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                                  EXHIBIT 99.1
                           STOCK REDEMPTION AGREEMENT

         THIS AGREEMENT, dated as of May ___, 2001 ("Agreement"), is by and
between New Horizon Kids Quest, Inc., a Minnesota corporation ("Company"), and
Lakes Gaming, Inc. a Minnesota corporation and a shareholder of the Company
("Seller").

                                   WITNESSETH

         WHEREAS, the Company desires to purchase and retire 875,000 shares of
its common stock, $.01 par value, owned by the Seller (the "Shares") on the
terms and conditions as set forth herein; and

         WHEREAS, the Seller desires to sell the Shares to the Company on the
terms and conditions as set forth herein; and

         NOW THEREFORE, the parties hereto, intending to be legally bound
hereby, agree as follows:

1.       SALE OF SHARES TO THE COMPANY.

         1.1      Subject to the terms and conditions hereof, the Seller hereby
                  agrees to sell, transfer and deliver to the Company the
                  Shares.

         1.2      In consideration for sale of the Shares to the Company, the
                  Company shall, as provided in this Agreement, pay to the
                  Seller the purchase price set forth in Section 2 of this
                  Agreement (the "Purchase Price").

         1.3      At the Closing, the Seller shall transfer and deliver to the
                  Company certificates representing the Shares, duly endorsed in
                  blank or accompanied by duly executed stock powers in blank
                  with the signature guaranteed by a bank or trust company.

2.       PURCHASE PRICE; PAYMENT.

         2.1      The purchase price payable to Seller for each of the Shares is
                  $1.25, aggregating of $1,093,750 (the "Purchase Price") plus
                  interest at a rate equal to 10% per annum on the unpaid
                  Purchase Price. Interest shall accrue on the Purchase Price
                  commencing on the execution of this Agreement and shall
                  terminate upon the Closing Date.

         2.2      The Purchase Price shall be paid on the Closing Date (defined
                  in Section 6.1 below) by wire transfer of immediately
                  available funds to an account specified by Seller at least 48
                  hours prior to the Closing Date or in the event wire
                  instructions are not provided, by check.

3.       CANCELLATION AND RETIREMENT OF SHARES.

         Upon redemption by the Company, the Shares shall be deemed canceled,
retired and returned to the status of authorized but unissued shares.

4.       REPRESENTATIONS AND WARRANTIES OF SELLER.

         Seller represents and warrants that:


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         4.1      Seller is the record owner and holder of the Shares. Seller
                  will not, prior to the Closing Date, assign, sell or transfer
                  any of the Shares.

         4.2      Seller has all requisite corporate power to execute and
                  deliver this Agreement. The execution, delivery and
                  performance of this Agreement by the Seller have been duly and
                  validly authorized by all necessary corporate action, and this
                  Agreement constitutes the legal, valid and binding obligation
                  of the Seller, enforceable in accordance with its terms,
                  except as enforceability may be limited by the application of
                  bankruptcy, insolvency, moratorium or similar laws affecting
                  the rights of creditors generally and by judicial limitations
                  on the right of specific performance.

         4.3      On the Closing Date, Seller will sell, assign and transfer the
                  Shares to the Company free and clear of all liens,
                  encumbrances, charges and assessments of any nature and
                  subject to no restriction on transferability, other than
                  compliance with United States securities laws and "Blue sky"
                  or state securities laws.

5.       REPRESENTATIONS AND WARRANTIES OF THE COMPANY.

    The Company represents and warrants to the Seller as follows:

         5.1      The Company has all requisite corporate power to execute and
                  deliver this Agreement. The execution, delivery and
                  performance of this Agreement by the Company have been duly
                  and validly authorized by all necessary corporate action, and
                  this Agreement constitutes the legal, valid and binding
                  obligation of the Company, enforceable in accordance with its
                  terms, except as enforceability may be limited by the
                  application of bankruptcy, insolvency, moratorium or similar
                  laws affecting the rights of creditors generally and by
                  judicial limitations on the right of specific performance.

         5.2      There are no legal restrictions on the Company's ability to
                  purchase the Stock.

         5.3      No consents from third parties are required to enable the
                  Company to enter into this Agreement or consummate the
                  transactions contemplated hereby.

6.       CLOSING.

         6.1      Time and Place. The closing of this transaction shall take
                  place within 48 hours after written notice of same is provided
                  by the Company to Seller but in no event later than the sixth
                  month anniversary date of this Agreement (the "Closing Date").

         6.2      Documents to be Delivered by Seller. At the closing, Seller
                  shall deliver to the Company the following documents:

                  (a)      Certificates representing the Shares duly endorsed in
                           blank or accompanied by duly executed stock powers in
                           blank with the signature guaranteed by a bank or
                           trust company; and

                  (b)      A certificate signed by the Chief Executive Officer
                           of the Seller that the representations and warranties
                           made by the Seller in this Agreement are accurate in
                           all material respects on and as of the Closing Date
                           with the same effect as though such representations
                           and warranties had been made on or given on and as of
                           the Closing Date and that Seller has performed and
                           complied with all of its obligations under this
                           Agreement which are to be performed or complied with
                           by, prior to or on the Closing Date.


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         6.3      Documents to be Delivered by the Company. At the Closing, the
                  Company shall:

                  (a)      cause the total Purchase Price plus accrued interest
                           for the Shares to be paid; and

                  (b)      deliver a certificate signed by the Chief Executive
                           Officer of the Company stating that the
                           representations and warranties made by the Company in
                           this Agreement are substantially accurate in all
                           material respects on and as of the Closing Date with
                           the same effect as though such representations and
                           warranties had been made on or given on and as of the
                           Closing Date and the Company has performed and
                           complied with all of its obligations under this
                           Agreement which are to be performed or complied with
                           by, prior to or on the Closing Date.

7.       PERSONAL GUARANTEE OF WILLIAM DUNKLEY. The obligations of the Company
         hereunder shall be personally guaranteed by Mr. Dunkley and Mr. Dunkley
         shall execute such form of personal guarantee as shall be reasonably
         satisfactory to the parties.

8.       MISCELLANEOUS.

         8.1      This Agreement may be executed in two or more counterparts,
                  each of which shall be deemed to be an original, but all of
                  which together shall constitute one and the same instrument.

         8.2      All notices and communications pertaining to this Agreement
                  shall be made in writing and shall be deemed sufficiently
                  given if delivered in person or sent by facsimile to the
                  respective parties as indicated below, or mailed by first
                  class registered or certified mail, return receipt requested,
                  postage prepaid, addressed as follows:


         To Seller:           Lakes Gaming, Inc.
                              130 Cheshire Lane
                              Plymouth, Minnesota 55305

         Copies to:           Neil Sell, Esq.
                              Maslon Edelson Borman & Brand
                              3300 Norwest Center
                              90 South Seventh Street
                              Minneapolis, Minnesota 55402
                              (Fax) 612-672-8397

         To Company:          New Horizon Kids Quest, Inc.
                              16355 36th Avenue North
                              Suite 700
                              Plymouth, Minnesota 55446
                              (Fax) 763-383-6271


         Copies to:           Anthony Marick, Esq.
                              Dunkley, Bennett, Christensen & Madigan, P.A.
                              Suite 700
                              701 Fourth Avenue South


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                              Minneapolis, Minnesota 55415
                              (Fax) 612-339-9545

         8.3      This Agreement shall be governed by and construed in
                  accordance with the laws of the State of Minnesota.

         8.4      This Agreement may not be assigned by any party without the
                  prior written consent of the other parties. This Agreement
                  shall inure to the benefit of and be binding upon the parties
                  hereto and their respective heirs, legal representatives,
                  successors and permitted assigns.

         8.5      The parties hereto agree that the remedy at law for any breach
                  of this Agreement will be inadequate and that any party by
                  whom this Agreement is enforceable shall be entitled to
                  specific performance in addition to any other appropriate
                  relief or remedy. Such party may, in its sole discretion,
                  apply to a court of competent jurisdiction for specific
                  performance or injunction or such other relief as such court
                  may deem just and proper in order to enforce this Agreement or
                  prevent any violation hereof and, to the extent permitted by
                  applicable law, each party hereto waives any objection to the
                  imposition of such relief.

         IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed as of the day and year first above written.

                                            SELLER:

                                            LAKES GAMING, INC.


                                            By:   /s/ Lyle Berman
                                                  ---------------

                                            Its:  /s/ Chairman
                                                  ---------------



                                            COMPANY:

                                            NEW HORIZON KIDS QUEST, INC.


                                            By:   /s/ William Dunkley
                                                  -------------------

                                            Its:  /s/ Chief Executive Officer
                                                  ---------------------------

I guarantee to be bound by the terms and conditions of the Company as set forth
herein.

                                            /s/ William M. Dunkley
                                            ----------------------
                                            William M. Dunkley


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