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                                                                      EXHIBIT 14

                              If you have questions, please call the Senior Vice
                                     President - General Counsel at 404-812-3176


                       LODGIAN'S POLICY ON BUSINESS ETHICS


1.       GENERAL INTEGRITY -- To maintain and enhance Lodgian's reputation for
         integrity in its business, it is vital for each of us to adhere to the
         highest moral, ethical and legal standards. Honesty and integrity are
         the backbone of our relationship with our associates, shareholders,
         suppliers, guests and governmental authorities. This policy is a formal
         statement of the ethical conduct and common sense standards that sets
         the tone for all of Lodgian's business activities. The standards
         presented are intended as guidelines and obviously cannot cover every
         situation in our business environment. Lodgian is committed to these
         principles of ethical business conduct and any questionable practices
         should be evaluated in this light.

2.       COMPLIANCE WITH LAWS AND REGULATIONS (of the United States, Canada and
         other foreign countries) -- Compliance with the law is essential. While
         acting on behalf of Lodgian, each associate must comply with the
         applicable rules and regulations of federal, state and local
         governments and of appropriate public and private regulatory agencies
         or organizations. Associates should not take any action on behalf of
         the Company that they know, or should reasonably be expected to know,
         violates any governmental laws, rules, or regulations.

         While Lodgian does not expect all associates to be experts in law and
         governmental regulations, we do expect associates to take reasonable
         precautions. When there is question or doubt regarding a particular
         action, associates should obtain clarification from their manager. In
         all cases, Lodgian expects a good faith effort to follow the spirit and
         intent of this policy and the law.

3.       ACCOUNTING PRACTICES -- Lodgian will follow generally accepted
         accounting rules and controls. The books of account, budgets and
         similar records must accurately reflect these rules and controls. All
         assets of the company should be accounted for carefully and properly.
         No payment of company funds shall be approved if it is known that it
         will be made contrary to this policy. The company's independent
         auditors will be given access to all information necessary for them to
         properly conduct their audits.

         Associates are responsible for maintaining accurate records regarding
         the financial and administrative transactions of the Company. To ensure
         that accurate financial and administrative information is maintained,
         associates should not permit or take any action that would result in
         the inaccurate recording of entries in Company books, records and
         ledgers. No asset, fund, expenditure, or account should be established
         unless it is accurately reflected in the records of the Company.

         Financial activities are to be recorded in compliance with all
         applicable laws and accounting practices and shall be maintained for
         the time period required by the Internal Revenue Code and other
         applicable laws. All prepared financial statements and reports
         submitted to the Securities and Exchange Commission and to the public
         must be full, fair, accurate, timely and understandable.

4.       ANTITRUST AND TRADE REGULATIONS -- Lodgian is committed to the letter
         and spirit of applicable antitrust and trade laws and regulations.
         Business activities must be conducted in a fair and equitable manner.

         Under no circumstance should an associate or an individual associated
         with Lodgian be party to any agreement, collusion or concerted activity
         of any type involving any competitor, customer, or any other party,
         that restrains trade or is in violation of the antitrust laws and
         regulations designed to foster competition. Prohibited activities
         include



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                       LODGIAN'S POLICY ON BUSINESS ETHICS


         price fixing; predatory pricing; allocation of customers; allocation of
         territories; exclusivity agreements; group boycotts; monopolization;
         unlawful termination of suppliers or distributors; price
         discrimination; or any attempts to engage in such conduct.

         Any discussion, action, or transaction that may involve prohibited
         conduct should be avoided and any knowledge of such conduct should be
         reported immediately to the Senior Vice President -- General Counsel.
         Any questions about what is permissible conduct should be raised with
         the Senior Vice President -- General Counsel before any action is
         taken.

5.       INSIDER TRADING -- The Securities and Exchange Act prohibits Lodgian's
         insiders in possession of "inside information" from engaging in
         securities transactions. To ensure Lodgian is in compliance with all
         regulations regarding stock transactions, the Company has established a
         separate Insider Trading Policy which should be carefully reviewed by
         associates prior to the buying or selling company stock.

6.       COMPLIANCE WITH INTERNAL POLICIES AND PROCEDURES -- The Company's
         policies and procedures define how we conduct business and how various
         business tasks are to be performed. To ensure our operations are
         conducted in a consistent and high quality manner, associates must
         comply with these policies and procedures in performing their job
         responsibilities. Internal policies and procedures should not conflict
         with the basic provisions of Lodgian's Policy on Business Ethics.

7.       ANTI-FRAUD POLICIES -- Associates are prohibited from engaging in any
         scheme to defraud any person or organization of money, property, or the
         honest services of another. The making of any false or fraudulent
         statements to a government official or concealing a material fact from
         a government official is also prohibited.

8.       CONTRACTS AND AGREEMENTS -- All contracts and agreements entered into
         by Lodgian must be in compliance with all applicable laws and
         regulations. Contracts with outside parties should be in writing and
         should include a complete description of all obligations of the various
         parties as well as details on fees. Lodgian's attorneys should review
         contracts in the negotiation stage, and should endorse all contracts
         prior to final approval and execution. Contracts may not be signed by
         anyone other than the Senior Vice President -- General Counsel or
         his/her authorized representatives.

9.       USE OF FUNDS AND ASSETS -- Lodgian's funds and assets should not be
         used for any unlawful or unauthorized purpose. The payment or receipt
         of bribes, kickbacks, secret commissions, unauthorized gratuities or
         other unethical payments is prohibited. The use of funds for
         non-company purposes is prohibited.

         Assets (both tangible and intangible, including but not limited to
         Lodgian's buildings, property, vehicles, equipment, software, and the
         Lodgian name) should only be used for business activities. Any
         exceptions to this policy on the use of assets should be documented in
         writing and approved by the Senior Vice President -- General Counsel
         prior to the event.

10.      PURCHASING -- In general, all Lodgian purchases should be made strictly
         on the basis of quality, suitability, service, price and efficiency.
         Suppliers should be treated fairly and equitably. It is the policy of
         Lodgian to award orders and contracts on the basis of merit and without
         favoritism. Purchases and contracts with companies owned or controlled
         by associates are allowed as long as the transaction fully complies
         with the conflict of


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                       LODGIAN'S POLICY ON BUSINESS ETHICS


         interest provisions of this policy, receive the prior approval of
         senior management and are entered into upon the same terms and
         conditions available to any other supplier. These purchases must also
         meet all of the specified standards of quality, suitability, service,
         price, and efficiency.

11.      ASSOCIATE EXPENSES -- All associates must comply with the applicable
         Internal Revenue Code (IRC) standards and requirements when reporting
         their authorized travel, entertainment, business and relocation
         expenses. The travel, relocation and other applicable policies are
         designed to ensure compliance with the IRC standards. Associates are
         required to conform to policies when incurring and reporting business
         expenses. Any questions or issues not specifically covered by the
         policies should be referred to the Chief Financial Officer or his/her
         designee prior to the expense(s) being incurred.

12.      GIFTS TO ASSOCIATES -- Gifts to associates from Lodgian are prohibited,
         except as part of a Human Resources-approved associate incentive
         program. The term "gift" may include such items as incentives, money,
         clothing, consumables, entertainment, and merchandise. Senior
         management reserves the exclusive right to grant exceptions to this
         policy if it can be shown that a deviation is both warranted and in the
         best interests of Lodgian. Personal gifts from managers to their
         associates are allowed for special occasions as long as they convey no
         message other than appreciation for work effort and are not paid for
         using Lodgian's funds.

13.      GIFTS TO OUTSIDE PARTIES

         A.       Personal Gift-Giving: Associates are generally not restricted
                  from giving personal gifts to outside parties. A "personal
                  gift" is a gift item that does not belong to Lodgian nor was
                  purchased using company funds. Personal gift-giving is
                  discouraged in those situations where Lodgian has actual or
                  potential business dealings with an individual or
                  organization.

         B.       Company Gift-Giving: Gifts given by Lodgian to an individual
                  using corporate funds or assets must comply with Internal
                  Revenue Policy on gift-giving and must be approved in writing
                  by senior management prior to the conveyance. Any gift that
                  exceeds $500 in value must have the advance written approval
                  of the Chief Executive Officer or the Senior Vice President --
                  General Counsel. Associates should not use their personal
                  funds to circumvent these standards. The Internal Revenue Code
                  policies on gift giving may be obtained from the Senior Vice
                  President -- General Counsel.

         C.       Political Gift-Giving: The giving of gifts by Lodgian either
                  directly or indirectly, including the offering or promising of
                  value to a public official (either domestic or foreign) with
                  intent to influence the public official, or as a result of an
                  official act performed, or to be performed, by the public
                  official is prohibited.

14.      COMMUNICATIONS WITH MANAGEMENT -- Lodgian is committed to keeping the
         lines of communication between associates and management open.
         Significant or sensitive issues (operational, financial, personnel or
         other) facing Lodgian or its associates should be promptly communicated
         to management.

15.      CONTACT AND COMMUNICATION WITH THE MEDIA -- Lodgian will respond in a
         timely, accurate, and appropriate manner to all legitimate requests for
         information from the


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                       LODGIAN'S POLICY ON BUSINESS ETHICS


         media or any other external organization, association, or individual.
         All such requests should be referred to the Chief Operating Officer or
         Chief Executive Officer. Any public announcements to the media or other
         external groups will be made only by designated personnel. Associates
         should be familiar with the Company's crisis policy in the event of an
         emergency.

16.      ADVERTISING AND PROMOTIONS -- Lodgian will not engage in any unfair
         competition or deceptive advertising practices. All claims of fact made
         in advertising should be substantiated by supporting data before they
         are made.

17.      POLITICAL ACTIVITIES

         A.       Domestic: While Lodgian has a significant interest in many
                  governmental issues on a local, state and national level,
                  there are laws that dictate the degree of involvement of the
                  Company and its associates in political activities. Any
                  proposed payments or transactions on behalf of or in the name
                  of Lodgian to any government officials or candidates for
                  public office or for public referendums must be reviewed and
                  approved in writing by the Chief Executive Officer.

         B.       International: Lodgian may make political contributions to
                  candidates and committees in certain foreign countries. Prior
                  to such contributions being made, however, approval of the
                  Senior Vice President -- General Counsel is required.

18.      DISCLOSURE OF CONFIDENTIAL INFORMATION -- As a publicly-owned company,
         Lodgian is subject to strict securities laws regarding the
         dissemination of information about the company to the public. In
         addition, the company's ability to compete depends upon confidential
         information. In addition, release of confidential information without
         authorization could violate a person's right to privacy, cause Lodgian
         to suffer financial loss, or create a potentially embarrassing
         situation. In conversations (business and personal) associates should
         limit disclosures to information which has been publicly released by
         the company and should not disclose to unauthorized persons or entities
         any confidential business information regarding operations, finances,
         guests, or associates. Moreover, Lodgian associates may not make use of
         such information to further personal interests. Unauthorized persons
         and entities could include other associates and non-associates, as well
         as other companies and organizations not specifically authorized to
         receive such information. Only authorized Company personnel (as
         designated by senior management) should release information to the
         public. If there is any question as to whether information should be
         released, consult the Senior Vice President -- General Counsel.

19.      RELATIONS WITH OUTSIDE PARTIES -- Associates may personally accept
         business-related gifts, provided that they are customarily associated
         with ethical business practice and do not place the associate or
         Lodgian under any obligation to the donor. As used in this section,
         business-related gifts are anything of value and include, but are not
         limited to, normal services, cash, merchandise, travel, and
         entertainment. Business-related gifts valued in excess of $500 are
         discouraged, but if received, they must be reported in writing to the
         Senior Vice President -- General Counsel within ten days of receipt.
         If, in the sole discretion of the Senior Vice President -- General
         Counsel, a business gift creates or appears to create a conflict of
         interest, or to any degree impairs the objective business judgment of
         an associate, then the Senior Vice President -- General Counsel
         reserves the sole and exclusive right in the case of a tangible gift to
         claim the gift and the gift shall become the property of Lodgian.



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                       LODGIAN'S POLICY ON BUSINESS ETHICS


20.      ASSOCIATE RELATIONS -- We are committed to a policy of equal
         opportunity and will not tolerate discrimination on the basis of race,
         color, national origin, age, veteran status, disability, gender,
         religion, or any other characteristic protected by law. We will comply
         with all applicable federal, state, and local laws and regulations
         regarding employment practices. We will provide a safe and healthy work
         place for our associates and they will be compensated in a fair and
         equitable manner.

         Lodgian will provide a safe and healthy work place for its associates
         and will compensate its associates fairly and equitably.

         We encourage our associates to work diligently and to deal with our
         guests and suppliers with integrity.

         Each associate should treat other associates in a humane manner without
         regard to race, color, national origin, age, veteran status,
         disability, gender, religion, or any other forms of discrimination.

         Lodgian will provide a work environment that is free of discrimination
         and harassment. Any associate who violates Lodgian's policies will be
         subject to discipline, up to and including termination.

21.      GUEST RELATIONS -- Lodgian will succeed only if we serve our guests
         well. Our guests deserve to be treated courteously without
         discrimination or bias. Our guests have the right to adequate
         information about the prices of the rooms and services we offer to
         enable them to assess the value they are receiving. They deserve
         accurate and unambiguous advertising.

22.      SHAREHOLDER RELATIONS -- Lodgian is owned by shareholders who have
         invested in the Company's stock. We are accountable to them. We are
         obligated to keep them informed concerning matters affecting the
         company. They deserve good corporate governance. A key aspect of our
         corporate governance structure is having our board of directors
         comprised primarily of independent directors who as a result of their
         experience, knowledge and skill can adequately represent the interests
         of shareholders and guide management.

23.      CONFLICTS OF INTEREST -- The term "conflict of interest" refers to any
         circumstance which would cast doubt on an associate's ability to act
         objectively when representing the Company's interest. Associates should
         not use their position or association with Lodgian for their own or
         their family's personal gain and should avoid situations in which their
         personal interests (or those of their family) conflict or overlap, or
         appear to conflict or overlap, with Lodgian's best interests.

         Significant ownership in a firm with which Lodgian does business could
         give rise to a conflict of interest. Where possible, the prior approval
         of Senior Management should be obtained. Moreover, an associate or
         relative may not receive any kickback, bribe, substantial gift, or
         special consideration as a result of any transaction or business
         dealings involving Lodgian.

         Business dealings with outside firms should not result in unusual gains
         for those firms. Unusual gain refers to bribes, special fringe
         benefits, unusual price breaks, and other windfalls designed to
         ultimately benefit either the Company, the associate, or both.



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                       LODGIAN'S POLICY ON BUSINESS ETHICS


         Some examples of situations which could give rise to a conflict of
         interest are given below. These examples do not limit the general scope
         of this policy.

-        Concurrent employment by Lodgian and any other business if such
         employment encroaches materially on time or attention which should be
         devoted to the Company's affairs.

-        Concurrent employment by Lodgian and any other business that is a
         present or potential competitor, customer, supplier of goods or
         services, or contractor of Lodgian or receipt of compensation from any
         such business.

-        Holding of a financial interest in any present or potential competitor,
         customer, supplier, or contractor unless the business or enterprise in
         which the associate holds a financial interest is publicly owned and
         the financial interest constitutes less than 10 percent of the equity
         securities of that business or enterprise.

-        Acceptance of a membership on the Board of Directors or serving as a
         consultant or advisor to any board of any management of a business
         which is a present or potential competitor, customer, supplier, or
         contractor unless approved in writing by the Chief Executive Officer.

-        Engaging in any transaction involving Lodgian from which the associate
         can benefit, financially or otherwise, apart from regular compensation
         received in the usual course of business. This prohibition is intended
         to include lending or borrowing of money, guaranteeing debts, or
         accepting gifts, entertainment, or favors from a present or potential
         competitor, customer, supplier, or contractor.

-        Use or disclosure to a third party of any unpublished information
         obtained by an associate in connection with their employment for
         personal benefit.

-        Commission of any act which is considered illegal under the laws of the
         United States when dealing on behalf of Lodgian.

-        Each potential conflict of interest will be considered individually,
         and the final decision as to the existence of a conflict will be made
         by the Chief Executive Officer.

24.      OWNERSHIP OF COMPUTER RESOURCES AND SOFTWARE -- Computer programs and
         routines that are developed by associates as part of their job
         responsibilities are the property of Lodgian. Lodgian retains all
         rights to such software. Sharing of external files or downloading of
         trademarked information from the internet is prohibited.

         Much of the software utilized at Lodgian is licensed by the vendor for
         use according to specific software licensing agreements. It is
         Lodgian's intention to comply with all requirements of software
         licensing agreements. Unauthorized use, modification, or copying of
         licensed software documentation by associates is prohibited. Software
         that has been illegally copied or altered is not to be used on any
         Lodgian computer equipment.

25.      REPORTING VIOLATIONS OF LODGIAN'S POLICY ON BUSINESS ETHICS -- If
         associates feel that they or another individual has violated this
         policy, the action must be reported immediately to the Senior Vice
         President -- General Counsel. The Senior Vice President -- General
         Counsel will review the issue and either take action directly or
         forward it to the



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                       LODGIAN'S POLICY ON BUSINESS ETHICS


         appropriate party for investigation and ultimate resolution. All
         inquiries will be appropriately investigated with due regard for the
         concerns of all involved, and will be kept as confidential as possible
         given the nature of the situation. The results of significant
         investigations will be communicated to the Chief Executive Officer. The
         Company's whistle-blower policy is available on its website.

         It is Lodgian's intent to protect innocent parties in their reporting
         of violations. Associates who, in good faith, report a suspected
         violation will not be subjected to retaliation as a result of their
         actions. In situations in which the reporting party is personally
         involved in the violation, Lodgian will consider whether some measure
         of leniency in disciplinary actions is appropriate, based on the
         severity of the violation and the level of cooperation provided by the
         associate.

26.      COMPLIANCE AUDITS -- While all associates are expected to abide by the
         provisions of this Policy on Business Ethics, there will be periodic
         reviews made by our auditors and others, when appropriate, to ensure
         that compliance is achieved in all operations.

27.      ACTIONS FOR NON-COMPLIANCE -- All issues of non-compliance with this
         policy will be reviewed and evaluated according to the circumstances
         and severity of the problem. Senior management will take actions as it
         deems appropriate, which can include disciplinary action up to and
         including termination, legal action, and other measures.

28.      SETTING THE TONE AT THE TOP -- The Executive Officers including, but
         not limited to, Chief Executive Officer, Chief Operating Officer, Chief
         Financial Officer and Chief Accounting Officer, as leaders within
         Lodgian, are charged with the additional responsibility to set the tone
         for ethical conduct throughout the Company by complying with the
         following:

         1.       Creating an environment within the Company in which compliance
                  with this Policy on Business Ethics is treated as a serious
                  obligation and policy breaches will be not tolerated.

         2.       Adhering to and promoting the best of corporate governance
                  practices in exercising oversight of the Company. This
                  includes recommending updates to this policy to reflect
                  evolving standards for ethical business operations and the
                  behaviors of associates.

         3.       Educating associates about applicable rules and regulations
                  and monitoring compliance with these requirements.

         4.       Establishing procedures for associates to report possible
                  wrongdoing to senior management.

         5.       Reporting irregularities, deficiencies in the Company's
                  internal controls, and violations to the Audit Committee and
                  the Board of Directors.

29.      FOLLOW-UP -- The Lodgian policy on business ethics must be disseminated
         throughout the company. Managers should encourage associates to discuss
         with them any questions regarding compliance with this policy.
         Associates are encouraged to be candid with management if they believe
         there are violations of this policy, regardless of how insignificant it
         may be.



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                       LODGIAN'S POLICY ON BUSINESS ETHICS


         Managers must review this policy with their associates once per year
         and investigate any indications of unethical conduct with assistance
         from the Senior Vice President -- General Counsel.

         Officers, presidents, vice presidents and persons responsible for
         purchasing goods must provide a written statement each year
         acknowledging their understanding of the code of ethics as it relates
         to them and confirming that they have complied with this policy in the
         conduct of Lodgian's business or indicating the extent to which they
         have not complied with the policy.

         All associates are expected to comply with this policy.































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