POWER OF ATTORNEY For Executing Forms 3, 4 and 5  Know all by

these presents, that the undersigned hereby constitutes and appoints

Brian A. Larson or Paul J. Chakmak, signing singly, as the undersigned's

true and lawful attorney-in-fact, with full power and authority as hereafter

described to: (1) prepare, execute, deliver and file for and on behalf of the

undersigned, in the undersigned's capacity as an officer and/or director of

Boyd Gaming Corporation (the "Company"), Forms 3, 4 and 5 in

accordance with Section 16(a) of the Securities Exchange Act of 1934

and the rules thereunder as amended from time to time (the "Exchange

Act"); (2) do and perform any and all acts for and on behalf of the

undersigned which may be necessary or desirable to complete and

execute any such Form 3, 4 or 5, including any electronic filing thereof,

complete and execute any amendment or amendments thereto, and

timely file such form with the United States Securities and Exchange

Commission and any stock exchange or similar authority; and (3) seek

or obtain, as the undersigned's representative and on the undersigned's

behalf, information on transactions in the Company's securities from

any third party, including brokers, employee benefit plan administrators

and trustees, and the undersigned hereby authorizes any such person

to release any such information to the undersigned and approves and

ratifies any such release of information; and (4) take any other action

of any type whatsoever in connection with the foregoing which, in the

opinion of such attorney-in-fact, may be of benefit to, in the best interest

of, or legally required by, the undersigned, it being understood that the

documents executed by such attorney-in-fact on behalf of the undersigned

pursuant to this Power of Attorney shall be in such form and shall contain

such terms and conditions as such attorney-in-fact may approve in such

attorney-in-fact's discretion. The undersigned hereby grants to each such

attorney-in-fact full power and authority to do and perform any and every

act and thing whatsoever requisite, necessary and proper to be done in

the exercise of any of the rights and powers hereby granted, as fully to all

intents and purposes as the undersigned might or could do if personally

present, with full power of substitution or revocation, hereby ratifying and

confirming all that such attorney-in-fact, or such attorney-in-fact's

substitute or substitutes, shall lawfully do or cause to be done by virtue

of this power of attorney and the rights and powers herein granted. The

undersigned acknowledges that the responsibility to file the Forms 3, 4

and 5 are the responsibility of the undersigned, and the foregoing

attorneys-in-fact, in serving in such capacity at the request of the

undersigned, are not assuming, nor is the Company assuming, any of the

undersigned's responsibilities to comply with Section 16 of the Exchange

Act. The undersigned further acknowledges and agrees that the attorneys-

in-fact and the Company are relying on written and oral information

provided by the undersigned to complete such forms and the undersigned is

responsible for reviewing the completed forms prior to their filing.  The

attorneys-in-fact and the Company are not responsible for any errors

or omissions in such filings. The attorneys-in-fact and the Company

are not responsible for determining whether or not the transactions

reported could be matched with any other transactions for the purpose

of determining liability for short-swing profits under Section 16(b). This

Power of Attorney shall remain in full force and effect for as long as the

undersigned is required to file Forms 3, 4 and 5 with respect to the

undersigned's holdings of and transactions in securities issued by the

Company, unless earlier revoked by the undersigned in a signed

writing delivered to the foregoing attorneys-in-fact. IN WITNESS

WHEREOF, the undersigned has caused this Power of Attorney to

be executed as of this 8th day of November, 2007. /s/ William R. Boyd

Subscribed and sworn to before me this 8th day of November, 2007.

/s/ E. Gae Joyce. Notary Public No. 99-3677-1 in and for the

County of Clark, State of Nevada. My Commission Expires

4-19-2011.