8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.

(Exact name of registrant as specified in its charter)

Maryland	001-31775	86-1062192
(State or other jurisdiction of	(Commission	(IRS employer
incorporation or organization)	File Number)	identification number)

14185 Dallas Parkway, Suite 1100
Dallas, Texas	75254
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code (972) 490-9600

Check the appropriated box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14-a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On May 5, 2010, Ashford Hospitality Trust, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 31, 2010. A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Form 8-K and Exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

     Exhibits

99.1 First Quarter 2010 Earnings Press Release of the Company, dated May 5, 2010

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
By:	/s/ David J. Kimichik
	David J. Kimichik
	Chief Financial Officer

EX-99.1

Exhibit 99.1

NEWS RELEASE

Contact:	David Kimichik	Tripp Sullivan
	Chief Financial Officer	Corporate Communications, Inc.
	(972) 490-9600	(615) 254-7318

ASHFORD HOSPITALITY TRUST REPORTS FIRST QUARTER RESULTS

DALLAS — (May 5, 2010) — Ashford Hospitality Trust, Inc. (NYSE:AHT) today reported the following results and performance measures for the first quarter ended March 31, 2010. The proforma performance measurements for Occupancy, Average Daily Rate (ADR), revenue per available room (RevPAR), and Hotel Operating Profit (or Hotel EBITDA) include the Company’s 102 hotels owned and included in continuing operations as of March 31, 2010. Unless otherwise stated, all reported results compare the first quarter ended March 31, 2010, with the first quarter ended March 31, 2009 (see discussion below). The reconciliation of non-GAAP financial measures is included in the financial tables accompanying this press release.

FINANCIAL HIGHLIGHTS AND LIQUIDITY

• Corporate unrestricted cash at the end of the quarter was $172.2 million

• Total revenue decreased 7.6% to $217.0 million from $234.9 million

• RevPAR decreased 4.1% for the quarter

• Hotel EBITDA margin decreased 200 basis points

• Net income attributable to common shareholders was $305,000, or $0.01 per diluted share, compared with net income attributable to common shareholders of $6.8 million, or $0.08 per diluted share, in the prior-year quarter

• Adjusted funds from operations (AFFO) was $0.32 per diluted share versus $0.31 per diluted share in the prior-year quarter

• Fixed charge coverage ratio was 1.69x under the senior credit facility covenant versus a required minimum of 1.25x

CAPITAL ALLOCATION

• Repurchased 5.1 million common shares in the quarter for $29.1 million

• Capex invested in the quarter was $18.2 million

CAPITAL STRUCTURE

On February 11, 2010, the Company completed the previously disclosed discounted payoff with the borrower on the Company’s $33.6 million mezzanine loan, which was secured by interests in the Ritz-Carlton, Key Biscayne and set to mature in 2017. The Company received $20.2 million in cash and a $4 million note secured by interests in the property that matures in 2017. The Company had previously recorded an impairment of $10.7 million in the third quarter 2009 to account for the anticipated discounted payoff.

SUBSEQUENT EVENTS

Effective April 1, 2010, the Company restructured the $156.2 million loan with Aareal Bank AG that is secured by the Hilton LaJolla Torrey Pines and the Capital Hilton held in a joint venture with Hilton Worldwide. The modification provides a full extension of the loan maturity to August 2013 without tests along with reduced cash management provisions in exchange for a reduction in the loan balance of $2.5 million at closing and another $2.5 million over the next twelve months. The loan was set to mature in August 2011 and had two one-year extension options.

-MORE-

14185 Dallas Parkway, Suite 1100, Dallas, TX 75254 Phone: (972) 490-9600

AHT Announces First Quarter Results
Page 2
May 5, 2010

In April 2010, the Company suspended making mortgage payments on the $5.8 million loan set to mature in January 2011 and secured by the Courtyard Hartford — Manchester in Manchester, Connecticut. The loan is now in special servicing and the Company intends to seek an extension of the loan.

PORTFOLIO REVPAR

As of March 31, 2010, the Company had a portfolio of direct hotel investments consisting of 102 properties classified in continuing operations. During the first quarter, 97 of the hotels included in continuing operations were not under renovation. The Company believes reporting its operating metrics for continuing operations on a proforma total basis (all 102 hotels) and proforma not-under-renovation basis (97 hotels) is a measure that reflects a meaningful and focused comparison of the operating results in its direct hotel portfolio. The Company’s reporting by region and brand includes the results of all 102 hotels in continuing operations. Details of each category are provided in the tables attached to this release.

• Proforma RevPAR decreased 2.6% for hotels not under renovation on a 9.4% decrease in ADR to $123.37 and a 468 basis point increase in occupancy

• Proforma RevPAR decreased 4.1% for all hotels on a 9.4% decrease in ADR to $126.99 and a 371 basis point increase in occupancy

HOTEL EBITDA MARGINS AND QUARTERLY SEASONALITY TRENDS

For the 97 hotels as of March 31, 2010, that were not under renovation, Proforma Hotel EBITDA decreased 9.2% to $49.0 million and Proforma Hotel EBITDA margin (expressed as a percentage of Total Hotel Revenue) declined 145 basis points to 25.4%. For all 102 hotels included in continuing operations as of March 31, 2010, Proforma Hotel EBITDA decreased 12.2% to $55.3 million and Hotel EBITDA margin decreased 200 basis points to 25.2%.

Ashford believes year-over-year Hotel EBITDA and Hotel EBITDA margin comparisons are more meaningful to gauge the performance of the Company’s hotels than sequential quarter-over-quarter comparisons. Given the substantial seasonality in the Company’s portfolio and its active capital recycling, to help investors better understand this seasonality, the Company provides quarterly detail on its Proforma Hotel EBITDA and Proforma Hotel EBITDA margin for the current and certain prior-year periods based upon the number of core hotels in the portfolio as of the end of the current period. As Ashford’s portfolio mix changes from time to time so will the seasonality for Proforma Hotel EBITDA and Proforma Hotel EBITDA margin. The details of the quarterly calculations for the previous four quarters for the current portfolio of 102 hotels included in continuing operations are provided in the tables attached to this release.

Monty J. Bennett, Chief Executive Officer, commented, “Solid execution of our aggressive asset management strategies and relentless focus on cost controls enabled us to continue to offset the decline in RevPAR experienced during the first two months of the quarter. As RevPAR growth turned positive in March, we started to see the benefits of the substantial operating leverage within our platform. We also continue to benefit from our interest rate swap and opportunistic share repurchase program. We are encouraged by this start to 2010 and the positive sequential trends that are being reported throughout the lodging sector. The incremental improvement in both the equity capital and debt markets is providing greater access to funds, and we will continue to assess opportunities to create shareholder value.”

INVESTOR CONFERENCE CALL AND SIMULCAST

Ashford Hospitality Trust, Inc. will conduct a conference call on Thursday, May 6, 2010, at noon ET. The number to call for this interactive teleconference is (212) 231-2901. A replay of the conference call will be available through Thursday, May 13, 2010, by dialing (402) 977-9140 and entering the confirmation number, 21463976.

-MORE-

AHT Announces First Quarter Results
Page 3
May 5, 2010

The Company will also provide an online simulcast and rebroadcast of its first quarter 2010 earnings release conference call. The live broadcast of Ashford’s quarterly conference call will be available online at the Company’s website at www.ahtreit.com on Thursday, May 6, 2010, beginning at noon ET. The online replay will follow shortly after the call and continue for approximately one year.

Substantially all of our non-current assets consist of real estate investments and debt investments secured by real estate. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, most industry investors consider supplemental measures of performance, which are not measures of operating performance under GAAP, to assist in evaluating a real estate Company’s operations. These supplemental measures include FFO, AFFO, EBITDA and Hotel Operating Profit. FFO is computed in accordance with our interpretation of standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the NAREIT definition differently than us. Neither FFO, AFFO, EBITDA nor Hotel Operating Profit represents cash generated from operating activities as determined by GAAP and should not be considered as an alternative to a) GAAP net income (loss) as an indication of our financial performance or b) GAAP cash flows from operating activities as a measure of our liquidity, nor are such measures indicative of funds available to satisfy our cash needs, including our ability to make cash distributions. However, management believes FFO, AFFO, EBITDA and Hotel Operating Profit to be meaningful measures of a REIT’s performance and should be considered along with, but not as an alternative to, net income and cash flow as a measure of our operating performance.

* * * * *

Ashford Hospitality Trust is a self-administered real estate investment trust focused on investing in the hospitality industry across all segments and at all levels of the capital structure, including direct hotel investments, second mortgages, mezzanine loans and sale-leaseback transactions. Additional information can be found on the Company’s web site at www.ahtreit.com.

Certain statements and assumptions in this press release contain or are based upon “forward-looking” information and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties. When we use the words “will likely result,” “may,” “anticipate,” “estimate,” “should,” “expect,” “believe,” “intend,” or similar expressions, we intend to identify forward-looking statements. Such forward-looking statements include, but are not limited to, the timing for closing, the impact of the transaction on our business and future financial condition, our business and investment strategy, our understanding of our competition and current market trends and opportunities and projected capital expenditures. Such statements are subject to numerous assumptions and uncertainties, many of which are outside Ashford’s control.

These forward-looking statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those anticipated, including, without limitation: general volatility of the capital markets and the market price of our common stock; changes in our business or investment strategy; availability, terms and deployment of capital; availability of qualified personnel; changes in our industry and the market in which we operate, interest rates or the general economy; and the degree and nature of our competition. These and other risk factors are more fully discussed in Ashford’s filings with the Securities and Exchange Commission. EBITDA is defined as net income before interest, taxes, depreciation and amortization. EBITDA yield is defined as trailing twelve month EBITDA divided by the purchase price. A capitalization rate is determined by dividing the property’s annual net operating income by the purchase price. Net operating income is the property’s funds from operations minus a capital expense reserve of either 4% or 5% of gross revenues. Funds from operations (“FFO”), as defined by the White Paper on FFO approved by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”) in April 2002, represents net income (loss) computed in accordance with generally accepted accounting principles (“GAAP”), excluding gains (or losses) from sales or properties and extraordinary items as defined by GAAP, plus depreciation and amortization of real estate assets, and net of adjustments for the portion of these items related to unconsolidated entities and joint ventures.

The forward-looking statements included in this press release are only made as of the date of this press release. Investors should not place undue reliance on these forward-looking statements. We are not obligated to publicly update or revise any forward-looking statements, whether as a result of new information, future events or circumstances, changes in expectations or otherwise.

-MORE-

AHT Announces First Quarter Results
Page 4
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)

	March 31,			December 31,
	2010			2009
	(Unaudited)
ASSETS
Investment in hotel properties, net	$	3,362,479		$	3,383,759
Cash and cash equivalents		172,179			165,168
Restricted cash		70,335			77,566
Accounts receivable, net		45,078			31,503
Inventories		2,944			2,975
Notes receivable		35,601			55,655
Investment in unconsolidated joint venture		21,191			20,736
Deferred costs, net		20,035			20,960
Prepaid expenses		11,655			13,234
Interest rate derivatives		108,381			94,645
Other assets		4,615			3,471
Intangible assets, net		2,966			2,988
Due from third-party hotel managers		44,885			41,838
Total assets	$	3,902,344		$	3,914,498
LIABILITIES AND EQUITY
Liabilities
Indebtedness	$	2,772,185		$	2,772,396
Capital leases payable		72			83
Accounts payable and accrued expenses		106,144			91,387
Dividends payable		5,566			5,566
Unfavorable management contract liabilities		17,939			18,504
Due to related parties		751			1,009
Due to third-party hotel managers		2,410			1,563
Other liabilities		7,859			7,932
Total liabilities		2,912,926			2,898,440
Series B-1 Cumulative Convertible Redeemable Preferred stock, 7,447,865 issued and outstanding		75,000			75,000
Redeemable noncontrolling interests in operating partnership		107,095			85,167
Equity:
Shareholders’ equity of the Company
Preferred stock, $0.01 par value, 50,000,000 shares authorized:
Series A Cumulative Preferred Stock, 1,487,900 shares issued and outstanding at March 31, 2010, and December 31, 2009		15			15
Series D Cumulative Preferred Stock, 5,666,797 shares issued and outstanding at March 31, 2010, and December 31, 2009		57			57
Common stock, $0.01 par value, 200,000,000 shares authorized, 122,748,859 shares issued, 52,838,742 shares and 57,596,878 shares outstanding at March 31, 2010, and December 31, 2009		1,227			1,227
Additional paid-in capital		1,436,597			1,436,009
Accumulated other comprehensive loss		(953	)		(897	)
Accumulated deficit		(433,237	)		(412,011	)
Treasury stock, at cost (69,910,117 shares and 65,151,981 shares at March 31, 2010, and December 31, 2009)		(213,160	)		(186,424	)
Total shareholders’ equity of the Company		790,546			837,976
Noncontrolling interests in consolidated joint ventures		16,777			17,915
Total equity		807,323			855,891
Total liabilities and equity	$	3,902,344		$	3,914,498

-MORE-

AHT Announces First Quarter Results
Page 5
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)

	Three Months Ended
	March 31,
	2010			2009
	(Unaudited)
REVENUE
Rooms	$	163,208		$	170,210
Food and beverage		41,738			45,482
Rental income from operating leases		1,088			1,189
Other		10,566			11,633
Total hotel revenue		216,600			228,514
Interest income from notes receivable		337			6,215
Asset management fees and other		74			174
Total Revenue		217,011			234,903
EXPENSES
Hotel operating expenses
Rooms		38,424			37,975
Food and beverage		29,881			32,044
Other direct		5,732			6,104
Indirect		63,311			66,519
Management fees		8,864			9,131
Total hotel expenses		146,212			151,773
Property taxes, insurance, and other		14,305			13,947
Depreciation and amortization		37,208			40,434
Corporate general and administrative:
Stock/unit-based compensation		1,172			1,556
Other general and administrative		5,486			5,290
Total Operating Expenses		204,383			213,000
OPERATING INCOME		12,628			21,903
Equity in earnings of unconsolidated joint venture		658			604
Interest income		61			105
Other income		15,519			10,698
Interest expense		(35,893	)		(34,079	)
Amortization of loan costs		(1,670	)		(2,040	)
Write-off of premiums, loan costs, premiums and exit fees, net		—			930
Unrealized gain on derivatives		13,908			18,032
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES		5,211			16,153
Income tax benefit (expense)		15			(177	)
INCOME FROM CONTINUING OPERATIONS		5,226			15,976
Loss from discontinued operations		—			(2,464	)
NET INCOME		5,226			13,512
Loss (income) from consolidated joint ventures attributable to noncontrolling interests		701			(297	)
Net income attributable to redeemable noncontrolling interests in operating partnership		(792	)		(1,558	)
NET INCOME ATTRIBUTABLE TO THE COMPANY		5,135			11,657
Preferred dividends		(4,830	)		(4,830	)
NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	305		$	6,827
INCOME PER SHARE:
Basic:
Income from continuing operations attributable to common shareholders	$	0.01		$	0.11
Loss from discontinued operations attributable to common shareholders		—			(0.03	)
Net income attributable to common shareholders	$	0.01		$	0.08
Diluted:
Income from continuing operations attributable to Ashford common shareholders	$	0.01		$	0.11
Loss from discontinued operations attributable to Ashford common shareholders		—			(0.03	)
Net income attributable to Ashford common shareholders	$	0.01		$	0.08
Weighted average common shares outstanding — basic		53,073			80,530
Weighted average common shares outstanding — diluted		53,073			80,530
Amounts attributable to common shareholders:
Income from continuing operations, net of tax	$	5,135		$	13,845
Loss from discontinued operations, net of tax		—			(2,188	)
Preferred dividends		(4,830	)		(4,830	)
Net income attributable to common shareholders	$	305		$	6,827

-MORE-

AHT Announces First Quarter Results
Page 6
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME TO EBITDA
(in thousands)

	Three Months Ended
	March 31,
	2010			2009
	(Unaudited)
Net income	$	5,226		$	13,512
Loss (income) from consolidated joint ventures attributable to noncontrolling interests		701			(297	)
Net income attributable to redeemable noncontrolling interests in operating partnership		(792	)		(1,558	)
Net income attributable to the Company		5,135			11,657
Interest income		(60	)		(99	)
Interest expense and amortization of loan costs		37,105			36,072
Depreciation and amortization		36,318			40,642
Net income attributable to redeemable noncontrolling interests in operating partnership		792			1,558
Income tax (benefit) expense		(15	)		221
EBITDA		79,275			90,051
Amortization of unfavorable management contract liabilities		(565	)		(565	)
Write-off of loan costs, premiums and exit fees, net (1)		—			(930	)
Income from interest rate derivatives (2)		(15,534	)		(10,767	)
Unrealized gain on derivatives		(13,908	)		(18,032	)
Adjusted EBITDA	$	49,268		$	59,757

RECONCILIATION OF NET INCOME TO FUNDS FROM OPERATIONS (“FFO”)
(in thousands, except per share amounts)

	Three Months Ended
	March 31,
	2010			2009
	(Unaudited)
Net income	$	5,226		$	13,512
Loss (income) from consolidated joint ventures attributable to noncontrolling interests		701			(297	)
Net income attributable to redeemable noncontrolling interests in operating partnership		(792	)		(1,558	)
Preferred dividends		(4,830	)		(4,830	)
Net income attributable to common shareholders		305			6,827
Depreciation and amortization on real estate		36,250			40,566
Net income attributable to redeemable noncontrolling interests in operating partnership		792			1,558
FFO available to common shareholders		37,347			48,951
Dividends on convertible preferred stock		1,042			1,042
Write-off of loan costs, premiums and exit fees, net (1)		—			(930	)
Unrealized gain on derivatives		(13,908	)		(18,032	)
Adjusted FFO	$	24,481		$	31,031
Adjusted FFO per diluted share available to common shareholders	$	0.32		$	0.31
Weighted average diluted shares		75,791			101,416

(1)	The amounts include write-off of debt premiums of $1,341 for the refinancing of a mortgage loan for the quarter ended March 31, 2009.
(2)	Cash income from interest rate derivatives is excluded from the adjusted EBITDA calculations for all periods presented.

-MORE-

AHT Announces First Quarter Results
Page 7
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
DEBT SUMMARY
MARCH 31, 2010
(dollars in thousands)
(Unaudited)

				Fixed-Rate			Floating-Rate			Total
Indebtedness	Collateral	Maturity	Interest Rate	Debt			Debt			Debt
Mortgage loan	10 hotels	May 2010	LIBOR + 1.65%	$	—		$	167,202	(1)	$	167,202
Mortgage loan	5 hotels	December 2010	LIBOR + 1.72%		—			203,400	(2)		203,400
Mortgage loan	1 hotel	January 2011	8.32%		5,787	(4)		—			5,787
Mortgage loan	1 hotel	March 2011	Greater of 6.25% or LIBOR + 3.75%		—			52,500	(1)		52,500
Senior credit facility	Notes receivable	April 2011	LIBOR + 2.75% to 3.5%		—			250,000	(2)(3)		250,000
Mortgage loan	1 hotel	March 2012	LIBOR + 4%		—			60,800	(1)		60,800
Mortgage loan	2 hotel	August 2013	LIBOR + 2.75%		—			156,200	(5)		156,200
Mortgage loan	1 hotel	December 2014	Greater of 5.5% or LIBOR + 3.5%		—			19,740			19,740
Mortgage loan	8 hotels	December 2014	5.75%		110,398			—			110,398
Mortgage loan	1 hotel	January 2015	7.78%		4,201			—			4,201
Mortgage loan	10 hotels	July 2015	5.22%		160,490			—			160,490
Mortgage loan	8 hotels	December 2015	5.70%		100,576			—			100,576
Mortgage loan	5 hotels	December 2015	12.26%		141,973			—			141,973
Mortgage loan	5 hotels	February 2016	5.53%		115,645			—			115,645
Mortgage loan	5 hotels	February 2016	5.53%		95,905			—			95,905
Mortgage loan	5 hotels	February 2016	5.53%		83,075			—			83,075
Mortgage loan	1 hotel	December 2016	5.81%		101,000	(6)		—			101,000
Mortgage loan	1 hotel	April 2017	5.91%		35,000			—			35,000
Mortgage loan	2 hotels	April 2017	5.95%		128,251			—			128,251
Mortgage loan	3 hotels	April 2017	5.95%		260,980			—			260,980
Mortgage loan	5 hotels	April 2017	5.95%		115,600			—			115,600
Mortgage loan	5 hotels	April 2017	5.95%		103,906			—			103,906
Mortgage loan	5 hotels	April 2017	5.95%		158,105			—			158,105
Mortgage loan	7 hotels	April 2017	5.95%		126,466			—			126,466
TIF loan	1 hotel	June 2018	12.85%		8,098			—			8,098
Mortgage loan	1 hotel	April 2034	Greater of 6% or Prime + 1%		—			6,887			6,887
Total debt				$	1,855,456		$	916,729		$	2,772,185
Percentage					66.9	%		33.1	%		100.0	%
Weighted average interest rate at March 31, 2010					6.30	%		2.98	%		5.20	%
Total debt with the effect of interest rate swap				$	55,456		$	2,716,729		$	2,772,185
Percentage with the effect of interest rate swap					2.0	%		98.0	%		100.0	%
Weighted average interest rate with the effect of interest rate derivatives					2.92	%(7)		2.98	%(7)		2.94	%(7)

(1)	Each of these loans has two one-year extension options as of March 31, 2010.
(2)	Each of these loans has a one-year extension option remaining.
(3)	Based on the debt-to-assets ratio defined in the loan agreement, interest rate on this debt was at LIBOR plus 3% as of March 31, 2010.
(4)	We are currently working with the loan servicer for an extension or a restructure of the loan.
(5)	This loan was modified effective April 1, 2010, to its fully extended maturity of August 2013 without any extension tests.
(6)	We are currently working with the lender for a deed-in-lieu of foreclosure.
(7)	These rates are calculated assuming LIBOR rate stays at the March 31, 2010, level.

-MORE-

AHT Announces First Quarter Results
Page 8
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
DEBT BY MATURITY ASSUMING EXTENSION OPTIONS NOT SUBJECT TO COVERAGE/LTV TESTS ARE EXERCISED
MARCH 31, 2010
(in thousands)
(Unaudited)

	2010		2011			2012			2013		2014		Thereafter			Total
Mortgage loan secured by 10 hotel properties, Wachovia Floater	$	—	$	—		$	167,202		$	—	$	—	$	—		$	167,202
Mortgage loan secured by five hotel properties		—		203,400			—			—		—		—			203,400
Mortgage loan secured by Manchester Courtyard		—		5,787	(1)		—			—		—		—			5,787
Secured credit facility		—	$	250,000	(2)		—			—		—		—			250,000
Mortgage loan secured by JW Marriott San Francisco		—		—			52,500	(2)		—		—		—			52,500
Mortgage loan secured by two hotel properties		—		—			—			156,200		—		—			156,200
Mortgage loan secured by Arlington Marriott		—		—			—			—		60,800		—			60,800
Mortgage loan secured by El Conquistador Hilton		—		—			—			—		19,740		—			19,740
Mortgage loan secured by eight hotel properties, UBS Pool 1		—		—			—			—		110,398		—			110,398
Mortgage loan secured by 10 hotel properties, Merrill Lynch Pool 1		—		—			—			—		—		160,490			160,490
Mortgage loan secured by eight hotel properties, UBS Pool 2		—		—			—			—		—		100,576			100,576
Mortgage loan secured by five hotel properties		—		—			—			—		—		141,973			141,973
Mortgage loan secured by five hotel properties, Merrill Lynch Pool 2		—		—			—			—		—		115,645			115,645
Mortgage loan secured by five hotel properties, Merrill Lynch Pool 3												—		95,905			95,905
Mortgage loan secured by five hotel properties, Merrill Lynch Pool 7												—		83,075			83,075
Mortgage loan secured by Westin O’Hare		—		—			—			—		—		101,000	(3)		101,000
Mortgage loan secured by Philadelphia Courtyard, Wachovia Stand-Alone		—		—			—			—		—		35,000			35,000
Mortgage loan secured by two hotel properties, Wachovia Fixed Rate Pool 3		—		—			—			—		—		128,251			128,251
Mortgage loan secured by three hotel properties, Wachovia Fixed Rate Pool 7		—		—			—			—		—		260,980			260,980
Mortgage loan secured by five hotel properties, Wachovia Fixed Rate Pool 1		—		—			—			—		—		115,600			115,600
Mortgage loan secured by five hotel properties, Wachovia Fixed Rate Pool 5		—		—			—			—		—		103,906			103,906
Mortgage loan secured by five hotel properties, Wachovia Fixed Rate Pool 6		—		—			—			—		—		158,105			158,105
Mortgage loan secured by seven hotel properties, Wachovia Fixed Rate Pool 2		—		—			—			—		—		126,466			126,466
TIF loan secured by Philadelphia Courtyard		—		—			—			—		—		8,098			8,098
Mortgage loan secured by Houston Hampton Inn		—		—			—			—		—		4,201			4,201
Mortgage loan secured by Jacksonville Residence Inn		—		—			—			—		—		6,887			6,887
	$	—	$	459,187		$	219,702		$	156,200	$	190,938	$	1,746,158		$	2 ,772,185

NOTE: These maturities assume no event of default would occur.
(1)	We are currently working with the loan servicer for an extension or a restructure of the loan.
(2)	Extensions available but certain coverage tests have to be met.
(3)	We are currently working with the lender for a deed-in-lieu of foreclosure.
*	Mortgage loan of $29.1 million secured by the Hyatt Regency Dearborn hotel property was deconsolidated as the hotel property was placed in receivership effective December 3, 2009.

-MORE-

AHT Announces First Quarter Results
Page 9
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
KEY PERFORMANCE INDICATORS — PRO FORMA
(Unaudited)

	Three Months Ended
	March 31,
	2010			2009			% Variance
ALL 102 HOTELS INCLUDED IN CONTINUING OPERATIONS:
Room revenues (in thousands)	$	166,926		$	174,110			-4.13	%
RevPAR	$	84.94		$	88.60			-4.13	%
Occupancy		66.89	%		63.18	%		3.71	%
ADR	$	126.99		$	140.23			-9.44	%

	Three Months Ended
	March 31,
	2010			2009			% Variance
ALL 97 HOTELS NOT UNDER RENOVATION INCLUDED IN CONTINUING OPERATIONS:
Room revenues (in thousands)	$	149,557		$	153,625			-2.65	%
RevPAR	$	82.86		$	85.11			-2.64	%
Occupancy		67.16	%		62.48	%		4.68	%
ADR	$	123.37		$	136.22			-9.43	%

NOTES:
(1)	The above pro forma table assumes the 97 hotel properties owned and included in continuing operations at March 31, 2010, but not under renovation for the three months ended March 31, 2010, were owned as of the beginning of the periods presented.
(2)	Excluded Hotels Under Renovation: Hilton Torrey Pines, Hilton Nassau Bay, Marriott Bridgewater, Embassy Suites Portland, and Capital Hilton
(3)	As the Company’s Courtyard by Marriott hotel in Philadelphia, Pennsylvania, is leased to a third-party tenant on a triple-net lease basis, the Company only records rental income related to this operating lease for GAAP purposes. However, in the above pro forma table, all room revenues related to this hotel are reflected, which is consistent with the Company’s other hotels.

-MORE-

AHT Announces First Quarter Results
Page 10
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
PRO FORMA HOTEL OPERATING PROFIT
(dollars in thousands)
(Unaudited)

ALL 102 HOTELS INCLUDED IN CONTINUING OPERATIONS:

	Three Months Ended
	March 31,
	2010			2009			% Variance
REVENUE
Rooms	$	166,926		$	174,110			-4.1	%
Food and beverage		42,339			46,154			-8.3	%
Other		10,468			11,504			-9.0	%
Total hotel revenue		219,733			231,768			-5.2	%
EXPENSES
Rooms		39,373			38,903			1.2	%
Food and beverage		30,348			32,551			-6.8	%
Other direct		5,752			6,166			-6.7	%
Indirect		64,707			67,901			-4.7	%
Management fees, includes base and incentive fees		9,056			9,136			-0.9	%
Total hotel operating expenses		149,236			154,657			-3.5	%
Property taxes, insurance, and other		15,230			14,178			7.4	%
HOTEL OPERATING PROFIT (Hotel EBITDA)		55,267			62,933			-12.2	%
Hotel EBITDA Margin		25.15	%		27.15	%		-2.00	%
Minority interest in earnings of consolidated joint ventures		1,157			1,570			-26.3	%
HOTEL OPERATING PROFIT (Hotel EBITDA), excluding minority interest in joint ventures	$	54,110		$	61,363			-11.8	%

NOTE: The above pro forma table assumes the 102 hotel properties owned and included in continuing operations at March 31, 2010, were owned as of the beginning of the periods presented.

ALL HOTELS NOT UNDER RENOVATION INCLUDED IN CONTINUING OPERATIONS:

	Three Months Ended
	March 31,
	2010			2009			% Variance
REVENUE
Rooms (1)	$	149,557		$	153,625			-2.6	%
Food and beverage		34,734			37,806			-8.1	%
Other		8,778			9,700			-9.5	%
Total hotel revenue		193,069			201,131			-4.0	%
EXPENSES
Rooms (1)		35,096			34,348			2.2	%
Food and beverage		25,281			26,896			-6.0	%
Other direct		4,806			5,188			-7.4	%
Indirect		57,182			59,964			-4.6	%
Management fees, includes base and incentive fees		8,289			8,251			0.5	%
Total hotel operating expenses		130,654			134,647			-3.0	%
Property taxes, insurance, and other		13,436			12,545			7.1	%
HOTEL OPERATING PROFIT (Hotel EBITDA)		48,979			53,939			-9.2	%
Hotel EBITDA Margin		25.37	%		26.82	%		-1.45	%
Minority interest in earnings of consolidated joint ventures		1,157			1,570			-26.3	%
HOTEL OPERATING PROFIT (Hotel EBITDA), excluding minority interest in joint ventures	$	47,822		$	52,369			-8.7	%

NOTES:
(1)	The above pro forma table assumes the 97 hotel properties owned and included in continuing operations at March 31, 2010, but not under renovation for the three months ended March 31, 2010, were owned as of the beginning of the periods presented.
(2)	Excluded Hotels Under Renovation: Hilton Torrey Pines, Hilton Nassau Bay, Marriott Bridgewater, Embassy Suites Portland, and Capital Hilton.
(3)	As the Company’s Courtyard by Marriott hotel in Philadelphia, Pennsylvania, is leased to a third-party tenant on a triple-net lease basis, the Company only records rental income related to this operating lease for GAAP purposes. However, in the above pro forma table, all room revenues related to this hotel are reflected, which is consistent with the Company’s other hotels.

-MORE-

AHT Announces First Quarter Results
Page 11
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
PRO FORMA HOTEL REVPAR BY REGION
(Unaudited)

ALL 102 HOTELS OWNED AND INCLUDED IN CONTINUING OPERATIONS AS OF MARCH 31, 2010:

					Three Months Ended
	Number of		Number of		March 31,
Region	Hotels		Rooms		2010		2009		% Change
Pacific (1)		21		5,205	$	88.32	$	85.54		3.2	%
Mountain (2)		8		1,704		84.56		95.63		-11.6	%
West North Central (3)		3		690		68.63		63.03		8.9	%
West South Central (4)		10		2,086		87.39		92.63		-5.7	%
East North Central (5)		9		1,852		54.72		55.48		-1.4	%
East South Central (6)		2		236		78.06		78.61		-0.7	%
Middle Atlantic (7)		9		2,481		78.12		77.36		1.0	%
South Atlantic (8)		38		7,728		93.71		103.04		-9.1	%
New England (9)		2		159		69.26		59.75		15.9	%
Total Portfolio		102		22,141	$	84.94	$	88.60		-4.1	%

(1)	Includes Alaska, California, Oregon, and Washington
(2)	Includes Nevada, Arizona, New Mexico, and Utah
(3)	Includes Minnesota and Kansas
(4)	Includes Texas
(5)	Includes Ohio, Michigan, Illinois, and Indiana
(6)	Includes Kentucky and Alabama
(7)	Includes New York, New Jersey, and Pennsylvania
(8)	Includes Virginia, Florida, Georgia, Maryland, District of Columbia, and North Carolina
(9)	Includes Massachusetts and Connecticut
NOTES:
(1)	The above pro forma table assumes the 102 hotel properties owned and included in continuing operations at March 31, 2010, were owned as of the beginning of the periods presented.
(2)	As the Company’s Courtyard by Marriott hotel in Philadelphia, Pennsylvania, is leased to a third-party tenant on a triple-net lease basis, the Company only records rental income related to this operating lease for GAAP purposes. However, in the above pro forma table, all room revenues related to this hotel are reflected, which is consistent with the Company’s other hotels.

-MORE-

AHT Announces First Quarter Results
Page 12
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
PRO FORMA HOTEL REVPAR BY BRAND
(Unaudited)

ALL 102 HOTELS OWNED AND INCLUDED IN CONTINUING OPERATIONS AS OF MARCH 31, 2010:

					Three Months Ended
	Number of		Number of		March 31,
Brand	Hotels		Rooms		2010		2009		% Change
Hilton		34		7,513	$	89.47	$	95.87		-6.7	%
Hyatt		1		242		157.33		143.69		9.5	%
InterContinental		2		420		151.06		136.59		10.6	%
Independent		2		317		66.34		62.59		6.0	%
Marriott		57		11,714		83.71		87.37		-4.2	%
Starwood		6		1,935		53.33		53.31		0.0	%
Total Portfolio		102		22,141	$	84.94	$	88.60		-4.1	%

NOTES:
(1)	The above pro forma table assumes the 102 hotel properties owned and included in continuing operations at March 31, 2010, were owned as of the beginning of the periods presented.
(2)	As the Company’s Courtyard by Marriott hotel in Philadelphia, Pennsylvania, is leased to a third-party tenant on a triple-net lease basis, the Company only records rental income related to this operating lease for GAAP purposes. However, in the above pro forma table, all room revenues related to this hotel are reflected, which is consistent with the Company’s other hotels.

-MORE-

AHT Announces First Quarter Results
Page 13
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
PRO FORMA HOTEL OPERATING PROFIT BY REGION
(dollars in thousands)
(Unaudited)

ALL 102 HOTELS OWNED AND INCLUDED IN CONTINUING OPERATIONS AS OF MARCH 31, 2010:

					Three Months Ended
	Number of		Number of		March 31,
Region	Hotels		Rooms		2010		% Total			2009		% Total			% Change
Pacific (1)		21		5,205	$	12,858		23.3	%	$	12,893		20.5	%		-0.3	%
Mountain (2)		8		1,704		4,757		8.6	%		6,962		11.1	%		-31.7	%
West North Central (3)		3		690		1,427		2.6	%		1,110		1.8	%		28.6	%
West South Central (4)		10		2,086		6,211		11.2	%		7,127		11.3	%		-12.9	%
East North Central (5)		9		1,852		1,257		2.3	%		1,445		2.3	%		-13.0	%
East South Central (6)		2		236		709		1.3	%		694		1.1	%		2.2	%
Middle Atlantic (7)		9		2,481		3,450		6.2	%		3,326		5.3	%		3.7	%
South Atlantic (8)		38		7,728		24,321		44.0	%		29,250		46.4	%		-16.9	%
New England (9)		2		159		277		0.5	%		126		0.2	%		119.8	%
Total Portfolio		102		22,141	$	55,267		100.0	%	$	62,933		100.0	%		-12.2	%

(1)	Includes Alaska, California, Oregon, and Washington
(2)	Includes Nevada, Arizona, New Mexico, and Utah
(3)	Includes Minnesota and Kansas
(4)	Includes Texas
(5)	Includes Ohio, Michigan, Illinois, and Indiana
(6)	Includes Kentucky and Alabama
(7)	Includes New York, New Jersey, and Pennsylvania
(8)	Includes Virginia, Florida, Georgia, Maryland, District of Columbia, and North Carolina
(9)	Includes Massachusetts and Connecticut
NOTES:
(1)	The above pro forma table assumes the 102 hotel properties owned and included in continuing operations at March 31, 2010, were owned as of the beginning of the periods presented.
(2)	As the Company’s Courtyard by Marriott hotel in Philadelphia, Pennsylvania, is leased to a third-party tenant on a triple-net lease basis, the Company only records rental income related to this operating lease for GAAP purposes. However, in the above pro forma table, all room revenues related to this hotel are reflected, which is consistent with the Company’s other hotels.

-MORE-

AHT Announces First Quarter Results
Page 14
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
PRO FORMA HOTEL OPERATING PROFIT MARGIN
(Unaudited)

97 HOTELS NOT UNDER RENOVATION AND INCLUDED IN CONTINUING OPERATIONS AT MARCH 31, 2010, AS IF SUCH HOTELS WERE OWNED AS OF THE BEGINNING OF THE PERIODS PRESENTED:

HOTEL OPERATING PROFIT (HOTEL EBITDA) MARGIN:

1st Quarter 2010	25.37	%
1st Quarter 2009	26.82	%
Variance	-1.45	%

HOTEL OPERATING PROFIT (HOTEL EBITDA) MARGIN VARIANCE BREAKDOWN:

Rooms	-1.03	%
Food & Beverage and Other Departmental	0.37	%
Administrative & General	0.18	%
Sales & Marketing	0.23	%
Hospitality	-0.07	%
Repair & Maintenance	-0.07	%
Energy	0.05	%
Franchise Fee	-0.15	%
Management Fee	-0.09	%
Incentive Management Fee	-0.10	%
Insurance	-0.42	%
Property Taxes	-0.32	%
Other Taxes	0.01	%
Leases/Other	-0.04	%
Total	-1.45	%

NOTE: As the Company’s Courtyard by Marriott hotel in Philadelphia, Pennsylvania, is leased to a third-party tenant on a triple-net lease basis, the Company only records rental income related to this operating lease for GAAP purposes. However, in the above pro forma table, all operating results related to this hotel are reflected, which is consistent with the Company’s other hotels.

-MORE-

AHT Announces First Quarter Results
Page 15
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
PRO FORMA SEASONALITY TABLE
(dollars in thousands)
(Unaudited)

ALL 102 HOTELS OWNED AND INCLUDED IN CONTINUING OPERATIONS AS OF MARCH 31, 2010:

	2010			2009			2009			2009
	1st Quarter			4th Quarter			3rd Quarter			2nd Quarter			TTM
Total Hotel Revenue	$	219,733		$	239,488		$	216,433		$	233,947		$	909,601
Hotel EBITDA	$	55,267		$	55,789		$	50,049		$	61,126		$	222,231
Hotel EBITDA Margin		25.2	%		23.3	%		23.1	%		26.1	%		24.4	%
EBITDA % of Total TTM		24.9	%		25.1	%		22.5	%		27.5	%		100.0	%
JV Interests in EBITDA	$	1,157		$	1,483		$	1,139		$	1,839		$	5,618

NOTES:
(1)	The above pro forma table assumes the 102 hotel properties owned and included in continuing operations at March 31, 2010, were owned as of the beginning of the periods presented.
(2)	As the Company’s Courtyard by Marriott hotel in Philadelphia, Pennsylvania, is leased to a third-party tenant on a triple-net lease basis, the Company only records rental income related to this operating lease for GAAP purposes. However, in the above pro forma table, all room revenues related to this hotel are reflected, which is consistent with the Company’s other hotels.

-MORE-

AHT Announces First Quarter Results
Page 16
May 5, 2010

ASHFORD HOSPITALITY TRUST, INC.
Capital Expenditures Calendar
102 Core Hotels (a)

2009

2010

Actual

Actual

Actual

Actual

Actual

Estimated

Estimated

Estimated

Rooms

1st Quarter

2nd Quarter

3rd Quarter

4th Quarter

1st Quarter

2nd Quarter

3rd Quarter

4th Quarter

Sheraton Anchorage

370

x

x

Marriott Legacy Center

404

x

x

Hilton Rye Town

446

x

x

x

Hilton Nassau Bay — Clear Lake

243

x

x

x

x

x

x

Residence Inn Orlando Sea World

350

x

x

Courtyard Edison

146

x

x

x

Embassy Suites Orlando Airport

174

x

x

Embassy Suites Portland — Downtown

276

x

x

Hilton La Jolla Torrey Pines

296

x

x

Marriott Bridgewater

347

x

x

Capital Hilton

408

x

x

x

Sheraton City Center — Indianapolis

371

x

x

Embassy Suites Austin Arboretum

150

x

Embassy Suites Philadelphia Airport

263

x

x

Hilton Costa Mesa

486

x

x

Embassy Suites Las Vegas Airport

220

x

x

Hilton Tucson El Conquistador Golf Resort

428

x

x

Embassy Suites Santa Clara - Silicon Valley

257

x

x

Sheraton Minneapolis West

222

x

Crowne Plaza Beverly Hills

260

x

Embassy Suites Crystal City - Reagan Airport

267

x

Hilton Minneapolis Airport

300

x

Marriott Seattle Waterfront

358

x

Renaissance Tampa

293

x

(a) Only hotels which have had or are expected to have significant capital expenditures that could result in displacement during 2009 and 2010 are included in this table.

-END-