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, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.                    
|SIGNATURES   
|EXHIBIT INDEX



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##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

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

|                                                  |  |                                 
|------------------------------------------------- |  | --------------------------------
|For the quarterly period ended September 30, 2001 |  | Commission file number 001-11975

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

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



(216) 430-1200
(Registrants telephone number, including area code)


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

The number of common shares, without par value, outstanding as of November
9, 2001: 17,189,380





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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 September 30, 2001 (unaudited)
and December 31, 2000                            |  | 3 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      | Consolidated Statements of Income for the Three and Nine Months
Ended September 30, 2001 and 2000 (unaudited)     |  | 4 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      | Consolidated Statement of Shareholders Equity for the Nine Months
Ended September 30, 2001 (unaudited)           |  | 5 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      | Consolidated Statements of Cash Flows for the Nine Months
Ended September 30, 2001 and 2000 (unaudited)           |  | 6 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      | Notes to Consolidated Financial Statements                                                                        |  | 7 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      |                                                                                                                   | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|BOYKIN MANAGEMENT COMPANY LIMITED LIABILITY COMPANY AND SUBSIDIARIES: |                                                                                                                   | 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      | Consolidated Balance Sheets as of September 30, 2001 (unaudited)
and December 31, 2000                            |  | 12
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      | Consolidated Statements of Operations for the Three and Nine Months
Ended September 30, 2001 and 2000 (unaudited) |  | 13
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      | Consolidated Statements of Cash Flows for the Nine Months
Ended September 30, 2001 and 2000 (unaudited)           |  | 14
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                      | Notes to Consolidated Financial Statements                                                                        |  | 15





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##### Table of Contents



BOYKIN LODGING COMPANY
CONSOLIDATED BALANCE SHEETS
AS OF SEPTEMBER 30, 2001 AND DECEMBER 31, 2000
(dollar amounts in thousands)

|                                                                                                                                                                       |                       |   |               |       |              |   |         |       | 
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------- | - | ------------- | ----- | ------------ | - | ------- | ----- | 
|                                                                                                                                                                       |                       |   | (Unaudited)   |       |              |   |        
|                                                                                                                                                                       |                       |   | September 30, |       | December 31,
|                                                                                                                                                                       |                       |   | 2001          |       | 2000        
|                                                                                                                                                                       |                       |   |               |       |             
|ASSETS                                                                                                                                                                 |                       |   |               |       |              |   |         |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Investment in hotel properties, net                                                                                                                                    |                       | $ | 551,879       |       |              | $ | 565,224 |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Cash and cash equivalents                                                                                                                                              |                       |   | 3,495         |       |              |   | 4,175   |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Rent receivable from lessees:                                                                                                                                          |                       |   |               |       |              |   |         |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                       | Related party lessees |   |               | 4,996 |              |   |         | 4,632 | 
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                       | Third party lessees   |   |               | 1,311 |              |   |         | 652   | 
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Deferred expenses, net                                                                                                                                                 |                       |   | 4,902         |       |              |   | 6,200   |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Restricted cash                                                                                                                                                        |                       |   | 8,843         |       |              |   | 7,034   |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Investment in unconsolidated joint ventures                                                                                                                            |                       |   | 14,046        |       |              |   | 10,291  |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Other assets                                                                                                                                                           |                       |   | 2,344         |       |              |   | 2,385   |      
|                                                                                                                                                                       |                       |   |               |       |              |   |         |      
|                                                                                                                                                                       |                       | $ | 591,816       |       |              | $ | 600,593 |      
|                                                                                                                                                                       |                       |   |               |       |              |   |         |      
|LIABILITIES AND SHAREHOLDERS EQUITY                                                                                                                                   |                       |   |               |       |              |   |         |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Borrowings against credit facility                                                                                                                                     |                       | $ | 30,000        |       |              | $ | 29,500  |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Term notes payable                                                                                                                                                     |                       |   | 280,483       |       |              |   | 281,940 |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Accounts payable and accrued expenses                                                                                                                                  |                       |   | 14,796        |       |              |   | 9,533   |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Dividends/distributions payable                                                                                                                                        |                       |   |              |       |              |   | 6,791   |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Deferred lease revenue                                                                                                                                                 |                       |   | 8,776         |       |              |   |        |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Due to lessees:                                                                                                                                                        |                       |   |               |       |              |   |         |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                       | Related party lessees |   |               | 1,687 |              |   |         | 2,056 | 
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                       | Third party lessees   |   |               | 617   |              |   |         | 757   | 
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Minority interest in joint ventures                                                                                                                                    |                       |   | 7,396         |       |              |   | 8,071   |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Minority interest in operating partnership                                                                                                                             |                       |   | 7,658         |       |              |   | 8,679   |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|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;
17,183,264 and 17,146,938 shares outstanding at September 30,
2001 and December 31, 2000, respectively |                       |   |              |       |              |   |        |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Additional paid-in capital                                                                                                                                             |                       |   | 312,105       |       |              |   | 311,493 |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Distributions in excess of income                                                                                                                                      |                       |   | (67,265       | )     |              |   | (56,593 | )    
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Other comprehensive loss                                                                                                                                               |                       |   | (2,795        | )     |              |   |        |      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|                                                                                                                                                                      
|Unearned compensation  restricted shares                                                                                                                              |                       |   | (1,642        | )     |              |   | (1,634  | )    
|                                                                                                                                                                       |                       |   |               |       |              |   |         |      
|Total shareholders equity                                                                                                                                             |                       |   | 240,403       |       |              |   | 253,266 |      
|                                                                                                                                                                       |                       |   |               |       |              |   |         |      
|                                                                                                                                                                       |                       | $ | 591,816       |       |              | $ | 600,593 |      
|                                                                                                                                                                       |                       |   |               |       |              |   |         |      

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 NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
(unaudited, amounts in thousands except for per share data)

|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |        |  
|--------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------ | - | ------------- | ------ | ------------- | - | ------ | ------ | ---- | - | ------ | ------ | - | - | ------ | ------ | -
|                                                                                                                                  |                                                                    |   | Three Months  |        | Nine Months  
|                                                                                                                                  |                                                                    |   | Ended         |        | Ended        
|                                                                                                                                  |                                                                    |   | September 30, |        | September 30,
|                                                                                                                                  |                                                                    |   |               |        |              
|                                                                                                                                  |                                                                    |   | 2001          |        | 2000          |   | 2001   |        | 2000
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |     
|Revenues:                                                                                                                         |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Lease revenue from related party                                   |   | $             | 15,087 |               |   | $      | 18,886 |      |   | $      | 41,162 |   |   | $      | 45,118 |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Other lease revenue                                                |   |               | 2,327  |               |   |        | 2,877  |      |   |        | 8,827  |   |   |        | 10,048 |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Revenues related to hotel operations                               |   |               | 1,696  |               |   |        | 1,768  |      |   |        | 5,121  |   |   |        | 5,032  |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Interest and other income                                          |   |               | 274    |               |   |        | 589    |      |   |        | 1,224  |   |   |        | 935    |  
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|                                                                                                                                  |                                                                    |   | 19,384        |        |               |   | 24,120 |        |      |   | 56,334 |        |   |   | 61,133 |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|Expenses:                                                                                                                         |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Real estate related depreciation and amortization                  |   |               | 6,999  |               |   |        | 7,482  |      |   |        | 21,055 |   |   |        | 22,691 |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Real estate and personal property taxes, insurance and ground rent |   |               | 2,667  |               |   |        | 2,666  |      |   |        | 8,173  |   |   |        | 7,940  |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | General and administrative                                         |   |               | 1,514  |               |   |        | 1,477  |      |   |        | 4,447  |   |   |        | 4,371  |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Expenses related to hotel operations                               |   |               | 1,426  |               |   |        | 1,519  |      |   |        | 4,052  |   |   |        | 4,016  |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Interest expense                                                   |   |               | 5,376  |               |   |        | 6,367  |      |   |        | 16,691 |   |   |        | 17,768 |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Amortization of deferred financing costs                           |   |               | 303    |               |   |        | 348    |      |   |        | 904    |   |   |        | 882    |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Gain on property insurance recovery                                |   |               |       |               |   |        |       |      |   |        |       |   |   |        | (407   | )
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|                                                                                                                                  |                                                                    |   | 18,285        |        |               |   | 19,859 |        |      |   | 55,322 |        |   |   | 57,261 |       
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|Equity in income (loss) of unconsolidated joint ventures                                                                          |                                                                    |   | 288           |        |               |   | (45    | )      |      |   | 732    |        |   |   | (123   | )     
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|Income before gain on sale of assets, minority interest,
extraordinary item and one-time effect of change in accounting
principle |                                                                    |   | 1,387         |        |               |   | 4,216  |        |      |   | 1,744  |        |   |   | 3,749  |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Gain on sale of assets                                             |   |               |       |               |   |        |       |      |   |        | 240    |   |   |        |       |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Minority interest in joint ventures                                |   |               | (52    | )             |   |        | (147   | )    |   |        | 356    |   |   |        | (345   | )
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Minority interest in operating partnership                         |   |               | (29    | )             |   |        | (244   | )    |   |        | 46     |   |   |        | (38    | )
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|Income before extraordinary item and one-time effect of change in
accounting principle                                            |                                                                    |   | 1,306         |        |               |   | 3,825  |        |      |   | 2,386  |        |   |   | 3,366  |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Extraordinary item  loss on early extinguishment of debt          |   |               |       |               |   |        | (686   | )    |   |        |       |   |   |        | (686   | )
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|Income before one-time effect of change in accounting principle                                                                   |                                                                    |   | 1,306         |        |               |   | 3,139  |        |      |   | 2,386  |        |   |   | 2,680  |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | One-time effect of change in accounting principle                  |   |               |       |               |   |        |       |      |   |        | (373   | ) |   |        |       |  
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|Net income applicable to common shares                                                                                            |                                                                    | $ | 1,306         |        |               | $ | 3,139  |        |      | $ | 2,013  |        |   | $ | 2,680  |       
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|Comprehensive income (loss)                                                                                                       |                                                                    | $ | (898          | )      |               | $ | 3,139  |        |      | $ | (782   | )      |   | $ | 2,680  |       
|                                                                                                                                  |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|Income before extraordinary item and one-time effect of change in
accounting principle per share:                                 |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Basic                                                              |   | $             | .08    |               |   | $      | .22    |      |   | $      | .14    |   |   | $      | .20    |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Diluted                                                            |   | $             | .08    |               |   | $      | .22    |      |   | $      | .14    |   |   | $      | .19    |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|Income before one-time effect of change in accounting principle per
share:                                                        |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Basic                                                              |   | $             | .08    |               |   | $      | .18    |      |   | $      | .14    |   |   | $      | .16    |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Diluted                                                            |   | $             | .08    |               |   | $      | .18    |      |   | $      | .14    |   |   | $      | .15    |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|Earnings per share:                                                                                                               |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Basic                                                              |   | $             | .08    |               |   | $      | .18    |      |   | $      | .12    |   |   | $      | .16    |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Diluted                                                            |   | $             | .08    |               |   | $      | .18    |      |   | $      | .12    |   |   | $      | .15    |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|Weighted average number of common shares outstanding:                                                                             |                                                                    |   |               |        |               |   |        |        |      |   |        |        |   |   |        |       
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Basic                                                              |   |               | 17,181 |               |   |        | 17,139 |      |   |        | 17,171 |   |   |        | 17,134 |  
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                 
|                                                                                                                                  | Diluted                                                            |   |               | 17,240 |               |   |        | 17,316 |      |   |        | 17,229 |   |   |        | 17,317 |  

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 NINE MONTHS ENDED SEPTEMBER 30, 2001
(unaudited, dollar amounts in thousands)

|                            |                                             |  |            |        |         |   |            |     |               |   |              |         |       |   |        |        |   |   |        |      |   |   |         |         |  
|--------------------------- | ------------------------------------------- |  | ---------- | ------ | ------- | - | ---------- | --- | ------------- | - | ------------ | ------- | ----- | - | ------ | ------ | - | - | ------ | ---- | - | - | ------- | ------- | -
|                            |                                             |  |            |        |         |   | Additional |     | Distributions |   | Other        |         |       |   |        |        |   |   |       
|                            |                                             |  | Common     |        | Paid-In |   | in Excess  |     | Comprehensive |   | Unearned     |         |       |   |       
|                            |                                             |  | Shares     |        | Capital |   | of Income  |     | Loss          |   | Compensation |         | Total
|                            |                                             |  |            |        |         |   |            |     |               |   |              |         |      
|Balance, December 31, 2000  |                                             |  | 17,146,938 |        |         | $ | 311,493    |     |               | $ | (56,593      | )       |       | $ |       |        |   | $ | (1,634 | )    |   | $ | 253,266 |        
|                           
|                           
|                           
|                           
|                            | Issuance of common shares                   |  |            | 36,326 |         |   |            | 612 |               |   |              |        |       |   |        |       |   |   |        | (449 | ) |   |         | 163     |  
|                           
|                           
|                           
|                           
|                            | Dividends declared  $.73
per common share  |  |            |       |         |   |            |    |               |   |              | (12,685 | )     |   |        |       |   |   |        |     |   |   |         | (12,685 | )
|                           
|                           
|                           
|                           
|                            | Change in fair market of
interest rate swap |  |            |       |         |   |            |    |               |   |              |        |       |   |        | (2,795 | ) |   |        |     |   |   |         | (2,795  | )
|                           
|                           
|                           
|                           
|                            | Amortization of unearned
compensation       |  |            |       |         |   |            |    |               |   |              |        |       |   |        |       |   |   |        | 441  |   |   |         | 441     |  
|                           
|                           
|                           
|                           
|                            | Net income                                  |  |            |       |         |   |            |    |               |   |              | 2,013   |       |   |        |       |   |   |        |     |   |   |         | 2,013   |  
|                            |                                             |  |            |        |         |   |            |     |               |   |              |         |       |   |        |        |   |   |        |      |   |   |         |        
|Balance, September 30, 2001 |                                             |  | 17,183,264 |        |         | $ | 312,105    |     |               | $ | (67,265      | )       |       | $ | (2,795 | )      |   | $ | (1,642 | )    |   | $ | 240,403 |        
|                            |                                             |  |            |        |         |   |            |     |               |   |              |         |       |   |        |        |   |   |        |      |   |   |         |        

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 NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
(unaudited, dollar amounts in thousands)

|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |       |         |        |  
|---------------------------------------------- | -------------------------------------------------------------------------------------- | ----------------------------------------------------------------- | ------------------------------------- | ----- | ------- | ------ | ------- | ----- | ------- | ------ | -
|                                               |                                                                                        |                                                                   |                                       |       | 2001    |        | 2000   
|                                               |                                                                                        |                                                                   |                                       |       |         |        |        
|Cash flows from operating activities:          |                                                                                        |                                                                   |                                       |       |         |        |         |      
|                                              
|                                              
|                                              
|                                              
|                                               | Net income                                                                             |                                                                   | $                                     | 2,013 |         |        | $       | 2,680 |        
|                                              
|                                              
|                                              
|                                              
|                                               | Adjustments to reconcile net income to net cash flow provided by
operating activities- |                                                                   |                                       |       |         |        |         |       |         |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | One-time effect of change in account principle                    |                                       |       | 373     |        |         |       |        |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Extraordinary item  noncash loss on early extinguishment of debt |                                       |       |        |        |         |       | 686     |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Gain on property insurance recovery                               |                                       |       |        |        |         |       | (407    | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Gain on sale of assets                                            |                                       |       | (240    | )      |         |       |        |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Depreciation and amortization                                     |                                       |       | 21,959  |        |         |       | 23,573  |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Amortization of unearned compensation                             |                                       |       | 441     |        |         |       | 333     |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Equity in (income) loss of unconsolidated joint ventures          |                                       |       | (732    | )      |         |       | 123     |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Deferred rent                                                     |                                       |       | 8,776   |        |         |       | 12,601  |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Minority interests                                                |                                       |       | (402    | )      |         |       | 383     |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Changes in assets and liabilities-                                |                                       |       |         |        |         |       |         |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        |                                                                   | Rent receivable                       |       |         | (1,023 | )       |       |         | (7,001 | )
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        |                                                                   | Restricted cash                       |       |         | (1,809 | )       |       |         | (3,233 | )
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        |                                                                   | Other assets                          |       |         | (174   | )       |       |         | (1,346 | )
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        |                                                                   | Accounts payable and accrued expenses |       |         | 2,468  |         |       |         | 2,167  |  
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        |                                                                   | Due to lessees                        |       |         | (2,109 | )       |       |         | (1,382 | )
|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |      
|Net cash flow provided by operating activities |                                                                                        |                                                                   | 29,541                                |       |         |        | 29,177  |      
|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |      
|Cash flows from investing activities:          |                                                                                        |                                                                   |                                       |       |         |        |         |      
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Investment in unconsolidated joint ventures                       |                                       |       | (3,979  | )      |         |       | (6,270  | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Improvements and additions to hotel properties                    |                                       |       | (18,012 | )      |         |       | (13,062 | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Net proceeds from sale of asset                                   |                                       |       | 12,374  |        |         |       |        |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Net proceeds from property insurance recovery                     |                                       |       |        |        |         |       | 1,186   |       
|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |      
|Net cash flow used for investing activities    |                                                                                        |                                                                   | (9,617                                | )     |         |        | (18,146 | )    
|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |      
|Cash flows from financing activities:          |                                                                                        |                                                                   |                                       |       |         |        |         |      
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Payments of dividends and distributions                           |                                       |       | (20,418 | )      |         |       | (26,165 | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Net borrowings (repayments) against credit facility               |                                       |       | 500     |        |         |       | (87,500 | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Term note borrowings                                              |                                       |       |        |        |         |       | 108,000 |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Repayment of term note                                            |                                       |       | (1,457  | )      |         |       | (583    | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Payment of deferred financing costs                               |                                       |       |        |        |         |       | (4,488  | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Net proceeds from issuance of common shares                       |                                       |       | 163     |        |         |       | 181     |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Distributions to joint venture minority interest partners, net    |                                       |       | (320    | )      |         |       | (92     | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                        | Distributions received from unconsolidated joint ventures         |                                       |       | 928     |        |         |       | 157     |       
|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |      
|Net cash flow used for financing activities    |                                                                                        |                                                                   | (20,604                               | )     |         |        | (10,490 | )    
|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |      
|Net change in cash and cash equivalents        |                                                                                        |                                                                   | (680                                  | )     |         |        | 541     |      
|                                              
|                                              
|                                              
|                                              
|Cash and cash equivalents, beginning of period |                                                                                        |                                                                   | 4,175                                 |       |         |        | 3,971   |      
|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |      
|Cash and cash equivalents, end of period       |                                                                                        | $                                                                 | 3,495                                 |       |         | $      | 4,512   |      
|                                               |                                                                                        |                                                                   |                                       |       |         |        |         |      

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
SEPTEMBER 30, 2001
(dollar amounts in thousands except per share data)

1.      BACKGROUND:

Boykin Lodging Company is a real estate investment trust that owns hotels
throughout the United States and leases its properties to established hotel
operators. As of September 30, 2001, Boykin owned interests in 33 hotels
containing a total of 9,249 guest rooms located in 19 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. As of September 30,
2001, Boykin Management Company Limited Liability Company (BMC) and certain
of its subsidiaries leased and/or managed 27 of the 33 hotels in which Boykin
has ownership interests. Since a significant portion of Boykins revenue is
received from BMC and its subsidiaries, the financial statements and footnotes
of BMC and its subsidiaries, contained within this Form 10-Q, should be read in
conjunction with Boykins financial statements and footnotes.

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 BMC. BMC is
indirectly owned by Robert W. Boykin, Chairman and Chief Executive Officer of
Boykin Lodging Company (53.8%), and his brother, John E. Boykin (46.2%).

Since the IPO, Boykin has acquired 26 hotels by raising capital through a
combination of common share issuances, various debt financings, capital from
strategic joint venture partners and cash flow generated from operations.
Boykin has also disposed of two hotels via exchange and sale. In 1998, Boykin
raised net proceeds of approximately $106.3 million in a follow-on public
equity offering of 4.5 million common shares. In the same year, Boykin
acquired Red Lion Inns Operating L.P. (OLP), which owns a portfolio of ten
Doubletree-licensed hotels, through a merger with Red Lion Inns Limited
Partnership valued at $271.3 million. In the transaction, Boykin issued 3.1
million common shares, paid $35.3 million in cash to the Red Lion partners and
assumed liabilities of approximately $155.7 million.

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:

|                       |  |                   |  |            |    |                  |  |                                 |    |           |  |                                        |  |               |  |  |  |  |  | 
|---------------------- |  | ----------------- |  | ---------- | -- | ---------------- |  | ------------------------------- | -- | --------- |  | -------------------------------------- |  | ------------- |  |  |  |  |  | 
|                       |  |                   |  |            |    |                  |  |                                 |    | Lessee/JV |  |                                        |  |               |  |  |  | 
|                       |  |                   |  |            |    | Boykin Ownership |  | Ownership                       |    |           |  |                                        |  | Date of Hotel
|Name of Joint Venture  |  | Lessee/JV Partner |  | Percentage |    | Percentage       |  | Hotel Owned Under Joint Venture |    | Purchase 
|                       |  |                   |  |            |    |                  |  |                                 |    |          
|BoyStar Ventures, L.P. |  | MeriStar          |  |            | 91 | %                |  |                                 | 9  | %         |  | Holiday Inn Minneapolis West           |  | July 1997    
|                      
|                      
|                      
|                      
|Shawan Road Hotel L.P. |  | Davidson          |  |            | 91 | %                |  |                                 | 9  | %         |  | Marriott's Hunt Valley Inn             |  | July 1997    
|                      
|                      
|                      
|                      
|Boykin
San Diego LLC   |  | Outrigger         |  |            | 91 | %                |  |                                 | 9  | %         |  | Hampton Inn San DiegoAirport/Sea World |  | November 1997
|                      
|                      
|                      
|                      
|Boykin Kansas City LLC |  | MeriStar          |  |            | 80 | %                |  |                                 | 20 | %         |  | Doubletree Kansas City                 |  | November 1997

Unconsolidated Joint Ventures

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 has a 25% ownership
interest in the joint venture. In August 1999, the Boykin/AEW venture formed
and acquired a 75% ownership interest in Boykin Chicago, LLC, which purchased a
hotel in downtown Chicago with a private investor. In 2000, Boykin purchased
the 25% ownership interest in Boykin Chicago, LLC from the private investor for
$6.3 million, thereby increasing Boykins total ownership percentage in the
hotel from 18.75% to 43.75%.

7



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##### Table of Contents



At the end of July 2001, Boykin formed a joint venture with Concord
Hospitality Enterprises (Concord), a privately owned hotel investment and
management company based in Cleveland, Ohio. Boykin has a 50% ownership
interest in the joint venture, which acquired a 219-room full-service hotel in
Lyndhurst, New Jersey.

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

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 nine-month period ended September 30, 2001 are not
necessarily indicative of the results that may be expected for the year ending
December 31, 2001. 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, 2000.

Reclassifications

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

2.      NET INCOME PER SHARE/PARTNERSHIP UNITS OUTSTANDING:

Boykins basic and diluted earnings per share for the three and nine
months ended September 30, 2001 and 2000 are computed under the provisions of
Statement of Financial Accounting Standards (SFAS) No. 128, Earnings per
Share.

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 September 30, 2001 and 2000, there were a total of 1,291,114 basic and
diluted limited partnership units issued and outstanding. For the three and
nine months ended September 30, 2001 and 2000, the weighted average basic and
diluted common shares and partnership units outstanding were as follows:

|                                             |      |  |                    |            |                   |      |  |            |  |  |  |            |  |  |  |            | 
|-------------------------------------------- | ---- |  | ------------------ | ---------- | ----------------- | ---- |  | ---------- |  |  |  | ---------- |  |  |  | ---------- | 
|                                             |      |  | Three Months Ended |            | Nine Months Ended
|                                             |      |  | September 30,      |            | September 30,    
|                                             |      |  |                    |            |                  
|Common shares and limited partnership units: | 2001 |  |                    | 2000       |                   | 2001 |  | 2000      
|                                             |      |  |                    |            |                   |      |  |            | 
|Basic                                        |      |  |                    | 18,472,591 |                   |      |  | 18,430,349 |  |  |  | 18,462,465 |  |  |  | 18,425,153 | 
|                                            
|                                            
|                                            
|                                            
|Diluted                                      |      |  |                    | 18,531,231 |                   |      |  | 18,606,935 |  |  |  | 18,520,612 |  |  |  | 18,608,477 | 

8



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##### Table of Contents



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 carried a maturity date of
November 2001 and earned interest at a rate equal to 9.75%, payable quarterly.
The terms of the note have been renewed to extend the maturity date to November
2006 and, effective November 2001, amend the interest rate to 8.05%, payable
quarterly. The note may be prepaid in full, but not in part, at any time.
Boykin has the right to convert the note, prior to maturity and in advance of
any proposed prepayment by the Partnership, into additional equity interests in
the Partnership at 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:

Boykin has a secured credit facility with a group of banks which enables
it to borrow up to $100,000, subject to borrowing base and loan-to-value
limitations, at a rate that fluctuates at LIBOR plus 2.25% to 2.75% (6.0% as of
September 30, 2001), as defined. 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 option. The credit facility is secured by
eight hotel properties. Outstanding borrowings against the credit facility at
September 30, 2001 and December 31, 2000 were $30,000 and $29,500,
respectively.

The credit facility requires 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 is required
to maintain the franchise agreement at each hotel and to maintain its REIT
status. Boykin was in compliance with its covenants at September 30, 2001 and
December 31, 2000.

5.      TERM NOTES PAYABLE:

OLP has a $130,000 term loan agreement that expires in June 2023 and may
be prepaid without penalty after May 21, 2008. The loan bears interest at a
fixed rate of 6.9% for ten years, and at a new fixed rate to be determined
thereafter. The loan is secured by ten Doubletree hotels and requires
principal repayments based on a 25-year amortization schedule. Under covenants
in the loan agreement, assets of OLP are not available to pay the creditors of
any other Boykin entity, except to the extent of permitted cash distributions
from OLP to Boykin. Likewise, the assets of other Boykin entities are not
available to pay the creditors of OLP. The loan agreement also requires OLP to
hold funds in escrow for the payment of capital expenditures, insurance and
real estate taxes. The term note also requires OLP to maintain certain
financial reporting requirements. OLP was in compliance with these requirements
at September 30, 2001 and December 31, 2000.

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 at LIBOR plus 2%
(5.8% at September 30, 2001). 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
September 30, 2001 and December 31, 2000.

Boykin Holding, LLC (BHC), a wholly-owned subsidiary of the Partnership,
has a $108,000 term loan agreement. The loan matures in July 2003 and contains
two one-year extension options. The loan is secured by nine hotel properties
and bears interest at a rate that fluctuates at LIBOR plus 2.35% (5.9% at
September 30, 2001). Under covenants in the loan agreement, assets of BHC are
not available to pay the creditors of any other Boykin entity, except to the
extent of permitted cash distributions from BHC to Boykin. Likewise, the
assets of other entities are not available to pay the creditors of BHC. The
loan agreement also requires BHC to hold funds in escrow for the payment of
capital expenditures, insurance and real estate taxes and requires BHC to
maintain certain financial reporting requirements. BHC was in compliance with
these requirements at September 30, 2001 and December 31, 2000.

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

9



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##### Table of Contents



Maturities of long-term debt at September 30, 2001 are as follows:

|                    |  |   |         |  |  |  |  |  |  |  |  |  |  |  |  | 
|------------------- |  | - | ------- |  |  |  |  |  |  |  |  |  |  |  |  | 
|2001                |  | $ | 512     | 
|                   
|                   
|                   
|                   
|2002                |  |   | 47,111  | 
|                   
|                   
|                   
|                   
|2003                |  |   | 110,264 | 
|                   
|                   
|                   
|                   
|2004                |  |   | 2,402   | 
|                   
|                   
|                   
|                   
|2005                |  |   | 2,601   | 
|                   
|                   
|                   
|                   
|2006 and thereafter |  |   | 117,593 | 
|                    |  |   |         | 
|                    |  | $ | 280,483 | 
|                    |  |   |         | 

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 in the leases. In the event that
a lease is terminated prior to its expiration, Boykin would be
required to pay the lessee the fair market value of its leasehold
interest in the remaining lease term. 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.

Actual payments due from tenants under the percentage leases were $18,365
and $24,243 for the three months ended September 30, 2001 and 2000,
respectively. However, under the Securities and Exchange Commission Staff
Accounting Bulletin (SAB) No. 101 Revenue Recognition in Financial
Statements, percentage lease revenue is recorded net of deferred lease revenue
of $951 and $2,480 for the three months ended September 30, 2001 and 2000,
respectively. Actual payments due from tenants under the percentage leases
were $58,765 and $67,766 for the nine months ended September 30, 2001 and 2000,
respectively. Percentage lease revenue is recorded net of deferred lease
revenue of $8,776 and $12,600 for the nine months ended September 30, 2001 and
2000, respectively. Under the provisions of SAB No. 101, a portion of Boykins
percentage lease revenues are deferred in the first, second and third quarters,
and will be recognized in the fourth quarter as specified targets are achieved.
SAB No. 101 has no impact on Boykins interim cash flow or year-end results of
operations.

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 from 2001 to 2005 and in total thereafter are
as follows:

|                    |  |               |        |         |  |        |        |  |  |   |         | 
|------------------- |  | ------------- | ------ | ------- |  | ------ | ------ |  |  | - | ------- | 
|                    |  | Related Party |        | Other   |  |        |        | 
|                    |  | Lessees       |        | Lessees |  | Totals
|                    |  |               |        |         |  |       
|Remainder of 2001   |  | $             | 11,314 |         |  | $      | 2,635  |  |  | $ | 13,949  | 
|                   
|                   
|                   
|                   
|2002                |  |               | 40,698 |         |  |        | 9,029  |  |  |   | 49,727  | 
|                   
|                   
|                   
|                   
|2003                |  |               | 14,619 |         |  |        | 7,095  |  |  |   | 21,714  | 
|                   
|                   
|                   
|                   
|2004                |  |               | 11,775 |         |  |        | 7,095  |  |  |   | 18,870  | 
|                   
|                   
|                   
|                   
|2005                |  |               | 10,065 |         |  |        | 7,095  |  |  |   | 17,160  | 
|                   
|                   
|                   
|                   
|2006 and thereafter |  |               | 7,855  |         |  |        | 13,702 |  |  |   | 21,557  | 
|                    |  |               |        |         |  |        |        |  |  |   |         | 
|                    |  | $             | 96,326 |         |  | $      | 46,651 |  |  | $ | 142,977 | 
|                    |  |               |        |         |  |        |        |  |  |   |         | 

7.      RELATED PARTY TRANSACTIONS:

The Chairman 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 September 30,
2001. At September 30, 2001 and December 31, 2000, Boykin had rent receivable
of $4,996 and $4,632, respectively, due from related party lessees.

A wholly-owned subsidiary of BMC provides design, purchasing and project
management services to Boykin for capital improvements at its hotels. Boykin
paid $613 for services through September 30, 2001, consisting of $347

10



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##### Table of Contents



for design services, $25 for purchasing services, $57 for project management
services and $184 for reimbursement of expenses.

At September 30, 2001 and December 31, 2000, Boykin had a payable to
related party lessees of $1,687 and $2,056, respectively, primarily for lease
termination fees as of September 30, 2001 related to the sale of the Daytona
hotel (Note 10) and for the reimbursement of capital expenditures and other
transaction costs incurred on behalf of the Partnership and OLP.

Effective February 1, 2000, JerseyBoy LLC, a subsidiary of BMC
(JerseyBoy), manages the Radisson Hotel Mt. Laurel pursuant to a management
agreement. Boykin paid JerseyBoy management fees of $51 and $53 for the three
month periods ended September 30, 2001 and 2000, respectively. Management fees
paid for the nine months ending September 30, 2001 and 2000 were $154 and $151,
respectively.

8.      STATEMENT OF CASH FLOWS, SUPPLEMENTAL DISCLOSURES:

During the nine month period ended September 30, 2000, noncash financing
transactions consisted of $6,789 of dividends and Partnership distributions
that were declared but not paid as of September 30, 2000. As of September 30,
2001, there were no dividends or Partnership distributions that were declared
but not paid.

Interest paid during the nine month periods ended September 30, 2001 and
2000 was $16,176 and $17,532, respectively. During the first nine months of
2001, Boykin granted 52,750 common shares, valued at $460, and cancelled 976
common shares, valued at $11, under Boykins LongTerm Incentive Plan.

9.      NEW ACCOUNTING PRONOUNCEMENTS:

Effective January 1, 2001, Boykin adopted the provisions of SFAS No. 133
Accounting for Derivative Instruments and Hedging Activities. This statement
requires companies to carry all derivative instruments, including embedded
derivatives, in the balance sheet at fair value. The accounting for changes in
the fair value of a derivative instrument depends on whether it has been
designated and qualifies as part of a hedging relationship and, if so, on the
reason for holding it. This is typically accomplished using an interest rate
swap or cap. For financial reporting purposes, the change in market value of
the effective portion of the hedge flows through the other comprehensive income
component of equity. All other changes will flow through earnings. In general,
the amount of volatility will vary with the changes in market interest rates
and the level of derivative activities during any period.

The impact of adopting SFAS No. 133 was the recognition of an unrealized
loss of $373, net of minority interest of $32, related to Boykins existing
interest rate cap, which is reflected as a one-time effect of a change in
accounting in Boykins results of operations for the nine months ended
September 30, 2001.

In March 2001, Boykin entered into an interest rate swap that fixes the
overall interest rate on $83,000 of debt at 7.32%. The fair market value of the swap as of September 30, 2001 is reflected as
other comprehensive loss of $2,795 in the equity section, with a corresponding
liability in the accompanying balance sheet.

10.    SALE OF ASSET

In January 2001, Boykin sold its Daytona Beach Radisson Resort for $12,500
and recognized a gain of $240. Netted against the gain is a lease termination
fee of $1,600 due to BMC in connection with the sale.

11



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##### Table of Contents



BOYKIN MANAGEMENT COMPANY
LIMITED LIABILITY COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS OF SEPTEMBER 30, 2001 AND DECEMBER 31, 2000
(dollar amounts in thousands)

|                                      |                                                                                                                          |   |               |        |              |   |        |        |  
|------------------------------------- | ------------------------------------------------------------------------------------------------------------------------ | - | ------------- | ------ | ------------ | - | ------ | ------ | -
|                                      |                                                                                                                          |   | (Unaudited)   |        |              |   |       
|                                      |                                                                                                                          |   | September 30, |        | December 31,
|                                      |                                                                                                                          |   | 2001          |        | 2000        
|                                      |                                                                                                                          |   |               |        |             
|ASSETS                                |                                                                                                                          |   |               |        |              |   |        |       
|                                     
|                                     
|                                     
|                                     
|Cash and cash equivalents             |                                                                                                                          | $ | 26,151        |        |              | $ | 24,506 |       
|                                     
|                                     
|                                     
|                                     
|Accounts receivable:                  |                                                                                                                          |   |               |        |              |   |        |       
|                                     
|                                     
|                                     
|                                     
|                                      | Trade, net of allowance for doubtful accounts of $234 and
$114 at September 30, 2001 and December 31, 2000,
respectively |   |               | 9,469  |              |   |        | 11,436 |  
|                                     
|                                     
|                                     
|                                     
|                                      | Related party lessors                                                                                                    |   |               | 1,687  |              |   |        | 2,224  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Other                                                                                                                    |   |               | 219    |              |   |        | 241    |  
|                                     
|                                     
|                                     
|                                     
|Inventories                           |                                                                                                                          |   | 2,028         |        |              |   | 2,253  |       
|                                     
|                                     
|                                     
|                                     
|Property and equipment, net           |                                                                                                                          |   | 292           |        |              |   | 300    |       
|                                     
|                                     
|                                     
|                                     
|Investment in Boykin Lodging Company  |                                                                                                                          |   | 185           |        |              |   | 158    |       
|                                     
|                                     
|                                     
|                                     
|Prepaid expenses and other assets     |                                                                                                                          |   | 2,370         |        |              |   | 2,318  |       
|                                      |                                                                                                                          |   |               |        |              |   |        |       
|                                      | Total assets                                                                                                             |   | $             | 42,401 |              |   | $      | 43,436 |  
|                                      |                                                                                                                          |   |               |        |              |   |        |       
|LIABILITIES AND MEMBERS CAPITAL      |                                                                                                                          |   |               |        |              |   |        |       
|                                     
|                                     
|                                     
|                                     
|Rent payable to related party lessors |                                                                                                                          | $ | 4,996         |        |              | $ | 5,550  |       
|                                     
|                                     
|                                     
|                                     
|Accounts payable:                     |                                                                                                                          |   |               |        |              |   |        |       
|                                     
|                                     
|                                     
|                                     
|                                      | Trade                                                                                                                    |   |               | 2,932  |              |   |        | 5,358  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Advance deposits                                                                                                         |   |               | 1,622  |              |   |        | 1,107  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Bank overdraft liability                                                                                                 |   |               | 11,000 |              |   |        | 7,493  |  
|                                     
|                                     
|                                     
|                                     
|Accrued expenses:                     |                                                                                                                          |   |               |        |              |   |        |       
|                                     
|                                     
|                                     
|                                     
|                                      | Accrued payroll                                                                                                          |   |               | 1,307  |              |   |        | 1,354  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Accrued vacation                                                                                                         |   |               | 3,014  |              |   |        | 3,128  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Accrued sales, use and occupancy taxes                                                                                   |   |               | 1,391  |              |   |        | 1,733  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Accrued management fee                                                                                                   |   |               | 202    |              |   |        | 2,474  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Deferred management fee                                                                                                  |   |               | 6,000  |              |   |        | 2,979  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Other accrued liabilities                                                                                                |   |               | 4,455  |              |   |        | 5,608  |  
|                                      |                                                                                                                          |   |               |        |              |   |        |       
|                                      | Total liabilities                                                                                                        |   |               | 36,919 |              |   |        | 36,784 |  
|                                      |                                                                                                                          |   |               |        |              |   |        |       
|Members capital:                     |                                                                                                                          |   |               |        |              |   |        |       
|                                     
|                                     
|                                     
|                                     
|                                      | Capital contributed                                                                                                      |   |               | 3,000  |              |   |        | 3,000  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Retained earnings                                                                                                        |   |               | 2,804  |              |   |        | 3,948  |  
|                                     
|                                     
|                                     
|                                     
|                                      | Accumulated other comprehensive loss                                                                                     |   |               | (322   | )            |   |        | (296   | )
|                                      |                                                                                                                          |   |               |        |              |   |        |       
|                                      | Total members capital                                                                                                   |   |               | 5,482  |              |   |        | 6,652  |  
|                                      |                                                                                                                          |   |               |        |              |   |        |       
|                                      | Total liabilities and members capital                                                                                   |   | $             | 42,401 |              |   | $      | 43,436 |  
|                                      |                                                                                                                          |   |               |        |              |   |        |       

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 NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
(unaudited, dollar amounts in thousands)

|                            |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |         |         | 
|--------------------------- | ------------------------------------------ | ----------------- | ---- | ------------------ | ------ | ----------------- | --- | ------ | ------ | ---- | ---- | ------- | ------- | - | ----- | ------- | ------- | 
|                            |                                            |                   |      | Three Months Ended |        | Nine Months Ended
|                            |                                            |                   |      | September 30,      |        | September 30,    
|                            |                                            |                   |      |                    |        |                  
|                            |                                            |                   |      | 2001               |        | 2000              |     | 2001   |        | 2000
|                            |                                            |                   |      |                    |        |                   |     |        |        |     
|Revenues:                   |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |        
|                           
|                           
|                           
|                           
|                            | Room revenue                               |                   | $    | 37,049             |        |                   | $   | 48,579 |        |      | $    | 119,106 |         |   | $     | 133,874 |        
|                           
|                           
|                           
|                           
|                            | Food and beverage revenue                  |                   |      | 15,489             |        |                   |     | 18,731 |        |      |      | 51,270  |         |   |       | 55,868  |        
|                           
|                           
|                           
|                           
|                            | Other hotel revenue                        |                   |      | 3,997              |        |                   |     | 4,635  |        |      |      | 11,003  |         |   |       | 12,647  |        
|                           
|                           
|                           
|                           
|                            | Other revenue                              |                   |      | 448                |        |                   |     | 676    |        |      |      | 3,160   |         |   |       | 1,946   |        
|                            |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |        
|                            |                                            | Total revenues    |      |                    | 56,983 |                   |     |        | 72,621 |      |      |         | 184,539 |   |       |         | 204,335 | 
|                            |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |        
|Expenses:                   |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |        
|                           
|                           
|                           
|                           
|                            | Departmental expenses of hotels:           |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |         |        
|                           
|                           
|                           
|                           
|                            |                                            | Rooms             |      |                    | 9,532  |                   |     |        | 11,566 |      |      |         | 29,886  |   |       |         | 32,142  | 
|                           
|                           
|                           
|                           
|                            |                                            | Food and beverage |      |                    | 11,230 |                   |     |        | 13,506 |      |      |         | 36,421  |   |       |         | 39,683  | 
|                           
|                           
|                           
|                           
|                            |                                            | Other             |      |                    | 2,199  |                   |     |        | 2,486  |      |      |         | 6,095   |   |       |         | 6,636   | 
|                           
|                           
|                           
|                           
|                            | Cost of goods sold of non-hotel operations |                   |      |                   |        |                   |     | 79     |        |      |      | 14      |         |   |       | 183     |        
|                           
|                           
|                           
|                           
|                            | Percentage lease expense                   |                   |      | 15,949             |        |                   |     | 22,803 |        |      |      | 52,903  |         |   |       | 61,537  |        
|                           
|                           
|                           
|                           
|                            | General and administrative                 |                   |      | 6,432              |        |                   |     | 7,196  |        |      |      | 20,673  |         |   |       | 20,907  |        
|                           
|                           
|                           
|                           
|                            | Advertising and promotion                  |                   |      | 3,252              |        |                   |     | 3,630  |        |      |      | 11,081  |         |   |       | 10,941  |        
|                           
|                           
|                           
|                           
|                            | Utilities                                  |                   |      | 2,048              |        |                   |     | 2,760  |        |      |      | 6,347   |         |   |       | 7,439   |        
|                           
|                           
|                           
|                           
|                            | Franchisor royalties and other charges     |                   |      | 2,141              |        |                   |     | 2,368  |        |      |      | 6,640   |         |   |       | 6,557   |        
|                           
|                           
|                           
|                           
|                            | Repairs and maintenance                    |                   |      | 2,801              |        |                   |     | 3,211  |        |      |      | 8,964   |         |   |       | 9,412   |        
|                           
|                           
|                           
|                           
|                            | Depreciation and amortization              |                   |      | 25                 |        |                   |     | 26     |        |      |      | 76      |         |   |       | 77      |        
|                           
|                           
|                           
|                           
|                            | Management fee expense                     |                   |      | 1,650              |        |                   |     | 2,314  |        |      |      | 5,407   |         |   |       | 6,357   |        
|                           
|                           
|                           
|                           
|                            | Other expense                              |                   |      | 35                 |        |                   |     | 115    |        |      |      | 176     |         |   |       | 51      |        
|                            |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |        
|                            |                                            | Total expenses    |      |                    | 57,294 |                   |     |        | 72,060 |      |      |         | 184,683 |   |       |         | 201,922 | 
|                            |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |        
|Net income (loss)           |                                            | $                 | (311 | )                  |        | $                 | 561 |        |        | $    | (144 | )       |         | $ | 2,413 |        
|                            |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |        
|Comprehensive income (loss) |                                            | $                 | (425 | )                  |        | $                 | 503 |        |        | $    | (170 | )       |         | $ | 2,402 |        
|                            |                                            |                   |      |                    |        |                   |     |        |        |      |      |         |         |   |       |        

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

13



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##### Table of Contents



BOYKIN MANAGEMENT COMPANY
LIMITED LIABILITY COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
(unaudited, dollar amounts in thousands)

|                                               |                                                                                   |                                                  |                                   |      |        |       |        |       |        |        |  
|---------------------------------------------- | --------------------------------------------------------------------------------- | ------------------------------------------------ | --------------------------------- | ---- | ------ | ----- | ------ | ----- | ------ | ------ | -
|                                               |                                                                                   |                                                  |                                   |      | 2001   |       | 2000  
|                                               |                                                                                   |                                                  |                                   |      |        |       |       
|Cash flows from operating activities:          |                                                                                   |                                                  |                                   |      |        |       |        |      
|                                              
|                                              
|                                              
|                                              
|                                               | Net income (loss)                                                                 |                                                  | $                                 | (144 | )      |       | $      | 2,413 |       
|                                              
|                                              
|                                              
|                                              
|                                               | Adjustments to reconcile net income to net cash
provided by operating activities: |                                                  |                                   |      |        |       |        |       |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | Depreciation and amortization                    |                                   |      | 76     |       |        |       | 77     |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | Changes in assets and liabilities:               |                                   |      |        |       |        |       |        |       
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                                  | Accounts receivable               |      |        | 2,526 |        |       |        | (2,389 | )
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                                  | Inventories                       |      |        | 225   |        |       |        | 52     |  
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                                  | Prepaid expenses and other assets |      |        | (52   | )      |       |        | (92    | )
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                                  | Rent payable                      |      |        | (554  | )      |       |        | 6,226  |  
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                                  | Accounts payable                  |      |        | 1,596 |        |       |        | 2,874  |  
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   |                                                  | Other accrued liabilities         |      |        | (907  | )      |       |        | 1,461  |  
|                                               |                                                                                   |                                                  |                                   |      |        |       |        |      
|Net cash provided by operating activities      |                                                                                   |                                                  | 2,766                             |      |        |       | 10,622 |      
|                                               |                                                                                   |                                                  |                                   |      |        |       |        |      
|Cash flows from investing activities:          |                                                                                   |                                                  |                                   |      |        |       |        |      
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | Property additions                               |                                   |      | (68    | )     |        |       | (30    | )     
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | Purchase of investment in Boykin Lodging Company |                                   |      | (53    | )     |        |       |       |       
|                                               |                                                                                   |                                                  |                                   |      |        |       |        |      
|Net cash used for investing activities         |                                                                                   |                                                  | (121                              | )    |        |       | (30    | )    
|                                               |                                                                                   |                                                  |                                   |      |        |       |        |      
|Cash flows from financing activities:          |                                                                                   |                                                  |                                   |      |        |       |        |      
|                                              
|                                              
|                                              
|                                              
|                                               |                                                                                   | Distributions to members                         |                                   |      | (1,000 | )     |        |       | (3,200 | )     
|                                               |                                                                                   |                                                  |                                   |      |        |       |        |      
|Net cash used for financing activities         |                                                                                   |                                                  | (1,000                            | )    |        |       | (3,200 | )    
|                                               |                                                                                   |                                                  |                                   |      |        |       |        |      
|Net increase in cash and cash equivalents      |                                                                                   |                                                  | 1,645                             |      |        |       | 7,392  |      
|                                              
|                                              
|                                              
|                                              
|Cash and cash equivalents, beginning of period |                                                                                   |                                                  | 24,506                            |      |        |       | 20,787 |      
|                                               |                                                                                   |                                                  |                                   |      |        |       |        |      
|Cash and cash equivalents, end of period       |                                                                                   | $                                                | 26,151                            |      |        | $     | 28,179 |      
|                                               |                                                                                   |                                                  |                                   |      |        |       |        |      

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
SEPTEMBER 30, 2001
(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 lease
agreements;
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | manage full and limited service hotels located throughout the
United States pursuant to management agreements;                           
|
| |  |  | provide national purchasing services to hotels; and                                                                                      
|
| |  |  | provide interior design 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 42-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 and Chief Executive Officer of
Boykin Lodging Company. As of September 30, 2001, 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
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 manages a hotel in
Chicago, Illinois, for 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; 
|
| |  |  | 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 nine-month
period ended September 30, 2001 are not necessarily indicative of the results
that may be expected for the year ending December 31, 2001. 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, 2000.

15



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##### 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;
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); San Antonio, Texas;
Southfield, Michigan; and French Lick, Indiana.

The percentage leases have non-cancelable remaining terms ranging from
less than one year to seven years, subject to earlier termination on the
occurrence of certain contingencies, as defined in the leases. 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, LLC (Westboy), a wholly-owned
subsidiary of BMC, entered into a long-term lease agreement with Red Lion Inns
Operating L.P. (OLP) with terms similar to those described above. 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 Hotel Corporation
(Hilton).

The initial term of Westboys percentage lease agreement expires December
31, 2002. Westboy has the option, but not the obligation, to renew the lease
for additional five-year terms, or may negotiate new terms acceptable to both
Westboy and OLP. The rent will be reset to market rental rates if any of the
ten hotels are sold. Selected financial information of Westboy is as follows:

|                                     |  |                  |        |            |  |   |        |  
|------------------------------------ |  | ---------------- | ------ | ---------- |  | - | ------ | -
|                                     |  | Percentage Lease |        | Net income
|                                     |  | Expense          |        | (loss)    
|                                     |  |                  |        |           
|Year ended December 31, 1998         |  | $                | 29,719 |            |  | $ | 193    |  
|                                    
|                                    
|                                    
|                                    
|Year ended December 31, 1999         |  |                  | 29,478 |            |  |   | 119    |  
|                                    
|                                    
|                                    
|                                    
|Year ended December 31, 2000         |  |                  | 29,235 |            |  |   | (1,217 | )
|                                    
|                                    
|                                    
|                                    
|Nine months ended September 30, 2001 |  |                  | 21,162 |            |  |   | (1,966 | )

|                          |  |               |        |              |  |   |       | 
|------------------------- |  | ------------- | ------ | ------------ |  | - | ----- | 
|                          |  | September 30, |        | December 31,
|                          |  | 2001          |        | 2000        
|                          |  |               |        |             
|Cash and cash equivalents |  | $             | 5,991  |              |  | $ | 8,010 | 
|                         
|                         
|                         
|                         
|Members equity           |  |               | (1,871 | )            |  |   | 95    | 

Upon commencement of the lease agreement, 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.

16



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##### Table of Contents



ChiBoy Lease on Executive Plaza Hotel

Effective July 1, 2001, the lease agreement between ChiBoy and Boykin
Chicago LLC, an entity in which the Partnership has a 43.75% interest, was
terminated. Subsequently, ChiBoy entered into a new management agreement with
a subsidiary of Boykin Chicago LLC to manage the hotel located in Chicago,
Illinois.

Future minimum rent (ignoring CPI increases) to be paid by BMC and Westboy
under their respective percentage lease agreements at September 30, 2001 for
each of the years in the period 2001 to 2005 and in total thereafter is as
follows:

|                    |  |   |        |  |  |  |  | 
|------------------- |  | - | ------ |  |  |  |  | 
|Remainder of 2001   |  | $ | 11,314 | 
|                   
|                   
|                   
|                   
|2002                |  |   | 40,698 | 
|                   
|                   
|                   
|                   
|2003                |  |   | 14,619 | 
|                   
|                   
|                   
|                   
|2004                |  |   | 11,775 | 
|                   
|                   
|                   
|                   
|2005                |  |   | 10,065 | 
|                   
|                   
|                   
|                   
|2006 and thereafter |  |   | 7,855  | 
|                    |  |   |        | 
|                    |  | $ | 96,326 | 
|                    |  |   |        | 

5.      RELATED PARTY TRANSACTIONS:

Percentage lease expense payable to the Partnership (including OLP) was
$48,971 and $56,399 for the nine months ended September 30, 2001 and 2000,
respectively. Percentage lease expense payable to Boykin Chicago was $3,932
and $5,138 for the nine months ended September 30, 2001 and 2000, respectively.

At September 30, 2001 and December 31, 2000, BMC (including Westboy) had
receivables from the Partnership of $1,687 and $2,056, respectively, primarily
for the reimbursement of expenses incurred on behalf of the Partnership as well
as $1,600 of lease termination fees at September 30, 2001 due from the
Partnership associated with the sale of the Daytona Beach Radisson Resort. At
December 31, 2000, ChiBoy had receivables from Boykin Chicago of $168,
primarily for the reimbursement of capital expenditure costs incurred on behalf
of Boykin Chicago.

At September 30, 2001 and December 31, 2000, BMC had payables to the
Partnership of $4,996 and $4,632, respectively, for amounts due pursuant to the
percentage leases with the Partnership. At December 31, 2000, ChiBoy had
payables to Boykin Chicago of $918, for amounts due pursuant to the percentage
lease with Boykin Chicago.

A wholly-owned subsidiary of BMC provides design, purchasing and project
management services to Boykin for capital improvements at its hotels. Boykin
paid $613 for services through September 30, 2001, consisting of $347 for
design services, $25 for purchasing services, $57 for project management
services and $184 for reimbursement of expenses.

Effective February 1, 2000, JerseyBoy manages the Radisson Hotel Mt.
Laurel pursuant to a management agreement. Management fee income from the
Partnership was $154 and $151 for the nine months ended September 30, 2001 and
2000, respectively.

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 33 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; and        
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | developing strategic alliances and relationships with both a network of high-quality hotel operators and franchisors of the hotel
industrys premier upscale brands.

BOYKINS FORMATION AND RECENT 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. Boykin Lodging Company
currently has a 92.1% ownership interest in, is the sole general partner of and
does all its business through the Partnership.

Since the IPO, we
have acquired ownership interest in 26 hotels (including the ten-hotel
portfolio discussed below) by raising capital through a combination of common
share issuances, various debt financings, capital from strategic joint venture
partners and cash flow generated from operations. We have also disposed of two
hotels via exchange and sale.



| |  |  | In 1998, we raised net proceeds of approximately $106.3 million in
a follow-on public equity offering of 4.5 million common shares.                                                                                                                                                                                                
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | In the same year, we acquired a portfolio of ten
Doubletree-licensed hotels through a merger with Red Lion Inns Limited
Partnership valued at $271.3 million. In the transaction, we issued
3.1 million common shares, paid $35.3 million in cash to the Red Lion
partners and assumed liabilities of approximately $155.7 million.
|
| |  |  | At September 30, 2001, we had $310.5 million of debt outstanding
under various debt instruments.                                                                                                                                                                                                                                   
|
| |  |  | We currently have strategic alliances with four hotel operators and
own five hotels with them through joint venture structures. We also
own a hotel located in downtown Chicago with AEW Partners III, L.P.
(AEW) through a joint venture.                                                                                       

18



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##### Table of Contents



THIRD QUARTER HIGHLIGHTS AND OUTLOOK FOR THE REMAINDER OF 2001

Refer to the Results of Operations section below for discussion of our
third quarter results compared to 2000 as well as the operational results of
Boykin Management Company Limited Liability Company (BMC).

Impact of Economic Downturn and Events of September 11

The precipitous drop in demand for air travel in the aftermath of the
September 11 terrorist attacks exacerbated the already weak hotel operating
environment. The weak economic conditions kept our room revenue per available room
(REVPAR) in July and August about 9% below last year. Our REVPAR in
September was down 26% from last year, thus the entire quarter was down 14.5%.
Since the September 11 tragedy, our hotel occupancy, as well as the occupancy
of the hotel industry in general, has continued to be lower on a year
over year basis.

Based on third quarter results and our current booking trends, which
reflect continuing softening demand, our outlook is now for fourth quarter
REVPAR to decline in the range of 15 to 20 percent compared with last years
fourth quarter. Based upon these current assumptions, funds from operations
(FFO) for 2001 should range between approximately $33 million and $35
million. For a definition of FFO, reconciliation of net income to FFO and
discussion of why we believe FFO is an important measure to investors of a
REITs financial performance, see Results of Operations section below.

As a result of the expected continued decline in revenue and cash flow, we
anticipate that the Board of Directors may suspend the fourth quarter dividend.
In the current year, we have paid dividends sufficient to maintain our REIT
tax status. We do not intend to jeopardize our REIT status, so if the fourth
quarter dividend is suspended, management would recommend the resumption of a
regular dividend when our REVPAR and cash flow outlook supports such an action.
When that happens, it could be at a materially lower rate than in the past.

As of September 30, 2001, we were not in default of any of our
loan covenants, however, we anticipate that the impact of current and forecasted
economic and industry trends on our financial results will affect our ability
to comply with certain loan covenants as of the end of 2001 and in future periods. We
are actively discussing these issues with our lenders in an effort to
reach a timely resolution. For further discussion, refer to the Liquidity and Capital
Resources section below.

We have developed strategies to manage the company through these tough
times. We have focused on reducing our general and administrative costs by
approximately ten percent. We have reevaluated our capital expenditure budget
for 2002 and tentatively reduced it to approximately $13.0 million, which is
significantly below actual spending in previous years. We have been successful
in appealing property tax assessments, resulting in approximately $.4 million
of savings related to 2001, and plan to aggressively continue this cost saving
measure. Our lessees have also implemented plans to reduce annual fixed
operating costs of the properties by approximately $8.0 million. Due to
falling volume, the lessees are also experiencing declines in variable costs
such as housekeeping, hourly payroll and temporary cost savings related to the
cutback of certain guest services and relaxation of brand standards.

Acquisitions

In July 2001, we formed a joint venture with Concord Hospitality
Enterprises (Concord), a privately owned hotel investment and management
company. The joint venture acquired a 219 room full-service hotel in
Lyndhurst, New Jersey. We have a 50% ownership interest in the hotel through
the joint venture. Our initial investment in the joint venture approximates
$3.5 million. Our share of the results of the joint venture will be reflected
in our financial statements under the equity method of accounting. The joint
venture will spend an estimated $6 million renovating and adding guest rooms.
Upon completion of the renovation, estimated to be in the spring of 2002, the
hotel will be re-flagged as a Courtyard by Marriott. Our debt financing
secured for the transaction will fund the renovation costs.

We continue to seek acquisitions and/or swap candidates for hotels in our
portfolio, and we are being selective in terms of yield and earnings criteria.
We intend to maintain a geographically diversified hotel portfolio and may also
cluster hotels within certain primary markets in order to take advantage of
operational and managerial economies of scale. We will acquire or develop
additional hotel properties only as suitable opportunities arise, and will not
undertake acquisition or development of properties unless adequate sources of
capital and financing are available.

19



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##### Table of Contents



Capital Projects

We continued our renovation program during the third quarter, spending
over $18 million since the beginning of the year, or approximately nine percent
of hotel revenues. A significant portion of this total, approximately $3.0
million, relates to the renovation of the Doubletree Guest Suites in
Southfield, Michigan. This project, with a total budget of
$5.5 million, was completed in October 2001
when the hotel was reflagged as an Embassy Suites. We have also spent
approximately $2.0 million thus far related to the Pink Shell Beach Resort
projects discussed below. The remainder of this money was primarily spent
renovating the guestrooms at our Hunt Valley and Columbus Marriotts, Berkeley
Radisson and some of the Doubletree hotels. Excluded from these amounts is the
anticipated $19 million renovation of the Executive Plaza Hotel in Chicago and
the anticipated $6 million renovation of the Lyndhurst, New Jersey hotel in the
Meadowlands area. The Chicago and Meadowlands renovations both commenced in the
third quarter. The Chicago project is anticipated to stretch throughout most
of 2002, while the Meadowlands project is expected to conclude in the first quarter of 2002. Our
expected future equity contributions to the Chicago joint venture to fund this
renovation total approximately $4.5 million. As mentioned above, the
Meadowlands renovation is expected to be fully funded through debt proceeds.
We believe it is important to keep our hotels in first-class
condition on a long-term basis in an
effort to outperform the competition and to deliver superior REVPAR gains, and
we are focusing our renovation activities on hotels in areas with the highest
revenue potential.

Prior to the events of September 11, we commenced a $3.0 million
renovation of an existing 60-unit tower at our Pink Shell Beach Resort in Fort
Myers. The renovation was completed in mid-November and we expect to begin
selling these units as condominiums in the first quarter of 2002. We
expect that the new unit owners would then make their units available
to us by contract for rental as hotel rooms.

We also continue to work on an expansion project at the Pink Shell Beach
Resort, which would increase the resort by 39 rooms. Although we are not
obligated at this point to proceed with the project, our plan is to
demolish 53 cottage units, or about 25% of the rooms at the resort. We would
then construct a 92-unit tower that would significantly upgrade the character
of the resort. The units in the new tower would be sold as condominiums, with
the expectation that the owners would put their unused room nights back to the
resort by contract. As with any renovation, the shorter-term effects may be a
lower REVPAR and revenues, due to the demolition of the cottage units. The
pre-marketing activity for the project has generated significant interest. At
this point, we continue to work out details of permits and continue
to market the condominiums. We are also assessing the potential
impact that the economic downturn since September 11 may have on
the project. If
we decide to continue with this project, we now anticipate that it would not
start until next spring.

Taxable REIT Subsidiary

Our
Board of Directors has been evaluating changing our relationship with
certain of our lessees by utilizing a taxable REIT subsidiary under the REIT Modernization Act.
Under this tax structure, our hotels would be leased to a taxable
REIT subsidiary we would own, which would then enter into management
contracts with our former lessees or others. This
would add over $200 million in annual hotel revenue to our income
statement, which would be offset by hotel operating expenses. If we
implement this structure and it is effectively utilized, we expect that it would allow us to become more profitable, would align
our operators' interests with ours, and would
allow us to take advantage of opportunities unavailable to us under
the lease structure, such as revenue and expense management
initiatives that we could influence and monitor more closely.

BMC
has made a proposal for us to implement this structure effective
January 1, 2002 as it relates to hotels it leases from us, and the
Board is now performing its due diligence on that proposal. If the
transaction is implemented as it was proposed by BMC, we will report a significant one-time non-cash charge to earnings for
lease termination costs in the fourth quarter of 2001. We can give no
assurance that such a transaction will take place, or if it does,
what the amount of this charge would be. Additionally, we can give no
assurance that any of the benefits of the proposed transaction will
materialize at expected levels.

We are also currently working with
MeriStar regarding implementing taxable REIT subsidiaries for the properties
they operate. If an agreement is reached, it is anticipated that the
transaction would be also be effective January 1, 2002.

20



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##### Table of Contents



RESULTS OF OPERATIONS

The following discusses our results of operations and those of BMC for the
three and nine months ended September 30, 2001 compared to the
same periods in 2000.

Boykin Lodging Company

Quarter Ended September 30, 2001 Compared to 2000

Our FFO for the quarter ended September 30, 2001 was $9.5 million compared
to $14.2 million in 2000.

Our percentage lease revenue decreased 20.0% to $17.4 million in 2001,
from $21.8 million for the same period in 2000, due to a 13.2% decrease in
consolidated hotel revenues. This decrease is the result of the weak hotel operating environment
caused by the softening economy, which was worsened by the September
11 terrorist attacks. The decrease was also attributable to the
sale of the Daytona Beach Radisson Resort in January 2001, which generated $.4
million of percentage lease revenue in the third quarter of 2000. Percentage
lease revenue payable by BMC and Westboy represented $15.1 million, or 86.6% of
total percentage lease revenue in the 2001 period, compared to $18.9 million,
or 86.8% of total percentage lease revenue, in 2000.

Net income decreased to $1.3 million for the three months ended September
30, 2001, compared to $3.1 million in 2000. As a percent of percentage lease
revenue, net income was 7.5% of percentage lease revenues in 2001 versus 14.4%
of percentage lease revenues in 2000, primarily because of the significant
decrease in percentage lease revenues, as discussed above. This decrease in
net income as a percentage of lease revenues existed even though we have
experienced:



| |  |  | a decrease in real estate related depreciation and
amortization from $7.5 million to $7.0 million because of three
assets held for sale as of September 30, 2001 for which no
depreciation was charged in 2001, and;
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | a decrease in interest expense from $6.4 million in
2000 to $5.4 million in 2001, primarily due to a decrease in
interest rates on outstanding borrowings, and;                                                     
|
| |  |  | no extraordinary charges in 2001 versus a $.7
million loss on early extinguishment of debt in 2000.                                                                                                                 

Nine Months Ended September 30, 2001 Compared to 2000

Our FFO for the nine months ended September 30, 2001 was $32.5 million
compared to $38.5 million in 2000.

Our percentage lease revenue decreased 9.4% to $50.0 million in 2001, from
$55.2 million for the same period in 2000. The year to date decrease is
primarily related to third quarter trends, as discussed above, as well as the
sale of the Daytona Beach Radisson Resort in January 2001, which generated $1.5
million of percentage lease revenue in 2000. The inclusion of $.3 million of
percentage lease revenue in the first nine months of 2000 related to Mt. Laurel
Radisson, which we took over in February 2000, also caused a decrease in 2001
percentage lease revenue. In 2001, instead of percentage lease revenues, Mt.
Laurels hotel revenues and expenses are separately reflected in the results of
operations. Percentage lease revenue payable by BMC and Westboy represented
$41.2 million, or 82.3% of total percentage lease revenue in the 2001 period,
compared to $45.1 million, or 81.8% of total percentage lease revenue, in 2000.

Net income decreased to $2.0 million for the nine months ended September
30, 2001, compared to $2.7 million in 2000. As a percent of percentage lease
revenue, net income was 4.0% of percentage lease revenues in 2001 versus 4.9%
of percentage lease revenues in 2000, primarily because of the following items:



| |  |  | a charge of $.4 million in 2001 for the one-time effect
of a change in accounting principle related to the write-down of
a derivative asset pursuant to new accounting rules under SFAS
No. 133, and;
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | a gain on property insurance recovery of $.4 million
recorded in 2000 related to property damage at our two Melbourne,
Florida hotels in late 1999.                                                  

The decrease in net income was offset by the following items:



| |  |  | a decrease in real estate related depreciation and
amortization from $22.7 million to $21.1 million because of three
assets held for sale for which no depreciation was charged in
2001, and;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | a decrease in interest expense from $17.8 million to
$16.7 million primarily due to a decrease in interest rates on
outstanding borrowings, and;                                             
|
| |  |  | a $.2 million gain on the sale of our Daytona Beach
Radisson Resort, recorded in 2001.                                                                                                       

21



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##### Table of Contents



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.

We compute FFO in accordance with the NAREIT White Paper except that, on
an interim basis only, we add back deferred rent under SAB 101, 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 nine months ended September 30, 2001 and 2000, respectively (in
thousands):

|                      |                                                          |   |                    |       |                   |   |        |       |      |   |        |        |   |   |        |        |  
|--------------------- | -------------------------------------------------------- | - | ------------------ | ----- | ----------------- | - | ------ | ----- | ---- | - | ------ | ------ | - | - | ------ | ------ | -
|                      |                                                          |   | Three Months Ended |       | Nine Months Ended
|                      |                                                          |   | September 30,      |       | September 30,    
|                      |                                                          |   |                    |       |                  
|                      |                                                          |   | 2001               |       | 2000              |   | 2001   |       | 2000
|                      |                                                          |   |                    |       |                   |   |        |       |     
|Net income            |                                                          | $ | 1,306              |       |                   | $ | 3,139  |       |      | $ | 2,013  |        |   | $ | 2,680  |       
|                     
|                     
|                     
|                     
|                      | Deferred rent                                            |   |                    | 951   |                   |   |        | 2,480 |      |   |        | 8,776  |   |   |        | 12,600 |  
|                     
|                     
|                     
|                     
|                      | Real estate related depreciation and amortization        |   |                    | 6,999 |                   |   |        | 7,482 |      |   |        | 21,055 |   |   |        | 22,691 |  
|                     
|                     
|                     
|                     
|                      | Minority interest                                        |   |                    | 81    |                   |   |        | 391   |      |   |        | (402   | ) |   |        | 383    |  
|                     
|                     
|                     
|                     
|                      | Gain on property insurance recovery                      |   |                    |      |                   |   |        |      |      |   |        |       |   |   |        | (407   | )
|                     
|                     
|                     
|                     
|                      | Gain on sale of assets                                   |   |                    |      |                   |   |        |      |      |   |        | (240   | ) |   |        |       |  
|                     
|                     
|                     
|                     
|                      | One-time effect of change in accounting principle        |   |                    |      |                   |   |        |      |      |   |        | 373    |   |   |        |       |  
|                     
|                     
|                     
|                     
|                      | Loss on early extinguishment of debt                     |   |                    |      |                   |   |        | 686   |      |   |        |       |   |   |        | 686    |  
|                     
|                     
|                     
|                     
|                      | Equity in (income) loss of unconsolidated joint ventures |   |                    | (288  | )                 |   |        | 45    |      |   |        | (732   | ) |   |        | 123    |  
|                     
|                     
|                     
|                     
|                      | FFO applicable to joint venture minority interest        |   |                    | 458   |                   |   |        | (15   | )    |   |        | 1,690  |   |   |        | (273   | )
|                      |                                                          |   |                    |       |                   |   |        |       |      |   |        |        |   |   |        |       
|Funds from operations |                                                          | $ | 9,507              |       |                   | $ | 14,208 |       |      | $ | 32,533 |        |   | $ | 38,483 |       
|                      |                                                          |   |                    |       |                   |   |        |       |      |   |        |        |   |   |        |       

22



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##### Table of Contents



The following table illustrates key operating statistics of our portfolio
for the three and nine months ended September 30, 2001 and 2000 (revenue
amounts in thousands):

|                                 |                    |  |                    |        |                   |  |      |        |      |  |   |         |   |  |   |         |  
|-------------------------------- | ------------------ |  | ------------------ | ------ | ----------------- |  | ---- | ------ | ---- |  | - | ------- | - |  | - | ------- | -
|                                 |                    |  | Three Months Ended |        | Nine Months Ended
|                                 |                    |  | September 30,      |        | September 30,    
|                                 |                    |  |                    |        |                  
|                                 |                    |  | 2001               |        | 2000              |  | 2001 |        | 2000
|                                 |                    |  |                    |        |                   |  |      |        |     
|All Hotels (33 hotels)(a)        |                    |  |                    |        |                   |  |      |        |      |  |   |         |   |  |   |        
|                                
|                                
|                                
|                                
|                                 | Hotel revenues     |  | $                  | 74,510 |                   |  | $    | 86,761 |      |  | $ | 231,355 |   |  | $ | 247,869 |  
|                                
|                                
|                                
|                                
|                                 | REVPAR             |  | $                  | 60.14  |                   |  | $    | 70.31  |      |  | $ | 62.27   |   |  | $ | 66.09   |  
|                                
|                                
|                                
|                                
|                                 | Occupancy          |  |                    | 65.5   | %                 |  |      | 73.9   | %    |  |   | 65.5    | % |  |   | 69.3    | %
|                                
|                                
|                                
|                                
|                                 | Average daily rate |  | $                  | 91.80  |                   |  | $    | 95.13  |      |  | $ | 95.11   |   |  | $ | 95.42   |  
|                                
|                                
|                                
|                                
|Comparable Hotels (30 hotels)(b) |                    |  |                    |        |                   |  |      |        |      |  |   |         |   |  |   |        
|                                
|                                
|                                
|                                
|                                 | Hotel revenues     |  | $                  | 69,314 |                   |  | $    | 80,238 |      |  | $ | 213,808 |   |  | $ | 228,720 |  
|                                
|                                
|                                
|                                
|                                 | REVPAR             |  | $                  | 60.62  |                   |  | $    | 70.28  |      |  | $ | 62.21   |   |  | $ | 65.93   |  
|                                
|                                
|                                
|                                
|                                 | Occupancy          |  |                    | 66.1   | %                 |  |      | 74.2   | %    |  |   | 65.5    | % |  |   | 69.5    | %
|                                
|                                
|                                
|                                
|                                 | Average daily rate |  | $                  | 91.75  |                   |  | $    | 94.67  |      |  | $ | 94.94   |   |  | $ | 94.86   |  
|                                
|                                
|                                
|                                
|Doubletree Portfolio (10 hotels) |                    |  |                    |        |                   |  |      |        |      |  |   |         |   |  |   |        
|                                
|                                
|                                
|                                
|                                 | Hotel revenues     |  | $                  | 26,085 |                   |  | $    | 29,444 |      |  | $ | 79,265  |   |  | $ | 83,249  |  
|                                
|                                
|                                
|                                
|                                 | REVPAR             |  | $                  | 61.65  |                   |  | $    | 69.12  |      |  | $ | 60.29   |   |  | $ | 62.12   |  
|                                
|                                
|                                
|                                
|                                 | Occupancy          |  |                    | 72.6   | %                 |  |      | 79.0   | %    |  |   | 69.3    | % |  |   | 72.4    | %
|                                
|                                
|                                
|                                
|                                 | Average daily rate |  | $                  | 84.88  |                   |  | $    | 87.53  |      |  | $ | 87.00   |   |  | $ | 85.81   |  



---

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

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##### Table of Contents



BMC

Quarter Ended September 30, 2001 Compared to 2000

For the quarter ended September 30, 2001, BMCs hotel revenues decreased
21.4%, to $56.5 million, compared to $71.9 million for the same period in 2000.
The decrease was primarily because of the effect of the September 11
terrorist attacks, the sale of the Daytona Beach Radisson Resort in January
2001, and the continued softening demand from the slowing economy. Net loss
was $.3 million for the quarter ended September 30, 2001 compared to net income
of $.6 million in 2000.

Percentage lease expense for the quarter ended September 30, 2001
decreased 30.1%, to $15.9 million, compared to $22.8 million for the same
period in 2000, primarily due to the loss in hotel revenue from the aftermath
of the events of September 11, the sale of Daytona and the declining demand as
a result of the slowing economy.

Departmental hotel operating expenses, consisting of rooms expenses, food
and beverage costs, and other departmental operating expenses decreased 16.7%
to $23.0 million from $27.6 million, primarily because of declining occupancies
and hotel revenues. Other hotel expenses consisting of franchise fees,
advertising and promotion expenses, utilities, repairs and maintenance,
management fees, and other general and administrative expenses of the hotels
were $18.4 million in the quarter ended September 30, 2001 compared to $21.6
million for the same period in 2000. Despite the decreases in expenses, as a
percent of hotel revenues, the departmental and other hotel operating expenses
increased to 73.1% in 2001 from 68.5% in 2000 because of the declining revenue.
Rooms expense as a percentage of rooms revenues increased to 25.7% in 2001
versus 23.8% in 2000 due to REVPAR declines from the softening demand.

As a reaction to the falloff in business, BMC has begun to take action to
control costs. Plans have been implemented to reduce fixed overhead costs by
approximately $6.3 million annually. The reductions are comprised of payroll
cuts and elimination of non-essential services. These fixed overhead cost
savings are independent of the additional reduction in variable costs, such as
housekeeping payroll experienced as a result in falloff of volume and temporary
reductions in guest service brand standards.

Nine months ended September 30, 2001 compared to 2000

For the nine months ended September 30, 2001, BMCs hotel revenues
decreased 10.4%, to $181.4 million, compared to $202.4 million for the same
period in 2000. The decrease was primarily due to lower revenues in both rooms
and food and beverage operations due to declining demand and economic
conditions experienced during 2001 and the sale of the Daytona Beach Radisson
Resort in January 2001. BMC recorded net loss of $.1 million for the nine
months ended September 30, 2001 compared to net income of $2.4 million in 2000.

The percentage lease expense for the nine months ended September 30, 2001
decreased 14.0%, to $52.9 million, compared to $61.5 million for the same
period in 2000 due to the decrease in hotel revenues. Departmental hotel
operating expenses, consisting of rooms expenses, food and beverage costs, and
other departmental operating expenses decreased 7.7% to $72.4 million from
$78.5 million, primarily because of declining occupancies and hotel revenues.
Other hotel expenses consisting of franchise fees, advertising and promotion
expenses, utilities, repairs and maintenance, management fees, and other
general and administrative expenses of the hotels were $59.4 million and $61.9
million for the nine month periods ended September 30, 2001 and 2000,
respectively. Despite the decreases in expenses, as a percent of hotel
revenues, the departmental and other hotel operating expenses increased to
72.7% in 2001 from 69.4% in 2000 because of the declining revenue. Rooms
expense as a percentage of rooms revenues increased to 25.1% in 2001 versus
24.0% in 2000 due to REVPAR declines from the softening demand.

24



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##### Table of Contents



LIQUIDITY AND CAPITAL RESOURCES

Our
principal source of cash to meet our cash requirements and distributions to shareholders is our share of the Partnerships cash flow from
the percentage leases. The lessees obligations under the percentage leases
are unsecured and the lessees ability to make rent payments to the Partnership
under the percentage leases are dependent on the lessees ability to generate
sufficient cash flow from the operation of the hotels.

As of September 30, 2001, we had $3.5 million of unrestricted cash and
cash equivalents and $8.8 million of restricted cash for the payment of capital
expenditures, real estate taxes and insurance, and we had outstanding
borrowings totaling $30 million and $280.5 million against our credit facility
and term notes payable, respectively. In October and November, we borrowed an
additional $6 million under our credit facility, bringing the total outstanding
borrowings on the facility to $36 million.

We have a $100 million credit facility available, as limited under terms
of the credit agreement, to fund acquisitions of additional hotels, renovations
and capital expenditures, and our working capital needs. For information
relating to the terms of our credit facility and our $130 million, $45 million,
and $108 million term notes payable, please see Notes 4 and 5, respectively, of
the 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. 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.

Our $130 million and $108 million term notes payable are property-specific
mortgages and pose no covenant compliance issues going forward. The $36
million currently drawn on the credit facility and the $45 million term note
contain covenant formulas regarding the companys overall leverage and debt
service coverage. As of September 30, 2001, we were not in violation of these
covenants, however, based upon fourth quarter 2001 projections discussed above,
we anticipate being in violation of certain covenants as of the end
of 2001 and in future periods. We are actively discussing these issues with our lenders to
reach a timely resolution. It is still too early to speculate the ultimate outcome of
these discussions and, therefore, we can provide no assurance that we will be
able to reach an accommodation with our lenders. If we are able to obtain
credit agreement amendments or waivers, no assurance can be given that our
interest expense will remain at current levels. No assurance can be given that
our lenders will agree to continue making advances on our $100 million credit
facility under the current terms, or at all.

Westboy, LLC (Westboy), a wholly-owned subsidiary of BMC, leases ten
Doubletree-licensed hotels owned by Red Lion Inns Operating L.P. (OLP)
pursuant to a percentage lease agreement. The initial term of Westboys
percentage lease agreement expires December 31, 2002. Westboy has the option,
but not the obligation, to renew the lease for additional five-year terms, or
may negotiate new terms acceptable to both Westboy and OLP. The rent will be
reset to market rental rates if any of the ten hotels are sold. Refer to Note
4 of the Notes to Consolidated Financial Statements of BMC included in this
Form 10-Q for selected financial information related to Westboy. For the nine
months ended September 30, 2001, Westboy recognized a net loss of $2.0 million.
Due to the uncertainty of revenue and cash flow projections, it is unclear if
Westboy will be able to continue making its percentage lease payments over the
next 12 months. There can be no assurance that Westboy will be able to
continue making percentage lease payments at the current rate over the long
term. In addition, no assurance can be given that the new lease terms with
Westboy, or any other party, after 2002 will be made at the current rate.

In 2001, we expect to spend approximately $23.0 million on renovations at
our hotels. This figure excludes the Chicago Executive Plaza and Meadowlands
projects discussed below, but includes renovating the guestrooms and public
space at our newly-reflagged Embassy Suites in Southfield, Michigan at a cost
of approximately $5.5 million and completing guestroom renovations at our
Berkeley Marina Radisson, Hunt Valley Marriott and Columbus Marriott, which
were substantially complete at the end of the third quarter. We expect to use
cash available from operations and restricted capital expenditure reserves, as
well as borrowings under our line of credit, to fund our remaining 2001
renovations.

25



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##### Table of Contents



In the third quarter 2001, we commenced an approximately $19 million
renovation of the Executive Plaza Hotel in Chicago, Illinois, of which we
intend to provide approximately $4.5 million of equity funding utilizing
availability under our line of credit. The Meadowlands project, which also
began in the third quarter 2001, is fully funded by financing obtained in
conjunction with the acquisition of the hotel. If we proceed with the
approximate $27 million Pink Shell hotel expansion described in the Third
Quarter Highlights and Outlook for the Remainder of 2001 section above, we
intend to fund construction costs through draws on our $100 million credit
facility, or though separate debt financing. No assurance can be given that
such financing will be available to us; however, we do not intend to start the
project unless such financing is provided for.

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.

INFLATION

Our revenues are from percentage leases, which can change based on changes
in the revenues of our hotels, as well as from CPI adjustments in the
percentage lease rent formulas, which are adjusted each year accordingly with
the CPI. 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-nine of
our hotels maintain higher occupancy rates during the second and third
quarters. The four 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 payments received under the
percentage leases. To the extent that cash flow from operations is insufficient
to make distributions during any quarter because of temporary or seasonal
fluctuations in percentage lease revenue, we expect to utilize cash on hand or
borrowings to make those distributions. No assurance can be given that we will
make distributions in the future at the current rate, or at all.

26



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##### Table of Contents






ITEM 3.      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Risk

Our primary market risk exposure consists of changes in interest rates on
borrowings under our debt instruments that bear interest at variable rates that
fluctuate with market interest rates. These debt instruments include our $100
million secured credit facility, our $45 million secured term loan, our $108
million term loan and our share of floating rate debt under our unconsolidated
joint ventures of $18.8 million.

We have entered into both variable and fixed rate debt arrangements to
allow us to optimize the balance of using variable rate debt versus fixed rate
debt. Our variable rate debt allows us to maximize financial flexibility when
selling properties and minimize potential prepayment penalties on fixed rate
loans. Our $130 million, 6.9% fixed rate term note allows us to minimize our
interest rate risk exposure. In March 2001, we also purchased interest
protection on $83 million of our floating rate debt that fixes the overall
interest rate on this debt at no more than 7.32%. Based on the new interest
protection, approximately 68% of our consolidated outstanding debt at September
30, 2001 and December 31, 2000 is fixed-rate in nature. The weighted average
interest rate of our variable rate debt was 5.9% as of September 30, 2001.

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 agreements, or similar agreements, to hedge our variable rate
debt instruments where we believe the risk of adverse changes in market rates
is significant. Under a forward interest rate agreement, if the referenced
interest rate increases, we would be entitled to a receipt in settlement of the
agreement that economically would offset the higher financing cost of the debt
issued. If the referenced interest rate decreases, we would make payments in
settlement of the agreement, creating an expense that economically would offset
the reduced financing cost of the debt issued. Other than the interest
protection agreement discussed above, we do not have any other material
market-sensitive financial instruments.

We do not believe that changes in market interest rates will have a
material impact on the performance or fair value of our hotel portfolio because
the value of our hotel portfolio is based primarily on the operating cash flow
of the hotels, before interest expense charges. However, a change of 1/4% in
the index rate to which our variable rate debt is tied would change our annual
interest incurred by $.25 million, based upon the balances outstanding on our
variable rate instruments at September 30, 2001.

As discussed in the Liquidity and Capital Resources section, we expect
to default on certain loan covenants in future periods. We can not provide
assurance as to the impact on interest rates should these covenants be violated
or upon the results of negotiation with the lenders.

27



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##### Table of Contents






PART II




ITEM 1.      LEGAL PROCEEDINGS

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




ITEM 2.      CHANGES IN SECURITIES AND USE OF PROCEEDS

None.




ITEM 3.      DEFAULTS UPON SENIOR SECURITIES

None.




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

None.




ITEM 5.      OTHER INFORMATION

None.




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



| | (a) |  | Exhibits
| | --- |  | --------

|    |  |     |  |                                                                                                                               |  |                                                                                                                                                                                                                                                  |  |  |  | 
|--- |  | --- |  | ----------------------------------------------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  |  |  | 
|3.1 |  | (a) |  | Amended and Restated Articles of Incorporation, as amended                                                                   
|   
|   
|   
|   
|3.2 |  | (b) |  | Code of Regulations                                                                                                          
|   
|   
|   
|   
|4.1 |  | (b) |  | Specimen Share Certificate                                                                                                   
|   
|   
|   
|   
|4.2 |  | (a) |  | Dividend Reinvestment and Optional Share Purchase Plan                                                                       
|   
|   
|   
|   
|4.3 |  | (c) |  | Shareholder Rights Agreement, dated as of May 25, 1999 between Boykin
Lodging Company and National City Bank, as rights agent
|   
|   
|   
|   
|   
|    |  |     |  | (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.              

28



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##### Table of Contents



FORWARD LOOKING STATEMENTS

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



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

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

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




SIGNATURES

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

|                  |  |                                                                                                                      
|----------------- |  | ---------------------------------------------------------------------------------------------------------------------
|November 14, 2001 |  | /s/  Robert W. BoykinRobert W. Boykin
Chairman of the Board
and Chief Executive Officer
(Principal Executive Officer)
|                 
|November 14, 2001 |  | /s/  Paul A. ONeilPaul A. ONeil
Chief Financial Officer and Treasurer
(Principal Accounting Officer)               

29



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##### Table of Contents






EXHIBIT INDEX

|    |  |     |  |                                                                                                                               |  |                                                                                                                                                                                                                                                  |  |  |  | 
|--- |  | --- |  | ----------------------------------------------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  |  |  | 
|3.1 |  | (a) |  | Amended and Restated Articles of Incorporation, as amended                                                                   
|   
|   
|   
|   
|3.2 |  | (b) |  | Code of Regulations                                                                                                          
|   
|   
|   
|   
|4.1 |  | (b) |  | Specimen Share Certificate                                                                                                   
|   
|   
|   
|   
|4.2 |  | (a) |  | Dividend Reinvestment and Optional Share Purchase Plan                                                                       
|   
|   
|   
|   
|4.3 |  | (c) |  | Shareholder Rights Agreement, dated as of May 25, 1999 between Boykin
Lodging Company and National City Bank, as rights agent
|   
|   
|   
|   
|   
|    |  |     |  | (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.                                                                                                                                      

30