[MORRIS, MANNING & MARTIN, LLP LOGO]
  ATTORNEYS AT LAW

June 2, 2005

                                                JEFFREY L. SCHULTE
                                                404-504-7655
Lodgian, Inc.                                   jls@mmmlaw.com
Suite 700                                       www.mmmlaw.com
3445 Peachtree Road, N.E.
Atlanta, Georgia  30326

Re:      Registration Statement on Form S-3

Gentlemen:

We have acted as counsel for Lodgian, Inc., a Delaware corporation (the
"Company"), in connection with the registration under the Securities Act of
1933, as amended, pursuant to a Registration Statement on Form S-3 (the
"Registration Statement"), relating to the offer and sale of up to 4,773,908
shares of the Company's common stock, $0.01 par value per share (the "Common
Stock"), all of which are presently issued and outstanding. The Common Stock are
to be offered and sold for the account of the Selling Stockholders named in the
prospectus constituting a part of the Registration Statement.

We have examined such documents, corporate records, and other instruments as we
have considered necessary and advisable for purposes of rendering this opinion.

In making the foregoing examinations, we have assumed the genuineness of all
signatures and the authenticity of all documents submitted to us as originals,
and the conformity to original documents of all documents submitted to us as
certified or photostatic copies. As to various questions of fact material to
this opinion, we have relied, to the extent we deem reasonably appropriate, upon
representations or certificates of officers or directors of the Company and
documents, records and instruments furnished to us by the Company, without
independent check or verification of their accuracy.

Based upon and subject to the foregoing, we are of the opinion that the Common
Stock being sold, when issued, sold and delivered as contemplated in the
Registration Statement, will be duly authorized and validly issued and fully
paid and nonassessable.

The opinions set forth herein are limited to the laws of the State of Delaware
and applicable federal laws.

We hereby consent to the filing of this Opinion as an exhibit to the
Registration Statement and to the reference to our firm under the caption "Legal
Matters" in the Prospectus contained in the Registration Statement.

Very truly yours,

MORRIS, MANNING & MARTIN
a Limited Liability Partnership


By:    /s/ Jeffrey L. Schulte
       ---------------------------
       Jeffrey L. Schulte, Partner