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News Release


                                                                   The Boeing Company
                                                                   100 North Riverside Plaza
                                                                   Chicago, IL 60606-1596
                                                                   www.boeing.com


Boeing Posts Quarterly Loss on Strike Impact and Charges

   Fourth-quarter revenues declined to $12.7 billion from $17.5 billion as labor
   strike pushed airplane deliveries out of the quarter
   Fourth-quarter EPS declined to loss of $0.08 per share, reduced by an estimated
   total of $1.79 due to strike, 747 charge and litigation-related reserve
   Backlog grew 8 percent in 2008 to a record $352 billion
   2009 EPS guidance of $5.05 to $5.35 underpins a solid foundation in challenging
   times

Table 1. Summary Financial Results
                                              4th Quarter                         Full Year
(Millions, except per share data)            2008     2007         Change      2008      2007      Change

Revenues                                    $12,680      $17,477              $60,925    $66,387
                                                                     (27%)                           (8%)
Earnings/(Loss) From Operations               ($205)      $1,516               $3,988     $5,830
                                                                       N.A.                         (32%)
Operating Margin                              -1.6%         8.7%                 6.5%       8.8%
                                                                       N.A.                        (2.3)Pts
Reported Net Income/(Loss)                       ($56)    $1,033               $2,702     $4,074
                                                                       N.A.                         (34%)
Reported Earnings/(Loss) per Share           ($0.08)       $1.36                $3.71      $5.28
                                                                       N.A.                         (30%)
Operating Cash Flow                         ($1,641)      $1,893                ($401)    $9,584
                                                                       N.A.                           N.A.



        CHICAGO, Jan. 28, 2009 – The Boeing Company’s [NYSE: BA] fourth-quarter net
income declined to a loss of $56 million, or $0.08 per share, reflecting the now-settled
machinists' strike (EPS impact estimated at $1.09 per share), a charge related to the 747
($0.61 per share) and a litigation-related reserve ($0.09 per share).

        Revenues for the quarter declined 27 percent to $12.7 billion, due primarily to the
effects of the strike which reduced commercial airplane deliveries by approximately 70
units and revenues by an estimated $4.3 billion (Table 1).

        For the full year of 2008, net income fell 34 percent to $2.7 billion, EPS was $3.71
per share, and revenue fell 8 percent to $60.9 billion. Full-year results were impacted by
the strike, the 747 charge, the litigation-related reserve, and higher costs for AEW&C
announced in the second quarter, which together reduced full-year EPS by an estimated
$2.56 per share. This was partially offset by lower pension and deferred compensation
expenses.

                                             1
quot;The progress we made in many areas of Boeing during 2008 was outweighed by
the impact of the strike and our performance on some key development programs,quot; said
Chairman, President, and Chief Executive Officer Jim McNerney. quot;Our imperative going
forward is improving execution where it needs to be improved, maintaining strong
performance across all our production programs, and preserving our financial strength to
grow in these challenging economic times.quot;

         Fourth-quarter operating cash outflow was $1.6 billion, primarily reflecting the
effects of the strike (Table 2). Operating cash outflow for the year was $0.4 billion, and
free cash flow* was negative $2.1 billion. Total company backlog at year-end was a
record $352 billion, up 8 percent in 2008 driven by commercial airplane orders and new
IDS contract awards.

Table 2. Cash Flow
                                                                                4th Quarter                    Full Year
(Millions)                                                                    2008       2007              2008        2007

                          1
Operating Cash Flow                                                           ($1,641)        $1,893          ($401)      $9,584
  Less Additions to Property, Plant & Equipment                                 ($445)         ($449)       ($1,674)     ($1,731)
Free Cash Flow*                                                               ($2,086)        $1,444        ($2,075)      $7,853
1
  Operating cash flow includes $531 in qualified pension plan contributions in 2008 and $580 in 2007.
* Non-GAAP measure. A complete definition and reconciliation of Boeing's use of non-GAAP measures, identified by an
 asterisk (*), is found on page 8, quot;Non-GAAP Measure Disclosure.quot;




         Cash and investments in marketable securities totaled $3.6 billion at quarter end,
down from the end of the third quarter, reflecting strike impacts, previously announced
business acquisitions and scheduled debt repayments (Table 3). The company
converted most of its marketable securities positions into cash during the quarter.
Table 3. Cash, Marketable Securities and Debt Balances
                                                                                                           Quarter-End
(Billions)                                                                                                 4Q08          3Q08
Cash                                                                                                       $3.3          $4.2
                      1
Marketable Securities                                                                                      $0.3          $3.0
  Total                                                                                                    $3.6          $7.2

Debt Balances:
                                                                                                            $3.9         $3.9
The Boeing Company
                                                                                                            $3.6         $3.7
Boeing Capital Corporation
 Total Consolidated Debt                                                                                    $7.5         $7.6
1
  Marketable securities consists primarily of investment-grade instruments classified as quot;short-term investmentsquot; and
quot;investments.quot;

         Share repurchase activity totaled 7.6 million shares for $335 million during the
quarter and 42.1 million shares for $2.9 billion during the year.




                                                                 2
Segment Results
Commercial Airplanes

        Boeing Commercial Airplanes (BCA) fourth-quarter revenues were $4.6 billion, 48
percent below the same period last year, driven by reduced deliveries due to the strike
that affected production of all commercial airplane programs (Table 4). Losses from
operations totaled $968 million compared with earnings of $973 million in the year-ago
period. The strike reduced fourth-quarter earnings by an estimated $1.2 billion, net of
recovery of galley-delayed deliveries from the third quarter, while a charge for a reach-
forward loss on the 747 program reduced earnings by $685 million.
Table 4. Commercial Airplanes Operating Results
                                                   4th Quarter                      Full Year
(Millions, except deliveries & margin percent)    2008     2007      C hange     2008      2007     Change

                                                                       (55%)                          (15%)
Commercial Airplanes Deliveries                        50     112                  375       441

Revenues                                                               (48%)                          (15%)
                                                  $4,589    $8,866              $28,263   $33,386
Earnings/(Loss) from Operations                                          N.A.                         (67%)
                                                   ($968)     $973               $1,186    $3,584

Operating Margins                                 (21.1%)   11.0%                 4.2%     10.7%
                                                                         N.A.                        (6.5)Pts


        For the year, BCA revenues decreased 15 percent to $28.3 billion on an estimated
105 fewer airplane deliveries due to the strike. Operating earnings decreased 67 percent
to $1.2 billion while margins were 4.2 percent, driven by the strike, infrastructure cost
absorption and additional 747 program costs. The strike reduced full-year earnings by an
estimated $1.8 billion.

        BCA booked 44 gross orders during the quarter and 669 during the year.
Contractual backlog rose to a record $279 billion, increasing 9 percent for the year to
approximately eight times BCA’s annual revenues.

        As announced on November 14, the company expects deliveries of the 747-8
freighter to begin in the third quarter of 2010 and deliveries of the 747-8 Intercontinental
passenger model to begin in the second quarter of 2011. The schedule change was
caused by design changes, limited availability of engineering resources inside the
company and the machinists strike. Since November, a full assessment of the supply
chain impacts of these and other additional design changes, coupled with increased
pension costs, has resulted in the company recording a reach-forward loss of $685 million
in the fourth quarter.

        The 787 Dreamliner made progress during the quarter despite the labor strike.
Key milestones included FAA approval of the scheduled maintenance program that
defines the tasks and service intervals operators will use to maintain the 787, and a
                                                   3
successful wing-box destruction test, a key step toward validating the structural integrity
of the airplane. Also during the quarter, the company discovered a requirement to
replace certain fasteners, and has now largely finished replacing them on the first two
flight test airplanes. As announced in December, the company expects first flight of the
787 to occur in the second quarter of 2009 and deliveries to begin in the first quarter of
2010. The 787 program has won 895 net orders from 58 customers to date, which
includes the recent removal from the books of one customer’s order for airplanes that
were scheduled for delivery late in the next decade.



Integrated Defense Systems

        Boeing Integrated Defense Systems (IDS) fourth-quarter revenues were $8.0
billion and operating margins were 11.0 percent, reflecting strong program performance
across IDS's balanced portfolio of programs.

        For the year, IDS revenue held steady at $32.0 billion with operating margins of
10.1 percent due to solid performance across IDS, including a reduction of 0.8 points
due to the second-quarter AEW&C charge.

Table 5. Integrated Defense Systems Operating Results
                                                     4th Quarter                       Full Year
(Millions, except margin percent)                  2008      2007       Change      2008      2007     Change

Revenues
 Boeing Military Aircraft                          $3,166      $3,618     (12%)    $13,492   $13,740      (2%)
 Network & Space Systems                           $2,859      $2,842       1%     $11,338   $11,475      (1%)
 Global Services & Support                         $2,016      $1,898       6%      $7,217    $6,837       6%
Total IDS Revenues                                 $8,041      $8,358      (4%)    $32,047   $32,052      (0%)

Earnings (Loss) from Operations
 Boeing Military Aircraft                               $354    $398      (11%)     $1,276    $1,649     (23%)
 Network & Space Systems                                $228    $292      (22%)     $1,033     $862       20%
 Global Services & Support                              $299    $289                 $923      $929
                                                                            3%                            (1%)
Total IDS Earnings from Operations                      $881    $979      (10%)     $3,232    $3,440      (6%)

Operating Margins                                  11.0%       11.7%                10.1%     10.7%
                                                                        (0.7)Pts                       (0.6)Pts
1



        Boeing Military Aircraft fourth-quarter operating margins expanded to
11.2 percent for the quarter due to strong execution across aircraft production
programs. Revenue of $3.2 billion is down from the prior year due to delivery mix and
volume.

        For the quarter, revenues in Network & Space Systems increased slightly to $2.9
billion. Operating margins were 8.0 percent on solid performance across the segment's
broad array of programs. Ground-based Midcourse Defense successfully completed its

                                                        4
most complex flight test to date, and Airborne Laser successfully completed the first
ground test of the entire weapon system integrated aboard the aircraft.

        Global Services & Support again generated strong results from its broad portfolio
of programs. Revenues for the quarter rose to $2.0 billion on growth in training systems
and integrated logistics. Operating margins were 14.8 percent reflecting outstanding
execution.

        The IDS backlog of $73.0 billion remained stable during the quarter and
increased for the full year. Significant new orders during the year included V-22 and
CH-47 multi-year contracts, the F-22 sustainment contract, and key international orders.



Boeing Capital Corporation

        Boeing Capital Corporation (BCC) reported fourth-quarter pre-tax earnings of $26
million, down from $30 million in the same period last year which included a significantly
larger portfolio (Table 6). BCC’s portfolio balance at the end of the year was $6.0 billion,
down from $6.5 billion at the beginning of the year primarily on normal portfolio run-off and
depreciation. BCC contributed $32 million in cash dividends to Boeing during the quarter
and $252 million in the year. BCC’s debt-to-equity ratio remained steady at 5.0-to-1.
Table 6. Boeing Capital Corporation Operating Results
                                                     4th Quarter                  Full Year
(Millions)                                          2008     2007     Change   2008      2007    Change

Revenues                                                $168   $196    (14%)    $703      $815    (14%)

Earnings from Operations                                 $26   $30     (13%)    $169      $234    (28%)




Additional Information

        The “Other” segment consists primarily of Boeing Engineering, Operations and
Technology as well as certain results related to the consolidation of all business units.
Other segment expense was $59 million in the fourth quarter, down from $166 million in
the same period last year which included higher environmental expense.

        Unallocated expense was $85 million, down from $300 million last year, driven by
unallocated pension expense being lower by $127 million. Other unallocated includes a
$101 million litigation-related reserve.
        Fourth-quarter pension expense was $113 million, down from $301 million in the
same quarter last year, of which $14 million was recorded in unallocated expense and

                                                        5
the balance was recorded as expense in the business segments. At year-end, Boeing's
pension plans were funded at 83 percent of the projected benefit obligation resulting in
a reduction of $8.2 billion to shareholders' equity.
       Income tax benefit was $216 million in the quarter, including $170 million for the
full-year R&D tax credit that was signed into law during the quarter.


Outlook
       The 2009 financial guidance reflects expectations for continued growth in BCA
and IDS, reduced discretionary and capital spending, and restructuring of various
internal organizations to drive higher levels of productivity. The company expects to
issue 2010 financial guidance later in the year.

       Boeing’s 2009 revenue guidance is $68 billion to $69 billion. Earnings-per-share
guidance for 2009 is $5.05 to $5.35 per share. The financial guidance continues to
assume stable delivery levels for in-production commercial airplanes over the next
several years, but also considers operational and market risks. Operating cash flow is
expected to be greater than $2.5 billion (Table 7), including discretionary pension
contributions of approximately $0.5 billion and an assumption of $1 billion for new
commercial airplane financings.

       Commercial Airplanes’ 2009 delivery guidance is between 480 and 485 airplanes
and is sold out. BCA’s 2009 revenue is expected to grow to between $34 billion and
$35 billion, accompanied by margins of approximately 10 percent.

       IDS revenue guidance for 2009 is between $33 billion and $34 billion, with
operating margins of approximately 10 percent.

       The company expects that it will finance some commercial airplane deliveries
beginning in the first quarter of 2009. At this time, we expect that the amount of
financing in 2009 will exceed normal portfolio runoff due to depreciation and
prepayments, modestly increasing the portfolio size at BCC.

       Boeing’s 2009 R&D forecast is between $3.6 billion and $3.8 billion. Annual
capital expenditures are expected to be approximately $1.4 billion in 2009.

       The company’s non-cash pension expense is expected to be approximately $1.0
billion in 2009, reflecting negative asset returns in 2008, a reduction in the assumed
long-term rate of return from 8.25 percent to 8.0 percent and a decrease in the discount
rate to 6.1 percent from 6.2 percent.
                                              6
Table 7. Financial Outlook
(Billions, except per share data)                                                    2009

The Boeing Company
 Revenues                                                                        $68 - $69
 Earnings Per Share (GAAP)                                                      $5.05 - $5.35
 Operating Cash Flow1                                                              > $2.5

Boeing Commercial Airplanes
 Deliveries                                                                       480 - 485
 Revenues                                                                         $34 - $35
 Operating Margin                                                                  ~ 10%

Integrated Defense Systems
 Revenues
   Boeing Military Aircraft                                                        ~ $14.0
   Network & Space Systems                                                         ~ $11.5
   Global Services & Support                                                       ~ $8.0
 Total IDS Revenues                                                               $33 - $34

    Operating Margin
     Boeing Military Aircraft                                                       ~ 10%
     Network & Space Systems                                                        ~ 9%
     Global Services & Support                                                     ~ 11.5%
    Total IDS Operating Margin                                                      ~ 10%

Boeing Capital Corporation
 Portfolio Size                                                               Modest increase
 Revenue                                                                          ~ $0.6
 Return on Assets                                                                > 1.0%

Research & Development                                                            $3.6 - $3.8
Capital Expenditures                                                                ~ $1.4
1
    After pension contributions of $0.5 billion and assumed $1 billion for new aircraft financings in 2009.




                                                          7
Non-GAAP Measure Disclosure

       Management believes that the non-GAAP (Generally Accepted Accounting
Principles) measures (indicated by an asterisk *) used in this report provide investors
with important perspectives into the company’s ongoing business performance. The
company does not intend for the information to be considered in isolation or as a
substitute for the related GAAP measures. Other companies may define the measures
differently. The following definitions are provided:

Free Cash Flow

       Free cash flow is defined as GAAP operating cash flow less capital expenditures
for property, plant and equipment additions. Management believes free cash flow
provides investors with an important perspective on the cash available for shareholders,
debt repayment, and acquisitions after making the capital investments required to
support ongoing business operations and long term value creation. Free cash flow
does not represent the residual cash flow available for discretionary expenditures as it
excludes certain mandatory expenditures such as repayment of maturing debt.
Management uses free cash flow internally to assess both business performance and
overall liquidity. Table 2 provides a reconciliation between GAAP operating cash flow
and free cash flow.




                                             8
Forward-Looking Information Is Subject to Risk and Uncertainty

 Certain statements in this press release may be “forward-looking” within the meaning of the Private
 Securities Litigation Reform Act of 1995. Words such as “expects,” “intends,” “plans,” “projects,”
 “believes,” “estimates,” “targets,” and similar expressions are used to identify these forward-looking
 statements. Forward-looking statements are based upon assumptions about future events that may not
 prove to be accurate. These statements are not guarantees of future performance and involve risks,
 uncertainties and assumptions that are difficult to predict. Actual outcomes and results may differ
 materially from what is expressed or forecasted in these forward-looking statements. As a result, these
 statements speak to events only as of the date they are made and we undertake no obligation to
 publicly update or revise any forward-looking statements, whether as a result of new information, future
 events or otherwise, except as required by federal securities laws. Specific factors that could cause
 actual results to differ materially from forward-looking statements include, but are not limited to, those
 set forth below and other important factors disclosed previously and from time to time in our other filings
 with the Securities and Exchange Commission: the effect of economic conditions in the United States
 and globally; the adequacy of coverage, by allowance for losses, of risks related to our non-U.S.
 accounts receivable being payable in U.S. dollars; the continued operation, viability and growth of
 Commercial Airplanes revenues and successful execution of our backlog in this segment; the effects of
 customers cancelling, modifying and/or rescheduling contractual orders; the timing and effects of
 decisions to complete or launch a Commercial Airplanes program; the ability to successfully develop
 and timely produce the 787 and 747-8 aircraft; the effect on our revenues of political and legal
 processes; changing defense priorities; and associated budget reductions by U.S. and international
 government customers affecting Boeing defense programs; our relationship with our union-represented
 workforce and the negotiation of collective bargaining agreements; the continuation of long-term trends
 in passenger traffic and revenue yields in the airline industry; the impact of volatile fuel prices and the
 airline industry’s response; the effect of declines in aircraft valuation; the impact on our revenues or
 operating results of airline bankruptcies; the continuation of historical costs for fleet support services; the
 receipt of estimated award and incentive fees on U.S. government contracts; the future demand for
 commercial satellites and projections of future order flow; the potential for technical or quality issues on
 development programs, including the Airborne Early Warning and Control program, International
 Tanker, other fixed-price development programs, or commercial satellite programs, to affect schedule
 and cost estimates, or cause us to incur a material charge or experience a termination for default; the
 outcome of any litigation and/or government investigation in which we are a party, and other
 contingencies; returns on pension fund assets, impacts of future interest rate changes on pension
 obligations and rising healthcare costs; the amounts and effects of underinsured operations, including
 satellite launches; the scope, nature or impact of acquisition or disposition activity and investment in any
 joint ventures/strategic alliances, including Sea Launch and United Launch Alliance, and
 indemnifications related thereto; and the expected cash expenditures and charges associated with the
 exit of the Connexion by Boeing business.


                                                     ###



Contact:
Investor Relations: Diana Sands or Rob Young (312) 544-2140
Communications: Todd Blecher (312) 544-2002




                                                       9
The Boeing Company and Subsidiaries
                                              Consolidated Statements of Operations
                                                            (Unaudited)
                                                                            Twelve months ended            Three months ended
                                                                                December 31                   December 31
(Dollars in millions except per share data)                                                 2007                          2007
                                                                                2008                           2008
                                                                                 $50,196                     $9,803
Sales of products                                                                           $57,049                     $14,856
                                                                                  10,729                      2,877
Sales of services                                                                                9,338                      $2,621
                                                                                                66,387                      17,477
Total revenues                                                                    60,925                     12,680

                                                                                 (41,662)                    (8,926)
Cost of products                                                                                (45,375)                    (11,904)
Cost of services                                                                  (8,445)        (7,732)     (2,266)         (2,346)
Boeing Capital Corporation interest expense                                         (223)          (295)        (50)            (70)
                                                                                                (53,402)                    (14,320)
Total costs and expenses                                                         (50,330)                   (11,242)
                                                                                  10,595                      1,438
                                                                                                12,985                       3,157
Income from operating investments, net                                              241            188           46             88
General and administrative expense                                                (3,084)        (3,531)       (734)          (796)
                                                                                  (3,768)                      (957)
Research and development expense, net                                                            (3,850)                      (993)
                                                                                       4                          2
Gain on dispositions/business shutdown, net                                                         38                          60
Earnings/(loss) from operations                                                    3,988                       (205)
                                                                                                 5,830                       1,516
Other income/(expense), net                                                         247            484          (10)           129
Interest and debt expense                                                           (202)         (196)         (57)            (57)
Earnings/(loss) before income taxes                                                4,033                       (272)
                                                                                                 6,118                       1,588
                                                                                  (1,349)                       216
Income tax (expense)/benefit                                                                     (2,060)                      (561)
Net earnings/(loss) from continuing operations                                     2,684         4,058          (56)         1,027
Net gain on disposal of discontinued operations,
                                                                                      18
 net of taxes of $10, $9 and $3                                                                     16                           6
Net earnings/(loss)                                                               $2,702        $4,074        $ (56)        $1,033

Basic earnings/(loss) per share from continuing operations                         $3.73                     $ (0.08)
                                                                                                 $5.36                       $1.38
                                                                                    0.02
Net gain on disposal of discontinued operations, net of taxes                                     0.02                        0.01
Basic earnings/(loss) per share                                                    $3.75         $5.38       $ (0.08)        $1.39

Diluted earnings/(loss) per share from continuing operations                       $3.69         $5.26       ($0.08)         $1.35
Net gain on disposal of discontinued operations, net of taxes                       0.02          0.02                        0.01
Diluted earnings/(loss) per share                                                  $3.71                     $ (0.08)
                                                                                                 $5.28                       $1.36
Cash dividends paid per share                                                      $1.60         $1.40        $0.40          $0.35
                                                                                                 772.5                       761.0
Weighted average diluted shares (millions)                                         729.0                      706.0

The numerator used to compute diluted earnings per share is as follows:
Net earnings/(loss)                                                          $     2,702    $    4,074        $ (56)    $    1,033
Expense related to diluted shares                                                                    2
                                                                                            $    4,076                  $    1,033
Total numerator                                                              $     2,702                      $ (56)




                                                                10
The Boeing Company and Subsidiaries
                                  Consolidated Statements of Financial Position
                                                   (Unaudited)

                                                                             December 31      December 31
(Dollars in millions except per share data)                                        2008             2007
Assets
                                                                                  $ 3,268
Cash and cash equivalents                                                                        $ 7,042
                                                                                       11
Short-term investments                                                                             2,266
                                                                                    5,506
Accounts receivable, net                                                                           5,740
                                                                                      425
Current portion of customer financing, net                                                           328
                                                                                    1,151
Deferred income taxes                                                                              2,341
                                                                                   15,612
Inventories, net of advances and progress billings                                                 9,563
       Total current assets                                                                       27,280
                                                                                   25,973
                                                                                    5,879
Customer financing, net                                                                            6,777
Property, plant and equipment, net of accumulated depreciation of
                                                                                    8,762
   $12,280 and $11,915                                                                             8,265
                                                                                    3,647
Goodwill                                                                                           3,081
                                                                                    2,685
Other acquired intangibles, net                                                                    2,093
                                                                                    4,106
Deferred income taxes                                                                                197
                                                                                    1,328
Investments                                                                                        4,111
                                                                                       16
Pension plan assets, net                                                                           5,924
                                                                                     1,405
Other assets, net of accumulated amortization of $400 and $385                                      1,258
                                                                                                 $ 58,986
                                                                                  $ 53,801
       Total assets

Liabilities and Shareholders' Equity
                                                                                  $ 17,571
Accounts payable and other liabilities                                                           $ 16,676
                                                                                   12,737
Advances and billings in excess of related costs                                                  13,847
                                                                                       49
Income taxes payable                                                                                 253
                                                                                      560
Short-term debt and current portion of long-term debt                                                762
        Total current liabilities                                                                 31,538
                                                                                   30,917
Deferred income taxes                                                                              1,190
                                                                                    7,322
Accrued retiree health care                                                                        7,007
                                                                                    8,383
Accrued pension plan liability, net                                                                1,155
                                                                                    1,154
Non-current income taxes payable                                                                   1,121
                                                                                      337
Other long-term liabilities                                                                          516
                                                                                    6,952
Long-term debt                                                                                     7,455
Shareholders' equity:
   Common shares, par value $5.00 – 1,200,000,000 shares authorized;
     1,012,261,159 and 1,012,261,159 shares issued                                  5,061          5,061
                                                                                    3,456
    Additional paid-in capital                                                                     4,757
                                                                                   (17,758)
    Treasury shares, at cost – 285,661,944 and 244,217,170                                        (14,842)
                                                                                   22,705
    Retained earnings                                                                             21,376
                                                                                   (13,525)
    Accumulated other comprehensive loss                                                           (4,596)
                                                                                    (1,203)
    ShareValue Trust shares – 28,460,769 and 31,362,850                                            (2,752)
       Total shareholders’ equity                                                                   9,004
                                                                                    (1,264)
        Total liabilities and shareholders’ equity                                $ 53,801       $ 58,986


                                                            11
The Boeing Company and Subsidiaries
                                     Consolidated Statements of Cash Flows
                                                  (Unaudited)

                                                                                         Twelve months ended
                                                                                            December 31
(Dollars in millions)                                                                      2008        2007
Cash flows - operating activities:
   Net earnings                                                                          $ 2,702    $ 4,074
   Adjustments to reconcile net earnings to net cash provided by operating activities:
    Non-cash items –
        Share-based plans expense                                                           209         287
        Depreciation                                                                      1,325       1,334
        Amortization of other acquired intangibles                                          166         152
        Amortization of debt discount/premium and issuance costs                                         (1)
                                                                                             11
        Investment/asset impairment charges, net                                             50          51
        Customer financing valuation provision/(benefit)                                     62         (60)
        Gain on disposal of discontinued operations                                         (28)        (25)
        Gain on dispositions/business shutdown, net                                          (4)        (38)
        Other charges and credits, net                                                                  197
                                                                                            116
        Excess tax benefits from share-based payment arrangements                          (100)       (144)
     Changes in assets and liabilities –
        Accounts receivable                                                                  564       (392)
        Inventories, net of advances and progress billings                                (6,168)    (1,577)
        Accounts payable and other liabilities                                                          928
                                                                                             856
        Advances and billings in excess of related costs                                  (1,120)     2,369
        Income taxes receivable, payable and deferred                                        752      1,290
        Other long-term liabilities                                                         (211)        71
        Pension and other postretirement plans                                                14       (143)
        Customer financing, net                                                                       1,458
                                                                                             432
        Other                                                                                (29)      (247)
                                                                                                      9,584
           Net cash (used)/provided by operating activities                                 (401)
Cash flows - investing activities:
   Property, plant and equipment additions                                               (1,674)     (1,731)
   Property, plant and equipment reductions                                                              59
                                                                                             34
   Acquisitions, net of cash acquired                                                      (964)        (75)
   Contributions to investments                                                          (6,673)     (5,710)
   Proceeds from investments                                                             11,343       3,817
   Purchase of distribution rights                                                         (178)       (182)
                                                                                                     (3,822)
           Net cash provided/(used) by investing activities                               1,888
Cash flows - financing activities:
   New borrowings                                                                             13         40
   Debt repayments                                                                          (738)    (1,406)
   Repayments of distribution rights financing                                              (357)
   Stock options exercised, other                                                                      209
                                                                                              44
   Excess tax benefits from share-based payment arrangements                                 100       144
   Employee taxes on certain share-based payment arrangements                               (135)
   Common shares repurchased                                                              (2,937)    (2,775)
   Dividends paid                                                                         (1,192)    (1,096)
                                                                                                     (4,884)
           Net cash used by financing activities                                          (5,202)
Effect of exchange rate changes on cash and cash equivalents                                             46
                                                                                             (59)
                                                                                                        924
Net (decrease)/increase in cash and cash equivalents                                      (3,774)
Cash and cash equivalents at beginning of year                                             7,042      6,118
                                                                                         $ 3,268    $ 7,042
Cash and cash equivalents at end of year




                                                         12
The Boeing Company and Subsidiaries
                                           Summary of Business Segment Data
                                                      (Unaudited)

                                                                      Twelve months ended      Three months ended
                                                                          December 31             December 31
                                                                          2008        2007         2008       2007
(Dollars in millions)
Revenues:
                                                                       $ 28,263                 $ 4,589
 Commercial Airplanes                                                              $ 33,386                 $ 8,866
 Integrated Defense Systems:
   Boeing Military Aircraft                                              13,492                   3,166
                                                                                     13,740                   3,618
                                                                         11,338                   2,859
   Network and Space Systems                                                         11,475                   2,842
                                                                          7,217                   2,016
   Global Services and Support                                                        6,837                   1,898
                                                                         32,047                   8,041
 Total Integrated Defense Systems                                                    32,052                   8,358
                                                                            703                     168
 Boeing Capital Corporation                                                             815                     196
                                                                            567                      40
 Other                                                                                  308                      74
                                                                           (655)                   (158)
 Unallocated items and eliminations                                                    (174)                    (17)
                                                                                   $ 66,387                $ 17,477
Total revenues                                                         $ 60,925                $ 12,680
Earnings from operations:
                                                                        $ 1,186                  $ (968)
 Commercial Airplanes                                                              $ 3,584                     973
 Integrated Defense Systems:
   Boeing Military Aircraft                                               1,276       1,649         354        398
   Network and Space Systems                                              1,033         862         228        292
   Global Services and Support                                              923         929         299        289
 Total Integrated Defense Systems                                         3,232       3,440         881        979
                                                                            169                      26
 Boeing Capital Corporation                                                             234                     30
                                                                           (292)                    (59)
 Other                                                                                 (331)                  (166)
                                                                           (307)                    (85)
 Unallocated items and eliminations                                                  (1,097)                  (300)
Earnings/(loss) from operations                                           3,988                    (205)
                                                                                      5,830                  1,516
                                                                            247                     (10)
 Other income/(expense), net                                                            484                    129
                                                                           (202)                    (57)
 Interest and debt expense                                                             (196)                   (57)
Earnings/(loss) before income taxes                                       4,033                    (272)
                                                                                      6,118                  1,588
                                                                         (1,349)                    216
 Income tax (expense)/benefit                                                        (2,060)                  (561)
Net earnings/(loss) from continuing operations                            2,684                     (56)
                                                                                      4,058                  1,027
 Net gain on disposal of discontinued operations,
   net of taxes of $10, $9 and $3                                            18         16                       6
                                                                        $ 2,702                   $ (56)
                                                                                   $ 4,074                 $ 1,033
Net earnings/(loss)

Research and development expense:
                                                                        $ 2,838                    730
 Commercial Airplanes                                                              $ 2,962                   $ 770
 Integrated Defense Systems:
   Boeing Military Aircraft                                                 482        450         120         110
   Network and Space Systems                                                298        289          71          66
   Global Services and Support                                              153        109          41          32
 Total Integrated Defense Systems                                           933        848         232         208
                                                                             (3)                    (5)
 Other                                                                                  40                      15
                                                                        $ 3,768                  $ 957
                                                                                   $ 3,850                   $ 993
Total research and development expense

Unallocated items and eliminations:
                                                                         $ (149)                  $ (34)
 Share-based plans                                                                   $ (233)                  $ (6)
                                                                            223                      87
 Deferred compensation                                                                  (51)                    66
                                                                           (208)                    (14)
 Pension                                                                               (561)                  (141)
                                                                            (79)                    (19)
 Postretirement                                                                        (125)                   (32)
                                                                            (44)                     (6)
 Capitalized interest                                                                   (53)                   (17)
 Other                                                                      (50)        (74)        (99)      (170)
Total                                                                    $ (307)                  $ (85)
                                                                                   $ (1,097)                $ (300)




                                                          13
The Boeing Company and Subsidiaries
                                              Operating and Financial Data
                                                      (Unaudited)


                                                      Twelve months ended              Three months ended
Deliveries                                                December 31                      December 31
                                                          2008                           2008
Commercial Airplanes                                                    2007                              2007
                                                           290                             36
  737 Next-Generation                                                    330                                80
                                                            14                              1
  747                                                                     16                                 4
                                                            10                              2
  767                                                                     12                                 3
                                                            61                             11
  777                                                                     83                                25
                                                           375                             50
  Total                                                                  441                               112



Integrated Defense Systems
Boeing Military Aircraft
                                                            45                             12
  F/A-18 Models                                                              44                             11
                                                            14                              3
  F-15E Eagle                                                                12                              6
                                                            16                              4
  C-17 Globemaster                                                           16                              4
                                                             2
  KC-767 Tanker
                                                            12                              4
  CH-47 Chinook                                                              10                              3
                                                             7                              2
  T-45TS Goshawk                                                              9                              2
                                                             3                              1
  AH-64 Apache                                                               17
  C-40A Clipper                                                               3                              1

Network and Space Systems
                                                             2                              1
  Delta II (commercial deliveries only)                                      3                               1
                                                             1
  Commercial and Civil Satellites                                            3
  Military Satellites                                                        1


                                                                 December 31      September 30   December 31
Contractual backlog (Dollars in billions)                              2008              2008          2007
                                                                      $278.6
 Commercial Airplanes                                                                   $275.9        $255.2
 Integrated Defense Systems:
                                                                       $25.8
   Boeing Military Aircraft                                                              24.0          23.0
                                                                        $8.9
   Network and Space Systems                                                              7.6           9.2
                                                                       $10.6
   Global Services and Support                                                            9.8           9.6
                                                                       $45.3
 Total Integrated Defense Systems                                                        41.4          41.8
Total contractual backlog                                             $323.9           $317.3        $297.0
Unobligated backlog                                                    $28.2            $32.1            $30.2
Total backlog                                                         $352.1           $349.4        $327.2
Workforce                                                            162,200           164,200       159,300




                                                           14

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Boeing News Release

  • 1. News Release The Boeing Company 100 North Riverside Plaza Chicago, IL 60606-1596 www.boeing.com Boeing Posts Quarterly Loss on Strike Impact and Charges Fourth-quarter revenues declined to $12.7 billion from $17.5 billion as labor strike pushed airplane deliveries out of the quarter Fourth-quarter EPS declined to loss of $0.08 per share, reduced by an estimated total of $1.79 due to strike, 747 charge and litigation-related reserve Backlog grew 8 percent in 2008 to a record $352 billion 2009 EPS guidance of $5.05 to $5.35 underpins a solid foundation in challenging times Table 1. Summary Financial Results 4th Quarter Full Year (Millions, except per share data) 2008 2007 Change 2008 2007 Change Revenues $12,680 $17,477 $60,925 $66,387 (27%) (8%) Earnings/(Loss) From Operations ($205) $1,516 $3,988 $5,830 N.A. (32%) Operating Margin -1.6% 8.7% 6.5% 8.8% N.A. (2.3)Pts Reported Net Income/(Loss) ($56) $1,033 $2,702 $4,074 N.A. (34%) Reported Earnings/(Loss) per Share ($0.08) $1.36 $3.71 $5.28 N.A. (30%) Operating Cash Flow ($1,641) $1,893 ($401) $9,584 N.A. N.A. CHICAGO, Jan. 28, 2009 – The Boeing Company’s [NYSE: BA] fourth-quarter net income declined to a loss of $56 million, or $0.08 per share, reflecting the now-settled machinists' strike (EPS impact estimated at $1.09 per share), a charge related to the 747 ($0.61 per share) and a litigation-related reserve ($0.09 per share). Revenues for the quarter declined 27 percent to $12.7 billion, due primarily to the effects of the strike which reduced commercial airplane deliveries by approximately 70 units and revenues by an estimated $4.3 billion (Table 1). For the full year of 2008, net income fell 34 percent to $2.7 billion, EPS was $3.71 per share, and revenue fell 8 percent to $60.9 billion. Full-year results were impacted by the strike, the 747 charge, the litigation-related reserve, and higher costs for AEW&C announced in the second quarter, which together reduced full-year EPS by an estimated $2.56 per share. This was partially offset by lower pension and deferred compensation expenses. 1
  • 2. quot;The progress we made in many areas of Boeing during 2008 was outweighed by the impact of the strike and our performance on some key development programs,quot; said Chairman, President, and Chief Executive Officer Jim McNerney. quot;Our imperative going forward is improving execution where it needs to be improved, maintaining strong performance across all our production programs, and preserving our financial strength to grow in these challenging economic times.quot; Fourth-quarter operating cash outflow was $1.6 billion, primarily reflecting the effects of the strike (Table 2). Operating cash outflow for the year was $0.4 billion, and free cash flow* was negative $2.1 billion. Total company backlog at year-end was a record $352 billion, up 8 percent in 2008 driven by commercial airplane orders and new IDS contract awards. Table 2. Cash Flow 4th Quarter Full Year (Millions) 2008 2007 2008 2007 1 Operating Cash Flow ($1,641) $1,893 ($401) $9,584 Less Additions to Property, Plant & Equipment ($445) ($449) ($1,674) ($1,731) Free Cash Flow* ($2,086) $1,444 ($2,075) $7,853 1 Operating cash flow includes $531 in qualified pension plan contributions in 2008 and $580 in 2007. * Non-GAAP measure. A complete definition and reconciliation of Boeing's use of non-GAAP measures, identified by an asterisk (*), is found on page 8, quot;Non-GAAP Measure Disclosure.quot; Cash and investments in marketable securities totaled $3.6 billion at quarter end, down from the end of the third quarter, reflecting strike impacts, previously announced business acquisitions and scheduled debt repayments (Table 3). The company converted most of its marketable securities positions into cash during the quarter. Table 3. Cash, Marketable Securities and Debt Balances Quarter-End (Billions) 4Q08 3Q08 Cash $3.3 $4.2 1 Marketable Securities $0.3 $3.0 Total $3.6 $7.2 Debt Balances: $3.9 $3.9 The Boeing Company $3.6 $3.7 Boeing Capital Corporation Total Consolidated Debt $7.5 $7.6 1 Marketable securities consists primarily of investment-grade instruments classified as quot;short-term investmentsquot; and quot;investments.quot; Share repurchase activity totaled 7.6 million shares for $335 million during the quarter and 42.1 million shares for $2.9 billion during the year. 2
  • 3. Segment Results Commercial Airplanes Boeing Commercial Airplanes (BCA) fourth-quarter revenues were $4.6 billion, 48 percent below the same period last year, driven by reduced deliveries due to the strike that affected production of all commercial airplane programs (Table 4). Losses from operations totaled $968 million compared with earnings of $973 million in the year-ago period. The strike reduced fourth-quarter earnings by an estimated $1.2 billion, net of recovery of galley-delayed deliveries from the third quarter, while a charge for a reach- forward loss on the 747 program reduced earnings by $685 million. Table 4. Commercial Airplanes Operating Results 4th Quarter Full Year (Millions, except deliveries & margin percent) 2008 2007 C hange 2008 2007 Change (55%) (15%) Commercial Airplanes Deliveries 50 112 375 441 Revenues (48%) (15%) $4,589 $8,866 $28,263 $33,386 Earnings/(Loss) from Operations N.A. (67%) ($968) $973 $1,186 $3,584 Operating Margins (21.1%) 11.0% 4.2% 10.7% N.A. (6.5)Pts For the year, BCA revenues decreased 15 percent to $28.3 billion on an estimated 105 fewer airplane deliveries due to the strike. Operating earnings decreased 67 percent to $1.2 billion while margins were 4.2 percent, driven by the strike, infrastructure cost absorption and additional 747 program costs. The strike reduced full-year earnings by an estimated $1.8 billion. BCA booked 44 gross orders during the quarter and 669 during the year. Contractual backlog rose to a record $279 billion, increasing 9 percent for the year to approximately eight times BCA’s annual revenues. As announced on November 14, the company expects deliveries of the 747-8 freighter to begin in the third quarter of 2010 and deliveries of the 747-8 Intercontinental passenger model to begin in the second quarter of 2011. The schedule change was caused by design changes, limited availability of engineering resources inside the company and the machinists strike. Since November, a full assessment of the supply chain impacts of these and other additional design changes, coupled with increased pension costs, has resulted in the company recording a reach-forward loss of $685 million in the fourth quarter. The 787 Dreamliner made progress during the quarter despite the labor strike. Key milestones included FAA approval of the scheduled maintenance program that defines the tasks and service intervals operators will use to maintain the 787, and a 3
  • 4. successful wing-box destruction test, a key step toward validating the structural integrity of the airplane. Also during the quarter, the company discovered a requirement to replace certain fasteners, and has now largely finished replacing them on the first two flight test airplanes. As announced in December, the company expects first flight of the 787 to occur in the second quarter of 2009 and deliveries to begin in the first quarter of 2010. The 787 program has won 895 net orders from 58 customers to date, which includes the recent removal from the books of one customer’s order for airplanes that were scheduled for delivery late in the next decade. Integrated Defense Systems Boeing Integrated Defense Systems (IDS) fourth-quarter revenues were $8.0 billion and operating margins were 11.0 percent, reflecting strong program performance across IDS's balanced portfolio of programs. For the year, IDS revenue held steady at $32.0 billion with operating margins of 10.1 percent due to solid performance across IDS, including a reduction of 0.8 points due to the second-quarter AEW&C charge. Table 5. Integrated Defense Systems Operating Results 4th Quarter Full Year (Millions, except margin percent) 2008 2007 Change 2008 2007 Change Revenues Boeing Military Aircraft $3,166 $3,618 (12%) $13,492 $13,740 (2%) Network & Space Systems $2,859 $2,842 1% $11,338 $11,475 (1%) Global Services & Support $2,016 $1,898 6% $7,217 $6,837 6% Total IDS Revenues $8,041 $8,358 (4%) $32,047 $32,052 (0%) Earnings (Loss) from Operations Boeing Military Aircraft $354 $398 (11%) $1,276 $1,649 (23%) Network & Space Systems $228 $292 (22%) $1,033 $862 20% Global Services & Support $299 $289 $923 $929 3% (1%) Total IDS Earnings from Operations $881 $979 (10%) $3,232 $3,440 (6%) Operating Margins 11.0% 11.7% 10.1% 10.7% (0.7)Pts (0.6)Pts 1 Boeing Military Aircraft fourth-quarter operating margins expanded to 11.2 percent for the quarter due to strong execution across aircraft production programs. Revenue of $3.2 billion is down from the prior year due to delivery mix and volume. For the quarter, revenues in Network & Space Systems increased slightly to $2.9 billion. Operating margins were 8.0 percent on solid performance across the segment's broad array of programs. Ground-based Midcourse Defense successfully completed its 4
  • 5. most complex flight test to date, and Airborne Laser successfully completed the first ground test of the entire weapon system integrated aboard the aircraft. Global Services & Support again generated strong results from its broad portfolio of programs. Revenues for the quarter rose to $2.0 billion on growth in training systems and integrated logistics. Operating margins were 14.8 percent reflecting outstanding execution. The IDS backlog of $73.0 billion remained stable during the quarter and increased for the full year. Significant new orders during the year included V-22 and CH-47 multi-year contracts, the F-22 sustainment contract, and key international orders. Boeing Capital Corporation Boeing Capital Corporation (BCC) reported fourth-quarter pre-tax earnings of $26 million, down from $30 million in the same period last year which included a significantly larger portfolio (Table 6). BCC’s portfolio balance at the end of the year was $6.0 billion, down from $6.5 billion at the beginning of the year primarily on normal portfolio run-off and depreciation. BCC contributed $32 million in cash dividends to Boeing during the quarter and $252 million in the year. BCC’s debt-to-equity ratio remained steady at 5.0-to-1. Table 6. Boeing Capital Corporation Operating Results 4th Quarter Full Year (Millions) 2008 2007 Change 2008 2007 Change Revenues $168 $196 (14%) $703 $815 (14%) Earnings from Operations $26 $30 (13%) $169 $234 (28%) Additional Information The “Other” segment consists primarily of Boeing Engineering, Operations and Technology as well as certain results related to the consolidation of all business units. Other segment expense was $59 million in the fourth quarter, down from $166 million in the same period last year which included higher environmental expense. Unallocated expense was $85 million, down from $300 million last year, driven by unallocated pension expense being lower by $127 million. Other unallocated includes a $101 million litigation-related reserve. Fourth-quarter pension expense was $113 million, down from $301 million in the same quarter last year, of which $14 million was recorded in unallocated expense and 5
  • 6. the balance was recorded as expense in the business segments. At year-end, Boeing's pension plans were funded at 83 percent of the projected benefit obligation resulting in a reduction of $8.2 billion to shareholders' equity. Income tax benefit was $216 million in the quarter, including $170 million for the full-year R&D tax credit that was signed into law during the quarter. Outlook The 2009 financial guidance reflects expectations for continued growth in BCA and IDS, reduced discretionary and capital spending, and restructuring of various internal organizations to drive higher levels of productivity. The company expects to issue 2010 financial guidance later in the year. Boeing’s 2009 revenue guidance is $68 billion to $69 billion. Earnings-per-share guidance for 2009 is $5.05 to $5.35 per share. The financial guidance continues to assume stable delivery levels for in-production commercial airplanes over the next several years, but also considers operational and market risks. Operating cash flow is expected to be greater than $2.5 billion (Table 7), including discretionary pension contributions of approximately $0.5 billion and an assumption of $1 billion for new commercial airplane financings. Commercial Airplanes’ 2009 delivery guidance is between 480 and 485 airplanes and is sold out. BCA’s 2009 revenue is expected to grow to between $34 billion and $35 billion, accompanied by margins of approximately 10 percent. IDS revenue guidance for 2009 is between $33 billion and $34 billion, with operating margins of approximately 10 percent. The company expects that it will finance some commercial airplane deliveries beginning in the first quarter of 2009. At this time, we expect that the amount of financing in 2009 will exceed normal portfolio runoff due to depreciation and prepayments, modestly increasing the portfolio size at BCC. Boeing’s 2009 R&D forecast is between $3.6 billion and $3.8 billion. Annual capital expenditures are expected to be approximately $1.4 billion in 2009. The company’s non-cash pension expense is expected to be approximately $1.0 billion in 2009, reflecting negative asset returns in 2008, a reduction in the assumed long-term rate of return from 8.25 percent to 8.0 percent and a decrease in the discount rate to 6.1 percent from 6.2 percent. 6
  • 7. Table 7. Financial Outlook (Billions, except per share data) 2009 The Boeing Company Revenues $68 - $69 Earnings Per Share (GAAP) $5.05 - $5.35 Operating Cash Flow1 > $2.5 Boeing Commercial Airplanes Deliveries 480 - 485 Revenues $34 - $35 Operating Margin ~ 10% Integrated Defense Systems Revenues Boeing Military Aircraft ~ $14.0 Network & Space Systems ~ $11.5 Global Services & Support ~ $8.0 Total IDS Revenues $33 - $34 Operating Margin Boeing Military Aircraft ~ 10% Network & Space Systems ~ 9% Global Services & Support ~ 11.5% Total IDS Operating Margin ~ 10% Boeing Capital Corporation Portfolio Size Modest increase Revenue ~ $0.6 Return on Assets > 1.0% Research & Development $3.6 - $3.8 Capital Expenditures ~ $1.4 1 After pension contributions of $0.5 billion and assumed $1 billion for new aircraft financings in 2009. 7
  • 8. Non-GAAP Measure Disclosure Management believes that the non-GAAP (Generally Accepted Accounting Principles) measures (indicated by an asterisk *) used in this report provide investors with important perspectives into the company’s ongoing business performance. The company does not intend for the information to be considered in isolation or as a substitute for the related GAAP measures. Other companies may define the measures differently. The following definitions are provided: Free Cash Flow Free cash flow is defined as GAAP operating cash flow less capital expenditures for property, plant and equipment additions. Management believes free cash flow provides investors with an important perspective on the cash available for shareholders, debt repayment, and acquisitions after making the capital investments required to support ongoing business operations and long term value creation. Free cash flow does not represent the residual cash flow available for discretionary expenditures as it excludes certain mandatory expenditures such as repayment of maturing debt. Management uses free cash flow internally to assess both business performance and overall liquidity. Table 2 provides a reconciliation between GAAP operating cash flow and free cash flow. 8
  • 9. Forward-Looking Information Is Subject to Risk and Uncertainty Certain statements in this press release may be “forward-looking” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “targets,” and similar expressions are used to identify these forward-looking statements. Forward-looking statements are based upon assumptions about future events that may not prove to be accurate. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Actual outcomes and results may differ materially from what is expressed or forecasted in these forward-looking statements. As a result, these statements speak to events only as of the date they are made and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by federal securities laws. Specific factors that could cause actual results to differ materially from forward-looking statements include, but are not limited to, those set forth below and other important factors disclosed previously and from time to time in our other filings with the Securities and Exchange Commission: the effect of economic conditions in the United States and globally; the adequacy of coverage, by allowance for losses, of risks related to our non-U.S. accounts receivable being payable in U.S. dollars; the continued operation, viability and growth of Commercial Airplanes revenues and successful execution of our backlog in this segment; the effects of customers cancelling, modifying and/or rescheduling contractual orders; the timing and effects of decisions to complete or launch a Commercial Airplanes program; the ability to successfully develop and timely produce the 787 and 747-8 aircraft; the effect on our revenues of political and legal processes; changing defense priorities; and associated budget reductions by U.S. and international government customers affecting Boeing defense programs; our relationship with our union-represented workforce and the negotiation of collective bargaining agreements; the continuation of long-term trends in passenger traffic and revenue yields in the airline industry; the impact of volatile fuel prices and the airline industry’s response; the effect of declines in aircraft valuation; the impact on our revenues or operating results of airline bankruptcies; the continuation of historical costs for fleet support services; the receipt of estimated award and incentive fees on U.S. government contracts; the future demand for commercial satellites and projections of future order flow; the potential for technical or quality issues on development programs, including the Airborne Early Warning and Control program, International Tanker, other fixed-price development programs, or commercial satellite programs, to affect schedule and cost estimates, or cause us to incur a material charge or experience a termination for default; the outcome of any litigation and/or government investigation in which we are a party, and other contingencies; returns on pension fund assets, impacts of future interest rate changes on pension obligations and rising healthcare costs; the amounts and effects of underinsured operations, including satellite launches; the scope, nature or impact of acquisition or disposition activity and investment in any joint ventures/strategic alliances, including Sea Launch and United Launch Alliance, and indemnifications related thereto; and the expected cash expenditures and charges associated with the exit of the Connexion by Boeing business. ### Contact: Investor Relations: Diana Sands or Rob Young (312) 544-2140 Communications: Todd Blecher (312) 544-2002 9
  • 10. The Boeing Company and Subsidiaries Consolidated Statements of Operations (Unaudited) Twelve months ended Three months ended December 31 December 31 (Dollars in millions except per share data) 2007 2007 2008 2008 $50,196 $9,803 Sales of products $57,049 $14,856 10,729 2,877 Sales of services 9,338 $2,621 66,387 17,477 Total revenues 60,925 12,680 (41,662) (8,926) Cost of products (45,375) (11,904) Cost of services (8,445) (7,732) (2,266) (2,346) Boeing Capital Corporation interest expense (223) (295) (50) (70) (53,402) (14,320) Total costs and expenses (50,330) (11,242) 10,595 1,438 12,985 3,157 Income from operating investments, net 241 188 46 88 General and administrative expense (3,084) (3,531) (734) (796) (3,768) (957) Research and development expense, net (3,850) (993) 4 2 Gain on dispositions/business shutdown, net 38 60 Earnings/(loss) from operations 3,988 (205) 5,830 1,516 Other income/(expense), net 247 484 (10) 129 Interest and debt expense (202) (196) (57) (57) Earnings/(loss) before income taxes 4,033 (272) 6,118 1,588 (1,349) 216 Income tax (expense)/benefit (2,060) (561) Net earnings/(loss) from continuing operations 2,684 4,058 (56) 1,027 Net gain on disposal of discontinued operations, 18 net of taxes of $10, $9 and $3 16 6 Net earnings/(loss) $2,702 $4,074 $ (56) $1,033 Basic earnings/(loss) per share from continuing operations $3.73 $ (0.08) $5.36 $1.38 0.02 Net gain on disposal of discontinued operations, net of taxes 0.02 0.01 Basic earnings/(loss) per share $3.75 $5.38 $ (0.08) $1.39 Diluted earnings/(loss) per share from continuing operations $3.69 $5.26 ($0.08) $1.35 Net gain on disposal of discontinued operations, net of taxes 0.02 0.02 0.01 Diluted earnings/(loss) per share $3.71 $ (0.08) $5.28 $1.36 Cash dividends paid per share $1.60 $1.40 $0.40 $0.35 772.5 761.0 Weighted average diluted shares (millions) 729.0 706.0 The numerator used to compute diluted earnings per share is as follows: Net earnings/(loss) $ 2,702 $ 4,074 $ (56) $ 1,033 Expense related to diluted shares 2 $ 4,076 $ 1,033 Total numerator $ 2,702 $ (56) 10
  • 11. The Boeing Company and Subsidiaries Consolidated Statements of Financial Position (Unaudited) December 31 December 31 (Dollars in millions except per share data) 2008 2007 Assets $ 3,268 Cash and cash equivalents $ 7,042 11 Short-term investments 2,266 5,506 Accounts receivable, net 5,740 425 Current portion of customer financing, net 328 1,151 Deferred income taxes 2,341 15,612 Inventories, net of advances and progress billings 9,563 Total current assets 27,280 25,973 5,879 Customer financing, net 6,777 Property, plant and equipment, net of accumulated depreciation of 8,762 $12,280 and $11,915 8,265 3,647 Goodwill 3,081 2,685 Other acquired intangibles, net 2,093 4,106 Deferred income taxes 197 1,328 Investments 4,111 16 Pension plan assets, net 5,924 1,405 Other assets, net of accumulated amortization of $400 and $385 1,258 $ 58,986 $ 53,801 Total assets Liabilities and Shareholders' Equity $ 17,571 Accounts payable and other liabilities $ 16,676 12,737 Advances and billings in excess of related costs 13,847 49 Income taxes payable 253 560 Short-term debt and current portion of long-term debt 762 Total current liabilities 31,538 30,917 Deferred income taxes 1,190 7,322 Accrued retiree health care 7,007 8,383 Accrued pension plan liability, net 1,155 1,154 Non-current income taxes payable 1,121 337 Other long-term liabilities 516 6,952 Long-term debt 7,455 Shareholders' equity: Common shares, par value $5.00 – 1,200,000,000 shares authorized; 1,012,261,159 and 1,012,261,159 shares issued 5,061 5,061 3,456 Additional paid-in capital 4,757 (17,758) Treasury shares, at cost – 285,661,944 and 244,217,170 (14,842) 22,705 Retained earnings 21,376 (13,525) Accumulated other comprehensive loss (4,596) (1,203) ShareValue Trust shares – 28,460,769 and 31,362,850 (2,752) Total shareholders’ equity 9,004 (1,264) Total liabilities and shareholders’ equity $ 53,801 $ 58,986 11
  • 12. The Boeing Company and Subsidiaries Consolidated Statements of Cash Flows (Unaudited) Twelve months ended December 31 (Dollars in millions) 2008 2007 Cash flows - operating activities: Net earnings $ 2,702 $ 4,074 Adjustments to reconcile net earnings to net cash provided by operating activities: Non-cash items – Share-based plans expense 209 287 Depreciation 1,325 1,334 Amortization of other acquired intangibles 166 152 Amortization of debt discount/premium and issuance costs (1) 11 Investment/asset impairment charges, net 50 51 Customer financing valuation provision/(benefit) 62 (60) Gain on disposal of discontinued operations (28) (25) Gain on dispositions/business shutdown, net (4) (38) Other charges and credits, net 197 116 Excess tax benefits from share-based payment arrangements (100) (144) Changes in assets and liabilities – Accounts receivable 564 (392) Inventories, net of advances and progress billings (6,168) (1,577) Accounts payable and other liabilities 928 856 Advances and billings in excess of related costs (1,120) 2,369 Income taxes receivable, payable and deferred 752 1,290 Other long-term liabilities (211) 71 Pension and other postretirement plans 14 (143) Customer financing, net 1,458 432 Other (29) (247) 9,584 Net cash (used)/provided by operating activities (401) Cash flows - investing activities: Property, plant and equipment additions (1,674) (1,731) Property, plant and equipment reductions 59 34 Acquisitions, net of cash acquired (964) (75) Contributions to investments (6,673) (5,710) Proceeds from investments 11,343 3,817 Purchase of distribution rights (178) (182) (3,822) Net cash provided/(used) by investing activities 1,888 Cash flows - financing activities: New borrowings 13 40 Debt repayments (738) (1,406) Repayments of distribution rights financing (357) Stock options exercised, other 209 44 Excess tax benefits from share-based payment arrangements 100 144 Employee taxes on certain share-based payment arrangements (135) Common shares repurchased (2,937) (2,775) Dividends paid (1,192) (1,096) (4,884) Net cash used by financing activities (5,202) Effect of exchange rate changes on cash and cash equivalents 46 (59) 924 Net (decrease)/increase in cash and cash equivalents (3,774) Cash and cash equivalents at beginning of year 7,042 6,118 $ 3,268 $ 7,042 Cash and cash equivalents at end of year 12
  • 13. The Boeing Company and Subsidiaries Summary of Business Segment Data (Unaudited) Twelve months ended Three months ended December 31 December 31 2008 2007 2008 2007 (Dollars in millions) Revenues: $ 28,263 $ 4,589 Commercial Airplanes $ 33,386 $ 8,866 Integrated Defense Systems: Boeing Military Aircraft 13,492 3,166 13,740 3,618 11,338 2,859 Network and Space Systems 11,475 2,842 7,217 2,016 Global Services and Support 6,837 1,898 32,047 8,041 Total Integrated Defense Systems 32,052 8,358 703 168 Boeing Capital Corporation 815 196 567 40 Other 308 74 (655) (158) Unallocated items and eliminations (174) (17) $ 66,387 $ 17,477 Total revenues $ 60,925 $ 12,680 Earnings from operations: $ 1,186 $ (968) Commercial Airplanes $ 3,584 973 Integrated Defense Systems: Boeing Military Aircraft 1,276 1,649 354 398 Network and Space Systems 1,033 862 228 292 Global Services and Support 923 929 299 289 Total Integrated Defense Systems 3,232 3,440 881 979 169 26 Boeing Capital Corporation 234 30 (292) (59) Other (331) (166) (307) (85) Unallocated items and eliminations (1,097) (300) Earnings/(loss) from operations 3,988 (205) 5,830 1,516 247 (10) Other income/(expense), net 484 129 (202) (57) Interest and debt expense (196) (57) Earnings/(loss) before income taxes 4,033 (272) 6,118 1,588 (1,349) 216 Income tax (expense)/benefit (2,060) (561) Net earnings/(loss) from continuing operations 2,684 (56) 4,058 1,027 Net gain on disposal of discontinued operations, net of taxes of $10, $9 and $3 18 16 6 $ 2,702 $ (56) $ 4,074 $ 1,033 Net earnings/(loss) Research and development expense: $ 2,838 730 Commercial Airplanes $ 2,962 $ 770 Integrated Defense Systems: Boeing Military Aircraft 482 450 120 110 Network and Space Systems 298 289 71 66 Global Services and Support 153 109 41 32 Total Integrated Defense Systems 933 848 232 208 (3) (5) Other 40 15 $ 3,768 $ 957 $ 3,850 $ 993 Total research and development expense Unallocated items and eliminations: $ (149) $ (34) Share-based plans $ (233) $ (6) 223 87 Deferred compensation (51) 66 (208) (14) Pension (561) (141) (79) (19) Postretirement (125) (32) (44) (6) Capitalized interest (53) (17) Other (50) (74) (99) (170) Total $ (307) $ (85) $ (1,097) $ (300) 13
  • 14. The Boeing Company and Subsidiaries Operating and Financial Data (Unaudited) Twelve months ended Three months ended Deliveries December 31 December 31 2008 2008 Commercial Airplanes 2007 2007 290 36 737 Next-Generation 330 80 14 1 747 16 4 10 2 767 12 3 61 11 777 83 25 375 50 Total 441 112 Integrated Defense Systems Boeing Military Aircraft 45 12 F/A-18 Models 44 11 14 3 F-15E Eagle 12 6 16 4 C-17 Globemaster 16 4 2 KC-767 Tanker 12 4 CH-47 Chinook 10 3 7 2 T-45TS Goshawk 9 2 3 1 AH-64 Apache 17 C-40A Clipper 3 1 Network and Space Systems 2 1 Delta II (commercial deliveries only) 3 1 1 Commercial and Civil Satellites 3 Military Satellites 1 December 31 September 30 December 31 Contractual backlog (Dollars in billions) 2008 2008 2007 $278.6 Commercial Airplanes $275.9 $255.2 Integrated Defense Systems: $25.8 Boeing Military Aircraft 24.0 23.0 $8.9 Network and Space Systems 7.6 9.2 $10.6 Global Services and Support 9.8 9.6 $45.3 Total Integrated Defense Systems 41.4 41.8 Total contractual backlog $323.9 $317.3 $297.0 Unobligated backlog $28.2 $32.1 $30.2 Total backlog $352.1 $349.4 $327.2 Workforce 162,200 164,200 159,300 14