BOE.L Regulatory News (BOE)

Boeing Reports Strong First-Quarter Results and Reaffirms 2013 Guidance

CHICAGO, April 24, 2013 --

* Core EPS (non-GAAP)* rose 24 percent to $1.73 on strong operating performance; GAAP EPS of $1.44 * Revenue of $18.9 billion reflects higher deliveries on the 737 and 777 offset by lower 787 deliveries

* Backlog grew to a record $392 billion, including $20 billion of net orders

during the quarter

* Cash and marketable securities of $11.8 billion provide strong liquidity

* 2013 financial and deliveries outlook reaffirmed

Table 1. Summary Financial Results First Quarter(Dollars in Millions, except per share data) 2013 2012 Change Revenues $18,893 $19,383 (3)% Non-GAAP*Core Operating Earnings $1,867 $1,773 5 %Core Operating Margin 9.9% 9.1% 0.8 PtsCore Earnings Per Share $1.73 $1.40 24 %Operating Cash Flow Before Pension Contributions $524 $837 (37)% GAAPEarnings From Operations $1,528 $1,565 (2)%Operating Margin 8.1% 8.1% 0.0 PtsNet Income $1,106 $923 20 %Earnings Per Share $1.44 $1.22 18 %Operating Cash Flow $524 $837 (37)%

* Non-GAAP measures (core operating earnings, core operating margin and core

earnings per share) exclude certain components of pension and post retirement

benefit expense that the company believes are not reflective of underlying

business performance. Complete definitions of Boeing's non-GAAP measures begin

on page 6, "Non-GAAP Measures Disclosures." The Boeing Company (NYSE: BA) reported first-quarter core earnings per share(non-GAAP) increased 24 percent* to $1.73, driven by strong performance acrossthe company's businesses (Table 1). First-quarter 2013 results included theexpected benefit of $0.19 per share for the 2012 research and development taxcredit; first-quarter 2012 included a benefit of $0.11 per share related to afavorable court judgment on satellite litigation. First-quarter core operatingearnings (non-GAAP) increased 14 percent* to $1.9 billion from the same periodof the prior year when excluding the benefit of $131 million related to thefavorable court judgment. First-quarter revenue was $18.9 billion, earningsfrom operations was $1.5 billion and earnings per share was $1.44. The companyreaffirmed its 2013 financial and deliveries guidance.

"Strong core operating performance fueled by productivity gains and solidprogram execution drove higher company earnings and double-digit operatingmargins in both major businesses during the quarter," said Boeing Chairman,President and Chief Executive Officer Jim McNerney. "Commercial Airplanesworked around the clock to resolve the 787 battery issue while alsosuccessfully increasing production rates on the 737 and 777 programs. Defense,Space & Security continued to perform exceptionally well, meeting toughaffordability goals while investing in future growth."

"Our first priority in the days ahead is to fully restore our customers' 787fleets to service and resume production deliveries. Our outlook for the year ispositive, and our financial and delivery guidance is reaffirmed as we remainfocused on the profitable ramp up in commercial airplane production rates,disciplined execution of our development programs, and continued growth incore, adjacent and international defense and space markets." Table 2. Cash Flow First Quarter(Millions) 2013 2012 Operating Cash Flow Before Pension Contributions* $524 $837 Pension Contributions - -Operating Cash Flow $524 $837

Less Additions to Property, Plant & Equipment ($521) ($424)Free Cash Flow*

$3 $413

Operating cash flow in the quarter was $0.5 billion, reflecting inventory buildon the 787 program offset by timing of receipts and expenditures (Table 2).

Table 3. Cash, Marketable Securities and Debt Balances Quarter-End (Billions) Q1 13 Q4 12 Cash $8.3 $10.3Marketable Securities(1) $3.5 $3.2 Total $11.8 $13.5Debt Balances:The Boeing Company $7.1 $7.7Boeing Capital Corporation $2.1 $2.7 Total Consolidated Debt $9.2 $10.4

(1) Marketable securities consists primarily of time deposits due within one year

classified as "short-term investments."

Cash and investments in marketable securities totaled $11.8 billion atquarter-end (Table 3), down from $13.5 billion at the beginning of the year,primarily due to the pay-down of maturing debt. Debt was $9.2 billion, downfrom $10.4 billion at year-end, due to the maturities.

Total company backlog at year-end was a record $392 billion, up from $390billion at the beginning of the year, and included net orders for the quarterof $20 billion. Segment Results Commercial Airplanes Table 4. Commercial Airplanes Operating Results First Quarter (Dollars in Millions) 2013 2012 Change Commercial Airplanes Deliveries 137 137 - Revenues $10,690 $10,937 (2)%Earnings from Operations $1,219 $1,081 13 %Operating Margins 11.4% 9.9% 1.5 Pts Boeing Commercial Airplanes first-quarter revenue decreased to $10.7 billion ondelivery mix and lower services revenue. First-quarter operating marginimproved to 11.4%, reflecting the delivery mix and lower R&D, partially offsetby higher period costs (Table 4). During the quarter, Commercial Airplanes delivered the first 777 aircraftproduced at a record production rate of 8.3-per-month and reached a four-yearcontract extension with the Society of Professional Engineering Employees inAerospace (SPEEA). In April, Commercial Airplanes delivered the first 737produced at a record production rate of 38-per-month. In April, approval was given by the Federal Aviation Administration (FAA) forairlines to begin the process of returning the 787 to service with an enhancedbattery system. The company is committed to the safety of all of our airplanesand has worked diligently alongside authorities to further enhance the safetyof the 787.

Commercial Airplanes booked 209 net orders during the quarter. Backlog remainsstrong with more than 4,400 airplanes valued at a record $324 billion.

Boeing Defense, Space & Security

Table 5. Defense, Space & Security Operating Results First Quarter (Dollars in Millions) 2013 2012 Change Revenues Boeing Military Aircraft $4,109 $4,222 (3)% Network & Space Systems $1,960 $1,872 5 % Global Services & Support $2,041 $2,139 (5)%Total BDS Revenues $8,110 $8,233 (1)%Earnings from Operations Boeing Military Aircraft $430 $399 8 % Network & Space Systems $156 $109 43 % Global Services & Support $246 $234 5 % Total BDS Earnings from Operations $832 $742 12 %Operating Margins 10.3% 9.0% 1.3 Pts

Boeing Defense, Space & Security's (BDS) first-quarter revenue was $8.1billion, while operating margin was 10.3 percent (Table 5).

Boeing Military Aircraft (BMA) first-quarter revenue was $4.1 billion,primarily reflecting lower revenue on the F-15 program, partially offset byhigher C-17 and Apache deliveries. Operating margin increased to 10.5 percent,due to delivery mix. During the quarter, BMA delivered the first Indian AirForce C-17 to flight test and completed the second Phantom Eye flight.

Network & Space Systems (N&SS) first-quarter revenue increased to $2.0 billion,primarily driven by higher volume in satellite programs as well as the SpaceLaunch System program. Operating margin increased to 8.0 percent, reflectingthe increased volume and mix in satellite programs. During the quarter, N&SSwas awarded a contract in the small satellite business and had a successfulflight test of the Ground-based Midcourse Defense (GMD) system. Global Services & Support (GS&S) first-quarter revenue was $2.0 billion,reflecting lower volume in integrated logistics. Operating margin increased to12.1 percent, reflecting improved performance in maintenance, modification andupgrades.

Backlog at BDS was $68 billion, of which 42 percent represents orders withinternational customers.

Additional Financial Information

Table 6. Additional Financial Information First Quarter (Dollars in Millions) 2013 2012 Revenues Boeing Capital Corporation $105

$125

Other segment $27

$24

Unallocated items and eliminations ($39) $64Earnings from Operations Boeing Capital Corporation $44

$33

Other segment expense ($58)

($79)

Unallocated items and eliminations included in core

operating earnings ($170)

($4)

Unallocated pension/postretirement expense ($339) ($208)Other income, net $9 $12Interest and debt expense ($99) ($114)Effective tax rate 23.1% 36.8%

At quarter-end, Boeing Capital Corporation's (BCC) net portfolio balance was$4.2 billion and debt-to-equity ratio was 5.0-to-1.

Unallocated items and eliminations in the first quarter of 2012 included a $131million favorable court judgment on satellite litigation. Total pension expensefor the first quarter was $791 million up from $655 million in the same periodlast year. The company's income tax expense was $332 million in the quarter, compared to$539 million in the same period of last year, as the expected $145 millionbenefit for the 2012 research and development credit was reflected in the firstquarter of 2013. Outlook

The company's 2013 financial guidance (Table 7) is reaffirmed and reflectscontinued strong core performance, generating an expected 5 percent increase incore earnings per share (non-GAAP).

Table 7. Financial Outlook(Dollars in Billions, except per share data) 2013 The Boeing Company Revenue $82 - 85 Core Earnings Per Share* $6.10 - 6.30 Earnings Per Share $5.00 - 5.20 Operating Cash Flow Before Pension Contributions* greater than $8 Operating Cash Flow (1) greater than $6.5 Boeing Commercial Airplanes Deliveries (2) 635 - 645 Revenue $51 - 53 Operating Margin ~ 9.5% Boeing Defense, Space & Security Revenue Boeing Military Aircraft ~$15.5 Network & Space Systems ~$7.3 Global Services & Support ~$8.2 Total BDS Revenue $30.5 - 31.5 Operating Margin Boeing Military Aircraft ~ 9.0% Network & Space Systems ~ 7.5% Global Services & Support ~ 10.5% Total BDS Operating Margin greater than 9.0% Boeing Capital Corporation Portfolio Size Lower Revenue ~ $0.3 Pre-Tax Earnings ~ $0.05 Research & Development ~ $3.4Capital Expenditures $2.3 - $2.5Pension Expense (3) ~ $3.2Effective Tax Rate ~ 30%

(1) After discretionary cash pension contributions of $1.5 billion and assuming

new aircraft financings under $0.5 billion. (2) Assumes greater than 60 787 deliveries. (3) Approximately $1.4 billion is expected to be recorded in unallocated items and eliminations.

* Non-GAAP measures. Complete definitions of Boeing's use of non-GAAP measures

begin on page 7, "Non-GAAP Measures Disclosures."

Non-GAAP Measures Disclosures

We supplement the reporting of our financial information determined under U.S.generally accepted accounting principles (GAAP) with certain non-GAAP financialinformation. The non-GAAP financial information presented excludes certainsignificant items that may not be indicative of, or are unrelated to, resultsfrom our ongoing business operations. We believe that these non-GAAP measuresprovide investors with additional insight into the company's ongoing businessperformance. These non-GAAP measures should not be considered in isolation oras a substitute for the related GAAP measures, and other companies may definesuch measures differently. We encourage investors to review our financialstatements and publicly-filed reports in their entirety and not to rely on anysingle financial measure. The following definitions are provided: Core Operating Earnings, Core Operating Margin and Core Earnings Per Share Core operating earnings is defined as GAAP earnings from operations excludingunallocated pension and post-retirement expense. Core operating margin isdefined as core operating earnings expressed as a percentage of revenue. Coreearnings per share is defined as GAAP diluted earnings per share excluding thenet earnings per share impact of unallocated pension and post-retirementexpense. Unallocated pension and post-retirement expense represents the portionof pension and other post-retirement costs that are not recognized by businesssegments for segment reporting purposes. Management uses core operatingearnings, core operating margin and core earnings per share for purposes ofevaluating and forecasting underlying business performance. Management believesthese core earnings measures provide investors additional insights intooperational performance as they exclude unallocated pension and post-retirementcosts, which primarily represent costs driven by market factors and costs notallocable to government contracts.

Increase in Core Operating Earnings Excluding Favorable Court Judgment

The company is disclosing the increase in core operating earnings in firstquarter of 2013 over first quarter of 2012 excluding the impact of thefavorable court judgment in the first quarter of 2012. The company believes itis useful to occasionally exclude certain items that are not reflective ofunderlying business performance and that can distort period to periodperformance comparisons. Management uses similar measures for purposes ofevaluating and forecasting underlying business performance.

Operating Cash Flow Before Pension Contributions

Operating cash flow before pension contributions is defined as GAAP operatingcash flow less pension contributions. Management believes operating cash flowbefore pension contributions provides additional insights into underlyingbusiness performance. Management uses operating cash flow before pensioncontributions as a measure to assess both business performance and overallliquidity. Table 2 provides a reconciliation between GAAP operating cash flowand operating cash flow before pension contributions.

Free Cash Flow

Free cash flow is defined as GAAP operating cash flow less capital expendituresfor property, plant and equipment additions. Management believes free cash flowprovides investors with an important perspective on the cash available forshareholders, debt repayment, and acquisitions after making the capitalinvestments required to support ongoing business operations and long term valuecreation. Free cash flow does not represent the residual cash flow availablefor discretionary expenditures as it excludes certain mandatory expendituressuch as repayment of maturing debt. Management uses free cash flow as a measureto assess both business performance and overall liquidity. Table 2 provides areconciliation between GAAP operating cash flow and free cash flow.

Caution Concerning Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning ofthe Private Securities Litigation Reform Act of 1995. Words such as "may,""should," "expects," "intends," "projects," "plans," "believes," "estimates,""targets," "anticipates," and similar expressions are used to identify theseforward-looking statements. Examples of forward-looking statements includestatements relating to our future financial condition and operating results, aswell as any other statement that does not directly relate to any historical orcurrent fact. Forward-looking statements are based on our current expectationsand assumptions, which may not prove to be accurate. These statements are notguarantees and are subject to risks, uncertainties, and changes incircumstances that are difficult to predict. Many factors could cause actualresults to differ materially and adversely from these forward-lookingstatements. Among these factors are risks related to: (1) general conditions inthe economy and our industry, including those due to regulatory changes; (2)our reliance on our commercial airline customers; (3) the overall health of ouraircraft production system, planned production rate increases across multiplecommercial airline programs, our commercial development and derivative aircraftprograms, and our aircraft being subject to stringent performance andreliability standards; (4) changing acquisition priorities of the U.S.government; (5) our dependence on U.S. government contracts; (6) our relianceon fixed-price contracts; (7) our reliance on cost-type contracts; (8)uncertainties concerning contracts that include in-orbit incentive payments;(9) our dependence on our subcontractors and suppliers, as well as theavailability of raw materials, (10) changes in accounting estimates; (11)changes in the competitive landscape in our markets; (12) our non-U.S.operations, including sales to non-U.S. customers; (13) potential adversedevelopments in new or pending litigation and/or government investigations;(14) customer and aircraft concentration in Boeing Capital's customer financingportfolio; (15) changes in our ability to obtain debt on commerciallyreasonable terms and at competitive rates in order to fund our operations andcontractual commitments; (16) realizing the anticipated benefits of mergers,acquisitions, joint ventures/strategic alliances or divestitures; (17) theadequacy of our insurance coverage to cover significant risk exposures; (18)potential business disruptions, including those related to physical securitythreats, information technology or cyber-attacks or natural disasters; (19)work stoppages or other labor disruptions; (20) significant changes in discountrates and actual investment return on pension assets; (21) potentialenvironmental liabilities; and (22) threats to the security of our or ourcustomers' information. Additional information concerning these and other factors can be found in ourfilings with the Securities and Exchange Commission, including our most recentAnnual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reportson Form 8-K. Any forward-looking statement speaks only as of the date on whichit is made, and we assume no obligation to update or revise any forward-lookingstatement, whether as a result of new information, future events, or otherwise,except as required by law. Contact:

Investor Relations: Troy Lahr or Matt Welch (312) 544-2140

Communications: Chaz Bickers (312) 544-2002

The Boeing Company and Subsidiaries Consolidated Statements of Operations (Unaudited) (Dollars in millions, except per share data) Three months ended March 31 2013 2012Sales of products $16,318 $16,685Sales of services 2,575 2,698Total revenues 18,893 19,383 Cost of products (13,728) (13,661)Cost of services (2,009) (2,380)Boeing Capital interest expense (19) (33)Total costs and expenses (15,756) (16,074) 3,137 3,309 Income from operating investments, net 45 46General and administrative expense (971) (955)Research and development expense, net (705) (835)Gain on dispositions, net 22Earnings from operations 1,528 1,565Other income, net 9 12Interest and debt expense (99) (114)Earnings before income taxes 1,438 1,463Income tax expense (332) (539)Net earnings from continuing operations 1,106 924Net loss on disposal of discontinued operations, net of taxes of $0 and $1 (1) Net earnings $1,106 $923Basic earnings per share from continuing operations $1.45 $1.23Net loss on disposal of discontinued operations, net of taxesBasic earnings per share $1.45 $1.23Diluted earnings per share from continuing operations $1.44 $1.22Net loss on disposal of discontinued operations, net of taxesDiluted earnings per share $1.44 $1.22Cash dividends paid per share $0.49 $0.44Weighted average diluted shares (millions) 768.7 759.6 The Boeing Company and Subsidiaries Consolidated Statements of Financial Position (Unaudited) (Dollars in millions, except per share data) March 31 December 31 2013 2012AssetsCash and cash equivalents $8,335 $10,341 Short-term and other investments 3,518 3,217Accounts receivable, net 6,351 5,608Current portion of customer financing, net 460 364Deferred income taxes 29 28Inventories, net of advances and progress billings 40,797 37,751 Total current assets 59,490 57,309 Customer financing, net 3,910 4,056 Property, plant and equipment, net of accumulated 9,736 9,660depreciation of $14,711 and $14,645Goodwill 5,049 5,035Acquired intangible assets, net 3,075 3,111Deferred income taxes 6,522 6,753Investments 1,177 1,180Other assets, net of accumulated amortization of $539 and $504 1,488 1,792 Total assets $90,447 $88,896 Liabilities and equityAccounts payable $9,876 $9,394Accrued liabilities 11,530 12,995Advances and billings in excess of related costs 18,505 16,672Deferred income taxes and income taxes payable 4,838 4,485Short-term debt and current portion of long-term debt 917

1,436

Total current liabilities 45,666 44,982 Accrued retiree health care 7,447 7,528Accrued pension plan liability, net 19,878 19,651Non-current income taxes payable 241 366Other long-term liabilities 1,401 1,429Long-term debt 8,254 8,973Shareholders' equity: Common stock, par value $5.00 - 1,200,000,000 shares authorized; 1,012,261,159 shares issued 5,061

5,061

Additional paid-in capital 4,079

4,122

Treasury stock, at cost - 253,939,815 and 256,630,628 (15,780) (15,937)

Retained earnings 31,143

30,037

Accumulated other comprehensive loss (17,041)

(17,416)

Total shareholders' equity 7,462 5,867 Noncontrolling interest 98 100 Total equity 7,560 5,967 Total liabilities and equity $90,447 $88,896 The Boeing Company and Subsidiaries Consolidated Statements of Cash Flows (Unaudited) (Dollars in millions) Three months ended March 31 2013 2012 Cash flows - operating activities:Net earnings $1,106

$923

Adjustments to reconcile net earnings to net cash provided by operating activities: Non-cash items - Share-based plans expense 58

50

Depreciation and amortization 429

426

Investment/asset impairment charges, net 26

36

Customer financing valuation benefit (3) Loss on disposal of discontinued operations

2

Gain on dispositions, net (22) Other charges and credits, net 53

150

Excess tax benefits from share-based payment arrangements (23) (40)

Changes in assets and liabilities - Accounts receivable (437)

(729)

Inventories, net of advances and progress billings (3,000) (497) Accounts payable 654 506 Accrued liabilities (1,133) (1,032) Advances and billings in excess of related costs 1,833

(160)

Income taxes receivable, payable and deferred 214

333

Other long-term liabilities (73)

(45)

Pension and other postretirement plans 821 724 Customer financing, net 24 196 Other (3) (6) Net cash provided by operating activities 524 837Cash flows - investing activities:Property, plant and equipment additions (521) (424)Property, plant and equipment reductions 33 4Acquisitions, net of cash acquired (26) Contributions to investments (2,955) (3,718)Proceeds from investments 2,655 1,135 Net cash used by investing activities (814) (3,003)Cash flows - financing activities: New borrowings 15 20Debt repayments (1,262) (811) Repayments of distribution rights financing (138) (72)Stock options exercised, other 76 28Excess tax benefits from share-based payment arrangements 23 40Employee taxes on certain share-based payment arrangements (52) (64)Dividends paid (367)

(328)

Net cash used by financing activities (1,705) (1,187)Effect of exchange rate changes on cash and cash equivalents (11)

22

Net decrease in cash and cash equivalents (2,006) (3,331)Cash and cash equivalents at beginning of year $10,341 $10,049Cash and cash equivalents at end of period $8,335 $6,718 The Boeing Company and Subsidiaries Summary of Business Segment Data (Unaudited) (Dollars in millions) Three months ended March 31 2013 2012Revenues: Commercial Airplanes $10,690 $10,937 Defense, Space & Security: Boeing Military Aircraft 4,109

4,222

Network & Space Systems 1,960

1,872

Global Services & Support 2,041

2,139

Total Defense, Space & Security 8,110 8,233 Boeing Capital 105 125 Other segment 27 24 Unallocated items and eliminations (39) 64Total revenues $18,893 $19,383Earnings from operations: Commercial Airplanes $1,219 $1,081 Defense, Space & Security: Boeing Military Aircraft 430 399 Network & Space Systems 156 109 Global Services & Support 246

234

Total Defense, Space & Security 832 742 Boeing Capital 44 33 Other segment (58) (79) Unallocated items and eliminations (509) (212)Earnings from operations 1,528 1,565Other income, net 9 12Interest and debt expense (99) (114)Earnings before income taxes 1,438 1,463Income tax expense (332) (539) Net earnings from continuing operations 1,106 924Net loss on disposal of discontinued operations, net of taxes of $0 and $1 (1)Net earnings $1,106 $923 Research and development expense, net: Commercial Airplanes $419 $544 Defense, Space & Security 272 281 Other 14 10 Total research and development expense, net $705

$835

Unallocated items and eliminations: Share-based plans ($31) ($22) Deferred compensation (56) (36) Capitalized interest (17) (21) Eliminations and other (66) 75 Sub-total (included in core operating earnings) (170) (4) Pension (358) (189) Postretirement 19 (19)Total unallocated items and eliminations ($509) ($212) The Boeing Company and Subsidiaries Operating and Financial Data (Unaudited) Deliveries Three months ended March 31Commercial Airplanes 2013 2012 737 102 99 747 6 6 767 4 7 777 24 20 787 1 5 Total 137 137 Defense, Space & SecurityBoeing Military Aircraft F/A-18 Models 12 12 F-15E Eagle 3 5 C-17 Globemaster III 3 2 CH-47 Chinook 9 10 AH-64 Apache 15 P-8A Poseidon 2 1 Network & Space Systems Commercial and Civil Satellites 1 1 Military Satellites 2 March 31 December 31Contractual backlog (Dollars in billions) 2013

2012

Commercial Airplanes $322.0

$317.3

Defense, Space & Security: Boeing Military Aircraft 26.6 29.2 Network & Space Systems 9.6 10.1 Global Services & Support 15.4 15.8 Total Defense, Space & Security 51.6 55.1Total contractual backlog $373.6 $372.4Unobligated backlog $18.1 $17.9Total backlog $391.7 $390.3Workforce 173,100 174,400 The Boeing Company and Subsidiaries Reconciliation of Non-GAAP Measures Core Operating Earnings, Core Operating Margin and Core Earnings Per Share (Unaudited) The tables provided below reconcile the non-GAAP financial measures core

operating earnings, core operating margin and core earnings per share with themost directly comparable GAAP financial measures, earnings from operations,

operating margin and diluted earnings per share. See page 6 of this release foradditional information on the use of these non-GAAP financial measures.

(Dollars in millions, except per share data) First Quarter 2013 2012Revenues $18,893 $19,383 GAAP Earnings From Operations $1,528 $1,565GAAP Operating Margin 8.1% 8.1% Unallocated Pension/Postretirement Expense $339 $208Core Operating Earnings (non-GAAP) $1,867 $1,773Core Operating Margin (non-GAAP) 9.9% 9.1% Favorable Court Judgment - ($131) Core Operating Earnings Excluding Favorable Court $1,867 $1,642Judgment

Increase in Core Operating Earnings Excluding Favorable

Court Judgment 14% GAAP Diluted Earnings Per Share $1.44

$1.22

Unallocated Pension/Postretirement Expense $0.29 (a)

$0.18 (b)

Core Earnings Per Share (non-GAAP) $1.73

$1.40

Weighted Average Diluted Shares (millions) 768.7 759.6Increase in GAAP Earnings Per Share 18%Increase in Core Earnings Per Share 24%

(a) Represents the net earnings per share impact of unallocated pension and

postretirement expense of $339 million. The earnings per share amount is

presented net of the federal statutory tax rate of 35.0 percent.

(b) Represents the net earnings per share impact of unallocated pension and

postretirement expense of $208 million. The earnings per share amount is

presented net of the federal statutory tax rate of 35.0 percent. The Boeing Company and Subsidiaries Reconciliation of Non-GAAP Measures 2013 Increase in Core Earnings Per Share (Unaudited) The tables provided below reconcile the non-GAAP financial measures core

operating earnings, core operating margin and core earnings per share with themost directly comparable GAAP financial measures, earnings from operations,

operating margin and diluted earnings per share. See page 6 of this release foradditional information on the use of these non-GAAP financial measures.

Year Ended December 31, 2012 Year Ended December 31, 2013 Guidance Earnings Per Share Earnings Per Share GAAP Diluted Earnings Per Share $5.11 $5.00 - 5.20 Unallocated Pension/ Postretirement Expense 0.77 (a) 1.10 (b) Core Earnings Per Share (non-GAAP) $5.88 $6.10 - 6.30 Weighted average diluted shares (millions) 763.8 763.0 2013 Change in GAAP Earnings per Share ~ 0%

2013 Increase in Core Earnings

per Share ~ 5%

(a) Represents the net earnings per share impact of unallocated pension and

postretirement expense of $899 million. The earnings per share amount is

presented net of the federal statutory tax rate of 35.0 percent.

(b) Represents the net earnings per share impact of unallocated pension and

postretirement expense of approximately $1.3 billion. The earnings per share

amount is presented net of the federal statutory tax rate of 35.0 percent. SOURCE Boeing