BOYD GAMING CORP — Director's Dealing 2010

Nov 16, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOYD GAMING CORP (BYD)
CIK: 0000906553
Period of Report: 2010-11-15

Reporting Person: JOHNSON MARIANNE BOYD (Director, Vice Chairman and Executive VP, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-11-15	Common Stock	G	1977	—	Disposed	863055	Indirect
2010-11-15	Common Stock	G	8601	—	Disposed	854454	Indirect
2010-11-15	Common Stock	G	8601	—	Disposed	845853	Indirect
2010-11-15	Common Stock	G	8601	—	Disposed	837252	Indirect
2010-11-15	Common Stock	J	94910	—	Disposed	0	Indirect
2010-11-15	Common Stock	J	51861	—	Disposed	23197	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1772108	Indirect
Common Stock	91324	Indirect
Common Stock	130247	Indirect
Common Stock	31529	Indirect
Common Stock	31529	Indirect
Common Stock	30239	Indirect
Common Stock	31529	Indirect
Common Stock	31529	Indirect
Common Stock	30039	Indirect
Common Stock	16131	Indirect
Common Stock	722353	Indirect
Common Stock	2307438	Indirect
Common Stock	110354	Direct

Footnotes

F1: Gift of 1,977 shares of Common Stock of Boyd Gaming Corporation ("Common Stock") from the BTG-09 Limited Partnership ("BG-09 LP") of which each of The Marianne Boyd Gaming Properties Trust ("MBGPT") and The William S. Boyd Gaming Properties Trust ("WSBGPT") are the general partners, to W.S.B., Inc., a wholly owned corporation of William S. Boyd.

F2: By the BG-09 LP, of which MBGPT and WSBGPT are the general partners thereof.

F3: Gift of 8,601 shares of Common Stock from the BG-09 LP to The Samuel J. Boyd Gaming Properties Trust, of which Samuel J. Boyd is the Trustee, Settlor and Beneficiary.

F4: Gift of 8,601 shares of Common Stock from the BG-09 LP to MBGPT. The effect of the foregoing transaction was to change the reporting person's beneficial ownership from one form of indirect ownership to another.

F5: Gift of 8,601 shares of Common Stock from the BG-09 LP to The William R. Boyd Gaming Properties Trust, of which William R. Boyd is the Trustee, Settlor and Beneficiary.

F6: Transfer of 94,910 shares of Common Stock from BG-09 Grantor Retained Annuity Trust 1 ("BG-09 GRAT1") to William S. Boyd, the settlor of BG-09 GRAT 1. **

F7: By the BG-09 GRAT 1, of which the reporting person is the trustee.

F8: Transfer of 51,8861 shares of Common Stock from BG-09 GRAT 2 to William S. Boyd, the settlor of BG-09 GRAT 2. **

F9: By the BG-09 GRAT 2, of which the reporting person is the trustee.

F10: By the Marianne Boyd Gaming Properties Trust, of which the reporting person is the Trustee, Settlor and Beneficiary.

F11: By the Johnson Children's Trust Dated 6/24/96, Bruno Mark, Trustee.

F12: By the William R. Boyd and Myong Boyd Children's Trust dated 8/1/93, of which the reporting person is the Trustee.

F13: By the Aysia Lynn Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F14: By the Taylor Joseph Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F15: By the William Samuel Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F16: By the Samuel Joseph Boyd, Jr. Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F17: By the T'Mir Kathleen Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F18: By the Josef William Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F19: By the Justin Boyd Education Trust, dated November 1, 1999, of which the Reporting Person is the trustee.

F20: By the WM LP, of which MBGPT, is the general partner thereof.

F21: By the BG-00 LP, of which MBGPT, is the general partner thereof.