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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
 FORM 10-Q (Mark One)þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
 SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2005
 OR o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
           SECURITIES EXCHANGE ACT OF 1934
 For the transition period from ________to ________
 Commission file number 001-11975 Boykin Lodging Company  Ohio
(State or Other Jurisdiction of Incorporation or Organization)
    
    34-1824586
(I.R.S. Employer Identification No.)Guildhall Building, Suite 1500, 45 W. ProspectAvenue,Cleveland, Ohio
    
    44115(Address of Principal Executive Office)
    
    (Zip Code)
 (216) 430-1200
(Registrants telephone number, including area 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 þ   No o Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule
12b-2 of the Exchange Act). Yes þ   No o The number of common shares, without par value, outstanding as of April 29, 2005 was
17,534,081.




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PART I  FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS BOYKIN LODGING COMPANY
INDEX TO FINANCIAL STATEMENTS Consolidated
Balance Sheets as of March 31, 2005 (unaudited) and
December 31, 2004
    
    
    3Consolidated
Statements of Operations for the Three Months Ended March 31,
2005 and 2004 (unaudited)
    
    
    4Consolidated
Statement of Shareholders Equity for the Three Months Ended
March 31, 2005 (unaudited)
    
    
    5Consolidated
Statements of Cash Flows for the Three Months Ended March 31,
2005 and 2004 (unaudited)
    
    
    6Notes
to Consolidated Financial Statements March 31, 2005
(unaudited)
    
    
    7EX-31.1 CertificationEX-31.2 CertificationEX-32.1 CertificationEX-32.2 CertificationEX-99.1 Hotel Purchase Agreement




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BOYKIN LODGING COMPANY 
 CONSOLIDATED BALANCE SHEETS
AS OF MARCH 31, 2005 AND DECEMBER 31, 2004
(dollar amounts in thousands)
 (Unaudited)March 31,
    
    
    December 31,2005
    
    
    2004ASSETSInvestment in hotel properties
    
    $
    547,505
    
    
    $
    545,142Accumulated depreciation
    
    
    (140,400
    )
    
    
    (134,347
    )Investment in hotel properties, net
    
    
    407,105
    
    
    
    410,795Cash and cash equivalents
    
    
    35,416
    
    
    
    13,521Restricted cash
    
    
    10,587
    
    
    
    13,022Accounts receivable, net of allowance for doubtful accounts of $68
and $87 as of March 31, 2005 and December 31, 2004, respectively
    
    
    17,080
    
    
    
    12,170Rent receivable from lessee
    
    
    211
    
    
    
    10Inventories
    
    
    1,750
    
    
    
    1,709Deferred financing costs and other, net
    
    
    1,684
    
    
    
    2,014Investment in unconsolidated joint ventures
    
    
    1,774
    
    
    
    14,048Other assets
    
    
    12,556
    
    
    
    10,091$
    488,163
    
    
    $
    477,380LIABILITIES AND SHAREHOLDERS EQUITYBorrowings against credit facility
    
    $
    
    
    
    $
    6,446Term notes payable
    
    
    192,569
    
    
    
    193,539Accounts payable and accrued expenses
    
    
    37,235
    
    
    
    36,707Accounts payable to related party
    
    
    1,327
    
    
    
    1,063Dividends/distributions payable
    
    
    1,188
    
    
    
    1,188Deferred lease revenue
    
    
    205
    
    
    
    Minority interest in joint ventures
    
    
    893
    
    
    
    927Minority interest in operating partnership
    
    
    12,495
    
    
    
    10,062SHAREHOLDERS EQUITY:Preferred shares, without par value; 10,000,000 shares authorized;
181,000 shares issued and outstanding as of March 31, 2005 and
December 31, 2004 (liquidation preference of $45,250)
    
    
    
    
    
    
    Common shares, without par value; 40,000,000 shares authorized;
17,534,081 and 17,450,314 shares outstanding as of March 31,
2005 and December 31, 2004, respectively
    
    
    
    
    
    
    Additional paid-in capital
    
    
    359,998
    
    
    
    358,688Distributions and losses in excess of income
    
    
    (114,528
    )
    
    
    (129,232
    )Unearned compensation  restricted shares
    
    
    (3,219
    )
    
    
    (2,008
    )Total shareholders equity
    
    
    242,251
    
    
    
    227,448$
    488,163
    
    
    $
    477,380
 See notes to consolidated financial statements. 3




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BOYKIN LODGING COMPANY 
 CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2005 and 2004
(unaudited, amounts in thousands except for per share data)
 2005
    
    
    2004Revenues:Hotel revenuesRooms
    
    $
    33,700
    
    
    $
    33,892Food and beverage
    
    
    14,763
    
    
    
    14,675Other
    
    
    6,786
    
    
    
    2,553Total hotel revenues
    
    
    55,249
    
    
    
    51,120Lease revenue
    
    
    354
    
    
    
    343Other operating revenue
    
    
    83
    
    
    
    71Revenues from condominium development and unit sales
    
    
    
    
    
    
    3,093Total revenues
    
    
    55,686
    
    
    
    54,627Expenses:Hotel operating expensesRooms
    
    
    7,976
    
    
    
    8,168Food and beverage
    
    
    10,339
    
    
    
    10,348Other direct
    
    
    1,883
    
    
    
    1,770Indirect
    
    
    16,791
    
    
    
    16,792Management fees to related party
    
    
    1,729
    
    
    
    1,606Management fees  other
    
    
    9
    
    
    
    19Total hotel operating expenses
    
    
    38,727
    
    
    
    38,703Property taxes, insurance and other
    
    
    4,678
    
    
    
    3,825Cost of condominium development and unit sales
    
    
    
    
    
    
    2,999Real estate related depreciation and amortization
    
    
    6,082
    
    
    
    5,835Corporate general and administrative
    
    
    2,272
    
    
    
    2,021Total operating expenses
    
    
    51,759
    
    
    
    53,383Operating income
    
    
    3,927
    
    
    
    1,244Interest income
    
    
    14
    
    
    
    142Other income
    
    
    
    
    
    
    15Interest expense
    
    
    (3,183
    )
    
    
    (3,580
    )Amortization of deferred financing costs
    
    
    (353
    )
    
    
    (330
    )Minority interest in earnings of joint ventures
    
    
    (22
    )
    
    
    (33
    )Minority interest in (income) loss of operating partnership
    
    
    (2,433
    )
    
    
    415Equity in income (loss) of unconsolidated joint ventures including gain on sale
    
    
    11,066
    
    
    
    (731
    )Income (loss) before gain on sale/disposal of assets and discontinued operations
    
    
    9,016
    
    
    
    (2,858
    )Gain on sale/disposal of assets
    
    
    6,876
    
    
    
    2,500Income (loss) before discontinued operations
    
    
    15,892
    
    
    
    (358
    )Discontinued operations:Operating loss from discontinued operations, net of minority interest income
of $761 for the three months ended March 31, 2004
    
    
    
    
    
    
    (4,308
    )Gain on sale of assets, net of minority interest expense of $237 for the three
months ended March 31, 2004
    
    
    
    
    
    
    1,344Net income (loss)
    
    $
    15,892
    
    
    $
    (3,322
    )Preferred dividends
    
    
    (1,188
    )
    
    
    (1,188
    )Net income (loss) attributable to common shareholders
    
    $
    14,704
    
    
    $
    (4,510
    )Net income (loss) attributable to common shareholders before discontinued
operations per shareBasic
    
    $
    0.84
    
    
    $
    (0.09
    )Diluted
    
    $
    0.83
    
    
    $
    (0.09
    )Discontinued operations per shareBasic
    
    
    
    
    
    $
    (0.17
    )Diluted
    
    
    
    
    
    $
    (0.17
    )Net income (loss) attributable to common shareholders per shareBasic
    
    $
    0.84
    
    
    $
    (0.26
    )Diluted
    
    $
    0.83
    
    
    $
    (0.26
    )Weighted average number of common shares outstandingBasic
    
    
    17,534
    
    
    
    17,397Diluted
    
    
    17,650
    
    
    
    17,574
 See notes to consolidated financial statements. 4




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BOYKIN LODGING COMPANY 
 CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 2005
(unaudited, dollar amounts in thousands except for per share data)
 DistributionsAdditional
    
    
    and LossesPreferred
    
    
    Common
    
    
    Paid-In
    
    
    In Excess of
    
    
    UnearnedShares
    
    
    Shares
    
    
    Capital
    
    
    Income
    
    
    Compensation
    
    
    TotalBalance at December 31, 2004
    
    
    181,000
    
    
    
    17,450,314
    
    
    $
    358,688
    
    
    $
    (129,232
    )
    
    $
    (2,008
    )
    
    $
    227,448Vesting of restricted common share grants
    
    
    
    
    
    
    99,357
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Issuance of restricted common share
grants
    
    
    
    
    
    
    
    
    
    
    1,452
    
    
    
    
    
    
    
    (1,452
    )
    
    
    Common share purchases for
treasury
    
    
    
    
    
    
    (15,590
    )
    
    
    (142
    )
    
    
    
    
    
    
    
    
    
    
    (142
    )Dividends declared
 $6.5625 per Class A
preferred share
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,188
    )
    
    
    
    
    
    
    (1,188
    )Amortization of unearned
compensation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    241
    
    
    
    241Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    15,892
    
    
    
    
    
    
    
    15,892Balance at March 31, 2005
    
    
    181,000
    
    
    
    17,534,081
    
    
    $
    359,998
    
    
    $
    (114,528
    )
    
    $
    (3,219
    )
    
    $
    242,251
 See notes to consolidated financial statements. 5




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BOYKIN LODGING COMPANY 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004
(unaudited, amounts in thousands)
 2005
    
    
    2004Cash flows from operating activities:Net income (loss)
    
    $
    15,892
    
    
    $
    (3,322
    )Adjustments to reconcile net income (loss) to net cash
flow provided by operating activities -Gain on sale/disposal of assets
    
    
    (6,876
    )
    
    
    (4,096
    )Impairment of real estate
    
    
    
    
    
    
    4,300Depreciation and amortization
    
    
    6,435
    
    
    
    7,389Amortization of unearned compensation
    
    
    241
    
    
    
    245Equity in (income) loss of unconsolidated joint
ventures including gain on sale
    
    
    (11,066
    )
    
    
    731Deferred lease revenue
    
    
    205
    
    
    
    140Minority interests
    
    
    2,455
    
    
    
    (906
    )Changes in assets and liabilities -Accounts receivable and inventories
    
    
    (4,951
    )
    
    
    26,398Restricted cash
    
    
    2,435
    
    
    
    2,259Accounts payable and accrued expenses
    
    
    792
    
    
    
    (443
    )Amounts due to/from lessees
    
    
    (201
    )
    
    
    (52
    )Other
    
    
    (2,456
    )
    
    
    (1,941
    )Net cash flow provided by operating activities
    
    
    2,905
    
    
    
    30,702Cash flows from investing activities:Investment in unconsolidated joint ventures
    
    
    
    
    
    
    (263
    )Distributions received from unconsolidated joint ventures
    
    
    23,332
    
    
    
    Improvements and additions to hotel properties, net
    
    
    (2,466
    )
    
    
    (12,466
    )Net proceeds from sale of assets
    
    
    6,965
    
    
    
    24,492Net cash flow provided by investing activities
    
    
    27,831
    
    
    
    11,763Cash flows from financing activities:Payments of dividends and distributions
    
    
    (1,188
    )
    
    
    (1,188
    )Net repayments against credit facility
    
    
    (6,446
    )
    
    
    (2,000
    )Term note borrowings
    
    
    
    
    
    
    14,133Repayment of term notes
    
    
    (970
    )
    
    
    (44,821
    )Payment of deferred financing costs
    
    
    (30
    )
    
    
    (78
    )Cash payment for common share purchases
    
    
    (142
    )
    
    
    (86
    )Distributions to joint venture minority interest partners
    
    
    (65
    )
    
    
    (65
    )Net cash flow used in financing activities
    
    
    (8,841
    )
    
    
    (34,105
    )Net change in cash and cash equivalents
    
    $
    21,895
    
    
    $
    8,360Cash and cash equivalents, beginning of period
    
    
    13,521
    
    
    
    14,013Cash and cash equivalents, end of period
    
    $
    35,416
    

    
    $
    22,373
 See notes to consolidated financial statements. 6




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BOYKIN LODGING COMPANY 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2005
(unaudited, dollar amounts in thousands except per share data)
 1. BACKGROUND: Boykin Lodging Company, an Ohio corporation (together with its subsidiaries Boykin), is a
real estate investment trust (REIT) that owns hotels throughout the United States of America. As
of March 31, 2005, Boykin owned interests in 23 hotels containing a total of 6,712 guest rooms
located in 15 states. Formation and Significant Events Boykin was formed and completed an initial public offering (IPO) in 1996 to continue and
expand the nearly 40-year history of hotel ownership, acquisition, redevelopment and repositioning
activities of its predecessors, Boykin Management Company and its affiliates. Boykin Hotel
Properties, L.P., an Ohio limited partnership (the Partnership), is the operating partnership
that transacts business and holds the direct and indirect ownership interests in Boykins hotels.
As of March 31, 2005, Boykin had an 85.4% ownership interest in and was the sole general partner of
the Partnership. Since the IPO, Boykin has raised capital through a combination of common and preferred share
issuances, various debt financings, capital from strategic joint venture partners and cash flow
generated from operations. Consolidated Joint Ventures As of March 31, 2005, Boykin was a party to the following consolidated joint venture for the
purpose of owning hotels. Boykin
    
    
    JV PartnerOwnership
    
    
    OwnershipName of Joint Venture
    
    JV Partner
    
    Percentage
    
    
    Percentage
    
    
    Hotel Owned Under Joint VentureBoykin San Diego LLC
    
    Outrigger Lodging Services
    
    
    91
    %
    
    
    9
    %
    
    Hampton Inn San Diego Airport/Sea World
 In 2004, the consolidated joint ventures which owned the Holiday Inn Minneapolis West and
Marriotts Hunt Valley Inn sold their respective hotels. Boykin is a 91% partner in these two
partnerships, BoyStar Ventures, L.P. and Shawan Road Hotel L.P., each of which owned one of the
properties sold during 2004. These partnerships will be dissolved following the completion of all
outstanding obligations of the partnerships. Unconsolidated Joint Ventures Boykin has a 50% ownership interest in BoyCon, L.L.C. (BoyCon), a joint venture with an
affiliate of Concord Hospitality Enterprises (Concord), a privately owned hotel investment and
management company based in Raleigh, North Carolina. BoyCon owns a 227-room Courtyard by Marriott®
in Lyndhurst, New Jersey, which is managed by Concord. Boykin has a 25% ownership interest in a joint venture with AEW Partners III, L.P. (AEW), an
investment partnership managed by AEW Capital Management, L.P., a Boston-based real estate
investment firm. The Boykin/AEW venture has a 75% ownership interest in Boykin Chicago, L.L.C.,
which owned Hotel 71, located in downtown Chicago. Boykin directly owns the remaining 25%
ownership interest in Boykin Chicago, L.L.C. thereby resulting in Boykins total ownership
percentage in the hotel, prior to its sale, of 43.75%. In March 2005, Boykin Chicago, L.L.C. sold
Hotel 71 to an unrelated third party for a price of $95,050. A portion of the net proceeds from
the sale were used to repay the outstanding balance on the mortgage for which the property served
as collateral; the remainder was or will be distributed to the members of Boykin Chicago, L.L.C.
The Boykin/AEW venture and Boykin Chicago, L.L.C will be dissolved following completion of all
outstanding obligations of the entities. Because of the non-controlling nature of Boykins ownership interests in these joint ventures,
Boykin accounts for these investments using the equity method. Boykins carrying value of its investment in the joint ventures differed from its share of the
partnership equity reported in the balance sheets of the unconsolidated joint ventures due to
Boykins cost of its investment being in excess of the historical net book values related to the
direct investment in Boykin Chicago, L.L.C. Boykins additional basis was allocated to depreciable
assets and depreciation was being 7




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recognized on a straight-line basis over 30 years. When the hotel was sold, the remaining balance
was written off as a reduction of the income the Partnership recognized on its investment in Boykin
Chicago, L.L.C. The following table sets forth the total assets, liabilities, equity and components of net
income (loss), including Boykins share, related to the unconsolidated joint ventures discussed
above as of March 31, 2005 and December 31, 2004 and for the three month periods ended March 31,
2005 and 2004: Boykin/AEW
    
    
    Boykin/ConcordMarch 31,
    
    
    December 31,
    
    
    March 31,
    
    
    December 31,2005
    
    
    2004
    
    
    2005
    
    
    2004Total assets
    
    $
    4,068
    
    
    $
    65,975
    
    
    $
    21,059
    
    
    $
    21,069Accrued expenses
    
    
    2,667
    
    
    
    2,593
    
    
    
    620
    
    
    
    485Outstanding debt
    
    
    

    
    
    
    36,116
    
    
    
    18,316
    
    
    
    18,398Total liabilities
    
    
    2,667
    
    
    
    38,709
    
    
    
    18,936
    
    
    
    18,883Minority interest
    
    
    354
    
    
    
    6,781
    
    
    
    
    
    
    
    Equity
    
    
    1,047
    
    
    
    20,485
    
    
    
    2,123
    
    
    
    2,186Boykins share of equity and minority interest
    
    
    712
    
    
    
    11,999
    
    
    
    1,062
    
    
    
    1,093Boykins additional basis in Boykin Chicago, L.L.C.
    
    
    
    
    
    
    956
    
    
    
    
    
    
    
    Investment in unconsolidated joint venture
    
    $
    712
    
    
    $
    12,955
    
    
    $
    1,062
    
    
    $
    1,093
 Boykin/AEW
    
    
    Boykin/ConcordThree Months
    
    
    Three MonthsEnded
    
    
    EndedMarch 31,
    
    
    March 31,2005
    
    
    2004
    
    
    2005
    
    
    2004Revenues
    
    $
    2,003
    
    
    $
    2,451
    
    
    $
    1,688
    
    
    $
    1,634Hotel operating expenses
    
    
    (2,033
    )
    
    
    (2,223
    )
    
    
    (1,081
    )
    
    
    (983
    )Management fees to related party
    
    
    (60
    )
    
    
    (74
    )
    
    
    
    
    
    
    Real estate related depreciation
    
    
    (772
    )
    
    
    (774
    )
    
    
    (280
    )
    
    
    (277
    )Property taxes, insurance and other
    
    
    (368
    )
    
    
    (347
    )
    
    
    (79
    )
    
    
    (136
    )Operating income (loss)
    
    
    (1,230
    )
    
    
    (967
    )
    
    
    248
    
    
    
    238Interest and other income
    
    
    24
    
    
    
    8
    
    
    
    1
    
    
    
    1Amortization
    
    
    (133
    )
    
    
    (75
    )
    
    
    (11
    )
    
    
    (22
    )Interest expense
    
    
    (512
    )
    
    
    (412
    )
    
    
    (275
    )
    
    
    (190
    )Gain on sale/disposal of assets
    
    
    29,312
    
    
    
    
    
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    
    
    
    
    (25
    )
    
    
    (25
    )Net income (loss) before minority interest
    
    
    27,461
    
    
    
    (1,446
    )
    
    
    (62
    )
    
    
    2Boykins share of net income (loss)
    
    
    12,044
    
    
    
    (732
    )
    
    
    (31
    )
    
    
    1Reduction of additional basis in Boykin
Chicago, L.L.C
    
    
    (947
    )
    
    
    
    
    
    
    
    
    
    
    11,097
    
    
    
    (732
    )
    
    
    (31
    )
    
    
    1
 Taxable REIT Subsidiaries As of March 31, 2005, all hotels Boykin had an ownership interest in, other than the Hampton
Inn San Diego Airport/Sea World, were operated under the taxable REIT subsidiary (TRS) structure. Bellboy, Inc. (Bellboy) is a wholly-owned TRS of Boykin which, through its subsidiaries,
leased 21 of Boykins properties as of March 31, 2005. Shawan Road Hotel L.P. operated the
Marriotts Hunt Valley Inn through a TRS, Hunt Valley Leasing, Inc. (Hunt Valley). Shawan Road
Hotel L.P. sold the hotel in 2004. 8




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##### Table of Contents



The Boykin/Concord joint venture has a related TRS entity, BoyCon Leasing, Inc., that leases
its property. The consolidated financial statements include the operating results of the consolidated hotels
under the TRS structure. For the one consolidated hotel not operated under the TRS structure,
lease revenues are recorded within the consolidated financial statements. Hotel Managers As of March 31, 2005, Boykin Management Company Limited Liability Company (BMC) and certain
of its subsidiaries managed 20 of the 23 hotels in which Boykin had ownership interests. BMC is
owned by Robert W. Boykin, Chairman and Chief Executive Officer of Boykin (53.8%), and his brother,
John E. Boykin (46.2%). Chambers Group, Concord, and Outrigger Lodging Services each managed one
property as of such date. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Basis of Presentation The separate financial statements of Boykin, the Partnership, Bellboy, Hunt Valley 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. Boykin believes that the results of operations contained within the financial
statements reflect all costs of Boykin doing business. 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. Boykin believes
that all adjustments, consisting of normal recurring adjustments and accruals, considered necessary
for a fair presentation have been included. Operating results for the three month period ended
March 31, 2005 are not necessarily indicative of the results that may be expected for the year
ending December 31, 2005. The operations of the hotels have historically been seasonal. The five
hotels located in Florida have historically experienced their highest occupancy in the first
quarter, while the remaining hotels have historically maintained higher occupancy rates during the
second and third quarters. 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, 2004. Certain prior period amounts have been reclassified to conform to the current period
presentation. Condominium Units Condominium project revenue and expenses for units under construction are recognized on the
percentage of completion method upon satisfaction of certain criteria. Boykin reported revenues of
$3,093 and costs of $2,999 under the percentage of completion method of accounting related to the
White Sand Villas project for the three month period ended March 31, 2004.


During 2004, the sales of all of the 91 available units had closed, the proceeds were
collected and the contractors completed their obligations; therefore, all project revenues and
related costs have been recognized. Investment in Hotel Properties Boykin reviews the hotel properties for impairment whenever events or changes in circumstances
indicate the carrying value of the hotel properties may not be recoverable. Boykin does not
believe that there are any factors or circumstances indicating impairment of any investments in
hotel properties as of March 31, 2005. There were no consolidated properties held for sale as of March 31, 2005 as defined within the
provisions of Statement of Financial Accounting Standards (SFAS) No. 144 Accounting for the
Impairment or Disposal of Long-Lived Assets. Boykin considers assets to be held for sale when
they are under contract, significant non-refundable deposits have been made by the potential buyer
and the assets are immediately available to be sold. Insurance Recoveries Since September 2004, Boykins two hotels located in Melbourne, Florida have been closed due
to damage sustained from Hurricane Frances. Boykin has recorded estimated business interruption
insurance recoveries in the amount of the operating loss sustained by the hotels since the storm.
These estimates for the first quarter of 2005, totaling $689, are recorded as other hotel revenues
within the consolidated financial statements. For the three months ended March 31, 2005, an
additional $2,037 was recorded in excess of the breakeven amounts as a result of proofs of loss
executed or proceeds received during the quarter. The proofs of loss also included $1,281 of
business interruption amounts that Boykin has deferred for future periods and therefore is recorded
as accounts payable and accrued expenses within the consolidated financial statements as of March
31, 2005. Property insurance recoveries of $3,700 were received and recorded as gain on 9




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sale/disposal of assets within the consolidated financial statements for the three months ended
March 31, 2005. Included in accounts receivable as of March 31, 2005 and December 31, 2004 was
$7,500 and $4,669, respectively, of property damage and business interruption insurance recoveries
related to these properties. The $7,500 outstanding as of March 31, 2005, was collected in full in
April 2005. In 2003, Boykin disposed of certain assets due to water infiltration remediation activities.
Property insurance proceeds received during the three month periods ended March 31, 2005 and 2004
totaled $2,436 and $2,500, respectively, and are recorded as gain on sale/disposal of assets within
the consolidated financial statements. Approximately $1,350 of proceeds were received and
recognized during the three months ended March 31, 2005, representing a final settlement of the
business interruption insurance claim related to the period in which the remediation activities
occurred. These proceeds are recorded as other hotel revenues within the consolidated financial
statements. For the three months ended March 31, 2005, $1,006 of property insurance recoveries were
received and recorded related to water infiltration remediation activities at another of Boykins
properties. These proceeds are recorded as gain on sale/disposal of assets within the consolidated
financial statements. Fees due to service providers in connection with casualty insurance recoveries are reflected
as reductions in the gain recognized. As other property insurance claims are filed for repair work done at the properties, Boykin
records estimated recoveries to offset the costs incurred, less appropriate deductibles. Stock-based Compensation At March 31, 2005, Boykin had a Long-Term Incentive Plan (LTIP). Boykin has adopted the
disclosure only provisions of SFAS No. 123, Accounting for Stock-Based Compensation, and applies
Accounting Principles Board Opinion No. 25 and related interpretations in accounting for its
employee share option plan. If Boykin had elected to recognize compensation costs for the LTIP
based on the fair value at the grant dates for option awards consistent with the method prescribed
by SFAS No. 123, reported amounts of net income (loss) and net income (loss) per share would have
been changed to the pro forma amounts indicated below. Three Months EndedMarch 31,2005
    
    
    2004Pro Forma
    
    
    Pro FormaNet income (loss) attributable to common shareholders
    
    $
    14,704
    
    
    $
    (4,510
    )Stock-based employee compensation expense
    
    
    
    
    
    
    (31
    )Pro forma net income (loss) attributable to common
shareholders
    
    
    14,704
    
    
    
    (4,541
    )Pro forma net income (loss) attributable to common
shareholders per share:Basic
    
    $
    0.84
    
    
    $
    (0.26
    )Diluted
    
    $
    0.83
    
    
    $
    (0.26
    )
 New Accounting Pronouncements In December 2004, the Financial Accounting Standards Board issued revised SFAS No. 123
(Statement 123(R)), Share-Based Payment (SFAS No. 123R), which requires all entities to recognize
the fair value of share-based payment awards (stock compensation) classified in equity, unless they
are unable to reasonably estimate the fair value of the award. Boykin will adopt the provisions of
SFAS No. 123R on January 1, 2006, using the modified prospective approach permitted by the
Statement. This approach requires that any unvested portion of options at the time of adoption be
expensed in the earnings statement over the remaining service period of those options. Boykin
expects adoption of this approach to result in an immaterial impact on its results of operations. 10




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3. EARNINGS PER SHARE: Basic earnings per share is based on the weighted average number of common shares outstanding
during the period whereas diluted earnings per share adjusts the weighted average shares
outstanding for the effect of all dilutive securities. For the three months ended March 31, 2005
and 2004, the weighted average basic and diluted common shares outstanding were as follows: Three Months EndedMarch 31,2005
    
    
    2004Basic
    
    
    17,534,081
    
    
    
    17,396,744Effective of dilutive securities:Common stock options
    
    
    67,433
    
    
    
    73,101Restricted share grants
    
    
    48,557
    
    
    
    103,751Diluted
    
    
    17,650,071
    
    
    
    17,573,596
 4. PARTNERSHIP UNITS/MINORITY INTERESTS: A total of 2,718,256 limited partnership units of the Partnership were issued and outstanding
at March 31, 2005 and 2004. The weighted average number of limited partnership units outstanding
for each of the three month periods ended March 31, 2005 and 2004 was 2,718,256. The minority interest liability is affected by the limited partnership units outstanding as
well as the existence of preferred partnership units which are owned by Boykin. The preferred
partnership units mirror the terms of the preferred depositary shares outstanding. 5. DISCONTINUED OPERATIONS: The provisions of SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived
Assets, require that hotels sold or held for sale be treated as discontinued operations. On March 2, 2004, Boykins Doubletree Portland Downtown Hotel in Portland, Oregon, was
acquired by the City of Portland through its power of eminent domain.


 Additionally in 2004, Boykin sold Marriotts Hunt Valley Inn, the Holiday Inn Minneapolis
West, the Radisson Hotel Mount Laurel and the Ramada Inn Bellevue Center. The results of operations of the five properties sold in 2004 have been reclassified as
discontinued operations in the accompanying financial statements. Interest expense and deferred
loan costs have been attributed to the properties, as applicable, based upon the term loan amounts
that were repaid with the proceeds of the dispositions. The results of operations of the
applicable properties were as follows: Three MonthsEnded March 31,2004Revenues
    
    $
    7,627Hotel operating expenses
    
    
    (6,343
    )Management fees to related party
    
    
    (92
    )Management fees  other
    
    
    (75
    )Property taxes, insurance and other
    
    
    (496
    )Other expenses
    
    
    (5
    )Interest income
    
    
    4Other income
    
    
    17Interest expense
    
    
    (197
    )Real estate related depreciation and
amortization
    
    
    (1,136
    )Impairment of real estate
    
    
    (4,300
    )Amortization of deferred financing costs
    
    
    (88
    )Gain on sale of individual assets
    
    
    15Loss from discontinued operations
    
    $
    (5,069
    )
 11




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6. CREDIT FACILITY: As of March 31, 2005, Boykin had a secured, revolving credit facility with a financial
institution which enabled Boykin to borrow up to $60,000, subject to borrowing base and
loan-to-value limitations. There were no outstanding borrowings against the credit facility as of
March 31, 2005. Boykin had borrowings of $6,446 under this facility at December 31, 2004. The
facility expires in October 2006 and bears interest at a floating rate of LIBOR plus 3.75%. Boykin
is required to pay a fee of 0.375% on the unused portion of the credit facility. The facility was
secured by five hotel properties with a net carrying value of $53,076 and $53,655 at March 31, 2005
and December 31, 2004, respectively. The credit facility requires Boykin, among other things, to maintain a minimum net worth, a
coverage ratio of EBITDA to debt service, coverage of EBITDA to debt service and fixed charges and
a maximum leverage ratio. Further, Boykin is required to maintain the franchise agreement at each
hotel and to maintain its REIT status. The terms of the agreement provide certain restrictions on
common share dividends; however, Boykin is entitled to distribute sufficient dividends to maintain
its REIT status. At March 31, 2005, Boykin was in compliance with or had received a waiver for its
covenants. Boykin was in compliance with its covenants at December 31, 2004. 7. TERM NOTES PAYABLE: Red Lion Inns Operating L.P. (OLP), a wholly-owned subsidiary of the Partnership, has a term
loan agreement in the original amount of $130,000 that expires in June 2023 and may be prepaid
without penalty after May 21, 2008. The outstanding balance as of March 31, 2005 and December 31,
2004 was $101,444 and $102,414, respectively. 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 requires principal
repayment based on a 25-year amortization schedule. As of March 31, 2005 and December 31, 2004,
the loan was secured by six Doubletree hotels with a net carrying value of $187,961 and $189,333,
respectively. Under covenants in the loan agreement, assets of OLP are not available to pay the
creditors of any other Boykin entity, except to the extent of permitted cash distributions from OLP
to Boykin. Likewise, the assets of other Boykin entities are not available to pay the creditors of
OLP. The loan agreement also requires OLP to hold funds in escrow for the payment of capital
expenditures, insurance, interest and real estate taxes and requires OLP to maintain certain
financial reporting requirements. OLP was in compliance with these requirements at March 31, 2005
and December 31, 2004. Boykin Holding, LLC (BHC), a wholly-owned subsidiary of the Partnership, has a term loan
agreement. The outstanding balance as of March 31, 2005 and December 31, 2004 was $91,125. During
the second quarter of 2004, Boykin exercised an option to extend the maturity of this loan for one
year, to July 2005. The loan was secured by six hotel properties with a net carrying value of
$65,080 and $65,916 at March 31, 2005 and December 31, 2004, respectively. The term loan bears
interest at a rate that fluctuates at LIBOR plus 2.35% (5.04% at March 31, 2005). 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 Boykin entities are not available to pay the creditors of BHC. The loan agreement
also requires BHC to hold funds in escrow for the payment of capital expenditures, insurance and
real estate taxes and requires BHC to maintain certain financial reporting requirements. BHC was
in compliance with these requirements at March 31, 2005 and December 31, 2004. Subject to the
terms of the loan agreement, BHC has purchased interest rate protection on the entire outstanding
balance of $91,125, to cap the interest rate at no more than 10.25% through July 2005. The cap had
no value at March 31, 2005. Boykin intends to refinance this obligation by utilizing a combination
of cash on hand, increased borrowing availability under the credit facility and proceeds from
additional secured debt facilities. As a part of normal business activities, Boykin has issued letters of credit through major
banking institutions as required by certain debt and insurance agreements. As of March 31, 2005,
there were no outstanding letters of credit. As of March 31, 2005, Boykin had not entered into any
other significant off-balance sheet financing arrangements. Maturities of the term notes payable at March 31, 2005 were as follows: 2005
    
    $
    94,0402006
    
    
    4,1662007
    
    
    4,4482008
    
    
    4,7882009
    
    
    5,1342010 and thereafter
    
    
    79,993$
    192,569
 12




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8.
    RELATED PARTY TRANSACTIONS: Management and other fees earned by BMC for the continuing operations of the consolidated
hotels related to provisions within the hotel management contracts totaled $1,729 and $1,606 for
the three months ended March 31, 2005 and March 31, 2004, respectively. Management fees earned by
BMC related to discontinued operations totaled $92 for the three month period ended March 31,
2004. The management agreements between Boykin and BMC were approved by the independent members of
the Board of Directors. Boykin had related party payables to BMC of $1,327 and $1,063 as of March
31, 2005 and December 31, 2004, primarily related to management fees and reimbursements of expenses
on behalf of the hotel properties. Boykin Chicago L.L.C. had entered into a management agreement with a wholly-owned subsidiary
of BMC to manage Hotel 71. Management and other fees earned by the subsidiary for the three months
ended March 31, 2005 and 2004, totaled $60 and $74, respectively. For the three months ended March 31, 2005, Boykin paid a wholly-owned subsidiary of BMC $55
for design and project management services and for reimbursement of expenses related to capital
improvements at its consolidated hotels. During 2001, a subsidiary of BMC sold a portion of its
business to an unrelated third party. A portion of the sales price is contingent upon the revenues
the business receives from Boykin. For the three months ended March 31, 2005 an additional $1 of
sales proceeds was provided to BMC as a result of purchases made by Boykin. Fees paid to BMC and its subsidiaries for services which are not subject to management
agreements are at market prices as determined by the independent members of the Board of Directors.
The Boards market price determinations are based on market checks performed by management and
outside independent consultants from time to time, comparative information provided by BMC, and
industry publications. Boykin believes that the methodologies used for determining the amounts to be paid to BMC and
its subsidiaries for management and other services are reasonable.  9.
    STATEMENT OF CASH FLOWS, SUPPLEMENTAL DISCLOSURES: As of March 31, 2005 and December 31, 2004, there were $1,188 of preferred share dividends
which were declared but not paid. Interest paid during the three month periods ended March 31, 2005 and 2004 was $3,108 and
$4,024, respectively. In the first three months of 2005, Boykin granted 159,000 restricted common shares, valued at
$1,452, under its LongTerm Incentive Plan.  10.
    INCOME TAXES: Boykin qualifies as a REIT under Sections 856-860 of the Internal Revenue Code. As a REIT,
Boykin generally will not be subject to federal corporate income tax on that portion of its net
income that relates to its non-TRS subsidiaries. Accordingly, no provision for income taxes has
been reflected in the accompanying consolidated financial statements for the corporate level
entities. Upon the effective date of the establishment of Boykins TRSs, the subsidiaries became subject
to federal and state income taxes. Boykins TRSs account for income taxes in accordance with the
provisions of SFAS No. 109, Accounting for Income Taxes. As of March 31, 2005, Boykin has a
deferred tax asset of approximately $10,928, prior to any valuation allowance, related to the
assumption of the retained deficit of certain leases upon the formation of the TRSs as well as the
cumulative operating losses of the TRSs and their subsidiaries since their formation. Boykin has
recorded a 100% valuation allowance against this asset due to the uncertainty of realization and
therefore, no provision or benefit from income taxes is reflected in the accompanying consolidated
statements of operations. As of March 31, 2005, the net operating loss carry-forwards have
remaining lives of approximately 17 to 19 years.  11.
    SUBSEQUENT EVENTS: In April 2005, Boykin closed on the sale of its French Lick Springs Resort and Spa in French
Lick, Indiana, for a price of $25,000. The net proceeds of the sale totaled approximately $24,387
and were used for general corporate purposes. In May 2005, the Doubletree Kansas City was rebranded as a Radisson. 13




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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OVERVIEW Boykin Lodging Company, an Ohio corporation, (Boykin) is a real estate investment trust
(REIT) that currently owns interests in 22 hotels throughout the United States. Boykin Hotel
Properties, L.P., an Ohio limited partnership (the Partnership), is the operating partnership
entity that transacts business and holds the direct and indirect ownership interests in our hotels.
As of March 31, 2005, Boykin had an 85.4% ownership interest in, is the sole general partner of
and does all its business through the Partnership. Our primary business objectives are to maximize current returns to our shareholders by
increasing cash flow available for distribution and long-term total returns to shareholders through
appreciation in value of our common shares. FIRST QUARTER HIGHLIGHTS AND OUTLOOK FOR THE REMAINDER OF 2005 Refer to the Results of Operations section below for discussion of our first quarter 2005
results compared to 2004 results. In March, Boykin Chicago, L.L.C., a joint venture between us and AEW Partners III L.P., sold
Hotel 71 in Chicago, Illinois, for a price of $95.05 million. The net proceeds from the sale, after
repayment of the outstanding mortgage note payable for which the property served as collateral, was
or will be distributed to the partners of Boykin Chicago, L.L.C. We received approximately $23.3
million from the initial distribution, of which a portion was used to pay off the outstanding
balance of our credit facility; the remainder being available for general corporate purposes. In April, we sold the French Lick Springs Resort and Spa in French Lick, Indiana, for a price
of $25.0 million. Net proceeds from the sale of approximately $24.4 million will be used for
general corporate purposes. Our next condominium hotel project at the Pink Shell Beach Resort & Spa is currently being
marketed for sale. This project, Captiva Villas, is the final component to the redevelopment of
the resort and will contain 43 beach front-units. The units in the new building will be sold as
condominiums, with the anticipation that the owners will put their unused room nights back to the
resort by contract. Zoning for the new building has been approved. Buildings previously located
on the site were demolished in February 2005 and construction of the new building is set to
commence once a sufficient level of pre-sales have been achieved. At the beginning of September 2004, Hurricane Frances hit the east coast of Florida, where the
Melbourne Hilton Oceanfront and the Melbourne Quality Suites are located. Both hotels were
evacuated prior to the storm and both hotels remain closed due to the damage from the storm. The
Melbourne hotels are not expected to resume normal operations until early 2006, subject to the
timing of the repair of the properties, including obtaining required government approvals and the
availability of labor and materials. We expect that a substantial portion of the costs to repair
the properties will be covered under our insurance policies. Additionally, we maintain business
interruption insurance to offset the effects of the closure on our operating results. Revenue per available room (RevPAR) for the first quarter, excluding properties not operating
due to damage caused by hurricanes and excluding Hotel 71 which was sold during the quarter and the
French Lick Springs Resort and Spa, which has subsequently been sold, increased 8.9% to $67.25 from
last years $61.78. The majority of this increase is a result of a 5.9% increase in average daily
rate to $106.64 from last years $100.73. Occupancy increased to 63.1% from 61.3%, also
contributing to the increase in RevPAR. Based upon our year to date results and our current booking trends, we are anticipating that
the second quarter RevPAR, meaning room revenue per available room, for our entire portfolio will
be 10.0% to 12.0% above the same period last year with the full year
2005 RevPAR up 5.5% to 7.0% from 2004. Net income attributable to common shareholders per share is expected to
range between $0.31 and $0.34 for the second quarter and between
$0.80 and $0.93 for the full year.
With that assumption, we expect that our funds from operations attributable to common shareholders
(FFO) could range between $0.25 and $0.27 per fully-diluted share for the second quarter and
$0.71 and $0.85 per share for the full year. For a definition of FFO, a reconciliation of net
income (loss) to FFO and why we believe FFO is an important measure to investors of a REITs
financial performance, see Results of Operations section below. During the quarter our Board of Directors declared a dividend on our preferred shares of
$6.5625 per preferred share. The dividends were payable to shareholders of record as of March 31,
2005 and were paid on April 15, 2005. The Board did not declare a common share dividend for the
first quarter. We will continue to review our cash flow and taxable income projections throughout
the year and may consider recommending to the Board the reinstatement of a common share dividend
sometime during 2005. We intend to make distributions necessary, if any, to meet REIT
requirements. 14




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CRITICAL ACCOUNTING POLICIES Investment in Hotel Properties We review our hotel properties for impairment whenever events or changes in circumstances
indicate the carrying value of the hotel properties may not be recoverable. Events or
circumstances that may cause a review include, but are not limited to, adverse changes in the
demand for lodging at the properties due to declining national or local economic conditions, new
hotel construction in markets where the hotels are located or changes in the expected holding
period of the property. When such conditions exist, management performs an analysis to determine
if the estimated undiscounted future cash flows from operations and the proceeds from the ultimate
disposition of a hotel property are equal to or exceed its carrying value. If the estimated
undiscounted future cash flows are less than the carrying amount of the asset, an adjustment to
reduce the carrying amount to the related hotel propertys estimated fair market value is recorded
and an impairment loss recognized. We did not believe that there were any factors or circumstances
indicating impairment in the first quarter of 2005. If actual conditions differ from those in our assumptions, the actual results of each assets
future operations and fair market value could be significantly different from the estimated results
and value used in our analysis. Our operating results are also subject to the risks discussed
within this Quarterly Report on Form 10-Q. Revenue recognition Hotel Condominium Revenues- Percentage of completion  In 2004, we recognized revenue related to the White Sand Villas
project under the percentage of completion method. The sales of all of the 91 available
units closed in 2004, and the proceeds had been collected; therefore, all project revenues
have been recognized as of December 31, 2004. White Sand Villas unit owners contract with
the resort to allow their unused room nights to be rented out by the resort as hotel rooms. The related gross rental income generated by the units put back to the resort by contract is
recorded by the resort and included in hotel revenues within the consolidated financial
statements. Under the terms of their contracts, a percentage of the gross rental income of
each unit is to be remitted to the respective unit owner. The remitted amounts are recorded
as expenses within the property taxes, insurance and other line of the consolidated financial
statements. Insurance Recoveries  Since 2003, we have had several significant open insurance claims for water infiltration
remediation and hurricane damages. We record expected income related to casualty damages in an amount equal to the net book
value of the losses incurred until the receipt of additional proceeds is probable and
estimable. We consider these requirements satisfied when a proof of loss is executed with
the insurance company. Based on the proof of loss, any proceeds in excess of the losses
booked are recorded as a gain on sale/disposal of assets within the consolidated financial
statements. As other property insurance claims are filed for repair work done at the properties, we
record estimated recoveries to offset the costs incurred, less appropriate deductibles. Expected insurance recoveries under our business interruption coverage are recorded in other
hotel revenues in an amount necessary to offset ongoing expenses. Additional income is
recorded when the receipt of additional proceeds is probable and estimable. We consider
these requirements satisfied when a proof of loss is executed with the insurance company. FINANCIAL CONDITION March 31, 2005 Compared to December 31, 2004 As a result of the sale of Hotel 71 in March 2005, we received approximately $23.3 million
from the unconsolidated joint venture that owned the hotel. A portion of the funds was used to
repay the entire outstanding amount on our secured credit facility. Additionally, the repayment of
the debt triggered the release of $1.75 million of previously restricted cash which had been held
by the lender. Accounts receivable related to insurance recoveries from the two closed Melbourne properties
increased approximately $2.9 million from December 31, 2004 to $7.5 million at March 31, 2005 as a
result of a $7.5 million proof of loss executed during the first quarter. The $7.5 million was
received in April, 2005. 15




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RESULTS OF OPERATIONS Quarter Ended March 31, 2005 Compared to Quarter Ended March 31, 2004 Total revenues from continuing operations increased 1.9% to $55.7 million for the first
quarter 2005 versus $54.6 million for the same period in 2004. Hotel revenues for the three months
ended March 31, 2005 were $55.2 million, an 8.1% increase from $51.1 million in hotel revenues for
the same period in 2004. Included in first quarter hotel revenues is a $1.3 million settlement
related to a business interruption insurance claim for a property which had rooms out of service as
a result of a remediation project during 2003 and the first half of 2004, as well as $2.7 million
of business interruption recoveries related to the two closed Melbourne properties. Included in
the 2004 hotel revenues are approximately $3.2 million related to the two Melbourne properties
which were open during that period. For further information regarding changes in hotel revenues,
see the table below which illustrates the key operating statistics of the hotels within our
portfolio, including RevPAR. Partially offsetting this increase in hotel revenues is the $3.1
million decrease in revenues from condominium development and unit sales as a result of the
completion of the White Sand Villas development project in 2004. Hotel operating profit margins of the consolidated hotels operated under the TRS structure for
the first quarter were 29.9%, an increase from the 24.3% hotel operating profit margin for first
quarter of 2004. One of the main drivers for the increased margin is the recognition of the
business interruption insurance recoveries during the first quarter of 2005 within hotel revenues.
Excluding the business interruption amounts from 2005 and the two Melbourne properties from the
2004 results, hotel operating profit margins for the portfolio showed an increase to 25.3% from
22.9% in 2004. Property taxes, insurance and other increased approximately $0.9 million to $4.7 million for
the first quarter of 2005 versus the first quarter of 2004. This increase is primarily due to
increased contractual payments to owners of the condominiums at the Pink Shell for use of their
units as hotel rooms as a result of the sales of the White Sand Villas tower in 2004. All unit
owners in each building have contractually put their units back to the resort for use as hotel
rooms. Cost of condominium development and unit sales totaled $3.0 million for the first quarter of
2004. As the White Sand Villas project was completed during 2004, there were no similar costs
recorded during the first quarter of 2005. Corporate general and administrative expenses for the first quarter of 2005 increased
approximately $0.3 million from the same period in 2004 as a result of continued increasing
expenses related to compliance with the Sarbanes-Oxley Act of 2002 which are expected to be
incurred throughout the year. During 2004, such expenses were incurred later in the year. Interest expense decreased from $3.6 million to $3.2 million from the first quarter of 2004 to
2005 as a result of lower weighted average outstanding amounts on our credit facility, slightly
offset by increases in the weighted average interest rate on our debt. Equity in income of unconsolidated joint ventures totaled approximately $11.1 million in the
first quarter of 2005 compared with our equity in losses of unconsolidated joint ventures of $0.7
million in 2004 as a result of the recognition of our share of the gain on the sale of Hotel 71,
which was owned by one of our unconsolidated joint ventures. Gain on sale/disposals of assets during the first quarter of 2005 totaled $6.9 million as a
result of the recording of property insurance proceeds received or due to us in excess of the net
book value of the disposed assets related to water infiltration remediation and the damages
suffered by the Melbourne properties from Hurricane Frances. As a result of the above, the first quarter 2005 resulted in net income before discontinued
operations of $15.9 million compared to the same period last year when we experienced net loss of
$0.4 million. In accordance with SFAS No. 144, the results of operations of the Doubletree Portland Downtown
Hotel, Marriotts Hunt Valley Inn, the Holiday Inn Minneapolis West, the Radisson Hotel Mount
Laurel, and the Ramada Inn Bellevue Center through their respective disposal dates or for the three
months ended March 31, 2004 have been classified as discontinued operations in the accompanying
financial statements. Please refer to note 5 of our Notes to Consolidated Financial Statements
included within this Quarterly Report on Form 10-Q for a summary of such operations. 16




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FFO The White Paper on Funds From Operations approved by the Board of Governors of the National
Association of Real Estate Investment Trusts (NAREIT) in April 2002 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 as a measure of the performance of an equity REIT because it
provides investors and management with another indication of the Companys performance prior to
deduction of real estate related depreciation and amortization. We compute FFO in accordance with our interpretation of standards established by NAREIT which
may not be comparable to FFO reported by other REITs that do not define the term in accordance with
the current NAREIT definition or that interpret the NAREIT definition differently than us. FFO
does not represent cash generated from operating activities as determined by GAAP and should not be
considered as an alternative to GAAP net income as an indication of our financial performance or to
cash flow from operating activities as determined by GAAP as a measure of our liquidity, nor is it
indicative of funds available to fund our cash needs, including our ability to make cash
distributions. FFO may include funds that may not be available for the Company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 (loss) and FFO for the three months ended
March 31, 2005 and 2004, respectively (in thousands): Three Months EndedMarch 31,2005
    
    
    2004Net income (loss)
    
    $
    15,892
    
    
    $
    (3,322
    )Minority interest
    
    
    2,455
    
    
    
    (906
    )Gain on sale/disposal of assets
    
    
    (6,876
    )
    
    
    (4,081
    )Gain on sale/disposal of assets included in discontinued
operations
    
    
    
    
    
    
    (15
    )Real estate related depreciation and amortization
    
    
    6,082
    
    
    
    5,835Real estate related depreciation and amortization
included in discontinued operations
    
    
    
    
    
    
    1,136Equity in (income) loss of unconsolidated joint ventures
including gain on sale
    
    
    (11,066
    )
    
    
    731FFO adjustment related to joint ventures
    
    
    (394
    )
    
    
    (197
    )Preferred dividends declared
    
    
    (1,188
    )
    
    
    (1,188
    )Funds from operations after preferred dividends
    
    $
    4,905
    
    
    $
    (2,007
    )Less: Funds from operations related to minority interest
    
    
    658
    
    
    
    (271
    )Funds from operations attributable to common shareholders
    
    $
    4,247
    
    
    $
    (1,736
    )
 FFO was negatively impacted by the $4.3 million impairment charge recorded during the three
months ended March 31, 2004 related to the Ramada Inn Bellevue Center which was sold during 2004. 17




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##### Table of Contents



EBITDA We believe that EBITDA is helpful to investors and management as a measure of the performance
of the Company because it provides an indication of the operating performance of the properties
within the portfolio and is not impacted by the capital structure of the REIT. EBITDA does not
represent cash generated from operating activities as determined by GAAP and should not be
considered as an alternative to GAAP net income as an indication of our financial performance or to
cash flow from operating activities as determined by GAAP as a measure of our liquidity, nor is it
indicative of funds available to fund our cash needs, including our ability to make cash
distributions. EBITDA may include funds that may not be available for the Company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 operating income and EBITDA for the three months
ended March 31, 2005 and 2004, respectively (in thousands): Three Months EndedMarch 31,2005
    
    
    2004Operating income
    
    $
    3,927
    
    
    $
    1,244Interest income
    
    
    14
    
    
    
    142Other income
    
    
    
    
    
    
    15Real estate related depreciation and amortization
    
    
    6,082
    
    
    
    5,835EBITDA attributable to discontinued operations
    
    
    
    
    
    
    (3,663
    )Companys share of EBITDA of unconsolidated joint
ventures
    
    
    77
    
    
    
    178EBITDA applicable to joint venture minority interest
    
    
    (32
    )
    
    
    (44
    )EBITDA
    
    $
    10,068
    
    
    $
    3,707
 EBITDA was negatively impacted by the $4.3 million impairment charge recorded during the three
months ended March 31, 2004 related to the Ramada Inn Bellevue Center which was sold during 2004. Key Hotel Operating Statistics The following table illustrates key operating statistics of our portfolio for the three months
ended March 31, 2005 and 2004: Three Months EndedMarch 31,2005
    
    
    2004All Hotels (20 hotels) (a) (b)Hotel revenues (in thousands)
    
    $
    54,120
    
    
    $
    49,037RevPAR
    
    $
    67.25
    
    
    $
    61.78Occupancy
    
    
    63.1
    %
    
    
    61.3
    %Average daily rate
    
    $
    106.64
    
    
    $
    100.73Comparable Hotels (18 hotels) (b)(c)Hotel revenues (in thousands)
    
    $
    51,118
    
    
    $
    46,207RevPAR
    
    $
    66.93
    
    
    $
    61.45Occupancy
    
    
    62.7
    %
    
    
    61.3
    %Average daily rate
    
    $
    106.83
    
    
    $
    100.32
   (a)
    
    Includes all hotels owned or partially owned by Boykin as of May 9, 2005, excluding
properties not operating due to damage caused by hurricanes.(b)
    
    Results calculated including 35 lock-out rooms at the Radisson Suite Beach Resort on Marco
Island.(c)
    
    Includes all consolidated hotels operated under the TRS structure and owned or partially owned
by Boykin as of May 9, 2005, excluding properties not operating due to damage caused by hurricanes. 18




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##### Table of Contents



LIQUIDITY AND CAPITAL RESOURCES: Our principal source of cash to meet our cash requirements, including dividends to
shareholders, is our share of the Partnerships cash flow from the operations of the hotels and
condominium sales. Cash flow from hotel operations is subject to all operating risks common to the
hotel industry, including, but not limited to:  
    Competition for guests from other hotels;
    Adverse effects of general and local economic conditions;
    Dependence on demand from business and leisure travelers, which may be seasonal and
which may be adversely impacted by health and safety-related concerns;
    Increases in energy costs, airline fares, and other expenses related to travel, which may deter traveling;
    Impact of the financial difficulties of the airline industry;
    Increases in operating costs related to inflation and other factors, including wages, benefits, insurance and energy;
    Overbuilding in the hotel industry, especially in particular markets; and
    Actual or threatened acts of terrorism and actions taken against terrorists that causes public concern about travel safety. The cash flow from condominium development is subject to risk factors common to real estate sales and development,
including, but not limited to:  
    Competition from other condominium projects;
    Construction delays;
    Reliance on contractors and subcontractors;
    Construction cost overruns; and
    The ability of the condominium purchasers to secure financing. As of March 31, 2005, we had $35.4 million of unrestricted cash and cash equivalents and $10.6
million of restricted cash for the payment of capital expenditures, real estate taxes, interest and
insurance. There were outstanding borrowings at quarter end totaling $192.6 million against our
two term notes payable. We have a $60.0 million credit facility (no amounts outstanding as of March 31, 2005) to fund
acquisitions of additional hotels, renovations and capital expenditures, and for our working
capital needs, subject to limitations contained in the credit agreement. The borrowing base
availability under the credit facility was approximately $51.8 million at March 31, 2005. For
information relating to the terms of our credit facility and our term notes please see Notes 6 and
7, respectively, of the Notes to Consolidated Financial Statements of Boykin Lodging Company
included in this Quarterly Report on Form 10-Q. The credit facility contains covenants regarding overall leverage and debt service coverage.
At March 31, 2005, we were in compliance with or had received a waiver for the covenants of the
credit facility. No assurance can be made that we will comply with such covenants in the future.
Our $130.0 million and $108.0 million term notes payable are property-specific mortgages and have
only financial reporting covenants. The remaining balance of the $108.0 million term note matures in July 2005. We anticipate
refinancing this obligation by utilizing a combination of cash on hand, increased borrowing
availability under the credit facility and proceeds from additional secured debt facilities. We may seek to negotiate additional credit facilities, replacement credit facilities, or we
may 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. The availability of borrowings under
the credit facility is constrained by borrowing base and loan-to-value limits, as well as other
financial performance covenants contained in the agreement. There can be no assurance that funds
will be available in anticipated amounts from the credit facility. Due to the continued uncertainty of the hotel industry and its impact on the results of our
operations, the Board of Directors did not declare a dividend with respect to our common shares for
the first quarter of 2005. Pursuant to the terms of our credit facility, we are limited to
distributing not more than 75% of FFO attributable to common shareholders. The credit facility
does not limit distributions to preferred shareholders or distributions required for us to maintain
our REIT status. Currently, we expect to continue to pay a regular quarterly dividend on our
preferred shares and anticipate that such dividends will be sufficient for us to maintain our REIT
status. The resumption of a common dividend will depend upon continuance of the improving
performance of our hotels and other factors that our Board of Directors considers relevant. 19




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##### Table of Contents



We have considered our short-term (defined as one-year or less) liquidity needs and the
adequacy of our estimated cash flow from operations and other expected liquidity sources to meet
these needs. We expect our principal short-term liquidity needs will be to fund normal recurring
expenses, debt service requirements, scheduled debt maturities, distributions on the preferred
shares and any minimum distribution required to maintain our REIT status. We anticipate that these
needs will be met with cash on hand, cash flows provided by operating activities, using
availability under the credit facility, proceeds from dispositions of non-core assets and proceeds
from additional financings. We also consider capital improvements, construction, and property
acquisitions as short-term needs that can be funded either with cash flows provided by operating
activities, by utilizing availability under our credit facility, or from proceeds from additional
financings. We expect to meet long-term (defined as greater than one year) liquidity requirements such as
property acquisitions, scheduled debt maturities, major renovations, development projects and other
nonrecurring capital improvements utilizing cash flow from operations, proceeds from dispositions
of non-core assets, additional debt financings and preferred or common equity offerings. We expect
to acquire or develop additional hotel properties only as suitable opportunities arise, and we will
not undertake acquisition or development of properties unless stringent criteria have been met. Capital Projects For
the three months ended March 31, 2005, we spent approximately
$2.5 million for capital
improvements at our hotels and for technology improvements. This amount included planned
refurbishments and replacements at selected existing hotels and commencement of reconstruction of
properties damaged as a result of hurricanes. We anticipate spending an additional $10.0 to $12.0
million related to capital expenditures for the remainder of 2005, excluding the reconstruction of
the hurricane-damaged hotels. We expect to use cash available from operations and restricted
capital expenditure reserves to fund these costs. We expect to commence construction of Captiva Villas at the Pink Shell in mid-2005. We are
currently talking to various lenders regarding our financing options for the construction of
Captiva Villas. Off Balance Sheet Arrangements We believe that neither Boykin nor its unconsolidated entities have entered into any off
balance sheet arrangements which would have a current or future impact on our financial condition,
changes in financial condition, results of operations, liquidity or capital resources in ways which
would be considered material to our investors. INFLATION Operators of hotels in general can change room rates quickly, but competitive pressures may
limit the operators ability to raise rates to keep pace with inflation. Our property operating expenses, general and administrative costs, 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. The five hotels located in Florida
experience their highest occupancy in the first quarter, while the remaining hotels maintain high
occupancy rates during the second and third quarters. This seasonality pattern can be expected to
cause fluctuations in our quarterly operating results and cash flow received from hotel operations. COMPETITION AND OTHER ECONOMIC FACTORS Our hotels are located in developed areas that contain other hotel properties. The future
occupancy, average daily rate and RevPAR of any hotel could be materially and adversely affected by
an increase in the number of or quality of the competitive hotel properties in its market area.
Competition could also affect the quality and quantity of future investment opportunities, and our
ability to sell existing properties. As a portion of the lodging industrys sales are based upon business, commercial and leisure
travel, changes in general economic conditions, demographics, or local business economics could
affect business, commercial and leisure travel. 20




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##### Table of Contents



ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Interest Rate Risk Our primary market risk exposure consists of changes in interest rates on borrowings under our
debt instruments that bear interest at variable rates that fluctuate with market interest rates.
These debt instruments include the secured credit facility and the $108.0 million secured term
loan. 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 typical of fixed rate loans. Our $130.0 million, 6.9% fixed rate term note allows us to
minimize our interest rate risk exposure. Approximately 53% of our outstanding debt at March 31,
2005, was fixed-rate in nature, compared with 51% at December 31, 2004. The weighted average
interest rate of our variable rate debt and total debt as of March 31, 2005 was 5.0% and 6.0%,
respectively. Our share of debt under our unconsolidated joint venture of $9.2 million at March 31, 2005 is
fixed at a rate of 5.99% per annum. We review interest rate exposure continuously in an effort to minimize the risk of interest
rate fluctuations. It is our policy to manage our exposure to fluctuations in market interest
rates on our borrowings through the use of fixed rate debt instruments, to the extent that
reasonably favorable rates are obtainable with such arrangements, and after considering the need
for financial flexibility related to our debt arrangements. We may enter into forward interest rate
agreements, or similar agreements, to hedge our variable rate debt instruments where we believe the
risk of adverse changes in market rates is significant. As of March 31, 2005, we do not have any
material market-sensitive financial instruments. We do not believe that changes in market interest rates will have a material impact on the
performance or fair value of our hotel portfolio because the value of our hotel portfolio is based
primarily on the operating cash flow of the hotels, before interest expense charges. However, a
change of 1/4% in the index rate to which our variable rate debt is tied would change our annual
interest incurred by $0.2 million, based upon the balances outstanding on our variable rate
instruments at March 31, 2005. Using sensitivity analysis to measure the potential change in fair value of financial
instruments based on changes in interest rates, we have determined that a hypothetical increase of
1% in the interest rates for instruments with similar maturities would decrease the fair market
value of our fixed rate debt by $2.7 million as compared with the fair market value at March 31,
2005, which was approximated the carrying value. ITEM 4. CONTROLS AND PROCEDURES As of March 31, 2005, an evaluation was performed under the supervision and with the
participation of the principal executive and financial officers with regard to the effectiveness of
our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)). Based upon
the evaluation, they concluded that our disclosure controls and procedures were effective in
ensuring that material information required to be disclosed in this Quarterly Report was recorded,
processed, summarized and reported on a timely basis. There were no changes in our internal control over financial reporting during the quarter
ended March 31, 2005 that materially affected or are reasonably likely to materially affect our
internal control over financial reporting. 21




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##### Table of Contents



PART II  OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS We are subject to various legal proceedings and claims that arise in the ordinary course of
business. In our opinion, the amount of any ultimate liability with respect to these actions will
not materially affect our financial position, results of operations or liquidity. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS ISSUER PURCHASES OF EQUITY SECURITIES Total Number of
    
    
    Maximum Number (orShares (or Units)
    
    
    Approximate Dollar Value) ofTotal Number of
    
    
    Average
    
    
    Purchased as Part of
    
    
    Shares (or Units) that MayShares (or Units)
    
    
    Price Paid
    
    
    Publicly Announced
    
    
    Yet Be Purchased UnderPeriod
    
    Purchased
    
    
    per Share (or Unit)
    
    
    Plans or Programs
    
    
    the Plans or ProgramsJanuary 1, 2005  January 31, 2005
    
    
    15,590
    
    
    $
    9.135
    
    
    
    
    
    
    
    February 1, 2005  February 28, 2005
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    March 1, 2005  March 31, 2005
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    15,590
    
    
    $
    9.135
    
    
    
    
    
    
    
    
 Commencing June 1, 2001, participants in Boykins Long-Term Incentive Plan have the option to
exchange shares of Boykin that have not been subject to restriction, vesting or forfeiture in the
previous six months to satisfy minimum tax withholding requirements for shares that are currently
vesting. The price at which Boykin purchases the shares from the participant is based upon the
average of the high and low trading price of the shares on the previous trading day. Such election is effective unless and until the earlier of termination by the participant or
the Long-Term Incentive Plan Committee of Boykins Board of Directors. The activity for those who have elected such option is shown above. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None. ITEM 5. OTHER INFORMATION None. 22




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##### Table of Contents



ITEM 6. EXHIBITS 3.1
    
    
    (a)
    
    Amended and Restated Articles of Incorporation, as amended3.2
    
    
    (b)
    
    Code of Regulations3.3
    
    
    (c)
    
    Amendment to the Companys Articles of Incorporation for the 10-1/2% Class A
Cumulative Preferred shares, Series 2002-A4.1
    
    
    (b)
    
    Specimen Share Certificate4.2
    
    
    (a)
    
    Dividend Reinvestment and Optional Share Purchase Plan4.3
    
    
    (d)
    
    Shareholder Rights Agreement, dated as of May 25, 1999, between
Boykin Lodging Company and National City Bank, as rights agent4.3a
    
    
    (e)
    
    Amendment to Shareholder Rights Agreement dated as of December
31, 2001, between Boykin Lodging Company and National City Bank4.4
    
    
    (c)
    
    Form of Preferred Share Certificate4.5
    
    
    (c)
    
    Form of Depositary Receipt10.22
    
    
    (f)
    
    Hotel Purchase and Sale Agreement, as amended; Hotel 71 Chicago,
Illinois, By and Between Boykin Chicago L.L.C., as Seller and the Falor Companies,
Inc., as Purchaser10.23
    
    
    (g)
    
    Sixth Amendment to Hotel Purchase and Sale Agreement; Hotel 71 Chicago,
Illinois, By and Between Boykin Chicago L.L.C., as Seller and Chicago H&S Property, LLC
(as assignee of the Falor Companies, Inc.) as Purchaser31.1
    
    
    
    
    Certification Pursuant to Rule 13a-14(a), in Accordance with Section 302 of the
Sarbanes-Oxley Act of 200231.2
    
    
    
    
    Certification Pursuant to Rule 13a-14(a), in Accordance with Section
302 of the Sarbanes-Oxley Act of 200232.1
    
    
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 200299.1
    
    
    
    
    Hotel Purchase Agreement; French Lick Springs Resort and Spa, French
Lick, Indiana, By and Between Boykin Hotel Properties, L.P., as Seller and Cook
Group Incorporated, as Buyer(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 from Boykins Registration
Statement on Form 8-A filed on October 3, 2002.(d)
    
    Incorporated by reference as Exhibit 1 from Boykins
Registration Statement on Form 8-A filed on June 10, 1999.(e)
    
    Incorporated by reference from Boykins Form 8-K filed on January 14, 2002.(f)
    
    Incorporated by reference from Boykins Form 10-K for the year ended December
31, 2004.(g)
    
    Incorporated by reference from Boykins Form 8-K filed on April 1, 2005.
 23




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##### Table of Contents



FORWARD LOOKING STATEMENTS This Form 10-Q contains statements that constitute forward-looking statements. Those
statements appear in a number of places in this Form 10-Q and the documents incorporated by
reference herein and include statements regarding our intent, belief or current expectations or
those of our directors or officers with respect to:  
    Leasing, management or performance of the hotels;
    Our plans for expansion, conversion or renovation of the hotels;
    Adequacy of reserves for renovation and refurbishment;
    Our financing plans;
    Our continued qualification as a REIT under applicable tax laws;
    Our policies and activities regarding investments, acquisitions, dispositions,
financings, conflicts of interest and other matters;
    National and international economic, political or market conditions; and
    Trends affecting us or any hotels financial condition or results of operations. You can identify the forward-looking statements by their use of forward-looking words, such as
believes, expects, may, will, should, seeks, intends, plans, estimates, or
anticipates, or the negative of those words or similar words. 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 those expressed in a forward-looking statement include, among other factors,
financial performance, real estate conditions, execution of hotel acquisition or disposition
programs, changes in local or national economic conditions and their impact on the occupancy of our
hotels, military action, terrorism, hurricanes, changes in interest rates, changes in local or
national supply and construction of new hotels, changes in profitability and margins and the
financial condition of our operators and lessee and other similar variables. The information contained in this Form 10-Q and in the documents incorporated by reference
herein and in 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. May 9, 2005
    /s/ Robert W. BoykinRobert W. BoykinChairman of the Board and Chief Executive Officer
(Principal Executive Officer) May 9, 2005
    /s/ Shereen P. JonesShereen P. JonesExecutive Vice President, Chief Financial and Investment Officer
(Principal Accounting Officer)




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##### Table of Contents



EXHIBIT INDEX 3.1
    
    (a)
    
    Amended and Restated Articles of Incorporation, as amended3.2
    
    (b)
    
    Code of Regulations3.3
    
    (c)
    
    Amendment to the Companys Articles of Incorporation for the 10-1/2% Class A
Cumulative Preferred shares, Series 2002-A4.6
    
    (b)
    
    Specimen Share Certificate4.7
    
    (a)
    
    Dividend Reinvestment and Optional Share Purchase Plan4.8
    
    (d)
    
    Shareholder Rights Agreement, dated as of May 25, 1999, between
Boykin Lodging Company and National City Bank, as rights agent4.3a
    
    (e)
    
    Amendment to Shareholder Rights Agreement dated as of December
31, 2001, between Boykin Lodging Company and National City Bank4.9
    
    (c)
    
    Form of Preferred Share Certificate4.10
    
    (c)
    
    Form of Depositary Receipt10.22
    
    (f)
    
    Hotel Purchase and Sale Agreement, as amended; Hotel 71 Chicago,
Illinois, By and Between Boykin Chicago L.L.C., as Seller and the Falor Companies,
Inc., as Purchaser10.23
    
    (g)
    
    Sixth Amendment to Hotel Purchase and Sale Agreement; Hotel 71 Chicago,
Illinois, By and Between Boykin Chicago L.L.C., as Seller and Chicago H&S Property, LLC
(as assignee of the Falor Companies, Inc.) as Purchaser31.1
    
    
    
    Certification Pursuant to Rule 13a-14(a), in Accordance with Section 302 of the
Sarbanes-Oxley Act of 200231.2
    
    
    
    Certification Pursuant to Rule 13a-14(a), in Accordance with Section
302 of the Sarbanes-Oxley Act of 200232.1
    
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 200299.1
    
    
    
    Hotel Purchase Agreement; French Lick Springs Resort and Spa, French
Lick, Indiana, By and Between Boykin Hotel Properties, L.P., as Seller and Cook
Group Incorporated, as Buyer(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 from Boykins Registration
Statement on Form 8-A filed on October 3, 2002.(d)
    
    Incorporated by reference as Exhibit 1 from Boykins
Registration Statement on Form 8-A filed on June 10, 1999.(e)
    
    Incorporated by reference from Boykins Form 8-K filed on January 14, 2002.(f)
    
    Incorporated by reference from Boykins Form 10-K for the year ended December
31, 2004.(g)
    
    Incorporated by reference from Boykins Form 8-K filed on April 1, 2005.