to control  general costs for the
entire  organization.  Management can make no guarantees that similar  favorable
vendor discounts or volume discounts will be available in the future.

                                       26
<PAGE>
JOINT  OPERATING  AGREEMENT  SPLIT.  The joint  operating  agreement for the CHL
includes  provisions  for WPHL,  Inc. and CHL, Inc. to split the income from the
operations  of the CHL. The $3,530  expense shown on the Statement of Operations
for the three months ended February 29, 2004  represents the  "splitting" of net
income per the terms of the joint operating agreement.

INCOME(LOSS)  FROM  OPERATIONS.  Income (loss) from operations was $(52,821) for
the three  months  ended  February  29,  2004  compared to $79,798 for the three
months ended  February 28, 2003.  This decrease of 166% was due primarily to the
lack of new  franchise  revenue  for the Company  during the three month  period
ended February 29, 2004.

LIQUIDITY AND CAPITAL RESOURCES

Global  Entertainment's  primary  source of  operating  capital  in fiscal  year
2003-2004 is league  assessments from the CHL and franchise fees. Because Global
Entertainment  allowed  its  bank  line of  credit  to lapse in 2003 and has not
secured any replacement  credit facility to supplement  potential  shortfalls in
operating capital,  Global Entertainment must generate sufficient levels of cash
from  its  operations  to meet  its  working  capital  needs  or rely on  equity
financing and long-term debt to meet its cash requirements. In addition, because
a significant portion of Global Entertainment's cash flow is generated from June
15 through  September 15 each year, the seasonality of revenues  attributable to
the CHL may make it  difficult  for Global  Entertainment  to meet  current  and
future  obligations  that have payment dates or schedules that do not correspond
to the seasonality of its cash flow.

Despite the lack of a credit facility,  Global Entertainment  believes that cash
flow from  operations will be sufficient to handle its working capital needs for
the next 12 months.  Global Entertainment also believes that, as a result of the
merger, the combined Company's ability to meet its working capital needs will be
enhanced to the extent the consolidation of Cragar's and Global  Entertainment's
operations  result in lower costs as a  percentage  of revenue.  There can be no
assurance,  however,  that,  following the merger,  Global Entertainment will be
successful in integrating the operations of the combined companies to the extent
necessary to realize any  meaningful  cost savings.  Global  Entertainment  also
anticipates that, as a result of the merger,  the combined  company's  financial
condition  will be  significantly  improved  relative to Global  Entertainment's
current   financial   condition,   which  it   expects   will   enhance   Global
Entertainment's  ability to secure a replacement credit facility.  If successful
in securing a credit facility, Global Entertainment will be better positioned to
meet its working  capital  needs and believes  its ability to obtain  additional
equity or debt financing will be enhanced,  if necessary,  to meet its long term
capital requirements.

If  Global  Entertainment's  working  capital  needs  exceed  its cash flow from
operations,  and no credit  facility  has been  secured to meet this  shortfall,
Global  Entertainment  will be  required  to  obtain  additional  equity or debt
financing on terms that may be  unsatisfactory or may not be able to secure such
financing at all. In that case, Global  Entertainment's  financial condition and
ability to continue  operations could be materially and adversely  affected.  In
addition,  the assumption of additional  debt in connection  with the rescission
offer described  herein may adversely affect Global  Entertainment's  ability to
obtain a credit facility or other debt financing following the merger.

For the nine  months  ended  February  29,  2004,  cash  provided  by  operating
activities  totaled  $(108,560)  compared to $633,886  for the nine months ended
February 28, 2003.  This is primarily  the result of the lack of a new franchise
sale during the current  fiscal  year.  Cash used in  investing  activities  was
$(72,449)  as compared to $57,826 for the nine months  ended  February 28, 2003.
This increase in use of funds is  predominantly  attributed  to the  capitalized
merger costs and the purchase of office furniture and computer equipment.

Cash used in financing activities was $36,956 for the nine months ended February
29, 2004  compared to $345,731  for the nine months  ended  February 28, 2003, a
decrease of $308,775.  Net repayments of Global  Entertainment's  line of credit
and notes payable were the primary reasons for the decrease in expenditures.

SEASONALITY

Global Entertainment  experiences  significant seasonality in its revenue stream
from assessment fees, and must budget its cash flow  accordingly.  Approximately
75% of assessment  fees are received prior to the start of the CHL hockey season
in October of each year.

                                       27
<PAGE>
INFLATION

Management  believes  that  inflation  has not been a material  factor in Global
Entertainment's  prior  operations,  nor  does  it  anticipate  any  significant
inflationary trends in the near future.

NEW ACCOUNTING PRONOUNCEMENTS

In May 2003,  the FASB issued SFAS No. 150,  "Accounting  for Certain  Financial
Instruments with Characteristics of both Liabilities and Equity." This Statement
establishes  standards  for  how  an  issuer  classifies  and  measures  certain
financial  instruments with  characteristics of both liabilities and equity. The
provisions  of SFAS No.  150,  which  also  include a number  of new  disclosure
requirements,  are effective for instruments  entered into or modified after May
15, 2003 and  pre-existing  instruments as of the beginning of the first interim
period that commences  after June 15, 2003. The adoption of SFAS No. 150 did not
have a significant effect on our results of operations or financial position.

In January  2003,  the FASB  issued  Interpretation  No. 46,  "Consolidation  of
Variable Interest Entities" ("FIN 46"), an interpretation of Accounting Research
Bulletin No. 51, "Consolidated  Financial  Statements." FIN 46 prescribes how to
identify variable interest entities and how an enterprise accesses its interests
in a variable  interest entity to decide whether to consolidate that entity.  In
October 2003,  the  implementation  date of FIN 46 was deferred until the end of
the first  interim or annual  period  ending after  December 15, 2003. We do not
expect the  adoption  of FIN 46 to have a  significant  effect on our results of
operations or financial position.

ITEM 3. CONTROLS AND PROCEDURES

The Company's Chief Executive  Officer and its Chief Accounting  Officer,  after
evaluating the effectiveness of the Company's disclosure controls and procedures
(as defined in the  Securities  and  Exchange  Act of 1934 Rules  13a-14(c)  and
15d-14(c)  as of a date  within  90 days of the  filing  date of this  quarterly
report on Form 10-QSB (the  "Evaluation  Date")),  have concluded that as of the
Evaluation Date, the Company's  disclosure controls and procedures were adequate
and  effective to ensure that material  information  relating to the Company and
its consolidated subsidiaries would be made known to them by others within those
entities,  particularly during the period in which this quarterly report on Form
10-QSB was being prepared.

There were no significant changes in the Company's internal controls or in other
factors that could  significantly  affect the Company's  disclosure controls and
procedures  subsequent to the Evaluation Date, nor any significant  deficiencies
or material  weaknesses in such  disclosure  controls and  procedures  requiring
corrective actions. As a result, no corrective actions were taken.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The  Company  is  presently  not a party to any  legal  proceedings  either as a
plaintiff or defendant. During the normal course of business, from time to time,
such proceedings may occur that would be typical for a firm in either the sports
and entertainment  industry,  construction project management,  or other similar
lines of business that the Company may engage in.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

a. See Exhibit Index attached hereto.

b. Reports on Form 8-K:

On March 19, 2004 we filed a report on Form 8-K with the Commission  relating to
the consummation of the Company's merger with Cragar Industries,  Inc.("Cragar")
pursuant to which Cragar became a wholly owned subsidiary of the Company.

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<PAGE>
                                    SIGNATURE

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)


Dated: April 14, 2004           By /s/ Richard Kozuback
                                   -----------------------------------
                                   Richard Kozuback
                                   President & Chief Executive Officer



Dated: April 14, 2004           By /s/ Philip Lajoie
                                   -----------------------------------
                                   Philip Lajoie
                                   Chief Accounting Officer

                                       29
<PAGE>
                                  EXHIBIT INDEX

EXHIBIT

2.1      First  Amendment  to Agreement  and Plan of Merger and  Reorganization,
         dated as of  December  17,  2003,  by and  among  Global  Entertainment
         Corporation,   Global   Entertainment   Acquisition  Corp.  and  Cragar
         Industries, Inc.(1)

2.2      Second  Amendment to Agreement  and Plan of Merger and  Reorganization,
         dated  as of  January  29,  2004,  by and  among  Global  Entertainment
         Corporation,   Global   Entertainment   Acquisition  Corp.  and  Cragar
         Industries, Inc.(2)

3.1      Amended and Restated Articles of Incorporation of Global  Entertainment
         Corporation.(3)

3.2      Bylaws of Global Entertainment Corporation.(4)

21*      Subsidiaries of Global Entertainment Corporation.

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 Philip LaJoie, Chief Accounting Officer

32**     Certification Pursuant to 18 U.S.C. Section 1350-Section 906, signed by
         Richard  Kozuback,  Chief  Executive  Officer and Philip LaJoie,  Chief
         Accounting Officer

----------

*     Filed herewith.
**    Furnished herewith.
(1)   Incorporated  herein by reference to Exhibit 2.2 to Amendment No. 4 to the
      Company's  Registration  Statement on Form S-4 (No. 333-109192),  as filed
      with the Commission on February 12, 2004.
(2)   Incorporated  herein by reference to Exhibit 2.3 to Amendment No. 4 to the
      Company's  Registration  Statement on Form S-4 (No. 333-109192),  as filed
      with the Commission on February 12, 2004.
(3)   Incorporated   herein  by  reference  to  Exhibit  3.1  of  the  Company's
      Registration  Statement  on Form S-4 (No.  333-109192),  as filed with the
      Commission on September 26, 2003.
(4)   Incorporated   herein  by  reference  to  Exhibit  3.2  of  the  Company's
      Registration  Statement  on Form S-4 (No.  333-109192),  as filed with the
      Commission on September 26, 2003.

                                       30