BOYD GAMING CORP — Director's Dealing 2011

May 12, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOYD GAMING CORP (BYD)
CIK: 0000906553
Period of Report: 2011-05-11

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-11	Common Stock	S	100000	$10.17	Disposed	1672108	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	91324	Indirect
Common Stock	130247	Indirect
Common Stock	32642	Indirect
Common Stock	32642	Indirect
Common Stock	31352	Indirect
Common Stock	32642	Indirect
Common Stock	32642	Indirect
Common Stock	31152	Indirect
Common Stock	17244	Indirect
Common Stock	722353	Indirect
Common Stock	1464401	Indirect
Common Stock	2307438	Indirect
Common Stock	1256155	Indirect
Common Stock	693809	Indirect
Common Stock	837252	Indirect
Common Stock	23197	Indirect
Common Stock	103925	Indirect
Common Stock	110354	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $10.1 to $10.285. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: 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.

F3: By the Johnson Children's Trust Dated 6/24/96, Bruno Mark, Trustee.

F4: William R. Boyd and Myong Boyd Children's Trust dated August 1, 1993, of which the Reporting Person is the trustee.

F5: By the Aysia Lynn Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F6: By the Taylor Joseph Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F7: By the William Samuel Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F8: By the Samuel Joseph Boyd, Jr. Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F9: By the T'Mir Kathleen Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F10: By the Josef William Boyd Education Trust, dated July 1, 1997, of which the Reporting Person is the trustee.

F11: By the Justin Boyd Education Trust, dated November 1, 1999, of which the Reporting Person is the trustee.

F12: By the W.M. Limited Partnership, of which Marianne Boyd Gaming Properties Trust ("MBGPT"), is the general partner thereof.

F13: By BG-99 Limited Partnership, of which MBGPT, is the general partner thereof.

F14: By BG-00 Limited Partnership, of which MBGPT, is the general partner thereof.

F15: By BG-01 Limited Partnership, of which MBGPT, is the general partner thereof.

F16: By BG-02 Limited Partnership, of which MBGPT, is the general partner thereof.

F17: By BG-09 Limited Partnership, of which each of the William S. Boyd Gaming Properties Trust ("WSBGPT") and the Marianne Boyd Gaming Properties Trust ("MBGPT") are the general partners thereof.

F18: By the BG-09 Grantor Retained Annuity Trust 2 ("BG-09 GRAT 2"), of which the reporting person is the trustee.

F19: By the BG-02 Grantor Retained Annuity Trust 3 ("BG-02 GRAT 3"), of which the reporting person is the trustee.