INCENTIVE STOCK OPTION AGREEMENT



      A Stock Option (this "Option") is hereby granted by Lodgian, Inc., a

Delaware corporation (the "Company"), to the Eligible Individual named below

("Optionee"), for and with respect to common stock of the Company, $.01 par

value per share ("Common Stock"), subject to the following terms and conditions:



      Name of Optionee:                   Daniel G. Owens



      Title/Position:                     VP & Chief Accounting Officer



      Number of Shares

      Subject to Option:                  7,500



      Option Price Per Share:             $12.00



      Date of Grant:                      February 28, 2005



      1. Grant of Option; Consideration. Subject to the provisions set forth

herein and the terms and condition of the Lodgian, Inc. Amended and Restated

2002 Stock Incentive Plan (the "Plan"), the terms of which are hereby

incorporated by reference, and in consideration of the agreements of Optionee

herein provided, the Company hereby grants to Optionee: (a) an option intended

to be an Incentive Stock Option within the meaning of Section 422 of the

Internal Revenue Code of 1986, as amended (the "Code"), and regulations issued

thereunder, to purchase from the Company the number of shares of Common Stock

set forth above, at the exercise price per share set forth above, and subject to

the exercise schedule set forth in Section 3 below. All capitalized but

undefined terms used in this Agreement shall have the meanings ascribed to them

in the Plan.



      At the time of exercise of the Option, payment of the exercise price must

be made in cash or previously owned shares of Common Stock, which shares have

been held for the requisite period necessary to avoid a charge to the Company's

earnings for financial reporting purposes, or a combination thereof.

Notwithstanding the foregoing, if the committee of the Board of Directors of the

Company charged with the administration of the Plan (the "Committee"), in its

sole discretion agrees, Optionee may exercise this Option through a "cashless

exercise" procedure approved by the Committee involving a broker or dealer

approved by the Committee and affording Optionee the opportunity immediately to

sell some or all of the shares underlying the exercised portion of the Option in

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