SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* BOYD WILLIAM S (Last) (First) (Middle) 2950 INDUSTRIAL ROAD (Street) LAS VEGAS NV 89109 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol BOYD GAMING CORP [ BYD ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) Chief Executive Officer
	3. Date of Earliest Transaction (Month/Day/Year) 10/20/2003
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/20/2003		J	V	101,828	D	(1)(2)	2,065,203	I	Limited Partnership(16)
Common Stock	10/20/2003		J	V	205,801	D	(3)(4)	763,363	I	Limited Partnership(17)
Common Stock	10/20/2003		J	V	34,056	D	(5)(6)	2,591,732	I	Limited Partnership(18)
Common Stock	10/20/2003		J	V	99,924	D	(7)(8)	2,609,895	I	Limited Partnership(19)
Common Stock	10/20/2003		J	V	134,253	D	(9)(10)	2,665,747	I	Limited Partnership(20)
Common Stock	10/20/2003		J		1,193	D	(11)	2,064,010	I	Limited Partnership(16)
Common Stock	10/20/2003		J		2,185	D	(12)	761,178	I	Limited Partnership(17)
Common Stock	10/20/2003		J		525	D	(13)	2,591,207	I	Limited Partnership(18)
Common Stock	10/20/2003		J		1,209	D	(14)	2,608,686	I	Limited Partnership(19)
Common Stock	10/20/2003		J		1,569	D	(15)	2,664,178	I	Limited Partnership(20)
Common Stock								13,071,921	I	By Trust(21)
Common Stock								34,245	I	By Corporation(22)
Common Stock								28,000	I	By Corporation(23)
Common Stock								229,808	I	By Annuity Trust(24)
Common Stock								262,554	I	By Annuity Trust(25)
Common Stock								109,243	I	By Annuity Trust(26)
Common Stock								114,768	I	By Annuity Trust(27)
Common Stock								12,934	I	By Annuity Trust(28)
Common Stock								23,712	I	By Annuity Trust(29)
Common Stock								12,801	I	By Annuity Trust(30)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On October 20,2003, the reporting person transferred 33,545 shares of Common Stock from BG-99 Limited Partnership ("BG-99"), of which WSB, Inc. is the general partner, to the BG-99 Grantor Retained Annuity Trust #1 ("BG-99 GRAT 1"), of which the reporting person is the settlor and trustee. On the same date, BG-99 GRAT 1 transferred the 33,545 shares of Common Stock to the reporting person who then transferred the 33,545 shares to the William S. Boyd Gaming Properties Trust ("WSBGPT"), of which the reporting person is trustee, settlor and beneficiary.* On October 20, 2003, the reporting person transferred 33,545 shares of Common Stock from BG-99 to the BG-99 Grantor Retained Annuity Trust #2 ("BG-99 GRAT 2"), of which the reporting person is the settlor and trustee. Continued in Footnote (2).

2. On the same date, BG-99 GRAT 2 transferred 17,177 shares of Common Stock to the reporting person who then transferred the 17,177 shares to WSBGPT.* On October 20,2003, the reporting person transferred 33,545 shares of Common Stock from BG-99 to the BG-99 Grantor Retained Annuity Trust #3 ("BG-99 GRAT 3"), of which the reporting person is the settlor and trustee. On the same date, BG-99 GRAT 3 transferred 13,771 shares of Common Stock to the reporting person who then transferred the 13,771 shares to WSBGPT.* On October 20, 2003, the reporting person also transferred 1,193 shares of Common Stock from BG-99 to W.S.B., Inc., the reporting person's wholly-owned corporation. The effect of the foregoing transactions was to change the reporting person's beneficiary ownership of the shares from one form of indirect ownership to another.

3. On October 20, 2003, the reporting person transferred 67,872 shares of Common Stock from the W.M. Limited Partnership ("W.M.LP"), of which W.S.B., Inc. is the general partner, to the William S. Boyd Grantor Retained Annuity Trust #1 ("WSB GRAT 1"), of which the reporting person is the settlor and trustee. On the same date, WSB Grat 1 transferred the 67,872 shares of Common Stock to the reporting person who then transferred the 67,872 shares to WSBGPT.* On October 20, 2003, the reporting person transferred 67,872 shares of Common Stock from W.M.LP, to the William S. Boyd Grantor Retained Annuity Trust #2 ("WSB GRAT 2"), of which the reporting person is the settlor and trustee. On the same date, WSB GRAT 2 transferred 37,689 shares of Common Stock to the reporting person who then transferred the 37,689 shares to WSBGPT.* Continued in Footnote 4.

4. On October 20, 2003, the reporting person transferred 67,872 shares of Common Stock from W.M.LP to the William S. Boyd Grantor Retained Annuity Trust #3 ("WSB GRAT 3") of which the reporting person is the settlor and trustee. On the same date, WSB GRAT 3 transferred 29,910 shares of Common Stock to the reporting person who then transferred the 29,910 shares to WSBGPT.* On October 20, 2003, the reporting person also transferred 2,185 shares of Common Stock from W.M.LP to WSB, Inc. The effect of the foregoing transactions was to change the reporting person's beneficial ownership of the shares from one form of indirect ownership to another.

5. On October 20, 2003, the reporting person transferred 11,177 shares of Common Stock from the BG-00 Limited Partnership ("BG-00"), of which W.S.B., Inc. is the general partner, to the BG-00 Grantor Retained Annuity Trust #1 ("BG-00 GRAT 1"), of which the reporting person is the settlor and trustee. On the same date, BG-00 GRAT 1 transferred the 11,177 shares of Common Stock to the reporting person who then transferred the 11,177 shares to WSBGPT.* On October 20, 2003, the reporting person transferred 11,177 shares of Common Stock from BG-00, to the BG-00 Grantor Retained Annuity Trust #2 ("BG-00 GRAT 2"), of which the reporting person is the settlor and trustee. On the same date, BG-00 GRAT 2 transferred 8,185 shares of Common Stock to the reporting person who then transferred the 8,185 shares to WSBGPT.* Continued in Footnote 6.

6. On October 20, 2003, the reporting person transferred 11,177 shares of Common Stock from the BG-00, to the BG-00 Grantor Retained Annuity Trust #3 ("BG-00 GRAT 3") of which the reporting person is the settlor and trustee. On the same date, BG-00 GRAT 3 transferred 5,691 shares of Common Stock to the reporting person who then transferred the 5,691 shares to WSBGPT.* On October 20, 2003, the reporting person also transferred 525 shares of Common Stock from BG-00 to WSB, Inc. The effect of the foregoing transactions was to change the reporting person's beneficial ownership of the shares from one form of indirect ownership to another.

7. On October 20, 2003, the reporting person transferred 32,905 shares of Common Stock from the BG-01 Limited Partnership ("BG-01"), of which W.S.B., Inc. is the general partner, to the BG-01 Grantor Retained Annuity Trust #1 ("BG-01 GRAT 1"), of which the reporting person is the settlor and trustee. On the same date, BG-01 GRAT 1 transferred the 32,905 shares of Common Stock to the reporting person who then transferred the 32,905 shares to WSBGPT.* On October 20, 2003, the reporting person transferred 32,905 shares of Common Stock from BG-01, to the BG-01 Grantor Retained Annuity Trust #2 ("BG-01 GRAT 2"), of which the reporting person is the settlor and trustee. On the same date, BG-01 GRAT 2 transferred 25,623 shares of Common Stock to the reporting person who then transferred the 25,623 shares to WSBGPT.* Continued in Footnote 8.

8. On October 20, 2003, the reporting person transferred 32,905 shares of Common Stock from the BG-01, to the BG-01 Grantor Retained Annuity Trust #3 ("BG-01 GRAT 3") of which the reporting person is the settlor and trustee. On the same date, BG-01 GRAT 3 transferred 20,080 shares of Common Stock to the reporting person who then transferred the 20,080 shares to WSBGPT.* On October 20, 2003, the reporting person also transferred 1,209 shares of Common Stock from BG-01 to WSB, Inc. The effect of the foregoing transactions was to change the reporting person's beneficial ownership of the shares from one form of indirect ownership to another.

9. On October 20, 2003, the reporting person transferred 44,228 shares of Common Stock from the BG-02 Limited Partnership ("BG-02"), of which W.S.B., Inc. is the general partner, to the BG-02 Grantor Retained Annuity Trust #1 ("BG-02 GRAT 1"), of which the reporting person is the settlor and trustee. On the same date, BG-02 GRAT 1 transferred the 44,228 shares of Common Stock to the reporting person who then transferred the 44,228 shares to WSBGPT.* On October 20, 2003, the reporting person transferred 44,228 shares of Common Stock from BG-02, to the BG-02 Grantor Retained Annuity Trust #2 ("BG-02 GRAT 2"), of which the reporting person is the settlor and trustee. On the same date, BG-02 GRAT 2 transferred 34,308 shares of Common Stock to the reporting person who then transferred the 34,308 shares to WSBGPT.* Continued in Footnote 10.

10. On October 20, 2003, the reporting person transferred 44,228 shares of Common Stock from the BG-02, to the BG-02 Grantor Retained Annuity Trust #3 ("BG-02 GRAT 3") of which the reporting person is the settlor and trustee. On the same date, BG-02 GRAT 3 transferred 26,807 shares of Common Stock to the reporting person who then transferred the 26,807 shares to WSBGPT.* On October 20, 2003, the reporting person also transferred 1,569 shares of Common Stock from BG-02 to WSB, Inc. The effect of the foregoing transactions was to change the reporting person's beneficial ownership of the shares from one form of indirect ownership to another.

11. On October 20, 2003, BG-99 distributed 1,193 shares to the Samuel J. Boyd Gaming Properties Trust ("SJBGPT"), a limited partner in BG-99. The reporting person, as the general partner of BG-99, is reporting this disposition of shares by the partnership. However, the reporting person has no pecuniary interest in the distributed shares. The reporting person disclaims beneficial ownership in the shares held by BG-99 except to the extent of the reporting person's pecuniary interest in shares held by the partnership.

12. On October 20, 2003, WM LP distributed 2,185 shares to the Samuel J. Boyd Gaming Properties Trust ("SJBGPT"), a limited partner in WM LP. The reporting person, as the general partner of WM LP, is reporting this disposition of shares by the partnership. However, the reporting person has no pecuniary interest in the distributed shares. The reporting person disclaims beneficial ownership in the shares held by WM LP except to the extent of the reporting person's pecuniary interest in shares held by the partnership.

13. On October 20, 2003, BG-00 distributed 525 shares to the Samuel J. Boyd Gaming Properties Trust ("SJBGPT"), a limited partner in BG-00. The reporting person, as the general partner of BG-00, is reporting this disposition of shares by the partnership. However, the reporting person has no pecuniary interest in the distributed shares. The reporting person disclaims beneficial ownership in the shares held by BG-00 except to the extent of the reporting person's pecuniary interest in shares held by the partnership.

14. On October 20, 2003, BG-01 distributed 1,209 shares to the Samuel J. Boyd Gaming Properties Trust ("SJBGPT"), a limited partner in BG-01. The reporting person, as the general partner of BG-01, is reporting this disposition of shares by the partnership. However, the reporting person has no pecuniary interest in the distributed shares. The reporting person disclaims beneficial ownership in the shares held by BG-01 except to the extent of the reporting person's pecuniary interest in shares held by the partnership.

15. On October 20, 2003, BG-02 distributed 1,569 shares to the Samuel J. Boyd Gaming Properties Trust ("SJBGPT"), a limited partner in BG-02. The reporting person, as the general partner of BG-02, is reporting this disposition of shares by the partnership. However, the reporting person has no pecuniary interest in the distributed shares. The reporting person disclaims beneficial ownership in the shares held by BG-02 except to the extent of the reporting person's pecuniary interest in shares held by the partnership.

16. By BG-99 Limited Partnership, of which W.S.B., Inc. is general partner.

17. By W.M. Limited Partnership, of which W.S.B., Inc. is general partner.

18. By BG-00 Limited Partnership, of which W.S.B., Inc. is general partner.

19. By BG-01 Limited Partnership, of which W.S.B., Inc. is general partner.

20. By BG-02 Limited Partnership, of which W.S.B., Inc. is general partner.

21. By William S. Boyd Gaming Properties Trust

22. By W.S.B., Inc., the reporting person's wholly owned corporation.

23. By William S. Boyd Family Corporation, the reporting person's wholly owned corporation.

24. By William S. Boyd Retained Annuity Trust #2, of which the reporting person is the grantor and trustee.

25. By William S. Boyd Retained Annuity Trust #3, of which the reporting person is the grantor and trustee.

26. By BG-99 Retained Annuity Trust #2, of which the reporting person is the grantor and trustee.

27. By BG-99 Retained Annuity Trust #3, of which the reporting person is the grantor and trustee.

28. By BG-00 Retained Annuity Trust #2, of which the reporting person is the grantor and trustee.

29. By BG-00 Retained Annuity Trust #3, of which the reporting person is the grantor and trustee.

30. By BG-01 Retained Annuity Trust #2, of which the reporting person is the grantor and trustee.

Remarks:

* Each transfer by the grantor retained annuity trust is made pursuant to the provisions of the applicable trust agreement and the applicable provisions of the Internal Revenue Code of 1986, as amended. THIS IS THE FIRST OF TWO FORMS 4 FILED BY THE REPORTING PERSON ON THE SAME DATE.

	William S. Boyd	10/22/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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