Exhibit 10.32


 Summary of 2005 Performance Criteria for Annual Incentive Bonus Award Program.

     On April 26, 2005, the Compensation  Committee,  or Committee, of the Board
of Directors of FelCor Lodging Trust Incorporated,  or the Company,  established
the performance goals for 2005 cash bonus compensation to the executive officers
and other employees of the Company. The 2005 performance criteria are based upon
corporate and individual objectives, as follows:

     Corporate:.  The  Company  must  achieve  specific  levels  of  Funds  From
Operations, or FFO, per share.

     Individual: Individual business objectives are established for each officer
based upon departmental or business unit measures.

     The corporate  objective was set with three  separate  levels:  a threshold
level, a target level and a stretch level.  Executive  officers are eligible for
annual bonuses based on  performance  at these levels in an aggregate  amount as
determined by a percentage  of base salary,  generally at the range of up to 20%
for achievement at the threshold level, up to 50% at the target level, and up to
80% at the  stretch  level.  If the  Company  is  successful  in  achieving  the
specified  levels,  then the  Committee  will  review  the  performance  of each
executive  officer in meeting the officer's  individual  business  objectives to
determine the actual cash bonus compensation earned by that executive officer.