STATE OF FLORIDA

                              DEPARTMENT OF STATE



I certify the attached is a true and correct copy of the Articles of
Incorporation, as amended to date, of MAGICWORKS WEST, INC., a corporation
organized under the laws of the State of Florida, as shown by the records of
this office.

The document number of this corporation is P97000000470.



                                              Given under my hand and the
                                         Great Seal of the State of Florida at
                                           Tallahassee, the Capitol, this the
                                              Twelfth day of October, 1998


                                         /s/ Sandra B. Mortham
                                         -------------------------------------
                                         Sandra B. Mortham
                                         Secretary of State





                                                    FILED - 96 DEC 31 PM 1:14
                                                           SECRETARY OF STATE
                                                         TALLAHASSEE, FLORIDA

                           ARTICLES OF INCORPORATION

                                       OF

                             MAGICSPACE CORPORATION



                                   ARTICLE I

         The name of the corporation is MAGICSPACE CORPORATION (the
"Corporation").

                                   ARTICLE II

         The address of the principal office and the mailing address of the
Corporation is 930 Washington Avenue, 5th Floor, Miami Beach, Florida 33139.

                                  ARTICLE III

         This Corporation shall have authority to issue One Thousand (1,000)
shares of Common Stock having a par value of $0.01 per share.

                                   ARTICLE IV

         The Corporation shall hold a special meeting of shareholders only:

         (1)      On call of the Board of Directors or persons authorized to do
                  so by the Corporation's Bylaws; or

         (2)      If the holders of not less than 50 percent of all votes
                  entitled to be cast on any issue proposed to be considered at
                  the proposed special meeting sign, date, and deliver to the
                  Corporation's secretary one or more written demands for the
                  meeting describing the purpose or purposes for which it is to
                  be held.

                                   ARTICLE V

         The street address of the Corporation's initial registered office is
1201 Hays Street, City of Tallahassee, County of Leon, State of Florida 32301
and the name of its initial registered agent at such office is Corporation
Service Company.

                                   ARTICLE VI

         The Board of Directors of the Corporation shall consist of at least
one director, with the exact number to be fixed from time to time in the manner
provided in the Corporation's Bylaws.





                                  ARTICLE VII

         The name of the Incorporator is Joseph A. Marinello and the address of
the Incorporator is 1221 Brickell Avenue, Miami, Florida 33131.

                                  ARTICLE VIII

         This Corporation shall indemnify and shall advance expenses on behalf
of its officers and directors to the fullest extent not prohibited by law in
existence either now or hereafter.

         IN WITNESS WHEREOF, the undersigned, being the Incorporator named
above, for the purpose of forming a corporation pursuant to the Florida
Business Corporation Act of the State of Florida has signed these Articles of
Incorporation this 29th day of December, 1996.



                                           /s/ Joseph A. Marinello
                                           ------------------------------------
                                           Joseph A. Marinello, Incorporator



                 ACCEPTANCE OF APPOINTMENT OF REGISTERED AGENT

                  The undersigned, having been named the Registered Agent of
MAGICSPACE CORPORATION hereby accepts such designation and is familiar with,
and accepts, the obligations of such position, as provided in Florida Statutes
ss.607.0505.

                                            CORPORATION SERVICE COMPANY


                                            /s/ Karen Rozar
                                            -----------------------------------
                                            Karen Rozar,
                                            as Agent for the Registered Agent

                                            Dated:  December ___, 1996

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