THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Boeing Company (The) (BA)

3/24/2006 Proxy Information

The Company engaged an independent relocation company (the “Provider”) to provide certain relocation and related services for eligible employees. The Company’s relocation program includes a guaranteed purchase offer provision for an employee’s pre-move residence under which the Provider offers to purchase an employee’s former residence at the average of two independent appraisals of the property or the price offered by a third-party buyer.

Pursuant to such an arrangement, on December 21, 2004 the Provider submitted a guaranteed purchase offer for Ms. Koellner’s Illinois residence at a purchase price determined by independent appraisals of the property. The Provider paid Ms. Koellner the purchase price when she vacated the Illinois residence. The Company reimbursed the Provider for the loss from the resale of the Illinois residence to a third-party buyer, net of fees and interest paid to the Provider in connection with this arrangement. In connection with the relocation of Ms. Koellner, the Company paid the Provider $164,989 in reimbursement for the loss on resale, closing costs and interest from December 2004 to July 2005.

In December 2005, the Company engaged the services of the Provider in connection with the sale of the Minnesota residence of Mr. McNerney. Pursuant to this arrangement, in January 2006 the Provider submitted a guaranteed purchase offer for the Minnesota residence at a purchase price determined by independent appraisals of the property. Mr. McNerney and his family continue to use the Minnesota residence and Mr. McNerney will continue to pay the carrying costs on the residence until they vacate. The Provider will pay Mr. McNerney the purchase price, unless he receives a higher bid price from a third-party buyer prior to the expiration of the offer, when he vacates the Minnesota residence. The Company will receive the proceeds, or will reimburse the Provider for any loss, from the resale of the Minnesota residence to a third-party buyer, net of fees and interest to be paid to the Provider in connection with this arrangement. In connection with the relocation of Mr. McNerney, the Company has not made any payments to the Provider as of February 28, 2006 because the residence has not yet been sold.

3/18/2005 Proxy Information

In 2004, a subsidiary of the Company, Boeing Management Company (“BMC”), entered into a license agreement providing Bugeye Technology, Inc. (“BTI”) rights to use the Company’s patents and technology related to certain advanced video display technologies in exchange for aggregate five-year minimum license fees and annual royalty payments of $4,450,000 based on sales made by BTI. BTI was formed through the Company Chairman’s Innovation Initiative (“CII”) program. Douglas A. Swain, who serves as the President of BTI is the son of David O. Swain, who was an executive officer of the Company until his retirement on October 1, 2004. David Swain recused himself from any involvement in the transaction and any dealings with BTI so long as he was an employee of the Company. The Company believes that the terms of this transaction were consistent with market conditions.

Under the agreement, BTI’s annual amount of license fees and royalty payments payable to BMC based on sales for the annual period ended June 1, 2004 was $140,000. This amount has not been paid, and the Company is renegotiating the terms of the license agreement.

3/26/2004 Proxy Information

John F. McDonnell served as Chairman of McDonnell Douglas Corporation from 1988 until its merger with Boeing in 1997, and as its Chief Executive Officer from 1988 to 1994.

In 2003, a subsidiary of the Company, Boeing Management Company (“BMC”), entered into a license agreement providing Bugeye Technology, Inc. (“BTI”) rights to use the Company’s patents and technology related to certain advanced video display technologies (the “Bugeye technologies”) in exchange for aggregate five-year minimum license fees and annual royalty payments of $4,450,000 based on sales made by BTI. In the same transaction, BMC also assigned the Bugeye trademark to BTI in exchange for 102,365 shares of BTI Series A preferred dividend stock at $0.411 per share.

BTI was formed through the Company Chairman’s Innovation Initiative (“CII”) program. Douglas A. Swain, who serves as the President of BTI is the son of David O. Swain, the Company’s Executive Vice-President and Chief Operating Officer, Integrated Defense Systems.

David O. Swain recused himself from any involvement in the transaction and any dealings with BTI so long as he is an employee of the Company. The Company believes that the terms of this transaction were consistent with market conditions.

3/21/2003 Proxy Information

John F. McDonnell served as Chairman of McDonnell Douglas Corporation from 1988 until its merger with Boeing in 1997, and as its Chief Executive Officer from 1988 to 1994.