THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Textron Inc. (TXT)

3/21/2006 Proxy Information

AXA Corporate Solutions Assurance, an affiliate of AXA Financial, Inc., which currently is the beneficial holder of more than 5% of the outstanding shares of Textron common stock, is one of the participating underwriters of Textron’s aviation insurance program. AXA underwrites 3% of the program, which runs from April 1, 2005 to April 1, 2006, and during fiscal year 2005, was paid a premium of $1,433,000 by Textron for such coverage. AXA is expected to renew its participation under the program on April 1, 2006 for between 3% and 5% of the program for a premium to be determined at that time based on the level of participation and market factors. AXA also received fees of $164,000 from Textron Fastening Systems (TFS), a wholly owned subsidiary of Textron, for pension and medical insurance costs related to employer contributions to complementary schemes over and above the base statutory requirements for TFS employees in Europe. During fiscal year 2006, fees paid to AXA are expected to be approximately the same amount.

During fiscal year 2005, Alliance Sanford Bernstein, also an affilate of AXA Financial, was engaged by the Textron Master Trust to manage its large cap value equity portfolio. The portfolio had a market value of approximately $276 million as of December 31, 2005. Alliance Sanford Bernstein received fees of approximately $1.1 million from the trust for its services during fiscal year 2005. During fiscal year 2006, fees paid to Alliance Sanford Bernstein are also expected to be approximately $1.1 million.

3/18/2005 Proxy Information

AXA Corporate Solutions Assurance, an affiliate of AXA Financial, Inc., which currently is the beneficial holder of more than 5% of the outstanding shares of Textron common stock, is one of the participating underwriters of Textron's aviation insurance program. AXA underwrites 3% of the program, which runs from April 1, 2004 to April 1, 2005, and during fiscal year 2004, was paid a premium of $1,215,000 by Textron for such coverage. AXA is expected to renew its participation under the program on April 1, 2005 for between 3% and 5% of the program for a premium to be determined at that time based on the level of participation and market factors.

During fiscal year 2004, Alliance Sanford Bernstein, also an affilate of AXA Financial, was engaged by the Textron Master Trust to manage its large cap value equity portfolio. The portfolio had a market value of approximately $273 million as of December 31, 2004. Alliance Sanford Bernstein received fees of approximately $1.0 million from the trust for its services during fiscal year 2004. During fiscal year 2005, fees paid to Alliance Sanford Bernstein are expected to be approximately $1.1 million.

During fiscal year 2003, Fluid & Power, part of Textron's Industrial Segment had total equipment sales of $205,282 to Cargill Dow LLC, of which Ms. Bader was named Chairman, President and Chief Executive Officer in February 2004. No further sales by Fluid & Power are expected to be made to Cargill Dow in fiscal year 2004.

3/19/2004 Proxy Information

During 2002, Citizens Financial Group, Inc., of which Mr. Lawrence K. Fish is Chairman, President and Chief Executive Officer, entered into a $25,000,000 participation in a $150,000,000 two-year Term Loan to Textron Financial Corporation ("TFC"), a wholly owned subsidiary of Textron, agented by Mizuho Corporate Bank Limited, which was paid in full on July 10, 2003.

As permitted by his employment contract with Textron, Terrence O'Donnell, Executive Vice President and General Counsel of Textron, remains a partner of the Washington, D.C. law firm, Williams & Connolly LLP, which has provided legal services to Textron from time to time for over twenty years. Mr. O'Donnell will not receive any share in firm income resulting from any services provided by the firm to Textron.

During fiscal year 2003, Williams & Connolly was paid $707,091 for such services. It is expected that fees in fiscal year 2004 will be approximately the same amount. These transaction are all conducted at arms-length. During 2002, Citizens Financial Group, Inc., of which Mr. Fish is Chairman, President and Chief Executive Officer, entered into a $25,000,000 participation in a $150,000,000 two-year Term Loan to Textron Financial Corporation ("TFC"), a wholly owned subsidiary of Textron, agented by Mizuho Corporate Bank Limited, which was paid in full on July 10, 2003. The loan was unsecured and was priced at LIBOR plus 100 basis points. In 2002 Citizens entered into a $300,000 standby Letter of Credit for the benefit of TFC, which was scheduled to mature on December 15, 2003. The Letter of Credit was priced at 50 basis points with a standard applicable issuance fee. Citizens and TFC are currently engaged in litigation arising out of the early termination of the Letter of Credit in which the amount in dispute, including interest, is approximately $500,000. During fiscal year 2003, Fluid & Power, part of Textron's Industrial Segment had total equipment sales of $205,282 to Cargill Dow LLC, of which Ms. Bader was named Chairman, President and Chief Executive Officer in February 2004. No further sales by Fluid & Power are expected to be made to Cargill Dow in fiscal year 2004.

AXA Corporate Solutions Assurance, an affiliate of AXA Financial, Inc., which currently is the beneficial holder of more than 5% of the outstanding shares of Textron common stock, is one of the participating underwriters of Textron's aviation insurance program. AXA underwrites 3% of the program which runs from April 1, 2003 to April 1, 2004, and during fiscal year 2003, was paid a premium of $900,000 by Textron for such coverage. AXA is expected to renew their participation under the program on April 1, 2004 for between 3% and 5% of the program for a premium of between $1.3 million and $2.2 million.

During fiscal year 2003, Alliance Sanford Bernstein, also an affilate of AXA Financial, was engaged by the Textron Master Trust to manage its large cap value equity portfolio and high yield equity portfolio. The large cap portfolio had a market value of approximately $250 million as of December 31, 2003. The higher yield portfolio was liquidated and the engagement with Alliance Sanford Bernstein terminated, in October 2003 at which time the market value of that portfolio was approximately $120 million. Alliance Sanford Bernstein received fees of $1.125 million from the trust for its services during fiscal year 2003. During fiscal year 2004, fees paid to Alliance Sanford Bernstein are expected to be approximately $1 million.

3/14/2003 Proxy Information

As permitted by his employment contract with Textron, Mr. O'Donnell remains a partner of the Washington, D.C. law firm, Williams & Connolly LLP, which has provided legal services to Textron from time to time for over twenty years. Mr. O'Donnell will not receive any share in firm income resulting from any services provided by the firm to Textron. During fiscal year 2002, Williams & Connolly was paid $578,621 for such services. It is expected that fees in fiscal year 2003 will be approximately the same amount. These transaction are all conducted at arms-length. During 2002, Citizens Financial Group, Inc., of which Mr. Fish is Chairman, President and Chief Executive Officer, entered into a $25,000,000 participation in a $150,000,000 two-year Term Loan to Textron Financial Corporation ("TFC"), a wholly owned subsidiary of Textron, agented by Mizuho Corporate Bank Limited. The loan matures on April 10, 2004 and is unsecured. It is priced at LIBOR plus 100 basis points. There is no amortization and the entire balance is due at maturity. The loan is subject to a support and subordination agreement with Textron. Citizens also entered into in 2002 a $300,000 standby Letter of Credit to Textron maturing December 15, 2003. The Letter of Credit is subject to an annual evergreen renewal provision at the Citizen's discretion and is priced at 50 basis points with a standard applicable issuance fee.