-PARKING LEASE - OPTION TO PURCHASE

         THIS PARKING  LEASE - OPTION TO PURCHASE (the  "Agreement")  is entered
into as of June 1, 1998, between the CITY OF CRIPPLE CREEK, a Colorado municipal
corporation   ("Lessor")  and  WMCK  VENTURE   CORP.,  a  Delaware   corporation
(collectively, the "Lessee").

                                 R E C I T A L S

A. Lessor is the fee owner of property situated in Teller County, Colorado, more
particularly described as follows:

         LOTS 11 THROUGH 20, BLOCK 28 FREMONT ADDITION TO
         CRIPPLE CREEK, COLORADO

(the "Property").

B. Lessee provides and operates  short-term  parking facilities for employees of
casinos and other  businesses  located in Cripple  Creek as well as for tourists
visiting Cripple Creek (the "Parking Facilities").

C. Lessee wishes to lease the  Property,  and Lessor wishes to let the Property,
for the purpose of operating the Parking Facilities in accordance with the terms
and conditions of this Agreement.

D.  Lessee is the  assignee  and  current  Lessee of an  existing  lease for the
Property dated April 1, 1993, (the "Previous  Lease").  The parties  acknowledge
and agree that the  "Previous  Lease"  shall  automatically  terminate  upon the
beginning of the term of the Lease Agreement.

                                A G R E E M E N T

         1. Term. The term of this  Agreement  will begin on June 1, 1998,  (the
"Commencement Date") and shall end on May 31, 2003, (the "Term").


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         2. Rent.  Lessee agrees to pay Lessor the amount of Ninety Thousand and
no/100  Dollars  ($90,000.00)  annually (the  "Rent").  The Rent will be paid in
equal  quarterly  installments  of Twenty Two  Thousand  Five Hundred and No/100
Dollars ($22,500.00). The first such payment shall be due and payable on June 1,
1998, and shall be paid on the first day of each June,  September,  December and
March  during the Term.  If Lessee  does not  perform  the  actions set forth in
Section 3, hereof,  such that the monthly rent is increased to $10,000.00,  then
in such case the annual rent shall be One Hundred  Twenty  Thousand  and No/1100
Dollars, ($120,000.00); payable in quarterly installments of Thirty Thousand and
No/100  Dollars,  ($30,000.00),  each of which  shall be due and  payable on the
first day of each June,  September,  December and March during the  remainder of
the term. If Lessee exercises its option to Purchase (as defined below), and the
actions set forth in Section 3, hereof have been timely  completed,  one hundred
percent  (100%) of all amount paid under this  Section 2 shall be applied to the
Purchase Price, (as defined below) as a credit to Lessee. However, if the action
set forth in Section 3 hereof have not been timely completed, only fifty percent
(50%) of all  amounts  paid under this  Section 2 shall be applied  towards  the
Purchase Price (as defined below) as a credit to Lessee.

         3.  Additional  Rent.  In the event  Lessor  does not  acquire the real
property legally  described as Lots Block City of Cripple Creek,  Teller County,
Colorado and remove the currently existing unfinished structure located thereon,
and fill in the existing excavation and basement for said structure on or before
December  1,  1999,  then the rent  shall be Ten  Thousand  and  no/100  Dollars
($10,000.00) per month retroactive to the Commencement  Date.  Consequently,  if
the aforementioned structure is not removed and the basement filled on or before
November 1, 1999, a lump sum payment of Forty Five  Thousand and no/100  Dollars
($45,000.00)  shall be due on December 1, 1999 along with the  quarterly  rental
payment of  $30,000.00,  as provided in Section 2, above,  in order to keep this
Lease Agreement in full force and effect.

         4. No Set Off.  Lessee waives and disclaims any present or future right
to withhold any rent payment or other  payment due under this  Agreement,  or to
set off in any action for rent, as a result of any obligation of Lessor,  Lessee
agrees  that it will not claim or assert  any  right to so  withhold  or set off
rent.

         5. Interest/Service Charge. Lessee shall pay Lessor a service charge of
Five Percent (5%) of the amount due for all quarterly  rent payments not paid by
the tenth  (10th) day of the  quarter  for which they are  payable.  The service
charge  is  imposed  upon  Lessee  in an  effort  to  reimburse  Lessor  for the
inconvenience of handling, receiving and collecting delinquent payments.

         6.  Permitted  Uses.  The  Property  shall be used by  Lessee  only for
purposes of operating a commercial  parking lot, and for no other use or purpose
without the Lessor's prior written  consent,  which shall be granted or withheld
in Lessor's  sole and  subjective  discretion.  The Lessee shall comply with all
laws, ordinances, codes and regulations regarding the Property and the permitted
uses upon the Property.

         7.  Operating  Expenses.  Lessee agrees to pay all expenses  associated
with  the  holding  and  operating  the  Property  and the  Parking  Facilities,
including electric or gas utilities, accounting, trash and snow removal, general
maintenance, insurance, attendant's salary, property taxes, special assessments,
water and sewer  assessments  and other  charges  imposed by law or against  the
Property as part of Lessee's obligation hereunder.


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<PAGE>


         8. Permits. Lessee will apply for, pay for and keep current all permits
and licenses required for the lawful operation of the Parking Facilities.

         9.       Improvements.

                  (a) Development  Requirements.  In the event Lessee desires to
further  improve the Property,  Lessee may do so only after  receiving the prior
written consent of the Lessor. Any and all improvements to the Property shall be
constructed at Lessee's sole cost and expense.  Any improvements  made by Lessee
shall comply with local laws, ordinances,  city council resolutions and building
codes.  The Lessee shall comply with all development  requirements  set forth in
the Ordinances of the City of Cripple Creek, (the  "Development  Requirements").
Notwithstanding  anything  contained  herein  to the  contrary,  no  Development
Requirement   shall  be  more   burdensome   than  those   required  of  persons
contemplating   similar   improvements  and  activities  on  similarly  situated
properties within the city limits of Cripple Creek, Colorado.

                  (b)   Construction   Standards.   The   construction   of  all
improvement to the Property  shall be done by Lessee in a workmanlike  manner in
accordance  with industry  standards  using quality grade  materials,  and shall
comply with all laws,  Ordinances,  Codes and Regulations governing the Property
and the  construction  of the  improvements.  Lessee shall pay all  contractors,
materialmen and laborers for the improvements and shall not allow any mechanic's
lien to arise  which is not  removed or bonded  over  within  sixty (60) days of
filing.  All  improvements  to the  Property  shall remain upon the Property and
shall become the Lessor's  property upon the  expiration or  termination of this
Lease, except for trade fixtures, including the Attendant Facility, which may be
removed by Lessee  provided  Lessee is not in default of the Lease and  provided
any damage to the Property or the improvements are adequately repaired.

                  (c) Mechanics' Liens. The parties agree that Lessor's Property
interests shall under no  circumstances be subject to a mechanic's lien upon the
Property  occurring  as a result of  Lessee's  construction  activities  thereon
unless bonded within sixty (60) days of filing. Lessee shall pay all contractors
when due, following  commercially  reasonable  practices for the distribution of
the  construction  payments,  including,  without  limitation,  verification  of
completion of work, progress payments,  use of lien waiver checks to its general
contractor and  subcontractors,  and require the general  contractor to use lien
waiver checks for its payments to its subcontractors and materialmen.

                  (d) Notice of  Non-Liability.  Lessor  shall have the right to
post upon the Property a notice that Lessor,  as owner,  is not  responsible  to
contractors,  materialmen,  or laborers for any non-payment of materials or work
performed upon the Property.  Lessee shall  cooperate with Lessor in posting the
notice and keeping it posted in a conspicuous place upon the Property.


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         10. Insurance. Lessee shall procure and maintain throughout the Term an
insurance  policy,  at its sole cost and expense,  insuring  Lessee  against all
claims,  demands or actions arising out of or in connection with Lessee's use or
occupancy of the Property or the condition of the Property (the  "Policy").  The
amount of insurance shall be a minimum amount of $3,000,000.00 and will be bound
with an insurance carrier reasonably  acceptable to the Lessor.  Lessor shall be
named as an  additional  insured and all Policies  shall provide that the Lessor
will  receive  notice of  cancellation  at least  thirty  (30) days prior to any
cancellation  and/or expiration of such Policies.  Lessee shall provide proof of
insurance on file with the Lessor at all times.  - If these  provisions  are not
met,  the Lessor shall be  entitled,  but shall not be required,  to obtain such
insurance at the cost of Lessee,  which shall be paid by Lessee  within ten (10)
days after the Lessor gives Lessee notice. Any premium remaining unreimbursed to
Lessor after said ten day period shall bear  interest at eighteen  percent (18%)
per  annum.  Failure to  maintain  insurance  shall be an Event of  Default  (as
hereinafter defined).

         11.  Access.  Lessor shall  permit no less than two (2) full  vehicular
entrances into the Property pursuant to the Development Requirements.

         12.  Security  Deposit.  Lessee  shall  deposit  with  Lessor and shall
maintain at all times the sum of Five Thousand and No/100 Dollars,  ($5,000.00),
as security for the faithful  performance  by Lessee of every term and condition
of this Lease.  Lessee shall not be entitled to apply the security in payment of
rent. If there should be a default by Lessee in respect to any term or condition
of this Lease, Lessor may use all or any part of the security deposit to perform
the same for the account of the Lessee, or for any damages or deficiency. Lessor
may commingle the security  deposit in its General Fund.  Any interest  accruing
thereon  shall be for the sole  benefit of  Lessor.  If Lessee  shall  fully and
faithfully  comply with all of the  provisions of this Lease,  then the security
deposit or any balance thereof remaining shall be re-paid to Lessee within sixty
(60) days from the termination of this Lease. In the event of any sale, transfer
or assignment of Lessor's  interest under this Lease,  Lessor shall transfer the
security to the vendee,  transferee, or assignee, as the case may be, and Lessor
thereupon  shall be released  from all  liability for repayment of the security,
and Lessee in each  instance  shall look solely to such  vendee,  transferee  or
assignee for repayment of the security deposit.

         13.  Lessee's  Obligations.  The  Lessee,  at its  own  expense,  shall
properly  maintain  and keep the Property  and all  improvements  in good order,
condition  and repair.  The Lessee in  maintaining,  repairing or improving  the
property shall not allow any mechanic's liens to arise which are not bonded over
within sixty (60) days of filing. The Lessee shall not permit waste,  damage, or
injury to the Property or the improvements.

         14.  Repairs by Lessor.  Lessor shall have no  obligation  for repairs,
maintenance or  improvement  to the Property,  except damages caused by Lessor's
negligence  or  intentional  wrongful  acts.  Should  Lessee fail to perform its
responsibilities  under Section 13, above,  the Lessor,  may, at its option take
such  actions  as the Lessor may deem  necessary  to remedy the  non-compliance,
without being liable to Lessee for loss or damage to the business or Property of
Lessee. In such event,  Lessee shall reimburse  Lessor,  within ten (10) days of
written demand,  for all costs  incurred,  plus interest at the rate of eighteen
percent  (18%) per annum for any amount not paid to Lessor under this Section 14
following said ten (10) day period.

<PAGE>

         15. Lessee  Indemnity.  Lessee shall  indemnify,  defend,  and hold the
Lessor harmless from and against any and all claims, actions,  liability, costs,
expenses and damages of every kind and nature,  including reasonable  attorney's
fees, arising from (i) the Lessee's use and occupancy of the Property,  (ii) any
breach or default by the Lessee  under the  provisions  of this Lease,  or (iii)
from any act,  omission,  or  negligence on or about the Property by the Lessee,
its agents, contractors,  employees,  licensees, customers or business invitees.
In case of any action or proceeding brought against the Lessor by reason of such
claim, the Lessee at Lessor's option,  shall defend such action or proceeding by
counsel reasonably satisfactory to Lessor.

         16. Lessor's  Indemnity.  The Lessor shall indemnify,  defend, and hold
the Lessee  harmless  from and against any and all claims,  actions,  liability,
costs,  expenses  and  damages of every kind and  nature,  including  reasonable
attorney's  fees  arising  from (i) any breach or  default  by Lessor  under the
provisions of the Lease, (ii) from any act, omission,  or negligence on or about
the Property by the Lessor, its agents,  contractors,  or employees.  In case of
any action or proceeding brought against the Lessee by reason of such claim, the
Lessor,  at Lessee's  option,  shall defend such action or proceeding by counsel
reasonably satisfactory to Lessee.

         17.  Lessee  Assignment.  Lessee  shall not  assign  nor in any  manner
transfer this Agreement, or any interest therein, nor sublet the Property or any
part or parts thereof, nor permit occupancy by anyone, except in connection with
the Lessee's use and  occupancy  of the Property as a Parking  Facility,  (i.e.,
allowing  automobiles to be parked on the Property for a fee),  without Lessor's
prior written consent which Lessor shall not unreasonably withhold,  taking into
consideration of the proposed transferees  credit-worthiness.  Consent by Lessor
to one or more  assignments  of this Lease or to one or more  sublettings of the
Property shall not operate as a waiver of Lessor's  rights under this provision.
No  assignment  shall  release  Lessee  of  any of its  obligations  under  this
Agreement  nor be  construed  or  taken as a waiver  of any of  Lessor's  rights
hereunder. For the purposes hereof, if Lessee is a corporation,  partnership, or
other entity,  any  collective  change and control of either Lessee in excess of
twenty  percent  (20%)  shall be deemed to be  assignment  which  shall  require
Lessor's  consent as set forth above.  The acceptance of rent from someone other
than Lessee shall not be deemed to be a waiver of any of the  provisions of this
Agreement, nor as a consent to any assignment or subletting of the Property.

         18. Trustee or Receivership.  Neither this Agreement,  nor any interest
therein shall pass to any trustee or receiver in bankruptcy, or any assignee for
the benefit of creditors or by operation of law.

         19.  Lessor  Assignment.  The Lessor  shall be  entitled  to assign its
rights under this Lease.

         20. Access.  Lessor and Lessor's authorized  representatives shall have
the  right,  upon  reasonable  notice,  to enter  upon the  Property  during all
business  hours for the  purpose of  inspecting  the same or of making  repairs,
additions or alterations  which the Lessee has failed to perform or which Lessor
deems  advisable.  Lessor  shall not be liable to Lessee in any  manner  for any
expense,  loss or damage by reason of such entry, nor shall the exercise of such
right be deemed an eviction or disturbance of Lessee's use or possession.

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<PAGE>

         21.      Hazardous Materials

         (a) Defined.  The term  hazardous  material means any substance (1) the
presence of which requires investigation or remediation under any federal, state
or local statute, regulation, ordinance, order, action, policy or common law; or
(2) which is or  becomes  defined as a  hazardous  waste,  hazardous  substance,
pollutant or contaminant under any federal, state or local statute,  regulation,
rule or ordinance or  amendments  thereto  Including,  without  limitation,  the
Comprehensive Environmental Response,  Compensation and Liability Act and/or the
Resource  Conservation  and  Recovery  Act; or (3) the  presence of which on the
Property  causes  or  threatens  to cause a  nuisance  upon the  Property  or to
adjacent  properties  or poses or  threatens  to pose a hazard to the  health or
safety of persons on or about the  Property;  or (4) without  limitation,  which
contains gasoline, diesel fuel or other petroleum hydrocarbons.

         (b) Prohibiting  Hazardous Materials.  Except in strict compliance with
all environmental laws, rules and regulations for materials commonly used in the
Lessee's day to day business  operations,  the Lessee shall not cause, permit or
allow any hazardous materials to be brought upon, treated,  generated,  disposed
of or used upon the Property by Lessee.  Lessee will  promptly  take all actions
required by federal,  state or local government to remediate the Property in the
event of the presence or release of any  hazardous  materials as a result of the
actions or omissions of Lessee.  Lessee shall  immediately  notify Lessor of the
presence or release of any hazardous materials requiring such remedial action.

         (c)  Environmental  Indemnity.  Lessee  agrees  to  indemnify,  defend,
reimburse  and  hold  harmless  the  Lessor  for all  claims,  damages,  losses,
liabilities,  and expenses,  including reasonable attorney's fees, incurred as a
result of the  violation of the  paragraphs  set forth above or the violation of
any  federal,  state or local  environmental  law,  ordinance or  regulation  by
Lessee.

         22.  Events of  Default.  The  following  events  shall be deemed to be
events of default by Lessee under this Agreement ("Event of Default"):

         (a) Lessee  shall  have  failed to pay any  installment  of rent or any
other charge provided herein, or any portion thereof, within ten (10) days after
the same shall be due and payable;

         (b) Lessee shall have  failed-to  comply with any other  provisions  of
this  agreement  and shall not cure such failure  within  thirty (30) days after
Lessor, by written notice,  has informed Lessee of such  non-compliance.  In the
case of a default  which  cannot with due  diligence be cured within a period of
thirty (30) days,  Lessee shall have such additional time to cure same as may be
reasonably  necessary,  provided Lessee proceeds promptly and with due diligence
to cure such default after receipt of said notice;


<PAGE>

                                       6
         (c) Lessee files a petition for relief  pursuant to the  bankruptcy  or
insolvency laws of the United States or of any state.

         (d)      Lessee shall abandon the Property.

         23. Notice of Default. In the event of a default pursuant to Section 22
(c) and 22 (d) above,  Lessor may, by serving three (3) days written notice upon
Lessee,  elect either to (a) cancel and terminate  this Lease,  or (b) terminate
Lessee's  right to possession  only without  terminating  this Lease.  If Lessor
gives Lessee notice of Lessee's  default  and/or  delivers to Lessee a Notice of
Demand for Payment or Possession  pursuant to the applicable  statute (either of
which shall hereinafter be referred to as a "Notice of Default"),  the Notice of
Default will not  constitute  an election to terminate  the Lease unless  Lessor
expressly  state in the Notice of  Default  that it is  exercising  its right to
terminate the Lease.

         24.  Termination  of Right to Possession  Only.  If Lessor  delivers to
Lessee a Notice of Default,  which notice does not state that Lessor has elected
to terminate the Lease,  Lessor may at Lessor's option,  after expiration of the
stated time,  enter the Leased  Premises and take and hold  possession  thereof,
without such entry into possession terminating this Lease or releasing Lessee in
whole or in part from Lessee's obligation to pay the rent hereunder for the full
stated term.  Upon and after entry into  possession  without  termination of the
Lease, Lessor shall make reasonable efforts to mitigate its damages by releasing
the Leased Premises,  or any part thereof,  for the account of Lessee,  for such
rent,  time and  terms as  Lessor,  in  Lessor's  reasonable  discretion,  shall
determine.  Lessor shall not be required to accept any lessee  offered by Lessee
or to observe  any  instruction  given by Lessee  about such  reletting.  If the
consideration  collected by Lessor upon any such reletting for Lessee's account,
after  deducting all expenses  incident  thereto,  including  brokerage fees and
legal  expenses,  is not  sufficient  to pay monthly the full amount of the rent
provided  in this  Lease,  Lessee  shall  pay  Lessor  the  amount  of each such
quarterly  deficiency  upon  demand.  At any time after  Lessor  has  elected to
terminate Lessee right to possession,  Lessor shall have the right to cancel and
terminate  this  Lease by  serving  written  notice on  Lessee  of such  further
election.  Lessor  shall have the right to pursue any remedy at law or in equity
that may be available to Lessor.

         25. Termination of Lease.  Termination of the Lease by Lessor shall not
excuse  Lessee of its  obligation  for future  rents due under the Lease for the
remaining term,  which obligation of Lessee shall survive any termination of the
Lease. If Lessor delivers to Lessee a Notice of Default which states that Lessor
has elected to  terminate  the Lease,  or if Lessor  otherwise  terminates  this
Lease,  Lessor  shall be entitled to recover  from Lessee  damages for breach of
contract,  including with  limitation,  damages equal to the present value, at a
discount rate of ten percent (10%) per annum, of the difference between the rent
reserved in the Lease and the  reasonable  net rental value of the property that
could be  reasonably  expected  for the  duration  of the  term,  plus any other
consequential damages.

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<PAGE>

         26. Lessee's  Property.  If Lessee shall fail to remove any of Lessee's
personal  property  within  three (3) days of  receipt of a Notice of Default or
upon the  termination of this Lease for any cause  whatsoever,  or upon Lessee's
abandonment of the Leased Premises,  Lessor, at its option,  may remove the same
in any  reasonable  manner  that it shall  choose  and  store  the same  without
liability  to Lessee in any public or private  warehouse.  In such case,  Lessee
agrees to pay Lessor on demand any and all  expenses  incurred in such  removal,
including  court costs and attorney's fees and storage charges for any length of
time the personal  property shall be in storage.  Such personal property must be
returned to Lessee upon payment of such costs. In the  alternative,  at Lessor's
option,  it may sell such unclaimed  personal property at public or private sale
following Uniform Commercial Code sale procedures.

         27.  Termination  of Purchase  Option.  Upon any Event of Default which
remains  uncured for a period of thirty  (30) days,  Lessor may, in its sole and
subjective  discretion,  terminate the Option to Purchase,  by written notice to
Lessee.  Upon such  termination,  the Option to Purchase shall become null, void
and of no further force or effect.

         28.  Lessor's  Right to Cure. In the event of any default  hereunder by
Lessee,  Lessor may  immediately  or at any time  thereafter,  without notice to
Lessor,  cure such default for the account and at the expense of the Lessee.  If
Lessor at any time by reason of such  default is  compelled  to pay or elects to
pay any sum of money or do any act which will  require the payment of any sum of
money,  or is compelled to incur any expense,  including  reasonable  attorney's
fees,  the sum or sums so paid by Lessor,  with interest  thereon at the rate of
eighteen  percent  (18%) per annum  from the date of  payment  thereof  shall be
deemed to be due from Lessee to Lessor on demand.

         29. Surrender of Possession. Upon the expiration or termination of this
Agreement,  whether by lapse of time or  otherwise,  Lessee shall  surrender the
Property in good condition and repair, reasonable wear and tear excepted.

         30. Holdover  Lessee.  In the event Lessee remains in possession of the
Property after the expiation of the tenancy  created  hereunder with the consent
of  Lessor  and  without  execution  of a new  lease,  it shall be  deemed to be
occupying  the  Property  as a lessee  from  month to  month,  at two  times the
previous rent,  subject to all the other conditions,  provisions and obligations
of the Lease insofar as the same are applicable to a month-to-month tenancy.

         31. Estoppel Statement. Within seven (7) days after request therefor by
Lessor, Lessee shall provide an estoppel statement for any proposed mortgagee or
purchaser, or to Lessor, certifying (if such be the case) that this Agreement is
in full force and  effect  and there are no  defenses  or  offsets  thereto  (or
stating  those  claimed by Lessee) and  certifying to such other matters as such
party  shall  reasonably  require.  If Lessee  refuses to execute  and deliver a
statement  and/or  certificate  as required  hereunder  within seven (7) days of
written request, Lessor shall have the right, as attorney-in-fact for Lessee, to
make such a statement,  Lessee hereby  constituting  and irrevocably  appointing
Lessor as  attorney-in-fact  for such purpose.  Lessor's  mortgage lender and/or
purchasers shall be entitled to rely upon any statement so executed.

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<PAGE>

         32. (a) Option To  Purchase.  Until the end of the Term , Lessee  shall
have the option to purchase the Property  under the terms and  conditions as set
forth  below(the  "Option  to  Purchase").  Lessee  may  exercise  the option to
Purchase by giving  written notice of its intent to so exercise no less than one
hundred and twenty (120) days prior to the expiration of the Term. The option to
Purchase can only be  exercised if the Lessee is not in default  under the terms
of this  Agreement at the time the Option to Purchase is exercised,  and/or that
the Option to Purchase has not previously been terminated.

         (b) Right of Purchase.  If the Option to Purchase is timely  exercised,
on the Closing Date, as hereinafter defined,  Lessee shall purchase from Lessor,
and Lessor shall sell and convey to Lessee,  the Property in accordance with the
terms and  conditions  contained  in this  Section.  Lessor's  rights under this
Agreement  shall be transferred  to Lessee or Lessee's  designee upon closing of
the sale of the Property under the option to Purchase.

         (c)  Purchase  Price.  If the  Option to  Purchase  is  exercised,  the
Purchase Price shall be $3,250,000.00.

         (d)  Payment  of  Purchase  Price.  Subject  to  the  full  and  timely
performance  by Lessor  hereunder,  the Purchase Price for the Property shall be
payable to Lessor by Lessee, on the Closing Date as follows:  All payments shall
be made by certified funds or wire transfer.  The provisions of Section 2, above
shall  govern what  percentage  of all  payments  made with  respect to the Rent
during  the Term  shall be  applied  against  the  Purchase  Price as credits to
Lessee.

         (e) Engineering Documents. Within ten (10) days of Lessee's exercise of
its  Option to  Purchase,  Lessor  shall  provide  Lessee  with all  engineering
studies,  surveys,  maps and other  documents in Lessor's  possession or control
which concern the Property.

         (f) Closing  Date.  The  transaction  shall be closed at the offices of
Pikes Peak Title  Insurance  Company on or before the  expiration of ninety (90)
days after the exercise of the Option to Purchase by Lessee as set forth herein.

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<PAGE>

         (g) Title  Insurance.  Lessor shall  deliver title to Property free and
clear of all liens and  encumbrances.  Lessor shall obtain and deliver to Lessee
at  Lessor's  expense,  on or before  thirty (30) days from the date of Lessee's
exercise of its Option to Purchase,  a certificate  of taxes due on the Property
and a current title  insurance  commitment  (together with legible copies of all
instruments referred to therein) committing to issue a standard A.S.T.A. owner's
title insurance  policy in form 1970-B,  as amended,  issued by Pikes Peak Title
Insurance  Company,  ("Title  Company")  to  Lessee  in the face  amount  of the
Purchase Price, insuring good and marketable title in fee simple to the Property
in Lessee  subject  only to: a) current  non-delinquent  general  real  property
taxes,  and b) such  easements,  rights-of  -way,  restrictions  and other title
matters as shall not adversely  affect the value of or Lessee's  intended use of
the Property.  The foregoing items a) and b) are hereinafter  referred to as the
"Permitted Exceptions". All items listed on the title commitment shall be deemed
to be Permitted Exceptions unless Lessee notifies Lessor within ten (10) days of
receipt of the commitment  that any  particular  items shall not be deemed to be
Permitted  Exceptions.   In  the  event  Lessee  notifies  Lessor  that  certain
exceptions  will not constitute  Permitted  Exceptions,  Lessor shall have sixty
(60) days  thereafter in which to remove such exception or to notify Lessee that
it is  unable to remove  such  exceptions,  in which  case  Lessee  may elect to
terminate this option to Purchase within five (5) days of receipt of notice,  by
written notice to Lessor,  or to accept such  exceptions  (which Lessor shall be
deemed to do if Lessee does not timely elect to terminate this  Contract).  Said
title insurance  commitment (the "Commitment") shall  affirmatively  provide for
the deletion,  at Lessee's sole expense,  of all standard printed  exceptions of
Schedule  B-2  thereof  on or before  five (5) days prior to the  Closing  Date,
Lessor  shall  obtain and  deliver to  Lessee,  at  Lessor's  sole  expense,  an
endorsement  to the Commitment  with a current  effective  date,  showing no new
title  exceptions  therein.  After the Closing  Date,  Lessor  shall  obtain and
deliver to Lessee, at Lessor's sole expense,  a title policy for the Property in
the amount of the  Purchase  Price  showing  fee simple  title  thereto an being
vested in Lessee  subject only to the Permitted  Exceptions.  If Lessee does not
exercise  the  option  hereunder,  it shall  pay the  cancellation  fee for such
Commitment.  Lessor  shall not impose or permit to be imposed  any deed or other
restrictions against the Property during the term of this Agreement.

         (h)  Further  Instruments.  Each party  hereto  shall from time to time
execute and deliver such further  instruments  as the other party or its counsel
may reasonably request to effectuate the intent of this Contract.

33. Quiet  Enjoyment.  Lessor  covenants  and agrees with Lessee that so long as
Lessee pays the Rent,  and observes and  performs all the terms,  covenants  and
conditions  of this  Agreement on Lessee's  part to-be  observed and  performed,
Lessee may peaceably and quietly enjoy the Property  subject,  nevertheless,  to
the terms and conditions of this Agreement and Lessee's  possession  will not be
disturbed by anyone claiming by, through or under Lessor.

34.      Miscellaneous Provisions.

         (a)  Writing  Required.  No waiver,  change,  amendment,  modification,
cancellation,  or discharge  of any  provision  of this  Agreement,  or any part
hereof, will be valid unless in writing and signed by the parties hereto.

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<PAGE>

         (b) Notices. All notices, demands, and requests given or required to be
given  hereunder  shall be in writing and shall be deemed to have been  properly
given when delivered in person or by overnight or similar  courier  service,  or
sent by tested telex, telegram, or telecopier or five (5) days after having been
deposited in any post office,  branch post office,  or-mail depository regularly
maintained by the U.S.  Postal Service and sent by U.S.  registered or certified
mail, postage prepaid, addressed as follows:

TO LESSOR:

         Mr. Kip Petersen
         City Administrator
         The City of Cripple Creek
         P.O. Box 430
         Cripple Creek, CO 80813

WITH A COPY TO:

         Charles T. Houghton, Esq.
         Felt, Houghton & Monson, LLC
         319 North Weber
         Colorado Springs, CO 80903

TO LESSEE:

         Mr. Larry Hannappel
         General Manager
         WMCK Venture Corp.
         P.O. Box 373
         Cripple Creek, CO 80813

WITH A COPY TO:

         Mr. Erwin Haitzmann
         Chief Executive Officer
         Century Casinos, Inc.
         P.O. Box 373
         Cripple Creek, CO 80813

or addressed to each  respective  party at such other  address as such party may
hereafter furnish to the other parties in writing.  Notice given by counsel to a
party shall be deemed to be notice from such party.


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<PAGE>


         (c) Applicable Law. This Agreement shall be governed by the laws of the
State of Colorado.

         (d)  Counterparts.  This  Agreement  may be  signed  in any  number  of
counterparts, each of which shall be an original, with the same effect as if the
signatures thereto and hereto were upon the same instrument.

         (e)  Time is of the  Essence.  Time is of the  essence  in all  matters
concerning this Agreement.

         (f)  Attorneys  Fees.  In the event of any dispute  between the parties
concerning  this  Agreement,  or in the  event of any  action  to  enforce  this
agreement  or to collect  damages  on  account of any breach of the  obligations
provided for herein,  the prevailing party shall be entitled to recover from the
other party,  all costs and  expenses,  including  reasonable  attorneys'  fees,
incurred in such  litigation as well as all  additional  costs of collecting any
judgment  rendered in such action.  The term  "prevailing  party" shall mean the
party who receives  substantially the relief  requested,  whether by settlement,
dismissal, summary judgment, judgment, or otherwise.

         (g) No Other Relationship.  Nothing contained herein shall be deemed or
construed  by anyone as  creating  the  relationship  of  principal  and  agent,
partnership, or joint venture between the parties hereto.

         (h)  Cumulative  Remedies.  The various  rights and remedies  contained
herein shall not be  considered  as exclusive of any other right or remedy,  but
shall be  cumulative  and in  addition to every  other  remedy now or  hereafter
existing at law, in equity, or by statute.

         (i) Nonwaiver.  No delay or omission of the right to exercise any power
by either party shall impair any such right or power, or shall be construed as a
waiver of any default or as  acquiescence  therein.  One or more  waivers of any
covenant, term or condition of this Lease by either party shall not constitute a
waiver of a  subsequent  breach of the same  covenant,  term or  condition.  The
consent or  approval  by either  party to any act by the other party of a nature
requiring consent or approval shall not be deemed to waive or render unnecessary
consent or approval of any subsequent similar act.

         (j) Entire  Agreement/Merger.  This Agreement represents the entire and
only  agreement  between the parties with respect to the subject  matter covered
herein, and no oral statement or representation not contained herein shall be of
any force or effect  between  the  parties.  All  negotiations,  considerations,
representations  and  understandings  between the parties are  incorporated  and
merged herein. This Parking  Lease-Option to Purchase may be modified or altered
only by the parties' written agreement.

         (k) Binding Effect.  The covenants,  agreements and obligations  herein
contained  shall extend to, bind and inure to the benefit of the parties hereto,
as well as their  respective  personal  representatives,  heirs,  successors and
assigns.

                                       12

<PAGE>

         (1)  Recording.  Lessee shall have the right to record a memorandum  of
this  Agreement,  and Lessor  agrees to execute such  memorandum  upon  Lessee's
request.

         (m)  Acceptance of Rent. No payment by Lessee or receipt by Lessor of a
lesser amount than the amount then due under this  agreement  shall be deemed to
be other than on account of the  earliest  portion  due.  Lessor may accept such
payment  without  prejudice  to Lessor's  right to recover the balance due or to
pursue any other remedy provided in this agreement.

         (n) Severability.  Unenforceability  of any provision contained in this
Lease  shall not affect or impair the  validity of any other  provision  of this
agreement.

         (o) Lessee Status.  Lessee  represents that it is a corporation in good
standing  in  Delaware,  as  indicated  in the  introductory  paragraph  of this
Agreement,  is  duly  qualified  to do  business  in  Colorado  and  that  it is
authorized to execute and perform this Agreement.

         (p) Lessor  Status.  Lessor  represents  and  warrants  that it is duly
authorized to execute and perform this agreement.

         IN WITNESS WHEREOF,  the parties acknowledge and agree to the terms and
conditions above stated by signing below on this date.


LESSOR:                                              LESSEE:

CITY OF CRIPPLE CREEK, a Colorado           WMCK VENTURE CORP.
municipal corporation

By: _/S/ William D. Page______________      By: _/S/ Larry Hannappel____________

Its: _Owner___________________________      Its: _General Manager ______________

                                            By: _/S/ Erwin Haitzmann ___________

                                            Its: CEO____________________________


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