##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2002               
                 Commission file number 001-11975

Boykin Lodging Company(Exact Name of Registrant as Specified in Its Charter)

|                                                                                                              |  |                                     
|------------------------------------------------------------------------------------------------------------- |  | ------------------------------------
|Ohio                                                                                                          |  | 34-1824586                          
|                                                                                                              |  |                                     
|(State or Other Jurisdiction of Incorporation or Organization)                                                |  | (I.R.S. Employer Identification No.)
|                                                                                                             
|Guildhall Building, Suite 1500,
45 W. Prospect Avenue
Cleveland, Ohio
(Address of Principal Executive Office) |  | 44115
(Zip Code)                    

(216) 430-1200

Indicate by check mark whether the registrant (1) has filed all reports to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes  No

The number of common shares, without par value, outstanding as of August 2,
2002: 17,255,117





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TABLE OF CONTENTS



|              |                                                                                               |                                                                |  |  |  |  |  | 
|------------- | --------------------------------------------------------------------------------------------- | -------------------------------------------------------------- |  |  |  |  |  | 
|PART I       
|              | ITEM 1. FINANCIAL STATEMENTS                                                                 
|              |                                                                                               | CONSOLIDATED BALANCE SHEETS                                   
|              |                                                                                               | CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
|              |                                                                                               | CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY                
|              |                                                                                               | CONSOLIDATED STATEMENTS OF CASH FLOWS                         
|              |                                                                                               | NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                    
|              | 1. BACKGROUND:                                                                               
|              | 4. MINORITY INTEREST/LIMITED PARTNERSHIP UNITS OUTSTANDING:                                  
|              | ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|              | ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                           
|PART II      
|              | ITEM 1. LEGAL PROCEEDINGS                                                                    
|              | ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS                                            
|              | ITEM 3. DEFAULTS UPON SENIOR SECURITIES                                                      
|              | ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                  
|              | ITEM 5. OTHER INFORMATION                                                                    
|              | ITEM 6. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.                    
|SIGNATURES   
|EXHIBIT INDEX



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##### Table of Contents






PART I




ITEM 1. FINANCIAL STATEMENTS

BOYKIN LODGING COMPANY
INDEX TO FINANCIAL STATEMENTS

|                                                                                                                                     |  |  |   | 
|------------------------------------------------------------------------------------------------------------------------------------ |  |  | - | 
|Consolidated Balance Sheets as of June 30, 2002 (unaudited)
and December 31, 2001                                                    |  |  | 3 | 
|Consolidated Statements of Operations and Comprehensive Income for the Three and Six Months
Ended June 30, 2002 and 2001 (unaudited) |  |  | 4 | 
|Consolidated Statement of Shareholders Equity for the Six Months
Ended June 30, 2002 (unaudited)                                    |  |  | 5 | 
|Consolidated Statements of Cash Flows for the Six Months
Ended June 30, 2002 and 2001 (unaudited)                                    |  |  | 6 | 
|Notes to Consolidated Financial Statements                                                                                           |  |  | 7 | 





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BOYKIN LODGING COMPANY




|                                                                    |                                                                                                                                                                   |                            |         |             |         |              |         |          |         | 
|------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------- | ------- | ----------- | ------- | ------------ | ------- | -------- | ------- | 
|                                                                    |                                                                                                                                                                   |                            |         | (Unaudited) |         |              |         |         
|                                                                    |                                                                                                                                                                   |                            |         | June 30,    |         | December 31,
|                                                                    |                                                                                                                                                                   |                            |         | 2002        |         | 2001        
|                                                                    |                                                                                                                                                                   |                            |         |             |         |             
|ASSETS                                                              |                                                                                                                                                                   |                            |         |             |         |              |         |         
|Investment
in hotel properties                                      |                                                                                                                                                                   | $                          | 625,897 |             |         | $            | 629,203 |         
|                                                                    | Accumulated depreciation                                                                                                                                          |                            |         | (122,714    | )       |              |         | (108,719 | )      
|                                                                    |                                                                                                                                                                   |                            |         |             |         |              |         |         
|Investment in hotel properties, net                                 |                                                                                                                                                                   |                            | 503,183 |             |         |              | 520,484 |         
|Cash and cash equivalents                                           |                                                                                                                                                                   |                            | 23,027  |             |         |              | 3,610   |         
|Restricted cash                                                     |                                                                                                                                                                   |                            | 7,506   |             |         |              | 9,423   |         
|Accounts receivable, net of allowance for doubtful accounts of $319 |                                                                                                                                                                   |                            | 9,333   |             |         |              |        |         
|Receivable from related party related to lease terminations         |                                                                                                                                                                   |                            | 642     |             |         |              | 2,008   |         
|Rent receivable from lessees                                        |                                                                                                                                                                   |                            | 906     |             |         |              | 1,459   |         
|Inventories                                                         |                                                                                                                                                                   |                            | 2,142   |             |         |              |        |         
|Deferred expenses, net                                              |                                                                                                                                                                   |                            | 3,974   |             |         |              | 4,588   |         
|Investment in unconsolidated joint ventures                         |                                                                                                                                                                   |                            | 17,317  |             |         |              | 14,973  |         
|Other assets                                                        |                                                                                                                                                                   |                            | 11,566  |             |         |              | 2,673   |         
|                                                                    |                                                                                                                                                                   |                            |         |             |         |              |         |         
|                                                                    |                                                                                                                                                                   | $                          | 579,596 |             |         | $            | 559,218 |         
|                                                                    |                                                                                                                                                                   |                            |         |             |         |              |         |         
|LIABILITIES AND SHAREHOLDERS EQUITY                                |                                                                                                                                                                   |                            |         |             |         |              |         |         
|Borrowings against credit facility                                  |                                                                                                                                                                   | $                          | 40,000  |             |         | $            | 39,000  |         
|Term notes payable                                                  |                                                                                                                                                                   |                            | 278,922 |             |         |              | 279,971 |         
|Accounts payable and accrued expenses                               |                                                                                                                                                                   |                            | 36,745  |             |         |              | 15,239  |         
|Net liabilities assumed in connection with termination of leases    |                                                                                                                                                                   |                            |        |             |         |              | 3,515   |         
|Due to lessees                                                      |                                                                                                                                                                   |                            | 953     |             |         |              | 496     |         
|Deferred lease revenue                                              |                                                                                                                                                                   |                            | 262     |             |         |              |        |         
|Minority interest in joint ventures                                 |                                                                                                                                                                   |                            | 2,399   |             |         |              | 2,530   |         
|Minority interest in operating partnership                          |                                                                                                                                                                   |                            | 15,704  |             |         |              | 15,821  |         
|SHAREHOLDERS EQUITY:                                               |                                                                                                                                                                   |                            |         |             |         |              |         |         
|                                                                    | Preferred shares, without par value; 10,000,000 shares
authorized; no shares issued and outstanding                                                               |                            |         |            |         |              |         |         |        
|                                                                    | Common shares, without par value; 40,000,000 shares
authorized; 17,249,625 and 17,191,954 shares outstanding
at June 30, 2002 and December 31, 2001, respectively |                            |         |            |         |              |         |         |        
|                                                                    | Additional paid-in capital                                                                                                                                        |                            |         | 313,000     |         |              |         | 312,171  |        
|                                                                    | Distributions in excess of income                                                                                                                                 |                            |         | (104,240    | )       |              |         | (105,193 | )      
|                                                                    | Other comprehensive loss                                                                                                                                          |                            |         | (2,484      | )       |              |         | (2,838   | )      
|                                                                    | Unearned compensation  restricted shares                                                                                                                         |                            |         | (1,665      | )       |              |         | (1,494   | )      
|                                                                    |                                                                                                                                                                   |                            |         |             |         |              |         |         
|                                                                    |                                                                                                                                                                   | Total shareholders equity |         |             | 204,611 |              |         |          | 202,646 | 
|                                                                    |                                                                                                                                                                   |                            |         |             |         |              |         |         
|                                                                    |                                                                                                                                                                   | $                          | 579,596 |             |         | $            | 559,218 |         
|                                                                    |                                                                                                                                                                   |                            |         |             |         |              |         |         

The accompanying notes to consolidated financial statements
are an integral part of these balance sheets.

3



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BOYKIN LODGING COMPANY




|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |        |        |  
|------------------------------------------------------------------------------------------------------------- | ------------------------------------------------- | ---------------------------------------------------------------------------------- | ------ | ------------------ | ------ | ---------------- | ------ | ------ | ------ | ---- | ------ | ------- | ------- | - | ------ | ------ | ------ | -
|                                                                                                              |                                                   |                                                                                    |        | Three Months Ended |        | Six Months Ended
|                                                                                                              |                                                   |                                                                                    |        | June 30,           |        | June 30,        
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                 
|                                                                                                              |                                                   |                                                                                    |        | 2002               |        | 2001             |        | 2002   |        | 2001
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |     
|Revenues:                                                                                                     |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|                                                                                                              | Hotel revenues:                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |        |       
|                                                                                                              |                                                   | Room revenue                                                                       |        | $                  | 43,030 |                  |        | $      | 1,332  |      |        | $       | 80,093  |   |        | $      | 2,250  |  
|                                                                                                              |                                                   | Food and beverage revenue                                                          |        |                    | 19,486 |                  |        |        | 560    |      |        |         | 35,627  |   |        |        | 1,012  |  
|                                                                                                              |                                                   | Other revenue                                                                      |        |                    | 3,951  |                  |        |        | 95     |      |        |         | 6,898   |   |        |        | 163    |  
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|                                                                                                              | Total hotel revenues                              |                                                                                    |        | 66,467             |        |                  |        | 1,987  |        |      |        | 122,618 |         |   |        | 3,425  |       
|                                                                                                              | Lease revenue                                     |                                                                                    |        | 1,385              |        |                  |        | 16,338 |        |      |        | 2,668   |         |   |        | 32,575 |       
|                                                                                                              | Sales of condominium units                        |                                                                                    |        | 445                |        |                  |        |       |        |      |        | 3,675   |         |   |        |       |       
|                                                                                                              | Interest income                                   |                                                                                    |        | 68                 |        |                  |        | 105    |        |      |        | 128     |         |   |        | 254    |       
|                                                                                                              | Other income                                      |                                                                                    |        | 237                |        |                  |        | 200    |        |      |        | 425     |         |   |        | 696    |       
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|                                                                                                              |                                                   | Total revenues                                                                     |        |                    | 68,602 |                  |        |        | 18,630 |      |        |         | 129,514 |   |        |        | 36,950 |  
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|Expenses:                                                                                                     |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|                                                                                                              | Hotel operating expenses:                         |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |        |       
|                                                                                                              |                                                   | Rooms                                                                              |        |                    | 10,004 |                  |        |        | 300    |      |        |         | 19,105  |   |        |        | 548    |  
|                                                                                                              |                                                   | Food and beverage                                                                  |        |                    | 13,063 |                  |        |        | 359    |      |        |         | 24,798  |   |        |        | 668    |  
|                                                                                                              |                                                   | Other direct                                                                       |        |                    | 2,338  |                  |        |        | 44     |      |        |         | 4,174   |   |        |        | 84     |  
|                                                                                                              |                                                   | Indirect                                                                           |        |                    | 19,027 |                  |        |        | 622    |      |        |         | 36,688  |   |        |        | 1,218  |  
|                                                                                                              |                                                   | Management fees                                                                    |        |                    | 2,090  |                  |        |        | 65     |      |        |         | 3,673   |   |        |        | 108    |  
|                                                                                                              | Property taxes, insurance and other               |                                                                                    |        | 3,767              |        |                  |        | 2,781  |        |      |        | 7,568   |         |   |        | 5,506  |       
|                                                                                                              | Cost of sales of condominium units                |                                                                                    |        | 332                |        |                  |        |       |        |      |        | 2,774   |         |   |        |       |       
|                                                                                                              | Real estate related depreciation and amortization |                                                                                    |        | 7,027              |        |                  |        | 7,028  |        |      |        | 14,045  |         |   |        | 14,056 |       
|                                                                                                              | Corporate general and administrative              |                                                                                    |        | 1,720              |        |                  |        | 1,495  |        |      |        | 3,735   |         |   |        | 2,933  |       
|                                                                                                              | Interest expense                                  |                                                                                    |        | 5,078              |        |                  |        | 5,493  |        |      |        | 10,055  |         |   |        | 11,315 |       
|                                                                                                              | Amortization of deferred financing costs          |                                                                                    |        | 520                |        |                  |        | 301    |        |      |        | 1,034   |         |   |        | 601    |       
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|                                                                                                              |                                                   | Total expenses                                                                     |        |                    | 64,966 |                  |        |        | 18,488 |      |        |         | 127,649 |   |        |        | 37,037 |  
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|Equity in income (loss) of unconsolidated joint ventures                                                      |                                                   |                                                                                    | (353   | )                  |        |                  | 618    |        |        |      | (989   | )       |         |   | 444    |       
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|Income before gain on sale of assets, minority interest and one-time effect
of change in accounting principle |                                                   |                                                                                    | 3,283  |                    |        |                  | 760    |        |        |      | 876    |         |         |   | 357    |       
|                                                                                                              |                                                   | Gain on sale of assets                                                             |        |                    |       |                  |        |        |       |      |        |         |        |   |        |        | 240    |  
|                                                                                                              |                                                   | Minority interest in joint ventures                                                |        |                    | (11    | )                |        |        | 428    |      |        |         | (40     | ) |        |        | 408    |  
|                                                                                                              |                                                   | Minority interest in operating partnership                                         |        |                    | (374   | )                |        |        | (16    | )    |        |         | 117     |   |        |        | 75     |  
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|Income before one-time effect of change in accounting principle                                               |                                                   |                                                                                    | 2,898  |                    |        |                  | 1,172  |        |        |      | 953    |         |         |   | 1,080  |       
|                                                                                                              |                                                   | One-time effect of change in accounting principle, net of minority
interest of $32 |        |                    |       |                  |        |        |       |      |        |         |        |   |        |        | (373   | )
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|Net income applicable to common shares                                                                        |                                                   | $                                                                                  | 2,898  |                    |        | $                | 1,172  |        |        | $    | 953    |         |         | $ | 707    |       
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |       
|Change in fair market value of interest rate swap                                                             |                                                   |                                                                                    | (486   | )                  |        |                  | (165   | )      |        |      | 354    |         |         |   | (591   | )     
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |        |        |  
|Comprehensive income                                                                                          |                                                   | $                                                                                  | 2,412  |                    |        | $                | 1,007  |        |        | $    | 1,307  |         |         | $ | 116    |       
|                                                                                                              |                                                   |                                                                                    |        |                    |        |                  |        |        |        |      |        |         |         |   |        |        |        |  
|Income
per share before one-time effect of change in accounting principle
          Basic                     |                                                   | $                                                                                  | 0.17   |                    |        | $                | 0.07   |        |        | $    | 0.06   |         |         | $ | 0.06   |       
|                                                                                                              |                                                   | Diluted                                                                            |        | $                  | 0.17   |                  |        | $      | 0.07   |      |        | $       | 0.05    |   |        | $      | 0.06   |  
|Net
income per share
          Basic                                                                          |                                                   | $                                                                                  | 0.17   |                    |        | $                | 0.07   |        |        | $    | 0.06   |         |         | $ | 0.04   |       
|                                                                                                              |                                                   | Diluted                                                                            |        | $                  | 0.17   |                  |        | $      | 0.07   |      |        | $       | 0.05    |   |        | $      | 0.04   |  
|Weighted
average number of common shares outstanding
          Basic                                          |                                                   |                                                                                    | 17,239 |                    |        |                  | 17,171 |        |        |      | 17,228 |         |         |   | 17,166 |       
|                                                                                                              |                                                   | Diluted                                                                            |        |                    | 17,379 |                  |        |        | 17,234 |      |        |         | 17,336  |   |        |        | 17,217 |  



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BOYKIN LODGING COMPANY




|                             |                                                           |  |               |         |                 |   |                     |      |               |   |                     |     |          |   |        |     |  |   |        |      |   |   |         |      |  
|---------------------------- | --------------------------------------------------------- |  | ------------- | ------- | --------------- | - | ------------------- | ---- | ------------- | - | ------------------- | --- | -------- | - | ------ | --- |  | - | ------ | ---- | - | - | ------- | ---- | -
|                             |                                                           |  |               |         |                 |   | Additional          |      | Distributions |   | Other Comprehensive |     | Unearned |   |        |     | 
|                             |                                                           |  | Common Shares |         | Paid-In Capital |   | In Excess of Income |      | Loss          |   | Compensation        |     | Total   
|                             |                                                           |  |               |         |                 |   |                     |      |               |   |                     |     |         
|Balance at December 31, 2001 |                                                           |  | 17,191,954    |         |                 | $ | 312,171             |      |               | $ | (105,193            | )   |          | $ | (2,838 | )   |  | $ | (1,494 | )    |   | $ | 202,646 |     
|                             | Issuance of common shares,
net of offering expenses
of $2 |  |               | 76,590  |                 |   |                     | 990  |               |   |                     |    |          |   |        |    |  |   |        | (856 | ) |   |         | 134  |  
|                             | Common share purchases for
treasury                       |  |               | (18,919 | )               |   |                     | (161 | )             |   |                     |    |          |   |        |    |  |   |        |     |   |   |         | (161 | )
|                             | Change in fair market value of
interest rate swap         |  |               |        |                 |   |                     |     |               |   |                     |    |          |   |        | 354 |  |   |        |     |   |   |         | 354  |  
|                             | Amortization of unearned
compensation                     |  |               |        |                 |   |                     |     |               |   |                     |    |          |   |        |    |  |   |        | 685  |   |   |         | 685  |  
|                             | Net income                                                |  |               |        |                 |   |                     |     |               |   |                     | 953 |          |   |        |    |  |   |        |     |   |   |         | 953  |  
|                             |                                                           |  |               |         |                 |   |                     |      |               |   |                     |     |          |   |        |     |  |   |        |      |   |   |         |     
|Balance at June 30, 2002     |                                                           |  | 17,249,625    |         |                 | $ | 313,000             |      |               | $ | (104,240            | )   |          | $ | (2,484 | )   |  | $ | (1,665 | )    |   | $ | 204,611 |     
|                             |                                                           |  |               |         |                 |   |                     |      |               |   |                     |     |          |   |        |     |  |   |        |      |   |   |         |     

The accompanying notes to consolidated financial statements
are an integral part of this statement.

5



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BOYKIN LODGING COMPANY




|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |         |        |        |  
|--------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------- | ------------------------------------- | ------ | ------ | ------ | ------- | ------- | ------ | ------ | -
|                                                          |                                                                                                                                          |                                                                        |                                       |        | 2002   |        | 2001   
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |        
|Cash flows from operating activities:                     |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|                                                          | Net income                                                                                                                               |                                                                        | $                                     | 953    |        |        | $       | 707     |       
|                                                          | Adjustments
to reconcile net income to net cash flow provided
by operating activities-
One-time effect of change in accounting principle |                                                                        |                                       |       |        |        |         | 373     |       
|                                                          |                                                                                                                                          | Gain on sale of assets                                                 |                                       |        |       |        |         |         | (240   | )     
|                                                          |                                                                                                                                          | Income from sales of condominium units                                 |                                       |        | (901   | )      |         |         |       |       
|                                                          |                                                                                                                                          | Depreciation and amortization                                          |                                       |        | 15,079 |        |         |         | 14,657 |       
|                                                          |                                                                                                                                          | Amortization of unearned compensation                                  |                                       |        | 685    |        |         |         | 293    |       
|                                                          |                                                                                                                                          | Equity in (income) loss of unconsolidated joint ventures               |                                       |        | 989    |        |         |         | (444   | )     
|                                                          |                                                                                                                                          | Deferred lease revenue                                                 |                                       |        | 262    |        |         |         | 7,825  |       
|                                                          |                                                                                                                                          | Minority interests                                                     |                                       |        | (77    | )      |         |         | (483   | )     
|                                                          |                                                                                                                                          | Changes
in assets and liabilities-
Accounts receivable and inventories |                                       |        | 390    |        |         |         |       |       
|                                                          |                                                                                                                                          |                                                                        | Restricted cash                       |        |        | 1,917  |         |         |        | (613   | )
|                                                          |                                                                                                                                          |                                                                        | Accounts payable and accrued expenses |        |        | (1,387 | )       |         |        | 2,736  |  
|                                                          |                                                                                                                                          |                                                                        | Amounts due from/to lessees           |        |        | 2,376  |         |         |        | (4,558 | )
|                                                          |                                                                                                                                          |                                                                        | Other                                 |        |        | (505   | )       |         |        | (1,208 | )
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |         |       
|Net cash flow provided by operating activities            |                                                                                                                                          |                                                                        | 19,781                                |        |        |        | 19,045  |        
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|Cash flows from investing activities:                     |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|                                                          | Cash assumed in connection with termination of leases                                                                                    |                                                                        |                                       | 5,765  |        |        |         |        |       
|                                                          | Investment in unconsolidated joint ventures                                                                                              |                                                                        |                                       | (3,500 | )      |        |         | (479    | )     
|                                                          | Distributions received from unconsolidated joint ventures                                                                                |                                                                        |                                       | 148    |        |        |         | 161     |       
|                                                          | Improvements and additions to hotel properties, net                                                                                      |                                                                        |                                       | (5,540 | )      |        |         | (12,127 | )     
|                                                          | Net proceeds from sales of condominium units                                                                                             |                                                                        |                                       | 3,455  |        |        |         |        |       
|                                                          | Net proceeds from sale of asset                                                                                                          |                                                                        |                                       |       |        |        |         | 12,374  |       
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|Net cash flow provided by (used for) investing activities |                                                                                                                                          |                                                                        | 328                                   |        |        |        | (232    | )      
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|Cash flows from financing activities:                     |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|                                                          | Payments of dividends and distributions                                                                                                  |                                                                        |                                       |       |        |        |         | (13,604 | )     
|                                                          | Net borrowings (repayments) against credit facility                                                                                      |                                                                        |                                       | 1,000  |        |        |         | (5,500  | )     
|                                                          | Repayment of term note payable                                                                                                           |                                                                        |                                       | (1,049 | )      |        |         | (979    | )     
|                                                          | Payment of deferred financing costs                                                                                                      |                                                                        |                                       | (445   | )      |        |         |        |       
|                                                          | Net proceeds from issuance of common shares                                                                                              |                                                                        |                                       | 134    |        |        |         | 127     |       
|                                                          | Cash payment for common share purchases                                                                                                  |                                                                        |                                       | (161   | )      |        |         |        |       
|                                                          | Distributions to joint venture minority interest partners, net                                                                           |                                                                        |                                       | (171   | )      |        |         | (320    | )     
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|Net cash flow used for financing activities               |                                                                                                                                          |                                                                        | (692                                  | )      |        |        | (20,115 | )      
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|Net change in cash and cash equivalents                   |                                                                                                                                          |                                                                        | 19,417                                |        |        |        | (1,302  | )      
|Cash and cash equivalents, beginning of period            |                                                                                                                                          |                                                                        | 3,610                                 |        |        |        | 4,175   |        
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        
|Cash and cash equivalents, end of period                  |                                                                                                                                          | $                                                                      | 23,027                                |        |        | $      | 2,873   |        
|                                                          |                                                                                                                                          |                                                                        |                                       |        |        |        |         |        

The accompanying notes to consolidated financial statements
are an integral part of these statements.

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BOYKIN LODGING COMPANY







1. BACKGROUND:

Boykin Lodging Company (Boykin), an Ohio corporation, is a real estate
investment trust (REIT) that owns hotels throughout the United States. As of
June 30, 2002, Boykin owned interests in 33 hotels containing a total of 9,257
guest rooms located in 19 states.

Formation and Significant Events

Boykin was formed and completed an initial public offering (IPO) in 1996
to continue and expand the over 40-year history of hotel ownership,
acquisition, redevelopment and repositioning activities of its predecessors,
Boykin Management Company and its affiliates. Boykin Hotel Properties, L.P.,
an Ohio limited partnership (the Partnership), is the operating partnership
that transacts business and holds the direct and indirect ownership interest in
Boykins hotels. As of June 30, 2002, Boykin had an 85.0% ownership interest
in and is the sole general partner of the Partnership.

Since the IPO, Boykin has expanded its hotel portfolio by using capital
raised through a combination of common share issuances, various debt
financings, capital from strategic joint venture partners and cash flow
generated from operations.

Taxable REIT Subsidiary

The Work Incentives Improvement Act of 1999 (REIT Modernization Act)
amended the tax laws to permit REITs, like Boykin, to lease hotels to a
subsidiary that qualifies as a taxable REIT subsidiary (TRS) as long as the
TRS engages an independent hotel management company to operate those hotels
under a management contract. Boykin implemented this structure for the
properties previously leased to Boykin Management Company Limited Liability
Company (BMC) and certain of its subsidiaries and Meristar Hotels and
Resorts, Inc. (Meristar) effective January 1, 2002. Subsequent to these
transactions, all but two of the 33 hotel properties Boykin owns an interest in
are operated under the TRS structure.

The transaction
included the Partnerships acquisition of 16 subsidiaries of BMC. The Partnership acquired these entities, whose primary
assets were leasehold interests in 25 hotel properties owned by the
Partnership, and certain working capital assets and liabilities of those
hotels, for consideration comprised of 1,427,142 limited partnership units
valued at $11.4 million (based upon the average closing price of the common
shares for the five-day period prior to the closing of the transaction), and
the assumption of $1.6 million of working capital liabilities in excess of
assets relating to Westboy LLC (Westboy), one of the subsidiaries. The
Partnership then contributed the acquired subsidiaries to Bellboy, Inc.
(Bellboy), a wholly owned subsidiary of the Partnership. Bellboy has elected
to be treated as a TRS.

Effective December 31, 2001, Boykin terminated percentage lease agreements
with affiliates of Meristar for two hotel properties owned by Boykin. These
hotel properties were subsequently leased to subsidiaries of Bellboy. A Meristar
affiliate also assigned a percentage lease agreement for a third hotel property
Boykin owns to a subsidiary of Bellboy.

Effective January 1, 2002, Boykin entered into new management agreements
with BMC to operate 15 of the hotels previously leased to BMC and with Meristar
to operate the three hotels previously leased to them. The BMC Management
Agreements have terms of three to nine years, but are cancelable by Boykin
without penalty upon 90 days notice. The Meristar management agreements have
terms of five to six years, and are also cancelable by Boykin without penalty
upon 90 days notice.

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Westboy is party to an existing long-term
management agreement with a subsidiary of Hilton Hotels Corporation
(Hilton) to operate ten Doubletree branded hotels. This management agreement has a remaining
term of ten years and Hilton has ten successive options to extend the term by
five years each. Except with respect to the three Doubletree hotels located in
the state of Washington, the agreement with Hilton may not be terminated
without penalty.

As a result of the TRS transactions discussed above, the consolidated
financial statements for 2002 and going forward include the operating results
of the consolidated hotels operated by BMC, Hilton and Meristar. Previously,
revenues were derived primarily from lease payments which were made out of the
net operating income of the properties; now revenues are generated from total
revenues from the properties with the related operating expenses also being
reported.

Consolidated Joint Ventures

Boykin currently has strategic alliances with three hotel operators and
owns three hotels with them through joint venture structures. These properties
are managed by their respective joint venture partner. The following table
sets forth the joint ventures established with these hotel operators:

|                       |  |            |  |            |    |                  |  |                                 |   |   |  |                                         |  |  |  | 
|---------------------- |  | ---------- |  | ---------- | -- | ---------------- |  | ------------------------------- | - | - |  | --------------------------------------- |  |  |  | 
|                       |  |            |  |            |    | Boykin Ownership |  | JV Partner Ownership            |   |   |  |                                        
|Name of Joint Venture  |  | JV Partner |  | Percentage |    | Percentage       |  | Hotel Owned Under Joint Venture
|                       |  |            |  |            |    |                  |  |                                
|BoyStar Ventures, L.P. |  | Meristar   |  |            | 91 | %                |  |                                 | 9 | % |  | Holiday Inn Minneapolis West           
|Shawan Road Hotel L.P. |  | Davidson   |  |            | 91 | %                |  |                                 | 9 | % |  | Marriott's Hunt Valley Inn             
|Boykin San Diego LLC   |  | Outrigger  |  |            | 91 | %                |  |                                 | 9 | % |  | Hampton Inn San Diego Airport/Sea World

Unconsolidated Joint Ventures

Boykin currently has a 25% ownership interest in a joint venture with AEW
Partners III, L.P. (AEW), an investment partnership managed by AEW Capital
Management, L.P., a Boston-based real estate investment firm. The Boykin/AEW
venture has a 75% ownership interest in Boykin Chicago, LLC, which owns a hotel
in downtown Chicago. Boykin owns the remaining 25% ownership interest in
Boykin Chicago, LLC thereby resulting in Boykins total ownership percentage in
the hotel of 43.75%.

In July 2001, Boykin formed a joint venture with Concord Hospitality
Enterprises (Concord), a privately owned hotel investment and management
company based in Cleveland, Ohio. Boykin has a 50% ownership interest in the
joint venture, which acquired a 227-room full-service hotel in Lyndhurst, New
Jersey.

Because of the non-controlling nature of Boykins ownership interests in
these joint ventures, Boykin accounts for these investments using the equity
method.

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The following table sets forth the total assets and liabilities of the
unconsolidated joint ventures discussed above as of June 30, 2002 and December
31, 2001:

|               |                              |   |               |        |                   |   |        |        | 
|-------------- | ---------------------------- | - | ------------- | ------ | ----------------- | - | ------ | ------ | 
|               |                              |   | June 30, 2002 |        | December 31, 2001
|               |                              |   |               |        |                  
|Boykin/AEW     |                              |   |               |        |                   |   |        |       
|Total assets   |                              | $ | 66,287        |        |                   | $ | 57,556 |       
|               |                              |   |               |        |                   |   |        |       
|               | Mortgage note payable        |   |               | 30,000 |                   |   |        | 30,000 | 
|               | Other liabilities            |   |               | 13,306 |                   |   |        | 8,895  | 
|               | Equity                       |   |               | 22,981 |                   |   |        | 18,661 | 
|               |                              |   |               |        |                   |   |        |       
|               | Total liabilities and equity |   | $             | 66,287 |                   |   | $      | 57,556 | 
|               |                              |   |               |        |                   |   |        |       
|Boykin/Concord |                              |   |               |        |                   |   |        |       
|Total assets   |                              | $ | 24,250        |        |                   | $ | 21,463 |       
|               |                              |   |               |        |                   |   |        |       
|               | Mortgage note payable        |   |               | 17,250 |                   |   |        | 13,105 | 
|               | Other liabilities            |   |               | 603    |                   |   |        | 1,643  | 
|               | Equity                       |   |               | 6,397  |                   |   |        | 6,715  | 
|               |                              |   |               |        |                   |   |        |       
|               | Total liabilities and equity |   | $             | 24,250 |                   |   | $      | 21,463 | 
|               |                              |   |               |        |                   |   |        |       

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Basis of Presentation

The separate financial statements of Boykin, the Partnership, Bellboy and
the consolidated joint ventures discussed above are consolidated because Boykin
exercises unilateral control over these entities. All significant intercompany
transactions and balances have been eliminated.

These financial statements have been prepared in accordance with generally
accepted accounting principles for interim financial information and with the
instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the
opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the six-month period ended June 30, 2002 are not
necessarily indicative of the results that may be expected for the year ending
December 31, 2002. The operations of the hotels have historically been
seasonal. Twenty-nine hotels historically maintained higher occupancy rates
during the second and third quarters while the four hotels located in Florida
have historically experienced their highest occupancy in the first quarter.
For further information, refer to the consolidated financial statements and
footnotes thereto included in Boykins annual report on Form 10-K for the year
ended December 31, 2001.

Inventories

Inventories consisting primarily of food and beverages and gift store
merchandise are stated at the lower of first-in, first-out cost or market.

Revenue Recognition



| |  | Hotel revenues Hotel revenues including room, food, beverage and other
hotel revenues, are recognized as earned. Ongoing credit evaluations are
performed and an allowance for potential credit losses is provided
against the portion of accounts receivable that is estimated to be
uncollectible.
| |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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| |  | Lease revenue Actual payments due from tenants under the percentage
leases were $1,628 and $20,860 for the three months ended June 30, 2002
and 2001, respectively. However, under the Securities and Exchange
Commission Staff Accounting Bulletin (SAB) No. 101 Revenue Recognition
in Financial Statements, percentage lease revenue is recorded net of
deferred lease revenue of $243 and $4,522 for the three months ended June
30, 2002 and 2001, respectively. Actual payments due from tenants under
the percentage leases were $2,930 and $40,400 for the six months ended
June 30, 2002 and 2001, respectively. Percentage lease revenue is
recorded net of deferred lease revenue of $262 and $7,825 for 2002 and
2001, respectively. Under the provisions of SAB No. 101, a portion of
Boykins percentage lease revenues are deferred in the first, second and
third quarters, and will be recognized in the fourth quarter as specified
targets are achieved. SAB No. 101 has no impact on Boykins interim cash
flow or year-ended results of operations.
| |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Sale of Condominium Units

During 2001, Boykin completed a $2,700 renovation of a 60-unit tower at
the Pink Shell Beach Resort in Ft. Myers Beach, Florida. These renovated
studio units are being sold as Sanibel View Villas Condominiums, with the
expectation that the unit owners will make their units available by
contract for rental as hotel rooms. The revenue related to the sale of
the units is recorded upon closing of the sale. Through June 30, 2002,
17 of these units have sold, netting revenues in excess of the renovation
cost of the entire project. The cost basis of the unsold units as of
June 30, 2002 of $6,459 is reflected in the consolidated balance sheets
as other assets.

Fair Value of Financial Instruments

Effective January 1, 2001 Boykin adopted the provisions of Statement of
Financial Accounting Standards (SFAS) No. 133 Accounting for Derivative
Instruments and Hedging Activities. This statement requires companies to carry
all derivative instruments, including embedded derivatives, in the balance
sheet at fair value. The accounting for changes in the fair value of a
derivative instrument depends on whether it has been designated and qualifies
as part of a hedging relationship and, if so, on the reason for holding it.
For financial reporting purposes, the change in market value of the effective
portion of the hedge flows through the other comprehensive income component of
equity. All other changes will flow through earnings.

The impact of adopting SFAS No. 133 was the recognition of an unrealized
loss of $373, net of minority interest of $32, related to Boykins existing
interest rate cap, which is reflected as a one-time effect of a change in
accounting principle in Boykins statement of operations and comprehensive
income for the six months ended June 30, 2001. The interest rate cap is with a
third party and is valued at $2 at June 30, 2002 based upon estimated market
valuations. Changes in the fair value of the interest rate cap are recorded
through the statement of operations.

In March 2001, Boykin entered into an interest rate swap that fixes the
overall interest rate at 7.32% on $83,000 of debt. The estimated fair market
value of the swap as of June 30, 2002 is reflected as other comprehensive loss
of $2,484 in shareholders equity, with a corresponding liability in the
accompanying balance sheet. In connection with the execution of this swap
contract, Boykin wrote an option contract (reverse cap contract) until July
2003 with a notional balance of $83,000 and a LIBOR based strike price of
7.90%, obligating Boykin as the floating rate counterparty. This contract is
with a third party and was valued in a payable position of $2 at June 30, 2002
with changes in the contracts fair value recorded in the statement of
operations.

New Accounting Pronouncements

Effective January 1, 2002, Boykin adopted the provisions of Statement of
Financial Accounting Standards (SFAS) No. 144, Accounting for the Impairment or
Disposal of Long-Lived Assets.  As of June 30, 2002, SFAS
No. 144 had
no impact on the accompanying financial statements.

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Reclassifications

Certain reclassifications have been made to the prior year financial
statements to conform with the current year presentation.

3.     EARNINGS PER SHARE:

Boykins basic and diluted earnings per share for the three and six months
ended June 30, 2002 and 2001 are computed under the provisions of SFAS No. 128,
Earnings per Share. Basic earnings per share is based on the weighted
average number of common shares outstanding during the period whereas diluted
earnings per share adjusts the weighted average shares outstanding for the
effect of all dilutive securities. For the three and six months ended June 30,
2002 and 2001, the weighted average basic and diluted common shares outstanding
was as follows:

|               |         |  |                    |            |                  |  |      |            |      |  |  |            |  |  |  |            | 
|-------------- | ------- |  | ------------------ | ---------- | ---------------- |  | ---- | ---------- | ---- |  |  | ---------- |  |  |  | ---------- | 
|               |         |  | Three Months Ended |            | Six Months Ended
|               |         |  | June 30,           |            | June 30,        
|               |         |  |                    |            |                 
|               |         |  | 2002               |            | 2001             |  | 2002 |            | 2001
|               |         |  |                    |            |                  |  |      |            |     
|Common shares: |         |  |                    |            |                  |  |      |            |      |  |  |            |  |  |  |           
|               | Basic   |  |                    | 17,238,623 |                  |  |      | 17,170,972 |      |  |  | 17,228,490 |  |  |  | 17,166,204 | 
|               | Diluted |  |                    | 17,378,826 |                  |  |      | 17,234,270 |      |  |  | 17,335,987 |  |  |  | 17,217,068 | 




4. MINORITY INTEREST/LIMITED PARTNERSHIP UNITS OUTSTANDING:

A total of 2,718,256 and 1,291,114 limited partnership units were issued
and outstanding at June 30, 2002 and 2001, respectively. The weighted average
number of limited partnership units outstanding for the three and six month
periods ended June 30, 2002 and 2001 were 2,718,256 and 1,291,114,
respectively. For the three and six months ended June 30, 2002 and 2001, the
weighted average basic and diluted common shares and limited partnership units
outstanding was as follows:

|                                             |         |  |                    |            |                  |  |      |            |      |  |  |            |  |  |  |            | 
|-------------------------------------------- | ------- |  | ------------------ | ---------- | ---------------- |  | ---- | ---------- | ---- |  |  | ---------- |  |  |  | ---------- | 
|                                             |         |  | Three Months Ended |            | Six Months Ended
|                                             |         |  | June 30,           |            | June 30,        
|                                             |         |  |                    |            |                 
|                                             |         |  | 2002               |            | 2001             |  | 2002 |            | 2001
|                                             |         |  |                    |            |                  |  |      |            |     
|Common shares and limited partnership units: |         |  |                    |            |                  |  |      |            |      |  |  |            |  |  |  |           
|                                             | Basic   |  |                    | 19,956,879 |                  |  |      | 18,462,086 |      |  |  | 19,946,746 |  |  |  | 18,457,318 | 
|                                             | Diluted |  |                    | 20,097,082 |                  |  |      | 18,525,384 |      |  |  | 20,054,243 |  |  |  | 18,508,182 | 

5. INTERCOMPANY CONVERTIBLE NOTE:

In 1996, Boykin loaned $40,000 to the Partnership in exchange for an
intercompany convertible note. The terms of the note have been renewed to
extend the maturity date to November 2006 and, effective November 2001, amended
the interest rate to 8.05%, payable quarterly. The note may be prepaid in
full, but not in part, at any time. Boykin has the right to convert the note,
prior to maturity and in advance of any proposed prepayment by the Partnership,
into additional equity interests in the Partnership at $20 per share. The note
is secured by mortgages on certain hotel properties. The note and related
interest are eliminated upon consolidation.

6. CREDIT FACILITY:

In March 2002, Boykin negotiated new terms to its secured credit facility
which enables Boykin to borrow up to $65,000, subject to borrowing base and
loan-to-value limitations, at a rate that ranges between LIBOR plus 2.25% to
4.00% (5.38% as of June 30, 2002), as defined. Boykin is required to pay a
..25% fee on

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the unused portion of the credit facility. The facility expires in
July 2003 and contains a one-year extension option, subject to certain
approvals. The credit facility is secured by seven hotel properties.
Outstanding borrowings against the credit facility at June 30, 2002 and
December 31, 2001 were $40,000 and $39,000, respectively.

The credit facility requires Boykin, among other things, to maintain a
minimum net worth, a coverage ratio of EBITDA to debt service, a coverage ratio
of EBITDA to debt service and fixed charges and a maximum leverage ratio.
Further, Boykin is required to maintain the franchise agreement at each hotel
and to maintain its REIT status. Boykin was in compliance with its covenants
at June 30, 2002.

7. TERM NOTES PAYABLE:

Red Lion Inns Operating L.P. (OLP), a wholly-owned subsidiary of the
Partnership, has a $130,000 term loan agreement that expires in June 2023 and
may be prepaid without penalty after May 21, 2008. The
outstanding balance as of June 30, 2002 was $125,922. The loan bears interest at
a fixed rate of 6.9% until May 2008, and at a new fixed rate to be determined
thereafter. The loan is secured by ten Doubletree hotels and requires
principal repayments based on a 25-year amortization schedule. Under covenants
in the loan agreement, assets of OLP are not available to pay the creditors of
any other Boykin entity, except to the extent of permitted cash distributions
from OLP to Boykin. Likewise, the assets of other Boykin entities are not
available to pay the creditors of OLP. The loan agreement also requires OLP to
hold funds in escrow for the payment of capital expenditures, insurance and
real estate taxes. The term note also requires OLP to maintain certain
financial reporting requirements. OLP was in compliance with these requirements
at June 30, 2002 and December 31, 2001.

In March 2002, Boykin renegotiated the terms of the $45,000 term loan
agreement that expires in October 2002, with the option of an extension to July
2003. The loan is secured by three hotel properties and bears interest at a
rate that fluctuates at LIBOR plus 2.00% to 4.00% (5.35% at June 30, 2002). The
loan agreement requires Boykin, among other things, to maintain a minimum net
worth, a coverage ratio of EBITDA to debt service and fixed charges, and to
maintain a leverage ratio below a specified level. Boykin is required to
maintain the franchise agreement at each hotel and to maintain its REIT status.
Boykin was in compliance with its covenants at June 30, 2002.

Boykin Holding, LLC (BHC), a wholly-owned subsidiary of the Partnership,
has a $108,000 term loan agreement. The loan matures in July 2003 and contains
two one-year extension options. The loan is secured by nine hotel properties
and bears interest at a rate that fluctuates at LIBOR plus 2.35% (4.19% at June
30, 2002). Under covenants in the loan agreement, assets of BHC are not
available to pay the creditors of any other Boykin entity, except to the extent
of permitted cash distributions from BHC to Boykin. Likewise, the assets of
other entities are not available to pay the creditors of BHC. The loan
agreement also requires BHC to hold funds in escrow for the payment of capital
expenditures, insurance and real estate taxes and requires BHC to maintain
certain financial reporting requirements. BHC was in compliance with these
requirements at June 30, 2002 and December 31, 2001.

In March 2001, the Partnership entered into an interest rate swap, which
fixes the overall interest rate at 7.32% on $83,000 of debt designated to BHCs
$108,000 term note until July 2003. BHC also has interest rate protection on
the remaining $25,000 to cap the overall loan interest rate at no more than
10.25%.

Maturities of long-term debt at June 30, 2002 are as follows:

|                    |  |   |         |  |  |  |  |  |  |  |  |  |  |  |  | 
|------------------- |  | - | ------- |  |  |  |  |  |  |  |  |  |  |  |  | 
|2002                |  | $ | 46,062  | 
|2003                |  |   | 110,264 | 
|2004                |  |   | 2,402   | 
|2005                |  |   | 2,601   | 
|2006                |  |   | 2,788   | 
|2007 and thereafter |  |   | 114,805 | 
|                    |  |   |         | 
|                    |  | $ | 278,922 | 
|                    |  |   |         | 

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8. RELATED PARTY TRANSACTIONS:

The Chairman and Chief Executive Officer of Boykin is the majority
shareholder of BMC. BMC and Westboy LLC, previously a subsidiary of BMC, were a
significant source of Boykins percentage lease revenue through December 31,
2001. As of December 31, 2001, Boykin had rent receivable of $1,118 due from
related party lessees. As of December 31, 2001, Boykin had related party
payables to BMC of $90 primarily for the reimbursement of capital expenditure
costs incurred on behalf of Boykin. Boykin paid a $1,600 lease termination fee
to BMC related to the sale of the Daytona Beach Radisson Resort in January
2001.

As a result of the TRS transaction discussed in Note 1, Boykin acquired 16
subsidiaries of BMC whose primary assets were leasehold interests in 25 hotel
properties owned by Boykin. At December 31, 2001, Boykin had recorded a
receivable from BMC of $2,008 for the net working capital assets of the
subsidiaries acquired. As of June 30, 2002, $642 of the receivable remains
outstanding.

Also in conjunction with the TRS transaction, effective January 1, 2002,
BMC manages 15 of the properties in which Boykin owns interest. Management
fees earned by BMC related to these hotels during the three and six month
periods ended June 30, 2002 totaled $1,208 and $2,057, respectively. As of
June 30, 2002, Boykin had related party payables to BMC of $573 primarily
related to management fees and reimbursements of expenses on behalf of the
hotel properties. During 2001, a subsidiary of BMC managed the Radisson Hotel
Mt. Laurel pursuant to a management agreement. Boykin paid the BMC subsidiary
management fees of $60 and $103, respectively, for the three and six months
periods ending June 30, 2001.

Through June 30, 2002, Boykin paid a wholly-owned subsidiary of BMC $138
and $5, respectively, for design and project management services related to
capital improvements at its hotels. During 2001, the subsidiary sold a portion
of its business to an unrelated third party. A portion of the sales price is
contingent upon future revenues of the business, including revenues from
Boykin.

9. STATEMENT OF CASH FLOWS, SUPPLEMENTAL DISCLOSURES:

During the six-month period ended June 30, 2001, there was $6,814 of
dividends and Partnership distributions which were declared but not paid as of
June 30, 2001. As of June 30, 2002, there were no dividends or Partnership
distributions that were declared but not paid.

Interest paid during the six-month periods ended June 30, 2002 and 2001
was $10,148 and $11,172, respectively.

In the first half of 2002, Boykin issued 98,170 common shares, valued at
$856 under Boykins Long-Term Incentive Plan.

10. INCOME TAXES

Effective January 1, 2002, Bellboy elected to be treated as a TRS of the
Partnership and as such, is subject to federal and state income taxes. Bellboy
accounts for income taxes in accordance with the provisions of SFAS No. 109,
Accounting for Income Taxes. As of June 30, 2002, Bellboy has a deferred tax
asset of approximately $1.0 million, prior to any valuation allowance, related
to the assumption of the retained deficit of Westboy as well as the operating
losses of Bellboy and its subsidiaries during the six month period then ended.
Boykin has recorded a 100% valuation allowance against this asset due to the
uncertainty of realization of the deferred tax asset and therefore, no
provision or benefit from income taxes is reflected in the accompanying
consolidated statements of operations.

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11. PRO FORMA FINANCIAL INFORMATION (UNAUDITED)

The following unaudited pro forma information for the three and six months
ended June 30, 2001 is presented as if the following transactions had occurred
as of January 1, 2001:



| |  |  | acquisition of lessees from BMC;                                                                                                                                                                                   
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | the issuance of 1,427,142 Partnership units to a BMC subsidiary;                                                                                                                                                   
|
| |  |  | entering into the BMC management agreements;                                                                                                                                                                       
|
| |  |  | termination/assignment of Meristar leases;                                                                                                                                                                         
|
| |  |  | entering into the Meristar management agreements; and                                                                                                                                                              
|
| |  |  | termination of the percentage lease for a hotel in
Chicago, Illinois owned by an unconsolidated joint venture, and a
new TRS owned by that joint venture entering into a management
contract with a BMC subsidiary.

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|                                                                                                              |         |                                                   |                           |        |                    |        |                  |        |         |         | 
|------------------------------------------------------------------------------------------------------------- | ------- | ------------------------------------------------- | ------------------------- | ------ | ------------------ | ------ | ---------------- | ------ | ------- | ------- | 
|                                                                                                              |         |                                                   |                           |        | (unaudited)       
|                                                                                                              |         |                                                   |                           |        | Pro forma         
|                                                                                                              |         |                                                   |                           |        |                   
|                                                                                                              |         |                                                   |                           |        | Three Months Ended |        | Six Months Ended
|                                                                                                              |         |                                                   |                           |        | June 30, 2001      |        | June 30, 2001   
|                                                                                                              |         |                                                   |                           |        |                    |        |                 
|Revenues:                                                                                                     |         |                                                   |                           |        |                    |        |                  |       
|                                                                                                              |         | Hotel revenues:                                   |                           |        |                    |        |                  |        |         |        
|                                                                                                              |         |                                                   | Room revenue              |        | $                  | 46,470 |                  |        | $       | 89,545  | 
|                                                                                                              |         |                                                   | Food and beverage revenue |        |                    | 20,239 |                  |        |         | 38,310  | 
|                                                                                                              |         |                                                   | Other revenue             |        |                    | 4,242  |                  |        |         | 7,622   | 
|                                                                                                              |         |                                                   |                           |        |                    |        |                  |       
|                                                                                                              |         | Total hotel revenues                              |                           |        | 70,951             |        |                  |        | 135,477 |        
|                                                                                                              |         | Lease revenue                                     |                           |        | 1,117              |        |                  |        | 2,404   |        
|                                                                                                              |         | Interest income                                   |                           |        | 158                |        |                  |        | 384     |        
|                                                                                                              |         | Other income                                      |                           |        | 200                |        |                  |        | 696     |        
|                                                                                                              |         |                                                   |                           |        |                    |        |                  |       
|                                                                                                              |         |                                                   | Total revenues            |        |                    | 72,426 |                  |        |         | 138,961 | 
|                                                                                                              |         |                                                   |                           |        |                    |        |                  |       
|Expenses:                                                                                                     |         |                                                   |                           |        |                    |        |                  |       
|                                                                                                              |         | Hotel operating expenses:                         |                           |        |                    |        |                  |        |         |        
|                                                                                                              |         |                                                   | Rooms                     |        |                    | 11,259 |                  |        |         | 22,021  | 
|                                                                                                              |         |                                                   | Food and beverage         |        |                    | 13,875 |                  |        |         | 26,844  | 
|                                                                                                              |         |                                                   | Other direct              |        |                    | 2,379  |                  |        |         | 4,283   | 
|                                                                                                              |         |                                                   | Indirect                  |        |                    | 18,766 |                  |        |         | 38,270  | 
|                                                                                                              |         |                                                   | Management fees           |        |                    | 3,220  |                  |        |         | 6,016   | 
|                                                                                                              |         | Property taxes, insurance and other               |                           |        | 3,555              |        |                  |        | 7,032   |        
|                                                                                                              |         | Real estate related depreciation and amortization |                           |        | 7,028              |        |                  |        | 14,056  |        
|                                                                                                              |         | Corporate general and administrative              |                           |        | 1,495              |        |                  |        | 2,933   |        
|                                                                                                              |         | Interest expense                                  |                           |        | 5,493              |        |                  |        | 11,315  |        
|                                                                                                              |         | Amortization of deferred financing costs          |                           |        | 301                |        |                  |        | 601     |        
|                                                                                                              |         |                                                   |                           |        |                    |        |                  |       
|                                                                                                              |         |                                                   | Total expenses            |        |                    | 67,371 |                  |        |         | 133,371 | 
|                                                                                                              |         |                                                   |                           |        |                    |        |                  |       
|Equity in income of unconsolidated joint ventures                                                             |         |                                                   | 432                       |        |                    |        | 114              |       
|                                                                                                              |         |                                                   |                           |        |                    |        |                  |       
|Income before gain on sale of assets, minority interest and
one-time effect of change in accounting principle |         |                                                   | 5,487                     |        |                    |        | 5,704            |       
|                                                                                                              |         | Gain on sale of assets                            |                           |        |                   |        |                  |        | 240     |        
|                                                                                                              |         | Minority interest in joint ventures               |                           |        | 428                |        |                  |        | 408     |        
|                                                                                                              |         | Minority interest in operating partnership        |                           |        | (899               | )      |                  |        | (965    | )      
|                                                                                                              |         |                                                   |                           |        |                    |        |                  |       
|Income before one-time effect of change in accounting principle                                               |         | $                                                 | 5,016                     |        |                    | $      | 5,387            |       
|                                                                                                              |         |                                                   |                           |        |                    |        |                  |       
|Income per share before one-time effect of change in accounting principle                                     |         |                                                   |                           |        |                    |        |                  |       
|                                                                                                              | Basic   |                                                   | $                         | 0.29   |                    |        | $                | 0.31   |        
|                                                                                                              | Diluted |                                                   | $                         | 0.29   |                    |        | $                | 0.31   |        
|Weighted average shares outstanding (in thousands)                                                            |         |                                                   |                           |        |                    |        |                  |       
|                                                                                                              | Basic   |                                                   |                           | 17,171 |                    |        |                  | 17,166 |        
|                                                                                                              | Diluted |                                                   |                           | 17,234 |                    |        |                  | 17,217 |        
|Weighted average shares and units outstanding (in thousands)                                                  |         |                                                   |                           |        |                    |        |                  |       
|                                                                                                              | Basic   |                                                   |                           | 19,889 |                    |        |                  | 19,884 |        
|                                                                                                              | Diluted |                                                   |                           | 19,953 |                    |        |                  | 19,935 |        

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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

BACKGROUND AND BUSINESS STRATEGIES

Boykin Lodging Company, an Ohio corporation, is a real estate investment
trust (REIT) that currently owns interests in 33 hotels throughout the United
States. Boykin Lodging was formed and completed an initial public offering in
1996 to continue and expand the over 40-year history of hotel ownership,
acquisition, redevelopment and repositioning activities of its predecessors,
Boykin Management Company and its affiliates (the Boykin Group). Boykin
Hotel Properties, L.P., an Ohio limited partnership (the Partnership), is the
operating partnership entity that transacts business and holds the direct and
indirect ownership interests in our hotels. As of June 30, 2002, Boykin
Lodging Company had an 85.0% ownership interest in, is the sole general partner
of and does all its business through the Partnership.

Our primary business objectives are to maximize current returns to our
shareholders by increasing cash flow available for distribution and long-term
total returns to shareholders through appreciation in value of our common
shares. We seek to achieve these objectives through the following key business
strategies relating to the ownership and operation of our hotels:



| |  |  | Maximizing operating cash flows of our hotels through:
| | - |  | ------------------------------------------------------

| |  |  | aggressive asset management to maximize revenue and minimize expenses;
| | - |  | ----------------------------------------------------------------------
| |  |  | selective renovation;                                                 
| |  |  | expansion and development; and                                        
| |  |  | improved brand positioning;                                           



| |  |  | Focused portfolio management including acquiring upscale,
full-service commercial and resort hotels located in urban and beach
markets at a discount to their replacement cost and selectively disposing of
non-core suburban assets;
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | Branding our hotels with the industrys premier upscale
franchises or by being independent of franchise affiliations in
markets that can support this; and                                                                           
|
| |  |  | Contracting with high-quality, experienced hotel management
companies to operate our hotels effectively by maximizing their cash
flow and value.                                                                                     

SECOND QUARTER HIGHLIGHTS AND OUTLOOK FOR THE REMAINDER OF 2002

Refer to the Results of Operations section below for discussion of our
second quarter 2002 results compared to 2001 actual and pro forma results.

In spite of a
challenging operating environment, we are seeing an
improvement in the RevPAR trend at our properties as we experienced a total
portfolio RevPAR decline of 10.6% for the second quarter 2002 from the second
quarter 2001 versus the first quarter 2002 decline of 16.0% from the first
quarter 2001.

Based on our year to date results and our current booking trends, our
outlook is for third quarter RevPAR to be flat to up 3% over the same period
last year, with a full year 2002 RevPAR 3% to 5% below 2001. With these
assumptions, we expect that our funds from operations (FFO) could range
between $0.44 and $0.53 per diluted share in the third quarter and $1.45 and
$1.65 per share for the full year. For a definition of FFO, a reconciliation
of net income to FFO and a discussion of why we believe FFO is an important
measure to investors of a REITs financial performance, see Results of
Operations section below.

As a result of the recent trends in the industry, our Board of Directors
suspended the quarterly dividend in the fourth quarter 2001. Based upon our current guidance,
we anticipate that management will recommend to the Board of Directors the resumption of a regular
dividend in the third quarter

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at a rate of $0.18 per share for the remaining two
quarters of 2002. Please refer to the Liquidity and Capital Resources
section below for further discussion regarding our dividend policy going
forward.

Capital Projects

Through June 30, 2002, we had approximately $5.7 million of fixed asset
additions at our hotels, excluding the Chicago Executive Plaza and Meadowlands
projects discussed below. This amount primarily includes planned
refurbishments and replacements at selected existing hotels. Significant
portions of this total relate to the guestroom renovation at our Buffalo
Marriott property and a ballroom renovation and a new air conditioning system
at the Omaha Doubletree.

We are proceeding with the expansion project at the Pink Shell Beach
Resort which will increase the resort by 39 rooms. The project includes
demolishing 53 cottage units and constructing a new 92-unit tower called White
Sand Villas, which will significantly upgrade the character of the resort.
During the second quarter, we reached our targeted pre-sales of the units and
we are currently in the final stages of negotiations with lenders to obtain
financing for the construction of the new tower. The units in the tower will
be sold as condominiums, with the expectation that the owners would put their
unused room nights back to the resort by contract. Total construction
costs of the condominium tower are estimated to be $24.0 million with a scheduled completion date at the end
of 2003.

Our approximate $20.0 million renovation of the Chicago Executive Plaza
hotel is on target for a September completion, when the hotel will be renamed
Hotel 71. Through June 30, 2002, the joint venture
which owns the property had
spent approximately $14.8 million towards the total renovation costs, which are
being funded through equity contributions to the joint venture and draws on the
construction loan previously secured. During the six months ended June 30,
2002, we provided $3.5 million of equity funding towards the renovation. As a
result of the renovation, there were approximately 10,000 and 17,300 room
nights out of service at the hotel for the first and second quarters of 2002.
We anticipate an additional 5,500 room nights out of service during the third
quarter when the project is scheduled for completion.

Ancillary Conference Center Strategy

We have identified a
potential opportunity to increase performance levels of our
existing properties through the development of International Association of
Conference Centers (IACC) accredited ancillary conference facilities within a
select group of our hotels. The development of IACC-approved
facilities is anticipated to serve the needs of corporations and businesses
requiring state-of-the art training facilities and thus substantially improve
hotel business traffic. After conducting market focus groups and
consulting with another company that has successfully implemented this
strategy, we have identified the possibility of implementing such
facilities within several of our hotels. We are moving forward with this concept at our
Berkeley property and anticipate completion of the upgraded facilities and
receipt of IACC accreditation in the first quarter of 2003.

Taxable REIT Subsidiary

Effective January 1, 2002, we took advantage of the restructuring
available under the Work Incentives Improvement Act of 1999 (REIT
Modernization Act). The REIT Modernization Act amended the tax laws to permit
REITs, like us, to lease hotels to a subsidiary that qualifies as a taxable
REIT subsidiary (TRS) as long as the TRS engages an independent hotel
management company to operate those hotels under a management contract. We
acquired a total of 28 leasehold interests in our hotels from two of our
operators, Boykin Management Company Limited Liability Company (BMC) and
Meristar Hotels and Resorts, Inc. (Meristar), and entered into management
contracts with them effective January 1, 2002. Following these transactions,
31 of our 33 hotels are operated under the TRS structure whereby the hotels are
leased to a TRS of Boykin Lodging. The transactions also resulted in the
assumption of the net working capital of the leasehold interests and the
issuance of 1,427,142 partnership units to BMC. The results of operations of
the hotels operated by BMC, Hilton and Meristar are now recorded in our
consolidated financial statements, which replace the previously recorded
percentage lease revenue from these properties.

We believe that the new TRS structure will enhance our long-term
performance, better align the interests of our operators with ours, and allow
us to benefit from expense management initiatives which can be

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implemented and
monitored more closely. In addition, we believe that our flexibility has been
significantly enhanced because the new management agreements with BMC and
Meristar are terminable by us without penalty, whereas the previous percentage
leases provided for significant termination penalties even if we sold a
property.

RESULTS OF OPERATIONS

As of January 1, 2002, we are reporting the hotel operating revenues and
expenses with respect to the hotels included within the TRS transactions
discussed above, whereas in the past, we reported percentage lease revenue. As
a result, the results of operations for the quarter and six month period ended
June 30, 2002 are not directly comparable to the same periods in 2001.

Quarter Ended June 30, 2002 Compared to Pro Forma 2001

Total revenues decreased 5.3% to $68.6 million for the second quarter 2002
versus the same period 2001 pro forma total of $72.4 million. Hotel revenues
for the three months ended June 30, 2002 were $66.5 million, which is a
decrease of 6.3% from the $71.0 million in hotel revenues for the same pro
forma period in 2001. Overall hotel operating revenues have been affected by
the recent status of the economy and the hotel industry. Please refer to the
key operating statistics data below.

Gross operating profit of the consolidated hotels under the TRS structure
for second quarter of 2002 of 30.0% remained consistent with the 30.2% gross
operating profit for pro forma second quarter 2001. In 2002 there were no
deferred incentive management fees incurred to Hilton as the maximum
deferral was reached in the prior year. In addition, we have been able to realize
the benefits of cost containment initiatives implemented by our operators since
September 11th which have enabled us to improve our flow-through and keep our
margins consistent during a period of declining revenues.

Included in second quarter revenues is $.4 million related to revenues
from the sales of two Sanibel View Villas condominium units. The renovation
and conversion of the Sanibel View building to condominiums was completed in
late 2001, therefore, no sales had occurred in the same period of the previous
year. The related costs of the units sold totaling $.3 million are included in
the second quarter 2002 results.

Interest expense decreased $.4 million due to significant decreases in the
weighted average interest rate on our variable rate debt during the second
quarter of 2002 versus pro forma 2001 despite the average outstanding balance
on the debt being higher in 2002.

As a result of the above, the second quarter 2002 net income decreased to
$2.9 million compared to the same period last year when pro forma net income
totaled $5.0 million.

Our FFO for the quarter ended June 30, 2002 was $10.8 million compared to
$13.8 million for pro forma 2001.

Quarter Ended June 30, 2002 Compared to Actual 2001

Total revenues increased to $68.6 million from $18.6 million primarily as
a result of the TRS transaction discussed above.

Lease revenue
decreased to $1.4 million versus $16.3 million for 2001
because during the second quarter 2002, there were only two properties which were not
under the TRS structure for which we continued to record lease revenues. Hotel revenues increased to $66.5 million from
$2.0 million in the prior year as we acquired the leasehold interests in 28
properties through the TRS transaction and we now record their
hotel operating revenues. Please refer to the Quarter Ended June 30,
2002 Compared to Pro Forma 2001 section above for discussion regarding changes
in revenues from sale of condominium units and the related cost of units sold.

Similar to total
revenues, total expenses increased substantially to $65.0
million for the second quarter 2002 versus $18.5 million for the same period in
2001. Hotel operating expenses, which include hotel departmental expenses,
indirect expenses and management fees, increased to $46.5 million from $1.4
million in

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the prior year due to the inclusion of the results of the 28
properties for which we acquired leasehold interest in connection with the TRS
transaction. Property taxes, insurance and other expense increased $1.0
million over prior year due to increases in property and casualty insurance
rates and the inclusion of related costs at the hotel property level in our
operating results under the TRS structure.

Please refer to the Quarter Ended June 30, 2001 Compared to Pro Forma
2001 section above for discussion regarding the $.4 million decrease in
interest expense versus actual 2001 results.

As a result of the above, the second quarter 2002 net income increased to
$2.9 million compared to the same period last year net income of $1.2 million.

Our funds from operations for the quarter ended June 30, 2002 was $10.8
million compared to $12.9 million in 2001.

Six Months Ended June 30, 2002 Compared to Pro Forma 2001

Total revenues decreased 6.8% to $129.5 million for the six months ended
June 30, 2002 versus the same period 2001 pro forma total of $139.0 million due
to a general softening in the economy and the impact on the travel
industry from the aftermath of September 11th.

Included in revenues is $3.7 million from the sales of 17 Sanibel View
Villas condominium units during the six months ended June 30, 2002. The
renovation and conversion of the Sanibel View building to condominiums was
completed in late 2001, therefore, no sales had occurred in prior periods. The
related costs of the units sold totaled $2.8 million and were also recorded during
the six months ended June 30, 2002.

During the first six months of 2002, gross operating profit averaged 27.9%
compared with 28.1% gross operating profit for pro forma 2001. Even though
hotel operating revenues have declined over prior year, we were able to
maintain margin levels due to the continuation of cost control initiatives
implemented at the properties after September 11th. In addition, in 2002 there
were no deferred incentive management fees incurred to Hilton as the
maximum deferral was reached in the prior year.

Property taxes, insurance and other expenses increased $.5 million over
prior due to significant increases in insurance rates. Corporate general and
administrative expense increased $.8 million over prior year due primarily to
non-recurring charges incurred in the first quarter of 2002. Amortization of
financing costs increased $.4 million due to the additional deferred financing
costs incurred in conjunction with the amendments of the credit facility and
$45.0 million term note in the first quarter.

Offsetting these increases is a $1.3 million decrease in interest expense
due to a significant decrease in the weighted average interest rate of our
variable rate debt, even though the average outstanding balance of our variable
rate credit facility was higher in 2002.

Net income for the six months ended June 30, 2002 declined to $1.0 million
from pro forma 2001 net income of $5.0 million.

FFO for the six months ended June 30, 2002 was $15.7 million compared to
$21.4 million for pro forma 2001.

Six Months Ended June 30, 2002 Compared to Actual 2001

Total revenues increased to $129.5 million from $37.0 million in 2001 and
hotel revenues increased to $122.6 million from $3.4 million in the prior year
as we now record operating revenues for the leasehold interests in 28
properties acquired through the TRS
transaction.

Lease revenue decreased to $2.7 million versus $32.6 million for 2001 as
during the second quarter 2002, we were only recording lease revenue for the
two properties not under the TRS structure.

Similar to total
revenues, total expenses increased significantly to $127.6
million for the six months ended June 30, 2002 versus $37.0 million for the
same period in 2001, primarily due to the TRS implementation.

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Property taxes, insurance and other expense increased $2.1 million over
prior year due to increases in property and casualty insurance rates and the
inclusion of related costs at the hotel property level in our operating results
under the TRS structure.

Please refer to the Six Months Ended June 30, 2002 Compared to Pro Forma
2001 section above for discussion regarding the changes in sales of cost of
condominium units and the related costs of units sold, corporate general and
administrative expense, interest expense and amortization of deferred financing
costs.

Net income for the six month period ended June 30, 2002 increased to $1.0
million versus $.7 million for the same period in the prior year.

Our funds from operations for the six months ended June 30, 2002 was $15.7
million compared to $23.0 million in 2001.

The White Paper on Funds From Operations approved by the Board of
Governors of the National Association of Real Estate Investment Trusts
(NAREIT) in October 1999 defines FFO as net income (computed in accordance
with GAAP), excluding gains (or losses) from sales of properties and
extraordinary items, plus real estate related depreciation and amortization,
and after comparable adjustments for our portion of these items related to
unconsolidated entities and joint ventures. We believe that FFO is helpful to
investors as a measure of the performance of an equity REIT because, along with
cash flow from operating, financing and investing activities, it provides
investors with another indication of our ability to incur and service debt,
make capital expenditures and fund other cash needs.

We compute FFO in
accordance with our interpretation of standards established by NAREIT which
may not be comparable to FFO reported by other REITS that do not define the
term in accordance with the current NAREIT definition or that interpret the
NAREIT definition differently than us. FFO does not represent cash generated
from operating activities as determined by GAAP and should not be considered as
an alternative to GAAP net income as an indication of our financial performance
or to cash flow from operating activities as determined by GAAP as a measure of
our liquidity, nor is it indicative of funds available to fund our cash needs,
including our ability to make cash distributions. FFO may include funds that
may not be available for managements discretionary use due to functional
requirements to conserve funds for capital expenditures and property
acquisitions, and other commitments and uncertainties. The following is a
reconciliation between net income before one-time effect of change in
accounting principle and FFO for the three and six months ended June 30, 2002
and 2001, respectively (in thousands):

|                                                                    |                                                   |   |                             |       |                           |   |             |       |      |   |          |       |             |   |        |        |      |   |        |        |   |   |        |        |  
|------------------------------------------------------------------- | ------------------------------------------------- | - | --------------------------- | ----- | ------------------------- | - | ----------- | ----- | ---- | - | -------- | ----- | ----------- | - | ------ | ------ | ---- | - | ------ | ------ | - | - | ------ | ------ | -
|                                                                    |                                                   |   | Three Months Ended June 30, |       | Six Months Ended June 30,
|                                                                    |                                                   |   |                             |       |                          
|                                                                    |                                                   |   |                             |       |                           |   | 2001        |       | 2001 |   |          |       |             |   | 2001   |        | 2001
|                                                                    |                                                   |   | 2002                        |       | (Actual)                  |   | (Pro forma) |       | 2002 |   | (Actual) |       | (Pro forma)
|                                                                    |                                                   |   |                             |       |                           |   |             |       |      |   |          |       |            
|Net income before one-time effect of change in
accounting principle |                                                   | $ | 2,898                       |       |                           | $ | 1,172       |       |      | $ | 5,016    |       |             | $ | 953    |        |      | $ | 1,080  |        |   | $ | 5,387  |       
|                                                                    | Real estate related depreciation and amortization |   |                             | 7,027 |                           |   |             | 7,028 |      |   |          | 7,028 |             |   |        | 14,045 |      |   |        | 14,056 |   |   |        | 14,056 |  
|                                                                    | Deferred rent                                     |   |                             | 243   |                           |   |             | 4,522 |      |   |          | 646   |             |   |        | 262    |      |   |        | 7,825  |   |   |        | 878    |  
|                                                                    | Gain on sale of assets                            |   |                             |      |                           |   |             |      |      |   |          |      |             |   |        |       |      |   |        | (240   | ) |   |        | (240   | )
|                                                                    | Minority interest                                 |   |                             | 385   |                           |   |             | (412  | )    |   |          | 471   |             |   |        | (77    | )    |   |        | (483   | ) |   |        | 557    |  
|                                                                    | Equity in (income) loss of unconsolidated joint   |   |                             |       |                           |   |             |       |      |   |          |       |             |   |        |        |      |   |        |        |   |   |        |        |  
|                                                                    | ventures                                          |   |                             | 353   |                           |   |             | (618  | )    |   |          | (432  | )           |   |        | 989    |      |   |        | (444   | ) |   |        | (114   | )
|                                                                    | FFO applicable to joint venture minority interest |   |                             | (77   | )                         |   |             | 1,245 |      |   |          | 1,060 |             |   |        | (515   | )    |   |        | 1,232  |   |   |        | 903    |  
|                                                                    |                                                   |   |                             |       |                           |   |             |       |      |   |          |       |             |   |        |        |      |   |        |        |   |   |        |       
|Funds from operations                                               |                                                   | $ | 10,829                      |       |                           | $ | 12,937      |       |      | $ | 13,789   |       |             | $ | 15,657 |        |      | $ | 23,026 |        |   | $ | 21,427 |       
|                                                                    |                                                   |   |                             |       |                           |   |             |       |      |   |          |       |             |   |        |        |      |   |        |        |   |   |        |       

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The following table illustrates key operating statistics of our portfolio
for the three and six months ended June 30, 2002 and 2001:

|                                  |                    |  |                    |        |                  |  |      |        |      |  |   |         |   |  |   |         |  
|--------------------------------- | ------------------ |  | ------------------ | ------ | ---------------- |  | ---- | ------ | ---- |  | - | ------- | - |  | - | ------- | -
|                                  |                    |  | Three Months Ended |        | Six Months Ended
|                                  |                    |  | June 30,           |        | June 30,        
|                                  |                    |  |                    |        |                 
|                                  |                    |  | 2002               |        | 2001             |  | 2002 |        | 2001
|                                  |                    |  |                    |        |                  |  |      |        |     
|All Hotels (33 hotels) (a)        |                    |  |                    |        |                  |  |      |        |      |  |   |         |   |  |   |        
|                                  | Hotel revenues     |  | $                  | 76,636 |                  |  | $    | 83,506 |      |  | $ | 139,254 |   |  | $ | 156,844 |  
|                                  | RevPAR             |  | $                  | 59.79  |                  |  | $    | 66.90  |      |  | $ | 55.03   |   |  | $ | 63.36   |  
|                                  | Occupancy          |  |                    | 64.6   | %                |  |      | 68.8   | %    |  |   | 59.8    | % |  |   | 65.5    | %
|                                  | Average daily rate |  | $                  | 92.58  |                  |  | $    | 97.29  |      |  | $ | 92.06   |   |  | $ | 96.79   |  
|Comparable Hotels (32 hotels) (b) |                    |  |                    |        |                  |  |      |        |      |  |   |         |   |  |   |        
|                                  | Hotel revenues     |  | $                  | 75,016 |                  |  | $    | 81,628 |      |  | $ | 137,033 |   |  | $ | 153,614 |  
|                                  | RevPAR             |  | $                  | 59.65  |                  |  | $    | 66.63  |      |  | $ | 55.24   |   |  | $ | 63.27   |  
|                                  | Occupancy          |  |                    | 64.6   | %                |  |      | 68.5   | %    |  |   | 60.2    | % |  |   | 65.4    | %
|                                  | Average daily rate |  | $                  | 92.30  |                  |  | $    | 97.29  |      |  | $ | 91.83   |   |  | $ | 96.80   |  



---

|(a) |  | Includes all hotels owned by Boykin at the end of the quarter, including predecessors results.
|--- |  | -----------------------------------------------------------------------------------------------
|   
|(b) |  | Includes hotels owned by Boykin in both periods.                                               

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LIQUIDITY AND CAPITAL RESOURCES

Our principal source of cash to meet our cash requirements, including
distributions to shareholders, is our share of the Partnerships cash flow from
the operations of the hotels.

As of June 30, 2002, we had $23.0 million of unrestricted cash and cash
equivalents, $7.5 million of restricted cash for the payment of capital
expenditures, real estate taxes and insurance, and we had outstanding
borrowings totaling $40.0 million and $278.9 million against our credit
facility and term notes payable, respectively.

We have a $65 million credit facility, as limited under terms of the
credit agreement, to fund acquisitions of additional hotels, renovations and
capital expenditures, and for our working capital needs. For information
relating to the terms of our credit facility and our $130 million, $45 million,
and $108 million term notes payable, please see Notes 6 and 7, respectively, of
the Notes to Consolidated Financial Statements of Boykin Lodging Company
included in this Form 10-Q.

In March 2002, we amended our credit facility and our $45 million term
note in order to, among other things, ease leverage and debt service coverage
covenants. We decreased the credit facility to $65 million to align the
capacity with our loan-to-value limitations, thus reducing the payment of
non-use fees. We also were able to obtain the option to automatically extend
the maturity date on the $45 million facility from its scheduled October 2002
maturity to July 2003, the same time the credit facility matures.

The terms of the amendment to our credit facility contain more restrictive
provisions than before relative to, among other things, our acquisition and
capital expenditure activity, as well as the amount of distributions we may pay
out. Specifically, we may only use up to $5 million of proceeds under our
credit facility for new acquisitions and, except for the ability to complete
our renovations and expansion projects at our Chicago and Pink Shell
properties, proceeds borrowed under our line of credit may not be
used to fund capital expenditures in excess of 5% of our total hotel
revenues. In addition, dividends on our common shares can not exceed the
lesser of 50% of our FFO or $3.8 million per quarter, subject to certain
exceptions, one being that we are entitled to distribute up to 100% of REIT
taxable income. The terms of the amendments also provide that these
restrictions may cease once our financial covenant tests are back in line with
the thresholds provided for in the original credit facility agreements. Based
upon our current RevPAR and cash flow expectations, we expect to be in
compliance with our covenants under the amended facilities throughout 2002. We
can not guarantee that our actual results will not differ materially from our
expectations.

We may seek to negotiate additional credit facilities, replacement credit
facilities, or issue other debt or equity instruments. Any debt incurred or issued by us
may be secured or unsecured, long-term, medium-term or short-term, bear
interest at a fixed or variable rate, and be subject to such other terms as
management considers prudent. The availability of borrowings under the credit
facility is restrained by borrowing base and loan-to-value limits, as well as
other financial performance covenants contained in the agreement. There can be
no assurance that funds will be available in anticipated amounts from the
credit facility.

Due to our need to maintain liquidity in the current hotel operating
environment, we had suspended the regular quarterly dividend in the fourth
quarter of 2001. At this time, based on our current RevPAR and cash flow
expectations, we anticipate that we will recommend that the Board of Directors
reinstate our quarterly dividend for the third quarter of 2002, payable during
the fourth quarter, but at a level significantly lower than historical levels.
We hope to be in a position to distribute approximately 40% to 50% of our
annualized FFO per share going forward, or approximately $0.18 per share for
the third-quarter dividend based on our current FFO guidance.

For the full year 2002, we expect to spend approximately $13.0 million in
renovations at our hotels, excluding the Pink Shell and Chicago Executive Plaza
projects discussed below and the ancillary conference center concept discussed
earlier. This amount primarily includes planned refurbishments and
replacements at selected existing hotels. We expect to use cash available from
operations and restricted capital expenditure reserves, as well as
borrowings under our line of credit to fund our 2002 renovations.

22



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We are proceeding with the expansion project at the Pink Shell Beach
Resort which will increase the resort by 39 rooms. The project includes
demolishing 53 cottage units and constructing a new 92-unit tower called White
Sand Villas, which will significantly upgrade the character of the resort.
During the second quarter, we reached our targeted pre-sales of the units and
we are currently in the final stages of negotiations with lenders to obtain
financing for the construction of the new tower. The units in the tower will
be sold as condominiums, with the expectation that the owners would put their
unused room nights back to the resort by contract. Total construction costs of the
condominium tower are estimated to be $24.0 million with a scheduled completion date at the end
of 2003.

Our approximate $20.0 million renovation of the Chicago Executive Plaza
hotel is on target for a September completion, when the hotel will be renamed
Hotel 71. Through June 30, 2002, the joint venture which owns the property
spent approximately $14.8 million towards the total renovation costs, which are
being funded through equity contributions to the joint venture and draws on the
construction loan previously secured. During the six months ended June 30,
2002, we provided $3.5 million of equity funding toward the renovation.

We have an active shelf registration statement with the Securities and
Exchange Commission for the issuance of up to $187.5 million in securities.
Securities issued under this registration statement may be preferred shares,
depository shares, common shares or any combination thereof, and may be issued
at different times, depending on market conditions. Warrants to purchase these
securities may also be issued. The terms of issuance of any securities covered
by this registration statement would be determined at the time of their
offering.

INSURANCE

We have obtained all
risk property and casualty insurance policies for each hotel within
our portfolio, either directly or through the hotel operators, at
levels deemed reasonable by management or as required by lenders. We
can provide no assurance that our established coverage and limits
will fully protect us against all possible losses. Specifically, our
policies have exclusions for acts of terrorism. We continuously
monitor our levels of coverage and based upon the nature and location
of our properties, we believe that our current coverage is
adequate.

INFLATION

Operators of hotels in general can change room rates quickly, but
competitive pressures may limit the operators ability to raise rates to keep
pace with inflation.

Our general and administrative costs, as well as real estate and personal
property taxes, property and casualty insurance and ground rent are subject to
inflation.

SEASONALITY

Our hotels operations historically have been seasonal. Twenty-nine of
our hotels historically maintained higher occupancy rates during the second and
third quarters. The four hotels located in Florida have historically
experienced their highest occupancy in the first quarter. This seasonality
pattern can be expected to cause fluctuations in our quarterly cash flows
received from hotel operations.

23



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##### Table of Contents






ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Risk

Our primary market risk exposure consists of changes in interest rates on
borrowings under our debt instruments that bear interest at variable rates that
fluctuate with market interest rates. These debt instruments include our $65
million secured credit facility, our $45 million secured term loan, our $108
million term loan and our share of floating rate debt under our unconsolidated
joint ventures of $21.8 million.

We have entered into both variable and fixed rate debt arrangements to
allow us to optimize the balance of using variable rate debt versus fixed rate
debt. Our variable rate debt allows us to maximize financial flexibility when
selling properties and minimize potential prepayment penalties on fixed rate
loans. Our $130 million, 6.9% fixed rate term note allows us to minimize our
interest rate risk exposure. In March 2001, we also purchased interest
protection on $83 million of our floating rate debt that fixes the overall
interest rate on this debt at no more than 7.32%. Approximately 66% of our
outstanding debt at June 30, 2002 and December 31, 2001, is fixed-rate in
nature. The weighted average interest rate of our variable rate debt was 5.1%
for the quarter ended June 30, 2002.

We review interest rate exposure continuously in an effort to minimize the
risk of interest rate fluctuations. It is our policy to manage our exposure to
fluctuations in market interest rates on our borrowings through the use of
fixed rate debt instruments, to the extent that reasonably favorable rates are
obtainable with such arrangements, and after considering the need for financial
flexibility related to our debt arrangements. We may enter into forward
interest rate agreements, or similar agreements, to hedge our variable rate
debt instruments where we believe the risk of adverse changes in market rates
is significant. Under a forward interest rate agreement, if the referenced
interest rate increases, we would be entitled to a receipt in settlement of the
agreement that economically would offset the higher financing cost of the debt
issued. If the referenced interest rate decreases, we would make payments in
settlement of the agreement, creating an expense that economically would offset
the reduced financing cost of the debt issued. Other than the interest
protection agreement discussed above, we do not have any other material
market-sensitive financial instruments.

We do not believe that changes in market interest rates will have a
material impact on the performance or fair value of our hotel portfolio because
the value of our hotel portfolio is based primarily on the operating cash flow
of the hotels, before interest expense charges. However, a change of 1/4% in
the index rate to which our variable rate debt is tied would change our annual
interest incurred by $.3 million, based upon the balances outstanding on our
variable rate instruments at June 30, 2002.




PART II




ITEM 1. LEGAL PROCEEDINGS

Our company is subject to various legal proceedings and claims that arise
in the ordinary course of business. In the opinion of management, the amount
of any ultimate liability with respect to these actions will not materially
affect our financial condition or results of operations.




ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None.




ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.




ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Boykin held its annual meeting of the shareholders on May 30, 2002 at the
Cleveland Airport Marriott in Cleveland, Ohio. At the meeting, the
shareholders voted to elect the Board of Directors for the 2003 term. The
individuals listed below were elected to Boykins Board of Directors, each to
hold office until the annual meeting next

24



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##### Table of Contents



succeeding his election and until his
successor is elected and qualified, or until his earlier resignation. The
table below indicates the votes for, votes against, as well as the abstentions and shares
not voted for each nominee.

|                    |  |           |            |               |  |            |   |                  |  |  |           |  |  |  |         | 
|------------------- |  | --------- | ---------- | ------------- |  | ---------- | - | ---------------- |  |  | --------- |  |  |  | ------- | 
|Name                |  | Votes For |            | Votes Against |  | Abstention |   | Shares not Voted
|                    |  |           |            |               |  |            |   |                 
|Robert W. Boykin    |  |           | 15,387,081 |               |  |            | 0 |                  |  |  | 1,096,891 |  |  |  | 993,844 | 
|Raymond P. Heitland |  |           | 15,956,219 |               |  |            | 0 |                  |  |  | 527,753   |  |  |  | 993,844 | 
|Albert T. Adams     |  |           | 15,960,295 |               |  |            | 0 |                  |  |  | 523,677   |  |  |  | 993,844 | 
|Lee C. Howley, Jr.  |  |           | 16,135,908 |               |  |            | 0 |                  |  |  | 348,064   |  |  |  | 993,844 | 
|Frank E. Mosier     |  |           | 16,118,228 |               |  |            | 0 |                  |  |  | 365,744   |  |  |  | 993,844 | 
|William H. Schecter |  |           | 16,135,536 |               |  |            | 0 |                  |  |  | 348,436   |  |  |  | 993,844 | 
|Ivan J. Winfield    |  |           | 16,121,672 |               |  |            | 0 |                  |  |  | 362,300   |  |  |  | 993,844 | 




ITEM 5. OTHER INFORMATION

None.




ITEM 6. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

|    |  |          |  |     |  |                                                                                                                                                                                                                                                 
|--- |  | -------- |  | --- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) |  | Exhibits |  |     |  |                                                                                                                                                                                                                                                 
|   
|    |  | 3.1      |  | (a) |  | Amended and Restated Articles of Incorporation, as amended                                                                                                                                                                                      
|    |  | 3.2      |  | (b) |  | Code of Regulations                                                                                                                                                                                                                             
|    |  | 4.1      |  | (b) |  | Specimen Share Certificate                                                                                                                                                                                                                      
|    |  | 4.2      |  | (a) |  | Dividend Reinvestment and Optional Share Purchase Plan                                                                                                                                                                                          
|    |  | 4.3      |  | (c) |  | Shareholder Rights Agreement, dated as of May
25, 1999, between Boykin Lodging Company and National City
Bank, as rights agent                                                                                                                  
|    |  | 4.3a     |  | (d) |  | Amendment to Shareholder Rights Agreement
dated as of December 31, 2001, between Boykin Lodging Company
and National City Bank                                                                                                                  
|    |  | 99.1     |  | (d) |  | Master Contribution Agreement dated as of
December 31, 2001, by and among Boykin Management Company
Limited Liability Company, JABO LLC, Boykin Lodging Company
and Boykin Hotel Properties, L.P.                                               
|    |  | 99.2     |  | (d) |  | Form of Hotel Management Agreement                                                                                                                                                                                                              
|    |  | 99.3     |  | (d) |  | Registration Rights Agreement dated as of
December 31, 2001 by and between Boykin Lodging Company and
JABO LLC                                                                                                                                  
|    |  | 99.4     |  | (d) |  | Second Amendment to Second Amended and
Restated Agreement of Limited Partnership of Boykin Hotel
Properties, L.P. dated as of January 1, 2002                                                                                                   
|   
|    |  |          |  | (a) |  | Incorporated by reference from Boykins
Form 10-Q for the quarter ended June 30, 1999.                                                                                                                                                          
|   
|    |  |          |  | (b) |  | Incorporated by reference from Amendment
No. 3 to Boykins Registration Statement on Form S-11
(Registration No. 333-6341) (the Form S-11) filed on
October 24, 1996. Each of the above exhibits has the same
exhibit number in the Form S-11.
|   
|    |  |          |  | (c) |  | Incorporated by reference as Exhibit 1 from
the registration statement on Form 8-A filed on June 10,
1999.                                                                                                                                      
|   
|    |  |          |  | (d) |  | Incorporated by reference from Boykins
Form 8-K filed on January 14, 2002 related to the Taxable
REIT Subsidiary transaction.                                                                                                                  

|    |  |                                                                                                                                                                                                                                                                                              |  |  |  | 
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  |  | 
|(b) |  | Reports on Form 8-K                                                                                                                                                                                                                                                                         
|   
|    |  | During the quarter ended June 30, 2002, Boykin filed one Current
Report on Form 8-K dated April 22, 2002 and one Current Report on
Form 8-K/A on April 24, 2002. These reports discussed the change
in Boykin Lodgings independent accountant for the fiscal year
ending December 31, 2002.

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##### Table of Contents



FORWARD LOOKING STATEMENTS

This Form 10-Q contains statements that constitute forward-looking
statements. Those statements appear in a number of places in this Form 10-Q
and the documents incorporated by reference herein and include statements
regarding our intent, belief or current expectations or those of our directors
or officers with respect to:



| |  |  | Leasing, management or performance of the hotels;                                                                            
| | - |  | -----------------------------------------------------------------------------------------------------------------------------
|
| |  |  | Boykins plans for expansion, conversion or renovation of the hotels;                                                        
|
| |  |  | Adequacy of reserves for renovation and refurbishment;                                                                       
|
| |  |  | Potential acquisitions and dispositions by Boykin;                                                                           
|
| |  |  | Boykins financing plans;                                                                                                    
|
| |  |  | Boykins policies regarding investments, acquisitions,
dispositions, financings, conflicts of interest and other matters;
and
|
| |  |  | Trends affecting Boykins or any hotels financial condition
or results of operations.                                       

You are cautioned that any such forward-looking statement is not a
guarantee of future performance and involves risks and uncertainties, and that
actual results may differ materially from those in the forward-looking
statement as a result of various factors. The factors that could cause actual
results to differ materially from our expectations include, among other
factors, financial performance, real estate conditions, execution of hotel
acquisition or disposition programs, changes in local or national economic
conditions and their impact on the occupancy of our hotels, war, terrorism,
hurricanes, changes in interest rates, changes in local or national supply and
construction of new hotels, impact of changes in local or national economic
conditions on the occupancy of our hotels, changes in profitability and margins
and the financial condition of our operators and lessees, and other similar
variables. The information contained in this Form 10-Q and in the documents
incorporated by reference herein and Boykins periodic filings with the
Securities and Exchange Commission also identifies important factors that could
cause such differences.

With respect to any such forward-looking statement that includes a
statement of its underlying assumptions or bases, we caution that, while we
believe such assumptions or bases to be reasonable and have formed them in good
faith, assumed facts or bases almost always vary from actual results, and the
differences between assumed facts or bases and actual results can be material
depending on the circumstances. When, in any forward-looking statement, we or
our management express an expectation or belief as to future results, that
expectation or belief is expressed in good faith and is believed to have a
reasonable basis, but there can be no assurance that the stated expectation or
belief will result or be achieved or accomplished.




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

|                |  |                                                                                                                                       |  |  |  |  |  |  |  |  |  |  |  | 
|--------------- |  | ------------------------------------------------------------------------------------------------------------------------------------- |  |  |  |  |  |  |  |  |  |  |  | 
|August 13, 2002 |  | /s/  Robert W. BoykinRobert W. Boykin
Chairman of the Board
and Chief Executive Officer
(Principal Executive Officer)                
|               
|August 13, 2002 |  | /s/  Shereen P. JonesShereen P. Jones
Executive Vice President,
Chief Financial and Investment Officer
(Principal Accounting Officer)

26



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##### Table of Contents






EXHIBIT INDEX

|     |  |     |  |                                                                                                                                                                                                                                                 
|---- |  | --- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1  |  | (a) |  | Amended and Restated Articles of Incorporation, as amended                                                                                                                                                                                      
|3.2  |  | (b) |  | Code of Regulations                                                                                                                                                                                                                             
|4.1  |  | (b) |  | Specimen Share Certificate                                                                                                                                                                                                                      
|4.2  |  | (a) |  | Dividend Reinvestment and Optional Share Purchase Plan                                                                                                                                                                                          
|4.3  |  | (c) |  | Shareholder Rights Agreement, dated as of May
25, 1999, between Boykin Lodging Company and National City
Bank, as rights agent                                                                                                                  
|4.3a |  | (d) |  | Amendment to Shareholder Rights Agreement
dated as of December 31, 2001, between Boykin Lodging Company
and National City Bank                                                                                                                  
|99.1 |  | (d) |  | Master Contribution Agreement dated as of
December 31, 2001, by and among Boykin Management Company
Limited Liability Company, JABO LLC, Boykin Lodging Company
and Boykin Hotel Properties, L.P.                                               
|99.2 |  | (d) |  | Form of Hotel Management Agreement                                                                                                                                                                                                              
|99.3 |  | (d) |  | Registration Rights Agreement dated as of
December 31, 2001 by and between Boykin Lodging Company and
JABO LLC                                                                                                                                  
|99.4 |  | (d) |  | Second Amendment to Second Amended and
Restated Agreement of Limited Partnership of Boykin Hotel
Properties, L.P. dated as of January 1, 2002                                                                                                   
|    
|     |  | (a) |  | Incorporated by reference from Boykins
Form 10-Q for the quarter ended June 30, 1999.                                                                                                                                                          
|    
|     |  | (b) |  | Incorporated by reference from Amendment
No. 3 to Boykins Registration Statement on Form S-11
(Registration No. 333-6341) (the Form S-11) filed on
October 24, 1996. Each of the above exhibits has the same
exhibit number in the Form S-11.
|    
|     |  | (c) |  | Incorporated by reference as Exhibit 1 from
the registration statement on Form 8-A filed on June 10,
1999.                                                                                                                                      
|    
|     |  | (d) |  | Incorporated by reference from Boykins
Form 8-K filed on January 14, 2002 related to the Taxable
REIT Subsidiary transaction.                                                                                                                  

27