RECITALS

                                                                    EXHIBIT 10.1

                    FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT

         This Fourth Amendment to Employment Agreement (the "Amendment") is made
and entered into as of the 3rd day of May, 2005 by and between Arlington
Hospitality Inc. (the "Company") and Xxxxxxx X. Xxxxxx ("Employee").

                                    RECITALS

         WHEREAS, the Company and Employee entered into that certain Employment
Agreement dated July 25, 2003 by and between the Company and Employee, as
amended by the First Amendment dated September 10, 2003, the Second Amendment
dated October 31, 2003, and the Third Amendment dated February 2,
2005(collectively, the "Agreement");

         WHEREAS, the Company and Employee have agreed to modify the Agreement
as provided herein;

         NOW, THEREFORE, in consideration of the premises and mutual covenants
and agreements of the parties herein contained, the parties agree as follow:


1.  All capitalized terms used but not defined herein shall have the meaning
    ascribed to such term in the Agreement.

2.  Amendment to Section 1.1. Section 1.1 of the Agreement as amended by
    Paragraph 2 of the Third Amendment is hereby further amended to extend the
    period during which Employee shall serve as the Interim Chief Executive
    Officer of the Company from April 30, 2005 to until the earlier of June 30,
    2005 or until a successor Chief Executive Officer (a "New CEO") is duly
    appointed by the Company's Board of Directors.

3.  Amendment to Sections 1(b) and 1(c) of Exhibit A. Sections 1(b) and 1(c) of
    Exhibit A of the Agreement as amended by Paragraph 5 of the Third Amendment
    are hereby further amended by deleting Sections 1(b) and 1(c) of Exhibit A
    in their entirety and replacing them with the following:

         (b) for the period commencing on January 1, 2005 and continuing to the
         earlier of June 30, 2005 or the date a New CEO is appointed (the
         "Appointment Date"), Two Hundred Thousand Dollars ($200,000) per year;
         (c) commencing on the earlier of June 30, 2005 or the Appointment Date
         and continuing for the remaining Employment Term, the Usual Salary
         Amount.






4. No Other Amendment. The Employment Agreement has not been amended in any
   other way other than as set forth in this Amendment.

5. Counterparts. This Amendment may be executed in separate counterparts, each
   of which when so executed and delivered shall be deemed an original, but
   all of which together shall constitute one and the same instrument.

         IN WITNESS WHEREOF, this Amendment has been duly executed as of the day
and year specified at the beginning hereof.


THE COMPANY:                                          THE EMPLOYEE:

ARLINGTON HOSPITALITY, INC.

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                                                      XXXXXXX X. XXXXXX


By:
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Its:
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