Sfx Entertainment Inc Watch

from S-4/A ~10 pages Composite By-Laws of International Music Tour II (USA) Inc.

from S-4/A 1 page Composite Certificate of Incorporation of International Music

from S-4/A ~10 pages Composite By-Laws of International Music Tour I (USA) Inc.

from S-4/A 1 page Composite Certificate of Incorporation of International

from S-4/A ~5 pages Composite Memorandum of Association Of

from S-4/A ~5 pages Composite Memorandum of Association Of

from S-4/A ~20 pages Composite Memorandum of Association and Bylaws of International

from S-4/A ~10 pages Composite By-Laws of International Music (USA) Inc.

from S-4/A 1 page Composite Certificate of Incorporation of International Music

from S-4/A ~5 pages Composite Articles of Incorporation And

from S-4/A ~20 pages Composite Memorandum and Articles of Association

from 10-K 1 page Amendement N. 1 to By-Laws of Sfx Ent.

from S-4 ~50 pages Partnership Agreement

from S-4 ~20 pages By Laws of West Coast

from S-4 1 page <page> State of California Secretary of State I, Bill Jones, Secretary of State Of, the State of California, Hereby Certify: That the Attached Transcript Has Been Compared With the Record on File in This Office, of Which It Purports to Be a Copy, and That It Is Full, True and Correct. in Witness Whereof, I Execute This Certificate and Affix the Great Seal of the State of California This Jul 30, 1997 [The Great Seal of the State of California] /S/ Bill Jones Secretary of State <page> Articles of Incorporation of West Coast Amphitheater Corp. I the Name of This Corporation Is West Coast Amphitheater Corp. II the Purpose of This Corporation Is to Engage in Any Lawful Act or Activity for Which a Corporation May Be Organized Under the General Corporation Laws of the State of California, Other Than the Banking Business, the Trust Company Business, or the Practice of a Profession Permitted to Be Incorporated by the California Corporations Code. III the Name and Address of the Person Appointed to Act as Initial Agent for Service of Process in This State Is: Richard M. Rosenthal 6345 Balboa Boulevard, Suite 330 Encino, California 91316 IV This Corporation Is Authorized to Issue Only One Class of Shares of Stock and the Number of Shares This Corporation Is Authorized to Issue Is One Hundred Thousand (100,000). in Witness Whereof, I, the Undersigned Have Executed These Articles of Incorporation on July 29, 1997, at Encino, California. /S/ Thomas Miserendino Thomas Miserendino, Incorporator

from S-4 ~20 pages By Laws of Warrenton

from S-4 1 page <page> the Commonwalth of Massachusetts William Francis Galvin Secretary of Commonwealth One Ashburton Place, Boston, Massachusetts 02108 Articles of Amendment Federal Identification General Laws, Chapter 156b, Section 72 No. 13 3749267 000453060 I, Jon B. Platt, President and Clerk of the New Dawning Company, Inc., Located at 120 Poylston Street, Suite 502, Boston, Ma 02116, Do Hereby Certify That These Articles of Amendment Affecting Articles Numbered: 1 of the Articles of Organization Were Duly Adopted at a Meeting Held on January 3, 1995, by Vote Of: 1,000 Shares of Common Stock Out of 1,000 Shares Outstanding, Being at Least a Majority of Each Type, Class or Series Outstanding and Entitled to Vote Thereon: To Change the Name of the Corporation From the New Dawning Company, Inc. to Warrenton Street Theatre Corp. - 1 for Amendments Adopted Pursuant to Chapter 156b, Section 70

from S-4 ~5 pages Articles of Organization of Warrenton Street

from S-4 ~20 pages By Laws of Tremont Street

from S-4 1 page Articles of Amendment of Tremont