BOYD GAMING CORP — Director's Dealing 2010

May 10, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOYD GAMING CORP (BYD)
CIK: 0000906553
Period of Report: 2010-05-06

Reporting Person: JOHNSON MARIANNE BOYD (Director, Executive Vice President, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-05-06	Common Stock	M	5000	$4.55	Acquired	1779625	Indirect
2010-05-06	Common Stock	M	29787	$6.60	Acquired	1809412	Indirect
2010-05-06	Common Stock	S	4400	$13.00	Disposed	1805012	Indirect
2010-05-06	Common Stock	S	3000	$13.00	Disposed	1802012	Indirect
2010-05-06	Common Stock	S	2468	$13.01	Disposed	1799544	Indirect
2010-05-06	Common Stock	S	1500	$13.01	Disposed	1798044	Indirect
2010-05-06	Common Stock	S	1000	$13.01	Disposed	1797044	Indirect
2010-05-06	Common Stock	S	4800	$13.02	Disposed	1792244	Indirect
2010-05-06	Common Stock	S	400	$13.02	Disposed	1791844	Indirect
2010-05-06	Common Stock	S	3100	$13.03	Disposed	1788744	Indirect
2010-05-06	Common Stock	S	1900	$13.04	Disposed	1786844	Indirect
2010-05-06	Common Stock	S	1901	$13.05	Disposed	1784943	Indirect
2010-05-06	Common Stock	S	500	$13.05	Disposed	1784443	Indirect
2010-05-06	Common Stock	S	1574	$13.06	Disposed	1782869	Indirect
2010-05-06	Common Stock	S	500	$13.06	Disposed	1782369	Indirect
2010-05-06	Common Stock	S	2849	$13.06	Disposed	1779520	Indirect
2010-05-06	Common Stock	S	400	$13.07	Disposed	1779120	Indirect
2010-05-06	Common Stock	S	200	$13.08	Disposed	1778920	Indirect
2010-05-06	Common Stock	S	285	$13.09	Disposed	1778635	Indirect
2010-05-06	Common Stock	S	1310	$13.16	Disposed	1777325	Indirect
2010-05-06	Common Stock	S	100	$13.17	Disposed	1777225	Indirect
2010-05-06	Common Stock	S	300	$13.19	Disposed	1776925	Indirect
2010-05-06	Common Stock	S	200	$13.19	Disposed	1776725	Indirect
2010-05-06	Common Stock	S	1200	$13.20	Disposed	1775525	Indirect
2010-05-06	Common Stock	S	900	$13.21	Disposed	1774625	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-05-06	Employee Stock Option (Right to Buy)	$4.55	M	5000	Disposed	2011-10-11	Common Stock (5000)	Direct
2010-05-06	Employee Stock Option (Right to Buy)	$6.60	M	29787	Disposed	2018-11-04	Common Stock (29787)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	91324	Indirect
Common Stock	130247	Indirect

Footnotes

F1: By the Marianne Boyd Gaming Properties Trust (MBGPT), excluding shares held by W.M. Limited Partnership, BG-99 Limited Partnership, BG-00 Limited Partnership, BG-01 Limited Partnership, BG-02 Limited Partnership and BG-09 Limited Partnership.

F2: Options granted under Boyd Gaming Corporation's 1996 Stock Incentive Plan. Vesting plan calls for options to become exercisable at the rate of 33.333% per year on the first day of each successive 12 month period commencing one year from grant date.

F3: Options granted under Boyd Gaming Corporation's 2002 Stock Incentive Plan. Vesting plan calls for options to become exercisable at the rate of 33.333% per year on the first day of each successive 12 month period commencing one year from grant date.

F4: By the Johnson Children's Trust Dated 6/24/96, Bruno Mark, Trustee.

F5: William R. Boyd and Myong Boyd Children's Trust dated August 1, 1993, of which the Reporting Person is the trustee.