<DOCUMENT>
<TYPE>EX-24.3_123742
<SEQUENCE>2
<FILENAME>poa.txt
<DESCRIPTION>POA DOCUMENT
<TEXT>
 POWER OF ATTORNEY

	Know all by these presents, that the undersigned,

Larry C. Barenbaum, hereby constitutes and appoints each of Timothy J.

Cope, Damon E. Schramm, Jean M. Davis, Daniel R. Tenenbaum and Inchan

Hwang, signing singly, the undersigned&#8217;s true and lawful

attorney-in-fact to:

(1)	execute for and on behalf of the
undersigned
a Form ID Application and submit the same to the Securities
and Exchange
Commission (the "Commission");

(2)	execute for and on
behalf of the
undersigned, in the undersigned&#8217;s capacity as a
director of Lakes
Entertainment, Inc. (the "Company"), Forms 3, 4, and 5
in accordance with
Section 16(a) of the Securities Exchange Act of 1934
(the "Exchange Act")
and the rules thereunder;

(3)	do and perform
any and all acts for and
on behalf of the undersigned which may be
necessary or desirable to
complete and execute any such Form 3, 4, or 5
and timely file such form
with the Commission and any stock exchange or
similar authority;


(4)	execute for and on behalf of the
undersigned any filings required
under Regulation 13D-G of the Exchange
Act including, but not limited to,
Schedules 13D and 13G; and


(5)	take any other action of any type
whatsoever in connection with the
foregoing which, in the opinion of such
attorney-in-fact, may be of
benefit to, in the best interest of, or legally
required by, the
undersigned, it being understood that the documents
executed by such
attorney-in-fact on behalf of the undersigned pursuant to
this Power of
Attorney shall be in such form and shall contain such terms
and
conditions as such attorney-in-fact may approve in such

attorney-in-fact&#8217;s discretion.

	The undersigned hereby
grants to
each such attorney-in-fact full power and authority to do and
perform any
and every act and thing whatsoever requisite, necessary or
proper to be
done in the exercise of any of the rights and powers herein
granted, as
fully to all intents and purposes as the undersigned might or
could do if
personally present, with full power of substitution or
revocation, hereby
ratifying and confirming all that such
attorney-in-fact, or such
attorney-in-fact&#8217;s substitute or
substitutes, shall lawfully do or
cause to be done by virtue of this
power of attorney and the rights and
powers herein granted.  The
undersigned acknowledges that the foregoing
attorneys-in-fact, in serving
in such capacity at the request of the
undersigned, are not assuming, nor
is the Company assuming, any of the
undersigned&#8217;s responsibilities
to comply with Section 16 of the
Exchange Act or Regulation 13D-G of the
Exchange Act.

	This Power of
Attorney shall remain in full force
and effect until the undersigned is no
longer required to file Forms 3,
4, and 5 with respect to the
undersigned&#8217;s holdings of and
transactions in securities issued by
the Company, unless earlier revoked
by the undersigned in a signed writing
delivered to the foregoing
attorneys-in-fact.

	IN WITNESS WHEREOF, the
undersigned has caused
this Power of Attorney to be executed as of this
22nd day of February,
2006.

					/s/ Larry C. Barenbaum

</TEXT>
</DOCUMENT>
