TABLE OF CONTENTS




|              |                                                                                               |  |  |  |  |  |  | 
|------------- | --------------------------------------------------------------------------------------------- |  |  |  |  |  |  | 
|PART I       
|              | ITEM 1. FINANCIAL STATEMENTS                                                                 
|              | 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 AND REPORTS ON FORM 8-K                                                     
|EXHIBIT INDEX
|EXHIBIT 27   



---



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, 2000 |  |  |  | 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 |  | 44115                               
|                                                                      |  |                                     
|(Address of Principal Executive Office)                               |  | (Zip Code)                          






Indicate by check mark whether the registrant (1) has filed all reports
required 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
X No

The number of common shares, without par value, outstanding as of August
11, 2000: 17,142,000



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##### Table of Contents






PART I




ITEM 1. FINANCIAL STATEMENTS

BOYKIN LODGING COMPANY
INDEX TO FINANCIAL STATEMENTS

|                                                                      |  |                                                                                                             |  |  |    | 
|--------------------------------------------------------------------- |  | ----------------------------------------------------------------------------------------------------------- |  |  | -- | 
|BOYKIN LODGING COMPANY:                                              
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Consolidated Balance Sheets as of June 30, 2000 (unaudited)
and December 31, 1999                           |  |  | 3  | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Consolidated Statements of Income for the Three and Six Months
Ended June 30, 2000 and 1999 (unaudited)     |  |  | 4  | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Consolidated Statement of Shareholders Equity for the Six Months
Ended June 30, 2000 (unaudited)           |  |  | 5  | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Consolidated Statements of Cash Flows for the Six Months
Ended June 30, 2000 and 1999 (unaudited)           |  |  | 6  | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Notes to Consolidated Financial Statements                                                                  |  |  | 7  | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|BOYKIN MANAGEMENT COMPANY LIMITED LIABILITY COMPANY AND SUBSIDIARIES: |  |                                                                                                            
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Consolidated Balance Sheets as of June 30, 2000 (unaudited)
and December 31, 1999                           |  |  | 12 | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Consolidated Statements of Operations for the Three and Six Months
Ended June 30, 2000 and 1999 (unaudited) |  |  | 13 | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Consolidated Statements of Cash Flows for the Six Months
Ended June 30, 2000 and 1999 (unaudited)           |  |  | 14 | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |  | Notes to Consolidated Financial Statements                                                                  |  |  | 15 | 



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##### Table of Contents



BOYKIN LODGING COMPANY
CONSOLIDATED BALANCE SHEETS
AS OF JUNE 30, 2000 AND DECEMBER 31, 1999
(dollar amounts in thousands)

|                                           |                                                        |                            |                                                          |                                              |         |             |         |              |         |   |  | 
|------------------------------------------ | ------------------------------------------------------ | -------------------------- | -------------------------------------------------------- | -------------------------------------------- | ------- | ----------- | ------- | ------------ | ------- | - |  | 
|                                           |                                                        |                            |                                                          |                                              |         | (Unaudited)
|                                           |                                                        |                            |                                                          |                                              |         | June 30,    |         | December 31,
|                                           |                                                        |                            |                                                          |                                              |         | 2000        |         | 1999        
|                                           |                                                        |                            |                                                          |                                              |         |             |         |             
|                                           |                                                        |                            |                                                          | ASSETS                                      
|                                          
|                                          
|                                          
|                                          
|Investment in hotel properties, net        |                                                        | $                          | 578,733                                                  |                                              |         | $           | 584,875 |             
|                                          
|                                          
|                                          
|                                          
|Cash and cash equivalents                  |                                                        |                            | 3,893                                                    |                                              |         |             | 3,971   |             
|                                          
|                                          
|                                          
|                                          
|Rent receivable from lessees:             
|                                          
|                                          
|                                          
|                                          
|                                           | Related party lessees                                  |                            |                                                          | 8,740                                        |         |             |         | 4,280        |        
|                                          
|                                          
|                                          
|                                          
|                                           | Third party lessees                                    |                            |                                                          | 1,312                                        |         |             |         | 430          |        
|                                          
|                                          
|                                          
|                                          
|Deferred expenses, net                     |                                                        |                            | 3,219                                                    |                                              |         |             | 3,660   |             
|                                          
|                                          
|                                          
|                                          
|Restricted cash                            |                                                        |                            | 4,263                                                    |                                              |         |             | 3,572   |             
|                                          
|                                          
|                                          
|                                          
|Investment in unconsolidated joint venture |                                                        |                            | 4,234                                                    |                                              |         |             | 4,369   |             
|                                          
|                                          
|                                          
|                                          
|Other assets                               |                                                        |                            | 2,138                                                    |                                              |         |             | 946     |             
|                                           |                                                        |                            |                                                          |                                              |         |             |         |             
|                                           |                                                        | $                          | 606,532                                                  |                                              |         | $           | 606,103 |             
|                                           |                                                        |                            |                                                          |                                              |         |             |         |             
|                                           |                                                        |                            |                                                          | LIABILITIES AND SHAREHOLDERS EQUITY        
|                                          
|                                          
|                                          
|                                          
|Borrowings against credit facility         |                                                        | $                          | 126,000                                                  |                                              |         | $           | 119,000 |             
|                                          
|                                          
|                                          
|                                          
|Term notes payable                         |                                                        |                            | 174,862                                                  |                                              |         |             | 175,000 |             
|                                          
|                                          
|                                          
|                                          
|Accounts payable and accrued expenses      |                                                        |                            | 9,652                                                    |                                              |         |             | 8,799   |             
|                                          
|                                          
|                                          
|                                          
|Dividends/distributions payable            |                                                        |                            | 8,736                                                    |                                              |         |             | 8,700   |             
|                                          
|                                          
|                                          
|                                          
|Due to lessees:                           
|                                          
|                                          
|                                          
|                                          
|                                           | Related party lessees                                  |                            |                                                          | 2,125                                        |         |             |         | 796          |        
|                                          
|                                          
|                                          
|                                          
|                                           | Third party lessees                                    |                            |                                                          | 663                                          |         |             |         | 1,815        |        
|                                          
|                                          
|                                          
|                                          
|Minority interest in joint ventures        |                                                        |                            | 7,922                                                    |                                              |         |             | 7,755   |             
|                                          
|                                          
|                                          
|                                          
|Minority interest in operating partnership |                                                        |                            | 9,882                                                    |                                              |         |             | 10,508  |             
|                                          
|                                          
|                                          
|                                          
|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; 17,137,599 and 17,106,242 shares outstanding |                                              |         |            |         |              |         |  | 
|                                          
|                                          
|                                          
|                                          
|                                           |                                                        |                            | June 30, 2000 and December 31, 1999, respectively        |                                              |         |            |         |              |         |  | 
|                                          
|                                          
|                                          
|                                          
|                                           | Additional paid-in capital                             |                            |                                                          | 311,332                                      |         |             |         | 310,396      |        
|                                          
|                                          
|                                          
|                                          
|                                           | Retained deficit                                       |                            |                                                          | (42,848                                      | )       |             |         | (35,434      | )      
|                                          
|                                          
|                                          
|                                          
|                                           | Unearned compensation  restricted shares              |                            |                                                          | (1,794                                       | )       |             |         | (1,232       | )      
|                                           |                                                        |                            |                                                          |                                              |         |             |         |             
|                                           |                                                        | Total shareholders equity |                                                          |                                              | 266,690 |             |         |              | 273,730 |  
|                                           |                                                        |                            |                                                          |                                              |         |             |         |             
|                                           |                                                        | $                          | 606,532                                                  |                                              |         | $           | 606,103 |             
|                                           |                                                        |                            |                                                          |                                              |         |             |         |             

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

3



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##### Table of Contents



BOYKIN LODGING COMPANY
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(unaudited, amounts in thousands except for per share data)

|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |        |   |        |      |        |   |        |      |  
|----------------------------------------------------- |  | ------------------------------------------------------------------ | ------------------------------------------ | - | ------------------ | ---- | ---------------- | - | ------ | ---- | ------ | - | ------ | ---- | ------ | - | ------ | ---- | -
|                                                      |  |                                                                    |                                            |   | Three Months Ended |      | Six Months Ended
|                                                      |  |                                                                    |                                            |   | June 30,           |      | June 30,        
|                                                      |  |                                                                    |                                            |   |                    |      |                 
|                                                      |  |                                                                    |                                            |   | 2000               |      | 1999             |   | 2000   |      | 1999  
|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |       
|Revenues:                                            
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Lease revenue from related party                                   |                                            | $ | 19,587             |      |                  | $ | 19,547 |      |        | $ | 35,682 |      |        | $ | 35,168 |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Other lease revenue                                                |                                            |   | 3,870              |      |                  |   | 4,305  |      |        |   | 7,841  |      |        |   | 8,078  |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Revenues related to hotel operations                               |                                            |   | 2,006              |      |                  |   |       |      |        |   | 3,264  |      |        |   |       |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Interest and other income                                          |                                            |   | 183                |      |                  |   | 95     |      |        |   | 346    |      |        |   | 163    |     
|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |        |   |        |      |        |  
|                                                      |  |                                                                    | 25,646                                     |   |                    |      | 23,947           |   |        |      | 47,133 |   |        |      | 43,409 |  
|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |        |   |        |      |        |  
|Expenses:                                            
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Real estate related depreciation and amortization                  |                                            |   | 7,423              |      |                  |   | 7,107  |      |        |   | 15,208 |      |        |   | 14,247 |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Real estate and personal property taxes, insurance and ground rent |                                            |   | 2,608              |      |                  |   | 2,873  |      |        |   | 5,275  |      |        |   | 5,470  |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | General and administrative                                         |                                            |   | 1,339              |      |                  |   | 1,575  |      |        |   | 2,894  |      |        |   | 3,002  |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Expenses related to hotel operations                               |                                            |   | 1,471              |      |                  |   |       |      |        |   | 2,497  |      |        |   |       |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Interest expense                                                   |                                            |   | 5,816              |      |                  |   | 5,005  |      |        |   | 11,401 |      |        |   | 9,983  |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Amortization of deferred financing costs                           |                                            |   | 267                |      |                  |   | 159    |      |        |   | 534    |      |        |   | 318    |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Gain on property insurance recovery                                |                                            |   |                   |      |                  |   |       |      |        |   | (407   | )    |        |   |       |     
|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |        |   |        |      |        |  
|                                                      |  |                                                                    | 18,924                                     |   |                    |      | 16,719           |   |        |      | 37,402 |   |        |      | 33,020 |  
|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |        |   |        |      |        |  
|                                                      |  | Equity income (loss) of unconsolidated joint venture               |                                            |   | 67                 |      |                  |   |       |      |        |   | (48    | )    |        |   |       |     
|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |        |   |        |      |        |  
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Income before minority interests and extraordinary
item            |                                            |   | 6,789              |      |                  |   | 7,228  |      |        |   | 9,683  |      |        |   | 10,389 |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  |                                                                    | Minority interest in joint ventures        |   |                    | (166 | )                |   |        | (219 | )      |   |        | (259 | )      |   |        | (332 | )
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  |                                                                    | Minority interest in operating partnership |   |                    | (444 | )                |   |        | (478 | )      |   |        | (588 | )      |   |        | (644 | )
|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |        |   |        |      |        |  
|Net income applicable to common shares                |  | $                                                                  | 6,179                                      |   |                    | $    | 6,531            |   |        | $    | 8,836  |   |        | $    | 9,413  |  
|                                                      |  |                                                                    |                                            |   |                    |      |                  |   |        |      |        |   |        |      |        |  
|Earnings per share:                                  
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Basic                                                              |                                            | $ | .36                |      |                  | $ | .38    |      |        | $ | .52    |      |        | $ | .55    |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Diluted                                                            |                                            | $ | .36                |      |                  | $ | .38    |      |        | $ | .51    |      |        | $ | .55    |     
|                                                     
|                                                     
|                                                     
|                                                     
|Weighted average number of common shares
outstanding:
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Basic                                                              |                                            |   | 17,135             |      |                  |   | 17,082 |      |        |   | 17,131 |      |        |   | 17,065 |     
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      |  | Diluted                                                            |                                            |   | 17,318             |      |                  |   | 17,082 |      |        |   | 17,310 |      |        |   | 17,065 |     

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

4



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##### Table of Contents



BOYKIN LODGING COMPANY
CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2000
(unaudited, dollar amounts in thousands)

|                                           |  |        |            |         |  |            |         |              |  |       |         |   |  |   |        |   |  |   |         |  
|------------------------------------------ |  | ------ | ---------- | ------- |  | ---------- | ------- | ------------ |  | ----- | ------- | - |  | - | ------ | - |  | - | ------- | -
|                                           |  |        |            |         |  | Additional
|                                           |  | Common |            | Paid-In |  | Retained   |         | Unearned    
|                                           |  | Shares |            | Capital |  | Deficit    |         | Compensation |  | Total
|                                           |  |        |            |         |  |            |         |              |  |      
|Balance, December 31, 1999                 |  |        | 17,106,242 |         |  | $          | 310,396 |              |  | $     | (35,434 | ) |  | $ | (1,232 | ) |  | $ | 273,730 |  
|                                          
|                                          
|                                          
|                                          
|Issuance of common shares                  |  |        | 31,357     |         |  |            | 936     |              |  |       |        |   |  |   | (790   | ) |  |   | 146     |  
|                                          
|                                          
|                                          
|                                          
|Dividends declared  $.94 per common
share |  |        |           |         |  |            |        |              |  |       | (16,250 | ) |  |   |       |   |  |   | (16,250 | )
|                                          
|                                          
|                                          
|                                          
|Amortization of unearned compensation      |  |        |           |         |  |            |        |              |  |       |        |   |  |   | 228    |   |  |   | 228     |  
|                                          
|                                          
|                                          
|                                          
|Net income                                 |  |        |           |         |  |            |        |              |  |       | 8,836   |   |  |   |       |   |  |   | 8,836   |  
|                                           |  |        |            |         |  |            |         |              |  |       |         |   |  |   |        |   |  |   |         |  
|Balance, June 30, 2000                     |  |        | 17,137,599 |         |  | $          | 311,332 |              |  | $     | (42,848 | ) |  | $ | (1,794 | ) |  | $ | 266,690 |  
|                                           |  |        |            |         |  |            |         |              |  |       |         |   |  |   |        |   |  |   |         |  

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

5



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##### Table of Contents



BOYKIN LODGING COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(unaudited, amounts in thousands)

|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |         |         |        |         |  
|------------------------------------- | -------------------------------------------------------------------------------------- | -------------------------------------------------------------- | ------------------------------------- | ---------------------------------------------- | ------- | ------ | ------- | ------- | ------- | ------ | ------- | -
|                                      |                                                                                        |                                                                |                                       |                                                |         | 2000   |         | 1999   
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        
|Cash flows from operating activities:
|                                     
|                                     
|                                     
|                                     
|                                      | Net income                                                                             |                                                                | $                                     | 8,836                                          |         |        | $       | 9,413   |        
|                                     
|                                     
|                                     
|                                     
|                                      | Adjustments to reconcile net income to net cash flow provided by
operating activities-
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Gain on property insurance recovery                            |                                       |                                                | (407    | )      |         |         |        |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Depreciation and amortization                                  |                                       |                                                | 15,742  |        |         |         | 14,565  |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Amortization of unearned compensation                          |                                       |                                                | 228     |        |         |         | 118     |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Equity loss of unconsolidated joint venture                    |                                       |                                                | 48      |        |         |         |        |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Minority interests                                             |                                       |                                                | 847     |        |         |         | 976     |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Changes in assets and liabilities-                            
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        |                                                                | Rent receivable                       |                                                |         | (5,342 | )       |         |         | (5,330 | )      
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        |                                                                | Restricted cash                       |                                                |         | (691   | )       |         |         | 1,301  |        
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        |                                                                | Other                                 |                                                |         | (1,192 | )       |         |         | 96     |        
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        |                                                                | Accounts payable and accrued expenses |                                                |         | 853    |         |         |         | 1,842  |        
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        |                                                                | Due to lessees                        |                                                |         | 177    |         |         |         | (2,615 | )      
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        
|                                      |                                                                                        |                                                                |                                       | Net cash flow provided by operating activities |         |        | 19,099  |         |         |        | 20,366  |  
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        
|Cash flows from investing activities:
|                                     
|                                     
|                                     
|                                     
|                                      | Improvements and additions to hotel properties                                         |                                                                |                                       | (9,815                                         | )       |        |         | (13,281 | )      
|                                     
|                                     
|                                     
|                                     
|                                      | Net proceeds from property insurance recovery                                          |                                                                |                                       | 1,186                                          |         |        |         |        |        
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        
|                                      |                                                                                        |                                                                |                                       | Net cash flow used for investing activities    |         |        | (8,629  | )       |         |        | (13,281 | )
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        
|Cash flows from financing activities:
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Payments of dividends and distributions                        |                                       |                                                | (17,428 | )      |         |         | (17,243 | )     
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Borrowings against credit facility                             |                                       |                                                | 7,000   |        |         |         | 7,000   |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Repayment of term note                                         |                                       |                                                | (138    | )      |         |         |        |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Payment of deferred financing costs                            |                                       |                                                | (123    | )      |         |         | (520    | )     
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Net proceeds from issuance of common shares                    |                                       |                                                | 146     |        |         |         |        |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Proceeds from issuance of share warrant                        |                                       |                                                |        |        |         |         | 500     |       
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Distributions to joint venture minority interest partners, net |                                       |                                                | (92     | )      |         |         | (295    | )     
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        | Distributions received from unconsolidated joint venture       |                                       |                                                | 87      |        |         |         |        |       
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        
|                                      |                                                                                        |                                                                |                                       | Net cash flow used for financing activities    |         |        | (10,548 | )       |         |        | (10,558 | )
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        
|                                      |                                                                                        |                                                                |                                       | Net change in cash and cash equivalents        |         |        | (78     | )       |         |        | (3,473  | )
|                                     
|                                     
|                                     
|                                     
|                                      |                                                                                        |                                                                |                                       | Cash and cash equivalents, beginning of period |         |        | 3,971   |         |         |        | 5,643   |  
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        
|                                      |                                                                                        |                                                                |                                       | Cash and cash equivalents, end of period       |         | $      | 3,893   |         |         | $      | 2,170   |  
|                                      |                                                                                        |                                                                |                                       |                                                |         |        |         |        

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

6



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##### Table of Contents



BOYKIN LODGING COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2000
(dollar amounts in thousands except share and per share data)

1. BACKGROUND:

Boykin Lodging Company (Boykin) is a real estate investment trust that
owns hotels throughout the United States and leases its properties to
established hotel operators. As of June 30, 2000, Boykin owned interests in 32
hotels containing a total of 9,110 guest rooms located in 17 states.

Boykins principal source of revenue is lease payments from lessees
pursuant to percentage lease agreements. Percentage lease revenue is based
upon the room, food and beverage and other revenues of Boykins hotels. The
lessees ability to make payments to Boykin pursuant to the percentage leases
is dependent primarily upon the operations of the hotels.

Formation and Significant Events

In November 1996, Boykin completed its initial public offering (IPO),
and through Boykin Hotel Properties, L.P., an Ohio limited partnership (the
Partnership), acquired nine hotel properties and leased them to Boykin
Management Company Limited Liability Company (BMC). BMC is owned by Robert W.
Boykin, Chairman, President and Chief Executive Officer of Boykin Lodging
Company (53.8%), and his brother, John E. Boykin (46.2%). The Partnership
acquired eight additional hotel properties in 1997 using remaining proceeds
from the IPO and borrowings under Boykins credit facility.

In February 1998, Boykin completed a follow-on public equity offering of
4,500,000 common shares. The net proceeds of approximately $106,313 were
contributed to the Partnership and used to pay down existing indebtedness under
the credit facility, purchase limited partnership units from two unaffiliated
limited partners, fund the acquisitions of two hotels purchased in March 1998
and for general corporate purposes.

In May 1998, Boykin completed its merger with Red Lion Inns Limited
Partnership, in which Boykin acquired Red Lion Inns Operating L.P. (OLP),
which owns a portfolio of ten DoubleTree-licensed hotels. In the transaction,
Boykin issued 3,109,606 common shares and paid approximately $35,305 in cash to
the Red Lion limited partners and general partner. The total consideration
value, including assumed liabilities of approximately $155,710 and common
shares issued valued at $80,333, was $271,348.

In February 1999, Boykin formed 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. Boykin formed the joint
venture with AEW to take advantage of acquisition opportunities in the lodging
industry. In August 1999, the Boykin/AEW venture acquired a hotel in downtown
Chicago.

Consolidated Joint Ventures

Boykin currently has strategic alliances with three hotel operators and
owns four hotels with them through joint venture structures. The following
table sets forth the joint ventures established with these hotel operators:

7



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|                       |  |                   |           |                           |  |                              |    |                                 |  |  |    |   |  |  |                              |  | 
|---------------------- |  | ----------------- | --------- | ------------------------- |  | ---------------------------- | -- | ------------------------------- |  |  | -- | - |  |  | ---------------------------- |  | 
|Name of Joint Venture  |  | Lessee/JV Partner |           | BoykinOwnershipPercentage |  | Lessee/JVOwnershipPercentage |    | 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            | 
|                      
|                      
|                      
|                      
|Boykin Kansas City LLC |  |                   | MeriStar  |                           |  |                              | 80 | %                               |  |  | 20 | % |  |  | DoubleTree Kansas City       | 

Effective February 1, 2000, Boykin took over the operations of the
Radisson Hotel Mt. Laurel under REIT tax regulations related to foreclosure
properties. The hotel was previously owned 85% by Boykin under a joint venture
agreement with an affiliate of Radisson Hotels Worldwide (Radisson) and was
leased to the Radisson affiliate. Under the terms of the agreement with
Radisson, the lease was terminated and Boykin obtained a 100% interest in the
hotel. The hotel is managed by a wholly-owned subsidiary of BMC pursuant to a
management agreement.

Unconsolidated Joint Venture

Under the Boykin/AEW joint venture agreement, AEW will provide up to
$50,000 of equity capital for the joint venture, and Boykin will provide up to
$17,000 and serve as the operating member of the joint venture. Because of the
non-controlling nature of its 25% ownership interest in the joint venture,
Boykin accounts for its investment using the equity method.

After the end of the two-year investment period, AEW has the option to
acquire Boykin convertible preferred shares in exchange for its capital
invested in the joint venture. Pursuant to the venture agreements, AEW also
purchased a warrant for $500, which gives AEW the right to buy up to $20,000 of
Boykins preferred or common shares (at Boykins election) for $16.48 per
share. As of June 30, 2000, subject to certain contingencies, based upon their
capital invested in the joint venture, AEW had the option to acquire preferred
shares convertible into 791,191 common shares after February 2001 at $16.48 per
share.

In August 1999, the Boykin/AEW venture partnered with a private investor,
forming Boykin Chicago, LLC, and purchased the 421-room Executive Plaza Hotel
located in Chicago, Illinois. Boykin/AEW has a 75% interest in Boykin Chicago.

Basis of Presentation

The separate financial statements of Boykin, the Partnership, OLP, 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 three and six month period ended June 30, 2000 are
not necessarily indicative of the results that may be expected for the year
ending December 31, 2000. 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, 1999.

2. NET INCOME PER SHARE AND PARTNERSHIP UNIT:

Boykins basic and diluted earnings per share for three and six months
ended June 30, 2000 under SFAS No. 128, Earnings per Share are as follows:

8



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|                                  |  |                    |     |                  |  |      |     |      |  |   |     |  |  |   |     | 
|--------------------------------- |  | ------------------ | --- | ---------------- |  | ---- | --- | ---- |  | - | --- |  |  | - | --- | 
|                                  |  | Three Months Ended |     | Six Months Ended
|                                  |  | June 30,           |     | June 30,        
|                                  |  |                    |     |                 
|                                  |  | 2000               |     | 1999             |  | 2000 |     | 1999
|                                  |  |                    |     |                  |  |      |     |     
|Basic earnings per common share   |  | $                  | .36 |                  |  | $    | .38 |      |  | $ | .52 |  |  | $ | .55 | 
|                                 
|                                 
|                                 
|                                 
|Diluted earnings per common share |  | $                  | .36 |                  |  | $    | .38 |      |  | $ | .51 |  |  | $ | .55 | 

Basic earnings per share is based on the weighted average number of common
shares outstanding during the period. Diluted earnings per share adjusts the
weighted average shares outstanding for the effect of all dilutive securities.
At June 30, 2000 and 1999, a total of 1,291,114 limited partnership units were
issued and outstanding. The basic weighted average number of common shares and
limited partnership units outstanding for the three and six months ended June
30, 2000 was 18,426,021 and 18,422,527 respectively. The diluted weighted
average number of common shares and limited partnership units outstanding for
the three and six months ended June 30, 2000 was 18,609,272 and 18,600,685
respectively.

3. INTERCOMPANY CONVERTIBLE NOTE:

At the time of the IPO, Boykin loaned $40,000 to the Partnership in
exchange for an intercompany convertible note that matures in November 2001.
Interest on the note accrues at a rate equal to 9.75% and is 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 face value based on the $20 per share IPO price of Boykins
common shares. The note is secured by mortgages on certain hotel properties.

4. CREDIT FACILITY:

As of June 30, 2000, Boykin had an unsecured credit facility with a group
of banks which enabled Boykin to borrow up to $175,000.
As of June 30,
2000 and December 31, 1999, outstanding borrowings against this credit facility
were $126,000 and $119,000, respectively. The credit facility required Boykin,
among other things, to maintain a minimum net worth, a coverage ratio of EBITDA
to debt service, and a coverage ratio of EBITDA to debt service and fixed
charges. Further, Boykin was 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, 2000 and December 31, 1999.

In July 2000, Boykin
entered into a new secured credit facility with a group of
banks which enables Boykin to borrow up to $100,000, subject to borrowing base
and loan-to-value limitations. Concurrently, Boykin used proceeds from a
new $108,000 secured term loan (Note 9) and borrowed $25,000 from the
new secured credit facility to repay the previous credit facility.
The new secured credit facility bears interest at a rate that fluctuates at LIBOR
plus 2.25% to 2.75%. Boykin is required to pay a .25% fee on the unused portion
of the credit facility. The facility expires on July 11, 2003 and contains a
one-year extension. The new credit facility is secured by seven hotel
properties. Deferred financing costs
associated with the previous $175,000
facility will be written off in the third quarter of 2000 which will result in
an extraordinary loss, net of minority interest, of approximately $686.
The new facility has similar financial and other covenants as the
previous $175,000 credit facility.

5. TERM NOTES PAYABLE:

OLP has a $130,000 term loan agreement that expires in June 2023 and may
be prepaid without penalty or defeasance after May 21, 2008. 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 required interest-only payments until June
2000, with principal repayments commencing thereafter based on a 25-year
amortization schedule. The loan is secured by ten DoubleTree hotels. 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 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 and requires OLP to

9



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##### Table of Contents



maintain certain financial covenants. OLP
was in compliance with these covenants at June 30, 2000 and December 31, 1999.

Boykin has a $45,000 term loan agreement that expires in October 2002,
with two additional one-year extensions, subject to the satisfaction of certain
financial covenants, as defined in the agreement. The loan is secured by three
hotel properties and bears interest at a rate that fluctuates with LIBOR plus
2% (8.7% at June 30, 2000). 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, 2000 and December 31, 1999.

Maturities of long term debt at June 30, 2000 are as follows:

|                    |  |   |         | 
|------------------- |  | - | ------- | 
|Remainder of 2000   |  | $ | 922     | 
|                   
|                   
|                   
|                   
|2001                |  |   | 1,969   | 
|                   
|                   
|                   
|                   
|2002                |  |   | 47,111  | 
|                   
|                   
|                   
|                   
|2003                |  |   | 2,264   | 
|                   
|                   
|                   
|                   
|2004                |  |   | 2,402   | 
|                   
|                   
|                   
|                   
|2005 and thereafter |  |   | 120,194 | 
|                    |  |   |         | 
|                    |  | $ | 174,862 | 
|                    |  |   |         | 

6. PERCENTAGE LEASE AGREEMENTS:

The percentage leases have noncancelable remaining terms ranging from less
than one year to seven years, subject to earlier termination on the occurrence
of certain contingencies, as defined. The rent due under each percentage lease
is the greater of minimum rent, as defined, or percentage rent. Percentage
rent applicable to room and other hotel revenue varies by lease and is
calculated by multiplying fixed percentages by the total amounts of such
revenues over specified threshold amounts. Both the minimum rent and the
revenue thresholds used in computing percentage rents are subject to annual
adjustments based on increases in the United States Consumer Price Index
(CPI). Percentage rent applicable to food and beverage revenues is
calculated by multiplying fixed percentages by the total amounts of such
revenues. Percentage lease revenue for the three months ended June 30, 2000
and 1999 was $23,457 and $23,852 respectively, of which approximately $7,935
and $8,622 respectively, was in excess of minimum rent. Percentage lease
revenue for the six months ended June 30, 2000 and 1999 was $43,523 and
$43,246, respectively, of which approximately $12,702 and $12,802,
respectively, was in excess of minimum rent.

Boykin recognizes lease revenue for interim and annual reporting purposes
on an accrual basis pursuant to the terms of the respective percentage leases.

In December 1999, the Securities and Exchange Commission (SEC) issued a
Staff Accounting Bulletin (SAB) No. 101 Revenue Recognition in Financial
Statements, which will change the interim reporting of revenues related to
Boykins leases, but will have no impact on its interim cash flow or year-end
results of operations. Under application of this SAB, a portion of
Boykins percentage lease revenues, which historically have been
recognized in the first and second quarters, will be deferred and recognized in the third and fourth quarters.
The required implementation of the SAB has been delayed by the SEC until the fourth quarter of 2000.
However, if Boykin had implemented this new standard in the current period, Boykins percentage lease revenue would have
been reduced by $6,471 and $10,120 to $16,986 and $33,403 for the three and six months ended June 30, 2000, respectively.
Accordingly, net income would have been reduced by $5,897 and $9,252, resulting in $282 net income and $416 net loss for the three and
six months ended June 30, 2000, respectively.

10



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##### Table of Contents



Future minimum rentals (ignoring future CPI increases) to be received by
Boykin from BMC and from other lessees pursuant to the percentage leases for
each of the years in the period 2000 to 2004 and in total thereafter are as
follows:

|                    |  |               |         |               |  |        |        |  |  |   |         | 
|------------------- |  | ------------- | ------- | ------------- |  | ------ | ------ |  |  | - | ------- | 
|                    |  | Related Party
|                    |  | Lessees       |         | Other Lessees |  | Totals
|                    |  |               |         |               |  |       
|Remainder of 2000   |  | $             | 25,242  |               |  | $      | 5,397  |  |  | $ | 30,639  | 
|                   
|                   
|                   
|                   
|2001                |  |               | 44,012  |               |  |        | 10,794 |  |  |   | 54,806  | 
|                   
|                   
|                   
|                   
|2002                |  |               | 36,991  |               |  |        | 9,334  |  |  |   | 46,325  | 
|                   
|                   
|                   
|                   
|2003                |  |               | 11,743  |               |  |        | 7,464  |  |  |   | 19,207  | 
|                   
|                   
|                   
|                   
|2004                |  |               | 8,993   |               |  |        | 7,464  |  |  |   | 16,457  | 
|                   
|                   
|                   
|                   
|2005 and thereafter |  |               | 18,144  |               |  |        | 21,862 |  |  |   | 40,006  | 
|                    |  |               |         |               |  |        |        |  |  |   |         | 
|                    |  | $             | 145,125 |               |  | $      | 62,315 |  |  | $ | 207,440 | 

7. RELATED PARTY TRANSACTIONS:

The Chairman, President and Chief Executive Officer of Boykin is the
majority shareholder of BMC. BMC and Westboy LLC, a subsidiary of BMC, were a
significant source of Boykins percentage lease revenue through June 30, 2000.
At June 30, 2000 and December 31, 1999, Boykin had rent receivable of $8,740
and $4,280, respectively, due from related party lessees.

At June 30, 2000 and December 31, 1999, Boykin had a payable to related
party lessees of $2,125 and $796, respectively, primarily for the reimbursement
of capital expenditure costs incurred on behalf of the Partnership and OLP.

Spectrum Design Services (Spectrum), is a wholly-owned subsidiary of BMC
that provides design, purchasing and project management services to Boykin for
capital improvements at its hotels. Boykin paid Spectrum $558 for design
services during the six months ending June 30, 2000 consisting of $302 for
design services, $109 for purchasing services, $97 for project management
services and $50 for reimbursement of expenses.

8. STATEMENT OF CASH FLOWS, SUPPLEMENTAL DISCLOSURES:

During the six-month periods ended June 30, 2000 and 1999, noncash
financing transactions consisted of $8,736 and $8,665 respectively, of
dividends and Partnership distributions which were declared but not paid as of
June 30, 2000 and 1999, respectively.

Interest paid during the six-month periods ended June 30, 2000 and 1999
was $11,308 and $10,063 respectively. In the first half of 2000, Boykin issued
62,257 common shares, valued at $790, under Boykins LongTerm Incentive Plan.

9. SUBSEQUENT EVENT:

In July 2000, Boykin Holding, LLC, (BHC) a newly formed, wholly-owned
subsidiary of the Partnership, entered into a $108,000 term loan agreement
secured by nine of its hotel properties. The loan matures in July 2003 and
contains two one-year extension options. The loan bears interest at a rate that
fluctuates at LIBOR plus 2.35%. BHC also purchased interest rate protection to
cap the overall interest rate on this loan at no more than 10.25%. Proceeds
from this loan were used to pay down Boykins credit facility, fund escrows,
new loan costs, and for general corporate purposes. 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 covenants.

11



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##### Table of Contents



BOYKIN MANAGEMENT COMPANY
LIMITED LIABILITY COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS OF JUNE 30, 2000 AND DECEMBER 31, 1999(amounts in thousands)

|                                      |                                                                                                                     |      |        |             |   |              |        |        |   | 
|------------------------------------- | ------------------------------------------------------------------------------------------------------------------- | ---- | ------ | ----------- | - | ------------ | ------ | ------ | - | 
|                                      |                                                                                                                     |      |        | (Unaudited)
|                                      |                                                                                                                     |      |        | June 30,    |   | December 31,
|                                      |                                                                                                                     | 2000 |        | 1999       
|                                      |                                                                                                                     |      |        |            
|ASSETS                               
|
|Cash and cash equivalents             |                                                                                                                     | $    | 24,264 |             |   | $            | 20,787 |       
|                                     
|                                     
|                                     
|                                     
|Accounts receivable:                 
|                                     
|                                     
|                                     
|                                     
|                                      | Trade, net of allowance for doubtful accounts of $172 and $114 at
June 30, 2000 and December 31, 1999, respectively |      |        | 11,091      |   |              |        | 9,916  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Related party lessors                                                                                               |      |        | 2,247       |   |              |        | 893    |  
|                                     
|                                     
|                                     
|                                     
|                                      | Other                                                                                                               |      |        | 516         |   |              |        | 284    |  
|                                     
|                                     
|                                     
|                                     
|Inventories                           |                                                                                                                     |      | 2,361  |             |   |              | 2,366  |       
|                                     
|                                     
|                                     
|                                     
|Property and equipment, net           |                                                                                                                     |      | 301    |             |   |              | 332    |       
|                                     
|                                     
|                                     
|                                     
|Investment in Boykin Lodging Company  |                                                                                                                     |      | 250    |             |   |              | 203    |       
|                                     
|                                     
|                                     
|                                     
|Prepaid expenses and other assets     |                                                                                                                     |      | 2,298  |             |   |              | 2,463  |       
|                                      |                                                                                                                     |      |        |             |   |              |        |       
|                                      | Total assets                                                                                                        |      | $      | 43,328      |   |              | $      | 37,244 |  
|                                      |                                                                                                                     |      |        |             |   |              |        |       
|LIABILITIES AND MEMBERS CAPITAL     
|                                     
|                                     
|                                     
|                                     
|Rent payable to related party lessors |                                                                                                                     | $    | 9,919  |             |   | $            | 5,192  |       
|                                     
|                                     
|                                     
|                                     
|Accounts payable:                    
|                                     
|                                     
|                                     
|                                     
|                                      | Trade                                                                                                               |      |        | 3,330       |   |              |        | 2,530  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Advance deposits                                                                                                    |      |        | 1,450       |   |              |        | 942    |  
|                                     
|                                     
|                                     
|                                     
|                                      | Bank overdraft liability                                                                                            |      |        | 7,493       |   |              |        | 5,507  |  
|                                     
|                                     
|                                     
|                                     
|Accrued expenses:                    
|                                     
|                                     
|                                     
|                                     
|                                      | Accrued payroll                                                                                                     |      |        | 1,463       |   |              |        | 946    |  
|                                     
|                                     
|                                     
|                                     
|                                      | Accrued vacation                                                                                                    |      |        | 3,099       |   |              |        | 2,761  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Accrued sales, use and occupancy taxes                                                                              |      |        | 2,404       |   |              |        | 1,719  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Accrued management fee                                                                                              |      |        | 2,935       |   |              |        | 5,170  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Other accrued liabilities                                                                                           |      |        | 4,622       |   |              |        | 5,763  |  
|                                      |                                                                                                                     |      |        |             |   |              |        |       
|                                      | Total liabilities                                                                                                   |      |        | 36,715      |   |              |        | 30,530 |  
|                                      |                                                                                                                     |      |        |             |   |              |        |       
|Members capital:                    
|                                     
|                                     
|                                     
|                                     
|                                      | Capital contributed                                                                                                 |      |        | 3,000       |   |              |        | 3,000  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Retained earnings                                                                                                   |      |        | 3,817       |   |              |        | 3,965  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Accumulated other comprehensive loss                                                                                |      |        | (204        | ) |              |        | (251   | )
|                                      |                                                                                                                     |      |        |             |   |              |        |       
|                                      | Total members capital                                                                                              |      |        | 6,613       |   |              |        | 6,714  |  
|                                      |                                                                                                                     |      |        |             |   |              |        |       
|                                      | Total liabilities and members capital                                                                              |      | $      | 43,328      |   |              | $      | 37,244 |  
|                                      |                                                                                                                     |      |        |             |   |              |        |       

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

12



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##### Table of Contents



BOYKIN MANAGEMENT COMPANY
LIMITED LIABILITY COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999(unaudited, amounts in thousands)

|                     |                                            |                   |       |                    |        |                  |       |        |        |      |       |        |         |   |     |        |         | 
|-------------------- | ------------------------------------------ | ----------------- | ----- | ------------------ | ------ | ---------------- | ----- | ------ | ------ | ---- | ----- | ------ | ------- | - | --- | ------ | ------- | 
|                     |                                            |                   |       | Three Months Ended |        | Six Months Ended
|                     |                                            |                   |       | June 30,           |        | June 30,        
|                     |                                            |                   |       |                    |        |                 
|                     |                                            |                   |       | 2000               |        | 1999             |       | 2000   |        | 1999
|                     |                                            |                   |       |                    |        |                  |       |        |        |     
|Revenues:           
|                    
|                    
|                    
|                    
|                     | Room revenue                               |                   | $     | 46,346             |        |                  | $     | 42,291 |        |      | $     | 85,295 |         |   | $   | 77,042 |        
|                    
|                    
|                    
|                    
|                     | Food and beverage revenue                  |                   |       | 19,638             |        |                  |       | 18,884 |        |      |       | 37,137 |         |   |     | 36,152 |        
|                    
|                    
|                    
|                    
|                     | Other hotel revenue                        |                   |       | 4,636              |        |                  |       | 4,444  |        |      |       | 8,012  |         |   |     | 7,817  |        
|                    
|                    
|                    
|                    
|                     | Other revenue                              |                   |       | 588                |        |                  |       | 570    |        |      |       | 1,270  |         |   |     | 1,096  |        
|                     |                                            |                   |       |                    |        |                  |       |        |        |      |       |        |         |   |     |       
|                     |                                            | Total revenues    |       |                    | 71,208 |                  |       |        | 66,189 |      |       |        | 131,714 |   |     |        | 122,107 | 
|                     |                                            |                   |       |                    |        |                  |       |        |        |      |       |        |         |   |     |       
|Expenses:           
|                    
|                    
|                    
|                    
|                     | Departmental expenses of hotels:          
|                    
|                    
|                    
|                    
|                     |                                            | Rooms             |       |                    | 10,744 |                  |       |        | 9,699  |      |       |        | 20,576  |   |     |        | 18,345  | 
|                    
|                    
|                    
|                    
|                     |                                            | Food and beverage |       |                    | 13,642 |                  |       |        | 13,431 |      |       |        | 26,177  |   |     |        | 26,092  | 
|                    
|                    
|                    
|                    
|                     |                                            | Other             |       |                    | 2,301  |                  |       |        | 2,449  |      |       |        | 4,150   |   |     |        | 4,330   | 
|                    
|                    
|                    
|                    
|                     | Cost of goods sold of non-hotel operations |                   |       | 8                  |        |                  |       |       |        |      |       | 104    |         |   |     | 15     |        
|                    
|                    
|                    
|                    
|                     | Percentage lease expense                   |                   |       | 21,607             |        |                  |       | 19,547 |        |      |       | 38,734 |         |   |     | 35,168 |        
|                    
|                    
|                    
|                    
|                     | General and administrative                 |                   |       | 6,914              |        |                  |       | 6,401  |        |      |       | 13,711 |         |   |     | 12,623 |        
|                    
|                    
|                    
|                    
|                     | Advertising and promotion                  |                   |       | 3,747              |        |                  |       | 3,155  |        |      |       | 7,311  |         |   |     | 6,289  |        
|                    
|                    
|                    
|                    
|                     | Utilities                                  |                   |       | 2,288              |        |                  |       | 2,122  |        |      |       | 4,679  |         |   |     | 4,342  |        
|                    
|                    
|                    
|                    
|                     | Franchisor royalties and other charges     |                   |       | 2,298              |        |                  |       | 2,067  |        |      |       | 4,189  |         |   |     | 3,791  |        
|                    
|                    
|                    
|                    
|                     | Repairs and maintenance                    |                   |       | 3,146              |        |                  |       | 2,881  |        |      |       | 6,201  |         |   |     | 5,605  |        
|                    
|                    
|                    
|                    
|                     | Depreciation and amortization              |                   |       | 25                 |        |                  |       | 30     |        |      |       | 51     |         |   |     | 60     |        
|                    
|                    
|                    
|                    
|                     | Management fee expense                     |                   |       | 2,235              |        |                  |       | 2,406  |        |      |       | 4,043  |         |   |     | 4,175  |        
|                    
|                    
|                    
|                    
|                     | Other expense                              |                   |       | (268               | )      |                  |       | 290    |        |      |       | (64    | )       |   |     | 485    |        
|                     |                                            |                   |       |                    |        |                  |       |        |        |      |       |        |         |   |     |       
|                     |                                            | Total expenses    |       |                    | 68,687 |                  |       |        | 64,478 |      |       |        | 129,862 |   |     |        | 121,320 | 
|                     |                                            |                   |       |                    |        |                  |       |        |        |      |       |        |         |   |     |       
|Net income           |                                            | $                 | 2,521 |                    |        | $                | 1,711 |        |        | $    | 1,852 |        |         | $ | 787 |       
|                     |                                            |                   |       |                    |        |                  |       |        |        |      |       |        |         |   |     |       
|Comprehensive income |                                            | $                 | 2,553 |                    |        | $                | 1,790 |        |        | $    | 1,899 |        |         | $ | 859 |       
|                     |                                            |                   |       |                    |        |                  |       |        |        |      |       |        |         |   |     |       

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

13



---



##### Table of Contents



BOYKIN MANAGEMENT COMPANY
LIMITED LIABILITY COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999(unaudited, amounts in thousands)

|                                               |                                                                                   |                                           |                                   |        |        |        |        |     |        |       |  
|---------------------------------------------- | --------------------------------------------------------------------------------- | ----------------------------------------- | --------------------------------- | ------ | ------ | ------ | ------ | --- | ------ | ----- | -
|                                               |                                                                                   |                                           |                                   |        | 2000   |        | 1999  
|                                               |                                                                                   |                                           |                                   |        |        |        |       
|Cash flows from operating activities:         
|                                              
|                                              
|                                              
|                                              
|                                               | Net income                                                                        |                                           | $                                 | 1,852  |        |        | $      | 787 |       
|                                              
|                                              
|                                              
|                                              
|                                               | Adjustments to reconcile net income to net cash provided by operating
activities:
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | Depreciation and amortization             |                                   |        | 51     |        |        |     | 60     |      
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | Realized loss on investment               |                                   |        |       |        |        |     | 36     |      
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | Changes in assets and liabilities:       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                           | Accounts receivable               |        |        | (2,761 | )      |     |        | (518  | )
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                           | Inventories                       |        |        | 5      |        |     |        | (229  | )
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                           | Prepaid expenses and other assets |        |        | 165    |        |     |        | 94    |  
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                           | Rent payable                      |        |        | 4,727  |        |     |        | 4,210 |  
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                           | Accounts payable                  |        |        | 3,294  |        |     |        | 1,577 |  
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                           | Other accrued liabilities         |        |        | (1,836 | )      |     |        | 4,015 |  
|                                               |                                                                                   |                                           |                                   |        |        |        |        |    
|                                               |                                                                                   | Net cash provided by operating activities |                                   |        | 5,497  |        |        |     | 10,032 |      
|                                               |                                                                                   |                                           |                                   |        |        |        |        |    
|Cash flows from investing activities:         
|                                              
|                                              
|                                              
|                                              
|                                               | Property additions                                                                |                                           |                                   | (20    | )      |        |        | (11 | )     
|                                               |                                                                                   |                                           |                                   |        |        |        |        |    
|                                               |                                                                                   | Net cash used for investing activities    |                                   |        | (20    | )      |        |     | (11    | )    
|                                               |                                                                                   |                                           |                                   |        |        |        |        |    
|Cash flows from financing activities:          |                                                                                   |                                           |                                   |        |        |        |        |    
|                                              
|                                              
|                                              
|                                              
|                                               | Distributions to members                                                          |                                           |                                   | (2,000 | )      |        |        |    |       
|                                               |                                                                                   |                                           |                                   |        |        |        |        |    
|                                               |                                                                                   | Net cash used for financing activities    |                                   |        | (2,000 | )      |        |     |       |      
|                                               |                                                                                   |                                           |                                   |        |        |        |        |    
|Net increase in cash and cash equivalents      |                                                                                   |                                           | 3,477                             |        |        |        | 10,021 |    
|                                              
|                                              
|                                              
|                                              
|Cash and cash equivalents, beginning of period |                                                                                   |                                           | 20,787                            |        |        |        | 12,973 |    
|                                               |                                                                                   |                                           |                                   |        |        |        |        |    
|Cash and cash equivalents, end of period      
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | $                                         | 24,264                            |        |        | $      | 22,994 |    
|                                               |                                                                                   |                                           |                                   |        |        |        |        |    

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

14



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##### Table of Contents



BOYKIN MANAGEMENT COMPANY
LIMITED LIABILITY COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2000(dollar amounts in thousands)

1. DESCRIPTION OF BUSINESS:



| |   |  | Boykin Management Company Limited Liability Company and its subsidiaries (collectively, BMC):                                
| | - |  | -------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | lease and operate full and limited service hotels located throughout the
United States pursuant to long-term percentage leases;
|
| |  |  | manage full and limited service hotels located in the United States
pursuant to management agreements;                         
|
| |  |  | provide national purchasing services
to hotels; and                                                                            
|
| |  |  | provide interior design services and project management services to hotels
and other businesses.                               

2. ORGANIZATION:

BMC was formed and commenced operations in November 1996 to continue and
expand the 40-year history of hotel management of its predecessors, Boykin
Management Company and its affiliates. BMC is an Ohio limited liability company
that is indirectly owned by Robert W. Boykin (53.8%) and John E. Boykin (46.2%).
Robert W. Boykin is the Chairman, President and Chief Executive Officer of
Boykin Lodging Company. As of June 30, 2000, BMC and its subsidiaries lease
and/or manage 27 hotels owned by Boykin Lodging Company and manage two other
hotels owned by third parties.

BMCs wholly-owned subsidiaries consist of the following entities:



| |  |  | Spectrum Design Services, LLC (Spectrum)  a hotel design, purchasing and
project management company;                     
| | - |  | ----------------------------------------------------------------------------------------------------------------------------
|
| |  |  | Purchasing Concepts I, LLC (PCI)  a hotel food and beverage operating
and purchasing company;                            
|
| |  |  | Westboy, LLC (Westboy)  an entity that leases ten DoubleTree-licensed
hotels from Boykin Lodging Company;                
|
| |  |  | ChiBoy, LLC (ChiBoy)  an entity that leases a hotel in Chicago, Illinois
from an affiliate of Boykin Lodging Company;    
|
| |  |  | JerseyBoy, LLC (JerseyBoy)  an entity that manages a hotel owned by
Boykin Lodging Company in Mt. Laurel, New Jersey; and
|
| |  |  | Boykin Enterprises, LLC  an entity that manages hotels and restaurants
owned by third parties.                             

3. BASIS OF PRESENTATION:

The separate financial statements of BMCs subsidiaries have been
presented on a consolidated basis with BMC. All significant intercompany
transactions and balances have been eliminated. These financial statements have
been prepared in accordance with generally accepted accounting principles for
the 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 three and six-month
period ended June 30, 2000 are not necessarily indicative of the results that
may be expected for the year ending December 31, 2000. For further information,
refer to BMCs consolidated financial statements and footnotes thereto included
in Boykin Lodging Companys Annual Report on Form 10-K for the year ended
December 31, 1999.

Reclassifications

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

15



---



##### Table of Contents



4. PERCENTAGE LEASE AGREEMENTS:

BMC Leases on 15 Hotels

BMC leases 15 hotels (the BMC Hotels) from the Partnership pursuant to
long-term percentage leases. The BMC Hotels are located in Cleveland, Ohio (2);
Columbus, Ohio; Buffalo, New York; Berkeley, California; Raleigh, North
Carolina; Charlotte, North Carolina (2); High Point, North Carolina; Knoxville,
Tennessee; Ft. Myers, Florida; Melbourne, Florida (2); Daytona Beach, Florida;
and French Lick, Indiana.

The percentage leases have noncancellable remaining terms ranging from
less than one year to seven years, subject to earlier termination on the
occurrence of certain contingencies, as defined. BMC is required to pay the
higher of minimum rent, as defined, or percentage rent. Percentage rent
applicable to room and other hotel revenue varies by lease and is calculated by
multiplying fixed percentages by the total amounts of such revenues over
specified threshold amounts. Percentage rent related to food and beverage
revenues and other revenues, in some cases, is based on fixed percentages of
such revenues. Both the threshold amounts used in computing percentage rent and
minimum rent on room and other hotel revenues are subject to adjustments as of
January 1 of each year based on increases in the United States Consumer Price
Index (CPI).

For both annual and interim reporting purposes, BMC recognizes
percentage lease expense pursuant to the provisions of the related percentage
lease agreements.

Other than real estate and personal property taxes, casualty insurance,
ground lease rental, and capital improvements, which are obligations of the
Partnership, the percentage leases require BMC to pay all costs and expenses
incurred in the operation of the BMC Hotels.

The percentage leases require BMC to indemnify Boykin Lodging Company
against all liabilities, costs and expenses incurred by, imposed on or asserted
against the Partnership in the normal course of operating the BMC Hotels.

Westboy Lease on Ten DoubleTree Hotels

Effective January 1, 1998, Westboy entered into a long-term lease
agreement with Red Lion Inns Operating L.P. (OLP) with terms similar to those
described above. OLP was acquired by Boykin Lodging Company on May 22, 1998. The
ten DoubleTree-licensed hotels (the DoubleTree Hotels) leased by Westboy are
located in California, Oregon (3), Washington (3), Colorado, Idaho and Nebraska.
The hotels are managed by a subsidiary of Hilton Hotels Corporation. BMC made an
initial capital contribution to Westboy of $1,000, of which $900 was funded with
a demand promissory note. Assets of Westboy are not available to pay the
creditors of any other entity, except to the extent of permitted cash
distributions from Westboy to BMC. Similarly, except to the extent of the unpaid
promissory note, the assets of BMC are not available to pay the creditors of
Westboy.

ChiBoy Lease on Executive Plaza Hotel

Effective August 31, 1999, ChiBoy entered into a long-term lease
agreement with Boykin Chicago LLC, an entity in which the Partnership has an
18.75% interest, with terms similar to those described above. The Executive
Plaza hotel is located in Chicago, Illinois. BMC made an initial capital
contribution to ChiBoy of $280 in cash.

Future minimum rent (ignoring CPI increases) to be paid by BMC, Westboy,
and ChiBoy under their respective percentage lease agreements at June 30, 2000
for each of the years in the period 2000 to 2004 and in total thereafter is as
follows:

|                    |  |   |         | 
|------------------- |  | - | ------- | 
|Remainder of 2000   |  | $ | 27,642  | 
|                   
|                   
|                   
|                   
|2001                |  |   | 48,812  | 
|                   
|                   
|                   
|                   
|2002                |  |   | 41,791  | 
|                   
|                   
|                   
|                   
|2003                |  |   | 16,543  | 
|                   
|                   
|                   
|                   
|2004                |  |   | 12,193  | 
|                   
|                   
|                   
|                   
|2005 and thereafter |  |   | 18,144  | 
|                    |  |   |         | 
|                    |  | $ | 165,125 | 

5. RELATED PARTY TRANSACTIONS:

16



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##### Table of Contents



Percentage lease expense payable to the Partnership (including OLP)
was $19,587 and $19,547 for the three months ended June 30, 2000 and 1999,
respectively. Percentage lease expense payable for the six months ended June 30,
2000 and 1999 was $35,683 and $35,168, respectively. Percentage lease expense
payable for the three and six months ended June 30, 2000 to Boykin Chicago was
$2,020 and $3,051.

At June 30, 2000 and December 31, 1999, BMC (including Westboy) had
receivables from the Partnership of $2,125 and $796, respectively, primarily for
the reimbursement of capital expenditure costs incurred on behalf of the
Partnership. At June 30, 2000 and December 31, 1999, ChiBoy had receivables from
Boykin Chicago of $122 and $97 respectively, primarily for the reimbursement of
capital expenditure costs incurred on behalf of Boykin Chicago.

At June 30, 2000 and December 31, 1999, BMC had payables to the
Partnership of $8,740 and $4,280, respectively, for amounts due pursuant to the
percentage leases with the Partnership. At June 30, 2000 and December 31, 1999,
ChiBoy had payables to Boykin Chicago of $1,179 and $912, respectively, for
amounts due pursuant to the percentage lease with Boykin Chicago.

17



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##### Table of Contents






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 that currently owns interests in 32 hotels throughout the United States
and leases its properties to established hotel operators. Our primary business
strategies are:



| |  | maximizing revenue growth in our hotels through -
|- |  | -------------------------------------------------

| |  |  | strong management performance from our lessee/operators;
| | - |  | --------------------------------------------------------
|
|
|
|
| |  |  | selective renovation;                                   
|
|
|
|
| |  |  | expansion and development; and                          
|
|
|
|
| |  |  | brand repositioning;                                    



| |  | acquiring upscale, full-service commercial and resort hotels that will
increase our cash flow and are purchased at a discount to their replacement
cost;            
|- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | developing strategic alliances and relationships with both a network of
high-quality hotel operators and franchisors of the hotel industrys
premier upscale brands.

Our principal source of revenue is lease payments from lessees pursuant
to percentage lease agreements. Percentage lease revenue is based upon the room,
food and beverage, and other revenues of our hotels. The lessees ability to
make payments to us pursuant to the percentage leases is dependent primarily
upon the operations of the hotels.

BOYKINS FORMATION AND SIGNIFICANT EVENTS

We completed our initial public offering (IPO) in November 1996 and,
through Boykin Hotel Properties, L.P., an Ohio limited partnership (the
Partnership), we acquired nine hotel properties and another eight hotel
properties in 1997 using remaining proceeds from the IPO and borrowings under
our credit facility. We currently have a 92.1% ownership interest in, is the
sole general partner of and does all of its business through the Partnership.

In February 1998, we completed a follow-on public equity offering of 4.5
million common shares, netting proceeds of approximately $106.3 million. We used
the proceeds to pay down existing indebtedness under our credit facility,
purchase limited partnership units from two unaffiliated limited partners, fund
the acquisitions of two hotels purchased in March 1998 and for general corporate
purposes.

We completed our merger with Red Lion Inns Limited Partnership in May
1998, in which we acquired Red Lion Inns Operating L.P. (OLP), which owns a
portfolio of ten DoubleTree-licensed hotels. In the transaction, we issued 3.1
million common shares and paid approximately $35.3 million in cash to the Red
Lion limited partners and general partner. The total consideration value,
including assumed liabilities of approximately $155.7 million and common shares
issued valued at $80.3 million, was $271.3 million.

In February 1999, we formed 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. We formed the joint venture with AEW
to take advantage of acquisition opportunities in the lodging industry. In
August 1999, the Boykin/AEW venture acquired a hotel in downtown Chicago.

SECOND QUARTER HIGHLIGHTS AND OUTLOOK FOR THE REMAINDER OF 2000

Refer to the Results of Operations section below for discussion of our
second quarter results compared to 1999 as well as the operational results of
BMC.

During the first half of 2000, we continued our renovation program,
spending $9.8 million, or approximately 6.5% of hotel revenues. About half of
these capital expenditures went into five of our DoubleTree hotels, which

18



---



##### Table of Contents



underwent major public space and guestroom suite renovations. We plan on
spending about $20 million in 2000, or six percent of our expected hotel revenues. The
majority of the remaining amount this year will be spent renovating guest rooms
and public space at our Buffalo Marriott, Cleveland Airport Marriott, Columbus
Marriott, Berkeley Marina Radisson, and the Radisson Inn Sanibel Gateway. We
believe it is important to keep our hotels in first-class condition in order to
outperform the competition and to deliver superior REVPAR gains. We generally anticipate a positive impact on our results of operations stemming from
the hotels we renovated in 1998, 1999, and 2000. We also believe the long-term demand for rooms in most of our markets
will continue to grow and therefore we expect to continue to implement our
renovation plans.

We continue to selectively
seek acquisitions but we are being selective in terms of
yield and earnings criteria. Additionally, we are considering the
sale or exchange of certain hotels in our portfolio. We also are considering expansions and development
at a few of our hotels to maximize the value of our portfolio.

In July 2000, we
refinanced our previous credit facility, lengthening our average debt
maturities, mitigating our variable rate debt
exposure, and increasing our borrowing capacity. This will enable us to react to
new opportunities as well as continue our planning for expansion and
redevelopment of existing owned properties.

We expect that percentage lease revenues from certain of our properties,
primarily in Portland, Oregon; Colorado Springs, Colorado; Columbus, Ohio; and
Charlotte and Raleigh, North Carolina, will be lower than we originally
anticipated for the remainder of 2000, due to competition from newly
constructed hotels. We also expect higher interest expense after our debt
refinancing and due to higher market rates. Because of these factors, we
estimate that FFO for the year 2000 will fall in a range of approximately $45
million to $46 million, or approximately 5% to 7% lower than FFO for 1999.

In August 2000, our Board of Directors revised the companys dividend
policy, intending to declare dividends at a level of approximately 85% of our
Funds Available for Distribution (FAD). We believe FAD is a useful measure
of our ability to fund the payment of operational expenses, debt service and
distributions. Management recommended this level to the Board of Directors in
order to:



| |  |  | bring our FAD payout ratio in line with our peer companies;                                                                                                         
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
|
|
|
| |  |  | provide adequate cushion for potential future adverse revenue or
interest rate fluctuations; and                                                                    
|
|
|
|
| |  |  | establish cash reserves to keep our properties in excellent
competitive condition and take advantage of high yield internal growth
opportunities that we may pursue.

We compute FAD by adjusting FFO for capital expenditures reserves, principal
payments on our debt, and noncash amortization of financing costs. Based upon
the revised policy, we announced a lower anticipated quarterly dividend rate of
$.365 per share.

RESULTS OF OPERATIONS

The following discusses our results of operations and those of BMC for the
quarter ended June 30, 2000 compared to the same period in 1999.

Boykin Lodging Company

Quarter ended June 30, 2000 Compared to 1999

Our percentage lease revenue decreased 1.7% to $23.5 million in 2000, from
$23.9 million for the same period in 1999. This is mostly attributable to our
take over of the Radisson Hotel Mt. Laurel in February 2000, which reduced lease
revenue in the second quarter by $.6 million as compared to 1999. Instead, the
hotels revenues of $2.0 million and hotel operating expenses of $1.5 million
are reflected in the results of operations in 2000. Percentage lease revenue
payable by BMC and Westboy represented $19.6 million, or 83.5%, of total
percentage lease revenue in the 2000 period, compared to
$19.5 million, or 82.0%,
of total percentage lease revenue in 1999.

Net income decreased to $6.2 million for the three months ended June 30,
2000, compared to $6.5 million in 1999. As a percent of total revenue, net
income decreased to 24.0% in 2000 from 27.3% in 1999, primarily resulting from
the following items:



| |  |  | An increase in real estate depreciation and amortization to $7.4 million, or 31.7 %, of percentage lease revenue in 2000,
from $7.1 million, or 29.8%, in 1999; and
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | An increase in interest expense to $5.8 million in 2000, or 24.8% of percentage lease revenue, compared to $5.0 million, or
21.0%, in 1999.                        

19



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##### Table of Contents



Increased capitalized property costs from renovations have increased
depreciation expense and higher interest rates on our variable rate debt, along
with higher outstanding debt balances, caused interest expense to increase over
1999.

Six Months Ended June 30, 2000 Compared to 1999

Our percentage lease revenue increased slightly to $43.5 million in 2000,
from $43.2 million for the same period in 1999. Percentage lease revenue payable
by BMC and Westboy represented $35.7 million, or 82.0%, of total percentage lease
revenue in the 2000 period, compared to $35.2 million, or 81.3%, of total
percentage lease revenue, in 1999. The decrease in
percentage lease revenue in 2000 was from the Radisson Hotel Mt. Laurel of $.9 million, and a decrease from the DoubleTree portfolio of $.4 million offset by
lease revenue increases in hotels managed by BMC and other independently managed
properties. We took over the Radisson Hotel Mt. Laurel in February 2000,
of which the hotel revenues of $3.3 million and expenses of $2.5 million are reflected in the results of operations for 2000.

Net income decreased to $8.8 million for the six months ended June 30,
2000, compared to $9.4 million in 1999. As a percent of total revenue, net
income decreased to 18.8% in 2000 from 21.7% in 1999, primarily resulting from
the following items:



| |  | An increase in real estate related depreciation and amortization to $15.2
million, or 34.9%, of percentage lease revenue in 2000 from $14.2 million,
or 32.9%, in 1999.
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | An increase in interest expense to $11.4 million in 2000, or 26.2%, of percentage lease revenue from $10.0 million, or
23.1%, in 1999.                                 

These items were offset by a gain on property insurance recovery of $.4
million related to property damage at our two Melbourne, Florida hotels caused
by hurricanes Floyd and Irene in late 1999.

Increased capitalized property costs from renovations have increased
depreciation expense and higher interest rates on our variable rate debt, along
with higher average outstanding debt balances, caused interest expense to
increase over 1999.

Our funds from operations (FFO) for the quarter ended June 30, 2000 was
$14.1 million compared to $14.0 million in 1999. 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 (loss) (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 activities, financing
activities and investing activities, it provides investors with another
indication of the ability of a company to incur and service debt, to make
capital expenditures and to fund other cash needs, including our ability to make
cash distributions.

We compute FFO in accordance with the NAREIT White Paper, 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 current
NAREIT definition differently than us. FFO does not represent cash generated
from operating activities determined by GAAP and should not be considered as an
alternative to net income (determined in accordance with GAAP) as an indication
of our financial performance or to cash flow from operating activities
(determined in accordance with 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 and FFO for
the three and six months ended June 30, 2000 and 1999, respectively, (in
thousands):

20



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##### Table of Contents



| |                       |                                                      |   |                    |       |                  |   |        |       |      |   |        |        |   |   |        |        |  
| | --------------------- | ---------------------------------------------------- | - | ------------------ | ----- | ---------------- | - | ------ | ----- | ---- | - | ------ | ------ | - | - | ------ | ------ | -
| |                       |                                                      |   | Three Months Ended |       | Six Months Ended
| |                       |                                                      |   | June 30,           |       | June 30,        
| |                       |                                                      |   |                    |       |                 
| |                       |                                                      |   | 2000               |       | 1999             |   | 2000   |       | 1999
| |                       |                                                      |   |                    |       |                  |   |        |       |     
| | Net income            |                                                      | $ | 6,179              |       |                  | $ | 6,531  |       |      | $ | 8,836  |        |   | $ | 9,413  |       
|
|
|
|
| |                       | Real estate related depreciation and amortization    |   |                    | 7,423 |                  |   |        | 7,107 |      |   |        | 15,208 |   |   |        | 14,247 |  
|
|
|
|
| |                       | Gain on property insurance recovery                  |   |                    |      |                  |   |        |      |      |   |        | (407   | ) |   |        |       |  
|
|
|
|
| |                       | Minority interest                                    |   |                    | 610   |                  |   |        | 697   |      |   |        | 847    |   |   |        | 976    |  
|
|
|
|
| |                       | Equity (income) loss of unconsolidated joint venture |   |                    | (67   | )                |   |        |      |      |   |        | 48     |   |   |        |       |  
|
|
|
|
| |                       | FFO applicable to joint venture minority interest    |   |                    | (74   | )                |   |        | (316  | )    |   |        | (258   | ) |   |        | (515   | )
| |                       |                                                      |   |                    |       |                  |   |        |       |      |   |        |        |   |   |       
| | Funds from operations |                                                      | $ | 14,071             |       |                  | $ | 14,019 |       |      | $ | 24,274 |        |   | $ | 24,121 |       
| |                       |                                                      |   |                    |       |                  |   |        |       |      |   |        |        |   |   |        |       

21



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##### Table of Contents



The following table illustrates key operating statistics of our portfolio
for the three and six months ended June 30, 2000 and 1999, regardless of
ownership:

|                                  |                    |  |                    |        |                  |  |       |        |       |  |   |         |  |  |   |         | 
|--------------------------------- | ------------------ |  | ------------------ | ------ | ---------------- |  | ----- | ------ | ----- |  | - | ------- |  |  | - | ------- | 
|                                  |                    |  | Three Months Ended |        | Six Months Ended
|                                  |                    |  | June 30,           |        | June 30,        
|                                  |                    |  |                    |        |                 
|                                  |                    |  | 2000               |        | 1999             |  | 2000  |        | 1999 
|                                  |                    |  |                    |        |                  |  |       |        |      
|All hotels (32 hotels)(a)        
|                                 
|                                 
|                                 
|                                 
|                                  | Hotel revenues     |  | $                  | 85,942 |                  |  | $     | 85,345 |       |  | $ | 160,005 |  |  | $ | 157,494 | 
|                                 
|                                 
|                                 
|                                 
|                                  | REVPAR             |  | $                  | 68.99  |                  |  | $     | 68.58  |       |  | $ | 64.22   |  |  | $ | 63.14   | 
|                                 
|                                 
|                                 
|                                 
|                                  | Occupancy          |  | 71.4%              |        | 73.3%            |  | 67.3% |        | 67.8%
|                                 
|                                 
|                                 
|                                 
|                                  | Average daily rate |  | $                  | 96.65  |                  |  | $     | 93.61  |       |  | $ | 95.49   |  |  | $ | 93.19   | 
|                                 
|                                 
|                                 
|                                 
|Initial Hotels (9 hotels)        
|                                 
|                                 
|                                 
|                                 
|                                  | Hotel revenues     |  | $                  | 24,752 |                  |  | $     | 24,744 |       |  | $ | 47,113  |  |  | $ | 46,024  | 
|                                 
|                                 
|                                 
|                                 
|                                  | REVPAR             |  | $                  | 76.91  |                  |  | $     | 77.41  |       |  | $ | 73.62   |  |  | $ | 72.45   | 
|                                 
|                                 
|                                 
|                                 
|                                  | Occupancy          |  | 74.0%              |        | 77.8%            |  | 71.8% |        | 74.0%
|                                 
|                                 
|                                 
|                                 
|                                  | Average daily rate |  | $                  | 103.97 |                  |  | $     | 99.46  |       |  | $ | 102.47  |  |  | $ | 97.87   | 
|                                 
|                                 
|                                 
|                                 
|DoubleTree Portfolio (10 hotels) 
|                                 
|                                 
|                                 
|                                 
|                                  | Hotel revenues     |  | $                  | 28,441 |                  |  | $     | 29,170 |       |  | $ | 53,805  |  |  | $ | 54,697  | 
|                                 
|                                 
|                                 
|                                 
|                                  | REVPAR             |  | $                  | 63.55  |                  |  | $     | 65.83  |       |  | $ | 58.58   |  |  | $ | 59.27   | 
|                                 
|                                 
|                                 
|                                 
|                                  | Occupancy          |  | 73.4%              |        | 76.1%            |  | 69.1% |        | 69.5%
|                                 
|                                 
|                                 
|                                 
|                                  | Average daily rate |  | $                  | 86.63  |                  |  | $     | 86.47  |       |  | $ | 84.82   |  |  | $ | 85.22   | 
|                                 
|                                 
|                                 
|                                 
|Acquired Hotels (13 hotels)(a)(b)
|                                 
|                                 
|                                 
|                                 
|                                  | Hotel revenues     |  | $                  | 32,749 |                  |  | $     | 31,431 |       |  | $ | 59,087  |  |  | $ | 56,773  | 
|                                 
|                                 
|                                 
|                                 
|                                  | REVPAR             |  | $                  | 68.33  |                  |  | $     | 65.04  |       |  | $ | 62.74   |  |  | $ | 60.24   | 
|                                 
|                                 
|                                 
|                                 
|                                  | Occupancy          |  | 68.0%              |        | 67.8%            |  | 62.7% |        | 62.1%
|                                 
|                                 
|                                 
|                                 
|                                  | Average daily rate |  | $                  | 100.50 |                  |  | $     | 95.93  |       |  | $ | 100.11  |  |  | $ | 97.02   | 

(a) Includes predecessors results in 1999 related to the Executive Plaza Hotel.

(b) Represents the operating results of hotels acquired by Boykin since our IPO, other than
theDoubleTree portfolio.

22



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##### Table of Contents



BMC

Quarter Ended June 30, 2000 Compared to 1999

For the quarter ended June 30, 2000, BMCs hotel revenues increased 7.6%,
to $70.6 million, compared to $65.6 million for the same period in 1999. The
increase was primarily due to the addition of the Executive Plaza Hotel in which
ChiBoy commenced operations in August 1999. This was offset by lower revenues of
the DoubleTree portfolio in 2000 compared to 1999.

Percentage lease expense for the quarter ended June 30, 2000 increased
10.5%, to $21.6 million, compared to $19.5 million for the same period in 1999
due to the increase in hotel revenues. Departmental and other hotel operating
expenses, consisting primarily of room expenses, food and beverage costs,
franchise fees, utilities, repairs and maintenance, management fees, and other
general and administrative expenses of the hotels were $47.0 million in the
quarter ended June 30, 2000 compared to $44.9 million for the same period in
1999. As a percent of hotel revenues, the departmental and other hotel operating
expenses decreased to 66.6% in 2000 from 68.4% in 1999. The combination of
increased revenues and decreased operating expenses, as a percentage of
revenues, resulted in higher net income of $2.5 million for the quarter ended
June 30, 2000 compared to net income of $1.7 million in 1999.

Six months ended June 30, 2000 Compared to 1999

For the six months ended June 30, 2000, BMCs hotel revenues increased
7.8%, to $130.4 million, compared to $121.0 million for the same period in 1999.
The increase was primarily due to the addition of the Executive Plaza Hotel in
which ChiBoy commenced operations in August 1999. This was offset by lower
revenues of the DoubleTree portfolio in 2000 compared to 1999.

The percentage lease expense for the six months ended June 30, 2000
increased 10.1%, to $38.7 million, compared to $35.2 million for the same period
in 1999 due to the increase in hotel revenues. Departmental and other hotel
operating expenses, consisting primarily of rooms expenses, food and beverage
costs, franchise fees, utilities, repairs and maintenance, management fees, and
other general and administrative expenses of the hotels were $91.0 million in
the six months ended June 30, 1999 compared to $86.1 million for the same period
in 1999. As a percent of hotel revenues, the departmental and other hotel
operating expenses decreased to 69.7% in 2000 from 71.1% in 1999.

BMC recorded net income of $1.9 million for the six months ended June 30,
2000 compared to a net income of $.8 million in 1999. The increase in net income
is primarily due to increased revenue performance of the hotels in 2000 combined
with expense efficiencies gained in higher volumes.

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 percentage leases. The lessees obligations under the percentage leases are
largely unsecured and the lessees ability to make rent payments to the
Partnership under the percentage leases are substantially dependent on the
lessees ability to generate sufficient cash flow from the operation of the
hotels.

As of June 30, 2000, we had $3.9 million of unrestricted cash and cash
equivalents, $4.3 million of restricted cash for the payment of capital
expenditures, real estate tax and insurance, and we had outstanding borrowings
totaling $126.0 million and $174.9 million against our credit facility and term
note payable, respectively.

In July 2000, we refinanced our $175 million credit facility with a new
$100 million credit facility and a $108 million secured term loan. We currently
have $25 million outstanding under the new credit facility, for which the unused
amount is available to fund hotel acquisitions, renovations, capital
expenditures, and working capital needs, as limited under terms of the credit
agreements. For information relating to the terms of our new credit facility and
our $130 million, $45 million, and $108 million term notes payable, see Notes 4,
5, and 9, respectively, of the

23



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##### Table of Contents



Notes to Consolidated Financial Statements of
Boykin Lodging Company included in this Form 10-Q. We may seek to negotiate
additional credit facilities or issue debt 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
the Board of Directors considers prudent.

Our joint venture with AEW should also allow us to take advantage of
acquisition opportunities in the lodging industry with private capital at a time
when public equity financing is limited. The venture with AEW also allows us to
receive fees and incentive returns based on the performance of assets we have
acquired to date and may acquire in the future.

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.

Our percentage lease revenues and cash flow are dependent in large part
upon the hotel revenues recognized by our lessees. There can be no assurance
that those revenues will meet expected levels. 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.

As noted above in August 2000, we announced our intention to reduce our quarterly dividend rate from
$.47 per share to $.365, effective with our third quarter 2000
dividend. The
reduced dividend rate will improve our liquidity by allowing us to retain approximately $8 million annually
of additional funds for reinvestment. In this capital constrained environment,
we believe it is critical to retain some cash to keep our properties in
excellent competitive condition and to take advantage of high-yield internal
growth opportunities. No assurance can be given that
we will make distributions in the future at the current rate, or at all.

RECENT REIT LEGISLATION

Congress recently enacted
legislation which will dramatically change the tax rules applicable
to hotel REITs, Effective in 2001, REITs will be able to operate
certain businesses through a taxable REIT subsidiary ("TRS"), which
in the past, would have jeopardized their tax-free status. For hotel
REITs, this means that starting in 2001, our hotel properties can be
leased to a TRS we own, as long as the TRS hires an independent hotel
operator to manage the properties.

We are enthusiastic about this
new legislation because we believe that it will allow us to eliminate
conflicts of interest that exist with a lease arrangement, to better
motivate our operators, and to potentially capture more of the income
for our properties. Our Board of Directors has appointed a special
committee to evaluate how a TRS could benefit our shareholders. We
believe that we will be in a position to announce specific plans
later in 2000.

INFLATION

Our revenues are from percentage leases, which can change based on changes in
the revenues of our hotels. Therefore, we rely entirely on the performance of
the hotels and the lessees ability to increase revenues to keep pace with
inflation. Operators of hotels in general, and our lessees, can change room
rates quickly, but competitive pressures may limit the lessees 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-seven of
our hotels maintain higher occupancy rates during the second and third quarters.
The five hotels located in Florida experience their highest occupancy in the
first quarter. This seasonality pattern can be expected to cause fluctuations in
our quarterly lease revenue under the percentage leases.




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

24



---



##### Table of Contents



include our
new secured credit facility, our $45 million secured term loan, our $108 million
term loan and our 18.75% share of Boykin Chicagos $30 million term note
payable.

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. We also purchased interest protection on our new
$108 million term note in July 2000 that caps the overall interest rate on this
debt at no more than 10.25%. Approximately 57% and 56% of our outstanding debt
was subject to variable rates at June 30, 2000 and December 31, 1999,
respectively. The average interest rate of our variable rate debt was 8.25% for
the quarter ended June 30, 2000.

We review interest rate exposure quarterly 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, 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. At December 31, 1999, or currently we were not a party to any
forward interest rate or similar agreements. Other than an interest rate cap
contract that exists under a loan agreement with Boykin Chicago and the new $108
million interest rate cap purchased in July 2000, 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 as 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 $.4 million, based upon the balances outstanding on our
variable rate instruments at June 30, 2000.

We estimate that the current market rate that we could obtain for a debt
instrument of similar terms and maturity as our $130 million 6.9% fixed rate
term note would be approximately 9.0%.

See Notes 4,5, and 9 to the consolidated financial statements for
discussion of the terms of the secured credit facility and the term notes
payable.




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
the our financial condition or results of operations.




ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None.




ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

25



---



##### Table of Contents






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

Boykin held its annual meeting of the shareholders on May 23, 2000 at the
Radisson Inn Sanibel Gateway in Ft. Myers, Florida. At the meeting, the
shareholders voted to elect the Board of Directors for the 2001 term. The
individuals listed below were elected to Boykins Board of Directors, each to
hold office until the annual meeting next 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    |  |           | 15,778,165 |               |  |            | 0 |                  |  |  | 295,284 |  |  |  | 1,206,144 | 
|                   
|                   
|                   
|                   
|Raymond P. Heitland |  |           | 15,749,749 |               |  |            | 0 |                  |  |  | 323,700 |  |  |  | 1,206,144 | 
|                   
|                   
|                   
|                   
|Albert T. Adams     |  |           | 15,711,708 |               |  |            | 0 |                  |  |  | 361,741 |  |  |  | 1,206,144 | 
|                   
|                   
|                   
|                   
|Lee C. Howley, Jr.  |  |           | 15,745,833 |               |  |            | 0 |                  |  |  | 327,616 |  |  |  | 1,206,144 | 
|                   
|                   
|                   
|                   
|Frank E. Mosier     |  |           | 15,758,636 |               |  |            | 0 |                  |  |  | 314,813 |  |  |  | 1,206,144 | 
|                   
|                   
|                   
|                   
|William H. Schecter |  |           | 15,770,782 |               |  |            | 0 |                  |  |  | 302,667 |  |  |  | 1,206,144 | 
|                   
|                   
|                   
|                   
|Ivan J. Winfield    |  |           | 15,759,173 |               |  |            | 0 |                  |  |  | 314,276 |  |  |  | 1,206,144 | 




ITEM 5. OTHER INFORMATION

None.




ITEM 6. EXHIBITS 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                                                                                                                   
|   
|   
|   
|   
|27  |  |     |  | Financial Data Schedule                                                                                                                                                                                                                         
|   
|   
|   
|   
|    |  | (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.                                                                                                                                      

b)   Reports on Form 8-K

None.

26



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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 the
intent, belief or current expectations of Boykin, its directors or its officers
with respect to:



| |  | Leasing, management or performance 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 programs,
changes in local or national economic conditions, changes in interest rates, 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.

|                |  |                                                                                                            
|--------------- |  | -----------------------------------------------------------------------------------------------------------
|                |  | /s/  Robert W. Boykin
__________________________                                                           
|               
|August 14, 2000 |  | Robert W. Boykin
Chairman of the Board,
President and Chief Executive Officer
(Principal Executive Officer)
|               
|                |  | /s/    Paul A. ONeil
__________________________                                                           
|               
|August 14, 2000 |  | Paul A. ONeil
Chief Financial Officer and Treasurer
(Principal Accounting Officer)                        

27



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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                                                                                                                                                                                                                             
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|4.1 |  | (b) |  | Specimen Share Certificate                                                                                                                                                                                                                      
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|4.2 |  | (a) |  | Dividend Reinvestment and Optional Share Purchase Plan                                                                                                                                                                                          
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|4.3 |  | (c) |  | Shareholder Rights Agreement, dated as of May 25, 1999, between Boykin
Lodging Company and National City Bank as rights agent                                                                                                                   
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|27  |  |     |  | Financial Data Schedule                                                                                                                                                                                                                         
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|    |  | (a) |  | Incorporated by reference from Boykins Form 10-Q for the
quarter ended June 30, 1999.                                                                                                                                                          
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|    |  | (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.
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|    |  | (c) |  | Incorporated by reference as Exhibit 1 from the registration statement on Form 8-A
filed on June 10, 1999.                                                                                                                                      

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