EXHIBIT 4.1.2

FIRST SUPPLEMENTAL INDENTURE

THIS FIRST SUPPLEMENTAL INDENTURE, dated as of September 13,
1999 (this "First Supplemental Indenture"), to the Indenture (as defined below),
among Lodgian Financing Corp., a Delaware corporation (the "Company"), Lodgian,
Inc., the Subsidiary Guarantors (as defined therein), the Subsidiary of the
Company listed on Schedule A annexed hereto (the "Additional Guarantor") and
Bankers Trust Company, as Trustee (the "Trustee").

W I T N E S S E T H:

WHEREAS, the Company has issued its 12 1/4% Senior
Subordinated Notes due 2009 (the "Securities") in the aggregate principal amount
of $200,000,000 under and pursuant to the Indenture, dated as of July 23, 1999
(the "Indenture"), among the Company, the Guarantors listed therein and the
Trustee; and

WHEREAS, the Additional Guarantor has become a Restricted
Subsidiary and pursuant to Section 4.20 of the Indenture is entering into this
First Supplemental Indenture to thereby become a Guarantor as provided in
Article Ten of the Indenture; and

WHEREAS, pursuant to Section 9.01(5) of the Indenture, the
Company, the Guarantors, the Additional Guarantor and the Trustee may enter into
this First Supplemental Indenture without the consent of any Holder; and

WHEREAS, all consents and notices required to be obtained and
given as conditions to the execution of this First Supplemental Indenture
pursuant to the Indenture and all other documents relating to the Securities
have been obtained and given;

NOW, THEREFORE, for and in consideration of the premises and
the mutual covenants and agreements hereinafter set forth, the parties hereto
agree as follows:

ARTICLE I
AUTHORIZATION; DEFINITIONS

Section 1.01. First Supplemental Indenture. This First
Supplemental Indenture is supplemental to, and is entered into, in accordance
with Section 9.01 of the Indenture, and except as modified, amended and
supplemented by this First Supplemental Indenture, the provisions of the
Indenture are in all respects ratified and confirmed and shall remain in full
force and effect.

Section 1.02. Definitions. Unless the context shall otherwise
require, all terms which are defined in Section 1.01 of the Indenture shall have
the same meanings, respectively, in this First Supplemental Indenture as such
terms are given in said Section 1.01 of the Indenture.

ARTICLE II
ADDITIONAL GUARANTOR

Section 2.01. Additional Guarantor. Pursuant to Section 10.01

of the Indenture, the Additional Guarantor hereby expressly assumes the
obligations of, and otherwise agrees to perform all of the duties of, a
Guarantor under the Indenture, subject to the terms and conditions thereof, as
of the date set forth opposite the name of such Additional Guarantor on Schedule
A hereto.

ARTICLE III
MISCELLANEOUS

Section 3.01. Effective Date. This First Supplemental
Indenture shall become effective upon execution and delivery hereof.

Section 3.02. Counterparts. This First Supplemental Indenture
may be executed in several counterparts, each of which shall be an original and
all of which shall constitute but one and the same instrument.

Section 3.03. Acceptance. The Trustee accepts the Indenture,
as supplemented by this First Supplemental Indenture, and agrees to perform the
same upon the terms and conditions set forth therein as so supplemented. The
Trustee shall not be responsible in any manner whatsoever for or in respect of
the validity or sufficiency of this First Supplemental Indenture or the due
execution by the Company, the Guarantors or the Additional Guarantor, or for or
in respect of the recitals contained herein, all of which are made solely by the
Company.

Section 3.04. Successors and Assigns. All covenants and
agreements in this First Supplemental Indenture, by the Company, the Guarantors,
the Additional Guarantor or the Trustee shall bind its respective successors and
assigns, whether so expressed or not.

Section 3.05. Severability. In case any provision in this
First Supplemental Indenture shall be invalid, illegal or unenforceable, the
validity, legality and enforceability of the remaining provisions shall not in
any way be affected or impaired thereby.

Section 3.06. Governing Law. This First Supplemental Indenture
shall be governed by and construed in accordance with the laws of the State of
New York, as applied to contracts made and performed within the State of New
York, without regard to principles of conflict of laws. Each of the parties
hereto agrees to submit to the jurisdiction of the courts of the State of New
York in any action or proceeding arising out of or relating to this First
Supplemental Indenture.

Section 3.07. Incorporation into Indenture. All provisions of
this First Supplemental Indenture shall be deemed to be incorporated in, and
made part of, the Indenture, and the Indenture, as amended and supplemented by
this First Supplemental Indenture, shall be read, taken and construed as one and
the same instrument.

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IN WITNESS WHEREOF, the parties have caused this First Supplemental Indenture to
be duly executed as of the date first above written.

LODGIAN FINANCING CORP.