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
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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*
OAKTREE CAPITAL MANAGEMENT LLC

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LODGIAN INC [ LGN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2003
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
Series A Preferred Stock 06/16/2003 P 185,207 A 17.5 1,590,275 I See footnotes(1)(2)(3)
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. The reporting person, Oaktree Capital Management, LLC (???Oaktree???), is a registered investment adviser under the Investment Advisers Act of 1940, as amended, acting as: (i) the general partner of OCM Real Estate Opportunities Fund II, L.P., a Delaware limited partnership (???Fund II???), (ii) the investment manager of a third-party separate account managed by Oaktree (the ???Oaktree Account???), and (iii) the managing member of OCM Real Estate Opportunities Fund III GP, LLC (???Fund III GP???). Fund III GP is the general partner of OCM Real Estate Opportunities Fund III, L.P., a Delaware limited partnership (???Fund III???), and OCM Real Estate Opportunities Fund IIIA, L.P., a Delaware limited partnership (???Fund IIIA???).
2. Of the 185,207 shares of Series A Preferred Stock acquired, 179,650 shares were acquired by Fund III and 5,557 shares were acquired by Fund IIIA. After the acquisition of these shares, the shares of Series A Preferred Stock beneficially owned by Oaktree include: 1,332,364 shares owned indirectly as general partner of Fund II, 72,704 shares owned indirectly as investment manger of the Oaktree Account, 179,650 shares owned indirectly as the managing member of Fund III GP, the general partner of Fund III, and 5,557 shares owned indirectly as the managing member of Fund III GP, the general partner of Fund IIIA. Oaktree disclaims beneficial ownership of the reported securities except to, the extent of its pecuniary interest therein. The filing of this Form 4 shall not be deemed an admission that Oaktree is the beneficial owner of any securities not held directly for its account for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
3. Oaktree is a limited liability company, the members of which are Howard S. Marks, Bruce A. Karsh, David Kirchheimer, Sheldon M. Stone, D. Richard Masson, Larry W. Keele, Stephen A. Kaplan, Russel S. Bernard, John W. Moon, Kevin L. Clayton, John B. Frank, OCM Equity Participation Plan, L.P. and OCM Equity Participation Plan II, L.L.C. Each of such persons may be deemed a beneficial owner of the securities listed herein by virtue of such status as members of Oaktree. Each such person disclaims beneficial ownership of the securities listed herein and the filing of this Form 4 shall not be construed as an admission that such person is the beneficial owner of any securities covered by this Form 4, except to the extent of any pecuniary interest therein.
/s/ Marc Porosoff, Senior Vice President, Legal 06/18/2003
** 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).
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