Boeing Q4 Net Income More Than Doubles Over Previous Year
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Boeing Q4 Net Income More Than Doubles Over Previous Year

Revenues $14,204 $13,314 7% $54,845 $52,457 5% Earnings From Operations $544 $28 N.M. $2,812 $2,007 40% Operating Margin 3.8% 0.2% 3.6 Pts 5.1% 3.8% 1.3 Pts Reported Net Income $460 $186 147% $2,572 $1,872 37% Reported Earnings per Share $0.58 $0.23 152% $3.20 $2.30 39% Operating Cash Flow (after pension contributions) $2,387 $1,327 80% $7,000 $3,504 100%

CHICAGO, Feb. 1 /PRNewswire-FirstCall/ -- The Boeing Company (NYSE: BA) today reported significant growth in its fourth-quarter financial performance and provided guidance for 2006 and 2007 emphasizing its expectations for continued growth and margin expansion.

Boeing's fourth-quarter net income more than doubled to $460 million, or $0.58 per share, from $186 million, or $0.23, a year ago. Revenue increased 7 percent to $14.2 billion from $13.3 billion while operating margin increased to 3.8 percent from 0.2 percent.

For 2005, Boeing's net income increased to $2.6 billion, or $3.20 per share, from $1.9 billion, or $2.30 per share, in 2004. Revenue rose to $54.8 billion from $52.5 billion and operating margin rose to 5.1 percent from 3.8 percent. Revenue in 2005 grew 5 percent despite labor strikes at Commercial Airplanes and the company's launch business that reduced revenue by approximately $2.3 billion.

Building on progress made in 2005, Boeing is increasing its earnings per share guidance for 2006 to between $3.25 and $3.45. In 2007, earnings per share is projected to rise approximately 25 percent to between $4.10 and $4.30 on higher deliveries of commercial airplanes and company-wide productivity improvements. Further details on financial guidance are provided below.

"Our results and improved outlook reflect a strong commitment to growth, expanding margins and improving how we do business every day," said Chairman, President and Chief Executive Officer Jim McNerney. "As we look ahead, that commitment will be reflected in a continued emphasis on driving results in our core business units and a new focus on a series of growth and productivity initiatives to leverage our capabilities, resources and talent across the entire company."

Boeing's fourth-quarter earnings from operations rose to $544 million from $28 million in the same quarter a year ago, and its operating cash flow grew by 80 percent to $2.4 billion. Free cash flow* was $1.9 billion for the quarter after an investment of $0.5 billion in property, plant & equipment (Table 2). For the year, operating earnings grew 40 percent to $2.8 billion and operating cash flow doubled to a record $7.0 billion. Free cash flow* was $5.5 billion, 140 percent higher than last year's $2.3 billion on strong earnings growth and working capital improvements.


    Table 2. Cash Flow
                                4th Quarter                Full Year
    (Millions)               2005         2004         2005         2004

    Operating Cash Flow(1)  $2,387       $1,327       $7,000       $3,504
      Less Additions to
       Property, Plant &
       Equipment             ($473)       ($547)     ($1,547)     ($1,246)
    Free Cash Flow*         $1,914         $780       $5,453       $2,258

    (1) Includes pension contributions of $0.7 billion in the fourth quarter
        of 2004.  The full-year pension contributions for 2005 and 2004 are
        $1.9 billion and $4.4 billion, respectively.

    * A complete definition of Boeing's use of non-GAAP measures, identified
      by an asterisk (*), is appended to this release.

Fourth quarter earnings per share of $0.58 includes a reduction of 16 cents for the previously disclosed non-cash pension charge related to the sale of Rocketdyne. Results for the year-ago quarter included a tax benefit of 12 cents per share and charges totaling 44 cents per share related to the U.S. Air Force 767 Tanker program and to complete 717 production. Without these items, adjusted earnings per share* would have been 74 cents in fourth quarter 2005 and 55 cents in the same quarter last year. Reconciliations of GAAP earnings per share to adjusted earnings per share* are appended to this release.

Boeing's backlog at year end was a record $202 billion, up 19 percent from the end of the third quarter and 33 percent for the year. That growth primarily reflects the more than 1,000 commercial airplane orders received during the year.

Boeing's cash and investments in marketable securities totaled $8.4 billion at year end, up from $7.5 billion at the end of the third quarter (Table 3) and from $6.1 billion at the end of 2004. This reflected strong operating cash flow partially offset by the ongoing share repurchase program, pension plan contributions, and planned investment increases in Boeing's core businesses. The company repurchased 12.4 million shares during the quarter for $832 million and 45.2 million shares for $2.9 billion during the entire year, leaving 24.3 million shares available under the existing repurchase authorization. The company made no discretionary contributions to its pension plans during the quarter; contributions for all of 2005 totaled $1.9 billion. The funded status of the Company's pension plans improved to 96 percent in 2005.

The Boeing Company debt was unchanged from the end of the third quarter at $3.9 billion. Boeing Capital debt declined slightly to $6.2 billion as strong operating cash flow eliminated the need for new financing.


    Table 3. Cash, Marketable Securities and Debt Balances
                                                            Quarter-End
    (Billions)                                          4Q05           3Q05

    Cash                                                $5.4           $4.5
    Marketable Securities(1)                            $3.0           $3.0
      Total                                             $8.4           $7.5

    Debt Balances:
    The Boeing Company                                  $3.9           $3.9
    Boeing Capital Corporation                          $6.2           $6.4
    Non-Recourse Customer Financing                     $0.6           $0.6
      Total Consolidated Debt                          $10.7          $10.9

    (1) Marketable securities consists primarily of investments in high-
        quality fixed-income and asset-backed securities classified as "short-
        term investments" and "investments."


    Segment Results

    Commercial Airplanes

Boeing Commercial Airplanes' contractual backlog rose 37 percent during the quarter and 89 percent for the full year to $124 billion, reflecting 388 gross orders during the quarter - including 18 that launched the 747-8 program - and 1,029 for the year. From the 787 Dreamliner program launch to the end of 2005, 27 customers had booked a total of 379 orders and commitments for the new airplane, including 291 firm orders.

Revenues for the fourth quarter increased 8 percent to $5.9 billion on higher airplane deliveries, a favorable model mix and higher spares revenue (Table 4). Operating margins were 5.6 percent, reflecting higher revenues partially offset by planned increases in research and development expense. The tanker and 717 related items mentioned above led to a negative operating margin for 2004's fourth quarter. Airplane deliveries totaled 73 units, eight fewer than originally planned due to residual effects of the September labor strike, which reduced results by an estimated 8 cents in the quarter.

For the year, revenues rose 8 percent to $22.7 billion on higher deliveries, increased spares and services sales, and higher used aircraft sales. Deliveries for the year totaled 290 airplanes. Operating earnings grew 90 percent to $1.4 billion.


    Table 4. Commercial Airplanes Operating Results

    (Millions, except
     deliveries &
     margin percent)  4th Quarter        %         Full Year          %
                     2005      2004    Change    2005       2004    Change

    Commercial
     Airplanes
     Deliveries         73        67        9%      290       285        2%

    Revenues        $5,856    $5,398        8%  $22,651   $21,037        8%
    Earnings (Loss)
     from Operations  $330     ($149)     N.M.   $1,432      $753       90%

    Operating Margins 5.6%     (2.8%)  8.4 Pts     6.3%      3.6%   2.7 Pts


    Integrated Defense Systems

Boeing Integrated Defense Systems (IDS) revenues increased 7 percent in the quarter to $8.1 billion due to strong growth in Aircraft & Weapon Systems and Support Systems segments (Table 5). Operating margins increased to 11.4 percent from 8.9 percent driven by double-digit performance in these segments. A strike at IDS's launch business and lower revenue from proprietary programs reduced fourth-quarter revenue by nearly $700 million below previous expectations.

For the year, IDS achieved record revenue, earnings and margins. Revenues rose 1 percent to $30.8 billion, operating earnings rose 33 percent to $3.9 billion, and operating margins increased to 12.6 percent, up from 9.6 percent a year ago. Full year operating earnings include a pre-tax gain of $569 million from the sale of Rocketdyne, without which IDS's operating margin would have been an industry-leading 10.8%.

Aircraft & Weapon Systems revenues increased 18 percent to $3.1 billion for the quarter, primarily due to the delivery mix and timing of C-17 and other aircraft programs. Operating margins were 16.5 percent driven by strong performance across key programs including C-17, F/A-18 and Rotorcraft.

Network Systems revenues declined to $2.9 billion on lower volume on Ground-based Midcourse Defense, Homeland Security and Proprietary programs that was partially offset by increased activity in Future Combat Systems (FCS) and Airborne Command & Control programs. Operating margins fell to 5.7 percent, as lower missile defense and Airborne Early Warning & Control earnings from revised cost and fee estimates offset higher earnings from programs with increased revenues identified above.


    Table 5. Integrated Defense Systems Operating Results

    (Millions, except    4th Quarter        %        Full Year            %
     margin percent)   2005      2004     Change   2005      2004      Change
    Revenues
      Aircraft and
       Weapon Systems $3,099    $2,627      18%   $11,444   $11,394       0%
      Network Systems $2,890    $2,942      (2%)  $11,264   $11,221       0%
      Support Systems $1,588    $1,391      14%    $5,342    $4,881       9%
      Launch and
       Orbital Systems  $548      $667     (18%)   $2,741    $2,969      (8%)
    Total IDS
     Revenues         $8,125    $7,627       7%   $30,791   $30,465       1%

    Earnings (Loss)
     from Operations
      Aircraft and
       Weapon Systems   $511      $291      76%    $1,707    $1,636       4%
      Network Systems   $165      $276     (40%)     $638      $969     (34%)
      Support Systems   $225      $184      22%      $765      $662      16%
      Launch and
       Orbital Systems   $23      ($76)    N.M.      $780     ($342)    N.M.
    Total IDS Earnings
     (Loss) from
     Operations         $924      $675      37%    $3,890    $2,925      33%

    Operating Margins  11.4%      8.9%  2.5 Pts     12.6%      9.6%  3.0 Pts

Support Systems revenues rose 14 percent to $1.6 billion driven by increased volume in Integrated Support Services for Special Operations Forces, C-17, C-130 and F-15K. Operating margins were 14.2 percent, up from 13.2 percent during the same period in 2004.

Launch and Orbital Systems revenues declined 18 percent to $0.5 billion due primarily to the strike affecting the launch business during the quarter. Operating margins rose to 4.2 percent due to higher contract values for Delta IV launch contracts in 2005 and revised cost and fee estimates in 2004.

As previously announced, IDS is reorganizing into 3 new business segments. This new structure will more effectively address evolving customer requirements for capability-driven solutions and improve productivity.

IDS's total backlog continues to be the largest in the industry at $77.6 billion. Contractual backlog grew to $37.9 billion, up from $35.5 billion at the end of the third quarter. Unobligated backlog was $39.7 billion at the end of the fourth quarter. Total IDS backlog, comprised of contractual and unobligated, was down 1 percent from the end of the third quarter and down 10 percent from a year earlier.

Boeing Capital Corporation

Boeing Capital Corporation (BCC) continued to support the operations of Boeing's business units and reduce portfolio risk. Revenues for the fourth quarter grew 5 percent to $238 million on favorable dispositions and restructurings. Pre-tax income rose 14 percent to $40 million on higher revenues and lower asset impairment charges.

For the year, pre-tax income grew 27 percent (Table 6). BCC's year-end portfolio balance was $9.2 billion, unchanged from the end of the third quarter and down $0.5 billion for the year as normal portfolio run-off and depreciation more than offset new business volume. BCC contributed $120 million in cash dividends to the company during the quarter and $338 million for the year. BCC recorded leverage of 5.0-to-1, as measured by the ratio of debt-to-equity.


    Table 6. Boeing Capital Corporation Operating Results

                           4th Quarter        %         Full Year        %
    (Millions)            2005      2004    Change    2005     2004    Change

    Revenues(1)           $238      $226      5%      $966     $959      1%

    Pre-Tax Income
     (Loss)(1)             $40       $35     14%      $232     $183     27%

    Discontinued
     Operations
     (After-Tax)            $0        $4    N.M.       ($7)     $52    N.M.

    (1) 2004 excludes discontinued operations from the sale of BCC's
        commercial finance unit.


    Additional Information

The "Other" segment consists primarily of Boeing Technology and Connexion by Boeing(SM), as well as certain results related to the consolidation of all business units. For the fourth quarter, losses from operations narrowed to $60 million from $162 million last year, due primarily to lower expenses in Boeing Technology in 2005 and asset write-downs in 2004.

Pre-tax (non-cash) pension expense for the quarter was $451 million, up $330 million or $0.26 per share from the same period of 2004. This includes a pre-tax, non-cash pension charge of $228 million from the Rocketdyne sale. Share-based-plans expense was $160 million, up $33 million from the same period of 2004. Deferred stock compensation expense was $50 million, or $0.04 per share, as Boeing's stock price rose during the period.

Outlook

The company is forecasting solid growth in 2006 and 2007 that reflects continued strong performance from its core businesses, higher commercial airplane deliveries and productivity gains across the company. (Table 7).

Boeing's 2006 revenue is expected to be approximately $60 billion, which is below prior estimates due solely to a previously disclosed accounting change in our commercial airplane business. Revenue guidance for 2007 is established at $63.5 billion to $64.5 billion.

Earnings per share guidance for 2006 is being increased to between $3.25 and $3.45, from $3.10 to $3.30 previously forecasted, due to better operating performance and a lower deferred tax charge in the first quarter of 2006 than previously expected. This new outlook indicates an increase of approximately 5 percent over 2005 on a GAAP basis and approximately 40% over 2005 adjusted earnings per share* of $2.39. Boeing expects further EPS growth in 2007, with guidance of between $4.10 and $4.30 per share.

The company is maintaining its 2006 operating cash flow guidance at greater than $5.5 billion, and is setting its 2007 operating cash flow guidance at greater than $5.5 billion.

As noted above, Boeing Commercial Airplanes (BCA) is changing its method of accounting for supplier concession sharing agreements beginning in 2006. It will no longer record concession reimbursements received from suppliers as "Sales and other operating revenues." Instead those will be reflected as a reduction to "Cost of products and services." This accounting change reduced BCA's 2006 revenue guidance by nearly $2 billion, but had only a nominal impact on expected operating earnings. Guidance for 2006 and 2007 now includes this change.

The guidance does not include the impact of the pending United Launch Alliance (ULA) transaction. Launch & Orbital Systems revenue guidance for 2006 includes approximately $1 billion for business planned to be part of ULA. Upon completion of the transaction, Boeing will use the equity method of accounting for this new joint venture, recognizing Boeing's proportionate share of the venture's earnings in the Launch & Orbital Systems segment.

The commercial airplane outlook is very strong. The 2006 delivery forecast remains approximately 395 airplanes, 36 percent higher than in 2005, while 2007 deliveries are expected to increase to between 440 and 445 airplanes. BCA revenue for 2006 is expected to be approximately $27.5 billion, with operating margins greater than 9 percent, while revenue for 2007 is expected to be between $29.5 billion to $30.5 billion, with operating margins greater than 10 percent. The 2006 delivery forecast is completely sold out while the forecast for 2007 is more than 92 percent sold out.

IDS revenues for 2006 are expected to be approximately $31.5 billion, with operating margins of approximately 10.5 percent. For 2007, IDS expects 2 to 5 percent revenue growth and operating margins above 10.5 percent.

Within IDS, Aircraft & Weapon Systems expects revenues of approximately $12.5 billion and operating margins of approximately 13 percent in 2006, with a stable outlook for 2007 and operating margins continuing in the low double- digit range. Network Systems expects revenues of approximately $10.5 billion and margins of approximately 8 percent, with a moderate growth outlook for 2007. Support Systems expects revenue to be approximately $6 billion in 2006 with operating margins of about 13 percent, with moderate revenue growth in 2007 and operating margins continuing in the low double-digit range. Launch & Orbital Systems expects 2006 revenues of about $2.5 billion and operating margins of about 2 percent, with a stable outlook for 2007.

IDS is reorganizing into 3 new segments: Precision Engagement and Mobility Systems, Networks and Space Systems, and Support Systems. We expect to begin reporting through these new segments when we report financial results for the first quarter of 2006.

Boeing's research and development investment is expected to be between $2.6 billion and $2.8 billion in 2006 and between $2.7 billion and $2.9 billion in 2007, reflecting continued investment in planned product development programs. Annual capital expenditures should be approximately $1.6 billion in 2006 and $1.5 billion in 2007.

The company's non-cash pension expense is expected to be approximately $1 billion for 2006 and for 2007. Pension cash funding is expected to be approximately $500 million in each of those years. The company will continue to evaluate making additional discretionary contributions to its pension plans.


    Table 7.  Financial Outlook
    (Billions, except per share data)             2006             2007

    The Boeing Company
      Revenues                                   ~ $60         $63.5 - $64.5
      Earnings Per Share (GAAP)               $3.25 - $3.45    $4.10 - $4.30
      Operating Cash Flow(1)                     > $5.5           > $5.5

    Boeing Commercial Airplanes
      Deliveries                                  ~ 395          440 - 445
      Revenues(2)                                ~ $27.5       $29.5 - $30.5
      Operating Margin                             > 9%            > 10%

    Integrated Defense Systems
      Revenues
        Aircraft and Weapon Systems              ~ $12.5           Stable
        Network Systems                          ~ $10.5      Moderate Growth
        Support Systems                            ~ $6       Moderate Growth
        Launch and Orbital Systems                ~ $2.5           Stable
      Total IDS Revenues                         ~ $31.5       2% - 5% Growth

      Operating Margin
        Aircraft and Weapon Systems                ~ 13%     Low Double Digit
        Network Systems                             ~ 8%    High Single Digit
        Support Systems                            ~ 13%     Low Double Digit
        Launch and Orbital Systems                  ~ 2%     Mid Single Digit
      Total IDS Operating Margin                  ~ 10.5%        > 10.5%

    Boeing Capital Corporation
      Portfolio Growth, Net                         Flat           Flat
      Revenue                                      ~ $0.9         ~ $0.9
      Return on Assets                              > 1%           > 1%

    Research & Development                      $2.6 - $2.8     $2.7 - $2.9
    Capital Expenditures                           ~$1.6           ~$1.5

    (1) After forecast pension contributions of $0.5 billion in 2006 and
        $0.5 billion in 2007.
    (2) Outlook for 2006 and beyond includes the application of the Financial
        Accounting Standards Board's Emerging Issues Task Force (FASB EITF)
        02-16 for vendor concession sharing agreements.  Applying this
        accounting rule decreased expected 2006 revenues by nearly
        $2.0 billion.


    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 measure. Other companies may define the measure differently. The following definitions are provided for free cash flow and adjusted earnings per share.

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.

Adjusted earnings per share

Adjusted earnings per share is defined as diluted earnings per share computed in accordance with generally accepted accounting principles adjusted for certain significant charges or credits. Management believes adjusted earnings per share are important to understanding the company's on-going operations and provide additional insights into underlying business performance. Significant charges or credits are described in the attachments to this release which provide reconciliations between GAAP earnings per share and adjusted earnings per share.

Forward-Looking Information Is Subject to Risk and Uncertainty

Certain statements in this report may constitute "forward-looking" statements within the meaning of the Private Litigation Reform Act of 1995. Words such as "expects," "intends," "plans," "projects," "believes," "estimates," and similar expressions are used to identify these forward- looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed or forecasted in these forward- looking statements. As a result, these statements speak only as of the date they were 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. Our actual results and future trends may differ materially depending on a variety of factors, including the continued operation, viability and growth of major airline customers and non-airline customers (such as the U.S. Government); adverse developments in the value of collateral securing customer and other financings; the occurrence of any significant collective bargaining labor dispute; our successful execution of internal performance plans including our company-wide growth and productivity initiatives, production rate increases and decreases (including any reduction in or termination of an aircraft product), acquisition and divestiture plans, and other cost-reduction and productivity efforts; charges from any future SFAS No. 142 review; an adverse development in rating agency credit ratings or assessments; the actual outcomes of certain pending sales campaigns and the launch of the 787 program and U.S. and foreign government procurement activities, including the uncertainty associated with the procurement of tankers by the U.S. Department of Defense (DoD) and funding of the C-17 program; the cyclical nature of some of our businesses; unanticipated financial market changes which may impact pension plan assumptions; domestic and international competition in the defense, space and commercial areas; continued integration of acquired businesses; performance issues with key suppliers, subcontractors and customers; significant disruption to air travel worldwide (including future terrorist attacks); global trade policies; worldwide political stability; domestic and international economic conditions; price escalation; the outcome of political and legal processes, changing priorities or reductions in the U.S. Government or foreign government defense and space budgets; termination of government or commercial contracts due to unilateral government or customer action or failure to perform; legal, financial and governmental risks related to international transactions; legal and investigatory proceedings; tax settlements with the IRS and various states; U.S. Air Force review of previously awarded contracts; and other economic, political and technological risks and uncertainties. Additional information regarding these factors is contained in our SEC filings, including, without limitation, our Annual Report on Form 10-K for the year ended December 31, 2004 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2005, June 30, 2005 and September 30, 2005.



                     The Boeing Company and Subsidiaries
                    Consolidated Statements of Operations
                                 (Unaudited)

                                          Twelve months        Three months
                                              ended               ended
   (Dollars in millions except per         December 31         December 31
    share data)                           2005     2004       2005     2004

    Sales of products                   $45,398  $43,799    $11,879  $11,201
    Sales of services                     9,447    8,658      2,325    2,113
    Total revenues                       54,845   52,457     14,204   13,314

    Cost of products                    (38,082) (37,759)   (10,359) (10,499)
    Cost of services                     (7,767)  (6,916)    (1,717)  (1,426)
    Boeing Capital Corporation interest
     expense                               (359)    (350)       (93)     (88)
    Total costs and expenses            (46,208) (45,025)   (12,169) (12,013)
                                          8,637    7,432      2,035    1,301
    Income from operating investments,
     net                                     88       91         20       24
    General and administrative expense   (4,228)  (3,657)      (939)    (899)
    Research and development expense     (2,205)  (1,879)      (601)    (414)
    Gain on dispositions, net               520       23         29       16
    Goodwill impairment                               (3)
    Earnings from continuing operations   2,812    2,007        544       28
    Other income, net                       301      288        117       46
    Interest and debt expense              (294)    (335)       (53)     (83)
    Earnings (loss) before income taxes   2,819    1,960        608       (9)
    Income tax (expense)/benefit           (257)    (140)      (144)     191
    Net earnings from continuing
     operations                           2,562    1,820        464      182
    Cumulative effect of accounting
     change, net of taxes                    17                  (4)
    Income (loss) from discontinued
     operations, net of taxes                         10                  (5)
    Net gain (loss) on disposal of
     discontinued operations, net
     of taxes                                (7)      42                   9
    Net earnings                         $2,572   $1,872       $460     $186

    Basic earnings per share from
     continuing operations                $3.26    $2.27      $0.61    $0.24
    Cumulative effect of accounting
     change, net of taxes                  0.03               (0.01)
    Income (loss) from discontinued
     operations, net of taxes                       0.01               (0.01)
    Net gain (loss) on disposal of
     discontinued operations, net of
     taxes                                (0.02)    0.05                0.01
    Basic earnings per share              $3.27    $2.33      $0.60    $0.24

    Diluted earnings per share from
     continuing operations                $3.19    $2.24      $0.59    $0.23
    Cumulative effect of accounting
     change, net of taxes                  0.02               (0.01)
    Income (loss) from discontinued
     operations, net of taxes                       0.01               (0.01)
    Net gain (loss) on disposal of
     discontinued operations, net of
     taxes                                (0.01)    0.05                0.01
    Diluted earnings per share            $3.20    $2.30      $0.58    $0.23
    Cash dividends paid per share         $1.00    $0.77      $0.25    $0.20
    Weighted average diluted shares
     (millions)                           802.9    813.0      791.6    812.7

       See notes to consolidated financial statements.


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

                                                 December 31       December 31
    (Dollars in millions except per share data)      2005              2004

    Assets
    Cash and cash equivalents                       $5,412            $3,204
    Short-term investments                             554               319
    Accounts receivable, net                         5,246             4,653
    Current portion of customer financing, net         367               616
    Deferred income taxes                            2,449             1,991
    Inventories, net of advances and
      progress billings                              7,940             6,508
    Assets of discontinued operations                                     70
         Total current assets                       21,968            17,361
    Customer financing, net                          9,639            10,385
    Property, plant and equipment, net               8,420             8,443
    Goodwill                                         1,924             1,948
    Other acquired intangibles, net                    875               955
    Prepaid pension expense                         13,251            12,588
    Deferred income taxes                              140               154
    Investments                                      2,852             3,050
    Other assets                                       989             1,340
                                                   $60,058           $56,224
    Liabilities and Shareholders' Equity
    Accounts payable and other liabilities         $16,513           $14,869
    Advances and billings in excess of
     related costs                                   9,930             6,384
    Income taxes payable                               556               522
    Short-term debt and current portion of
     long-term debt                                  1,189             1,321
        Total current liabilities                   28,188            23,096
    Deferred income taxes                            2,067             1,090
    Accrued retiree health care                      5,989             5,959
    Accrued pension plan liability                   2,948             3,169
    Deferred lease income                              269               745
    Long-term debt                                   9,538            10,879
      Shareholders' equity:
         Common shares, par value $5.00
          - 1,200,000,000 shares authorized;
          Shares issued -                        - 1,012,261,159 and
          1,011,870,159                              5,061             5,059
         Additional paid-in capital                  4,371             3,420
          Treasury shares, at cost -                                   -
          212,090,978 and 179,686,231              (11,075)           (8,810)
         Retained earnings                          17,276            15,565
         Accumulated other comprehensive loss       (1,778)           (1,925)
          ShareValue Trust Shares -                                  -
          39,593,463 and 38,982,205                 (2,796)           (2,023)
             Total shareholders' equity             11,059            11,286
                                                   $60,058           $56,224


                     The Boeing Company and Subsidiaries
                            Business Segment Data
                                 (Unaudited)

                                            Twelve months       Three months
                                                ended             ended
    (Dollars in millions)                    December 31        December 31
                                            2005     2004     2005      2004
    Revenues:
       Commercial Airplanes               $22,651  $21,037   $5,856    $5,398
       Integrated Defense Systems:
         Aircraft and Weapon Systems       11,444   11,394    3,099     2,627
         Network Systems                   11,264   11,221    2,890     2,942
         Support Systems                    5,342    4,881    1,588     1,391
         Launch and Orbital Systems         2,741    2,969      548       667
       Total Integrated Defense Systems    30,791   30,465    8,125     7,627
       Boeing Capital Corporation             966      959      238       226
       Other                                  972      549      173       139
       Accounting differences/eliminations   (535)    (553)    (188)      (76)
       Total revenues                     $54,845  $52,457  $14,204   $13,314
    Earnings (loss) from continuing
     operations:
       Commercial Airplanes                $1,432     $753     $330     $(149)
       Integrated Defense Systems:
         Aircraft and Weapon Systems        1,707    1,636      511       291
         Network Systems                      638      969      165       276
         Support Systems                      765      662      225       184
         Launch and Orbital Systems           780     (342)      23       (76)
       Total Integrated Defense Systems     3,890    2,925      924       675
       Boeing Capital Corporation             232      183       40        35
       Other                                 (334)    (535)     (60)     (162)
       Accounting differences/eliminations   (989)    (403)    (372)     (169)
       Share-based plans expense             (852)    (576)    (160)     (127)
       Unallocated expense                   (567)    (340)    (158)      (75)
       Earnings from continuing
        operations                          2,812    2,007      544        28
       Other income, net                      301      288      117        46
       Interest and debt expense             (294)    (335)     (53)      (83)
       Earnings (loss) before income taxes  2,819    1,960      608        (9)
       Income tax (expense)/benefit          (257)    (140)    (144)      191
       Net earnings from continuing
        operations                          2,562    1,820      464       182
       Cumulative effect of accounting
        change, net of tax                     17                (4)
       Income (loss) from discontinued
        operations, net of taxes                        10                 (5)
       Net gain (loss) on disposal of
        discontinued operations, net of
        taxes                                  (7)      42                  9
       Net earnings                        $2,572   $1,872     $460      $186

       Effective income tax rate             9.1%     7.1%    23.7%      N.M.

    Research and development expense:
       Commercial Airplanes                $1,302     $941     $381      $245
       Integrated Defense Systems:
         Aircraft and Weapon Systems          374      382       91        83
         Network Systems                      285      234       72        31
         Support Systems                       80       57       20        13
         Launch and Orbital Systems           116      161       26        23
       Total Integrated Defense Systems       855      834      209       150
       Other                                   48      104       11        19
       Total research and development
        expense                            $2,205   $1,879     $601      $414



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

                                             Twelve months      Twelve months
                                                 ended              ended
                                              December 31        December 31
    (Dollars in millions)                         2005               2004

    Cash flows - operating activities:
        Net earnings                             $2,572            $1,872
        Adjustments to reconcile net
         earnings to net cash provided by
         operating activities:
          Non-cash items:
            Impairment of goodwill                                      3
            Share-based plans expense               852               576
            Depreciation                          1,412             1,412
            Amortization of other acquired
             intangibles                             91                97
            Amortization of debt
             discount/premium and issuance costs     23                15
            Pension expense                       1,225               335
            Investment/asset impairment
             charges, net                            83               122
            Customer financing valuation provision   73                45
            Net gain/(loss) on disposal of
             discontinued operations                 12               (66)
            Gain on dispositions, net              (520)              (23)
            Other charges and credits, net          129               539
            Non cash adjustments related to
             discontinued operations                                   15
            Excess tax benefits from share-based
             payment arrangements                   (70)              (23)
         Changes in assets and liabilities -
-
            Accounts receivable                    (592)             (241)
            Inventories, net of advances,
             progress billings and reserves      (1,965)              535
            Accounts payable and other
             liabilities                          1,147             1,321
            Advances in excess of related costs   3,562               735
            Income taxes receivable, payable
             and deferred                           628             1,086
            Deferred lease income                  (476)              (30)
            Prepaid pension expense              (1,862)           (4,355)
            Goodwill                                                   (3)
            Other acquired intangibles, net          11                (1)
            Accrued retiree health care              30               214
            Customer financing, net                 589              (421)
            Other                                    46              (255)
               Net cash provided by operating
                activities                        7,000             3,504

    Cash flows - investing activities:
        Discontinued operations customer
         financing, reductions                        2               174
        Property, plant and equipment,
         additions                               (1,547)           (1,246)
        Property, plant and equipment,
         reductions                                  51               268
        Acquisitions, net of cash acquired         (172)              (34)
        Proceeds from dispositions of
         discontinued operations                                    2,017
        Proceeds from dispositions                1,709               194
        Contributions to investments             (2,866)           (4,142)
        Proceeds from investments                 2,725             1,323
              Net cash used by investing
               activities                           (98)           (1,446)

    Cash flows - financing activities:
        Debt repayments                          (1,378)           (2,208)
        Stock options exercised                     348                98
        Excess tax benefits from share-
         based payment arrangements                  70                23
        Common shares repurchased                (2,877)             (752)
        Dividends paid                             (820)             (648)
               Net cash used by financing
                activities                       (4,657)           (3,487)

    Effect of exchange rate changes on
     cash and cash equivalents                      (37)

    Net increase/(decrease) in cash and
     cash equivalents                             2,208            (1,429)

    Cash and cash equivalents at
     beginning of year                            3,204             4,633

    Cash and cash equivalents at end of year     $5,412            $3,204




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


    Deliveries                            Twelve Months        4th Quarter
    Commercial Airplanes                  2005     2004     2005     2004
         717                                13 (5)   12 (6)    4 (2)    3  (1)
         737 Next-Generation               212      202       52       48
         747                                13       15        4        4
         757                                 2       11
         767                                10        9 (1)    3        3
         777                                40       36       10        9
        Total                              290      285       73       67

         Note: Commercial Airplanes deliveries by model include deliveries
               under operating lease, which are identified by parentheses.


    Integrated Defense Systems
    Aircraft and Weapon Systems:
         Chinook International New Builds
         Apache (New Builds)                   12        3        5        3
         F/A-18E/F                             42       48       10       11
         T-45TS                                10        7        2        2
         F-15                                   6        3        4
         C-17                                  16       16        4        3
         C-40                                   2        3                 2

    Network Systems
         Satellites:

    Launch and Orbital Systems:
         Delta II                               2        4                 1
         Delta IV
         Satellites                             3        2




    Contractual backlog                   December 31 September 30 December 31
    (Dollars in billions)                     2005        2005        2004

        Commercial Airplanes                $124.1       $98.1       $70.4
       Integrated Defense Systems:
         Aircraft and Weapon Systems          19.2        18.8        18.3
         Network Systems                       7.4         7.1        10.2
         Support Systems                       7.7         6.0         6.5
         Launch and Orbital Systems            3.6         3.6         4.2
       Total Integrated Defense Systems       37.9        35.5        39.2
    Total contractual backlog               $162.0      $133.6      $109.6
    Unobligated backlog                      $40.2       $43.5       $47.9
    Workforce                              153,000     152,700     159,000

       Note:   Commercial Airplanes implemented Emerging Issues Task Force
               (EITF) 02-16 as of January 2006.  As a result, concession
               sharing will no longer be included in ending backlog, this has
               been reflected in our 12/31/2005 Commercial Airplanes ending
               backlog which was reduced by $7.8 billion.  Had earlier periods
               reflected this method of accounting, Commercial Airplanes
               contractual backlog would have been reduced by $7.8 billion at
               9/30/2005 and by $4.9 billion at 12/31/2004.



                     The Boeing Company and Subsidiaries
                     Reconciliation of Non-GAAP Measures
                         Adjusted Earnings Per Share
                                 (Unaudited)

    In addition to disclosing results that are determined in accordance with
    U.S. generally accepted accounting principles (GAAP), the company also
    discloses non-GAAP results that exclude certain significant charges or
    credits that are important to an understanding of the company's ongoing
    operations.  The company provides reconciliations of its non-GAAP
    financial reporting to the most comparable GAAP reporting.  The company
    believes that discussion of results excluding certain significant charges
    or credits provides additional insights into underlying business
    performance.  Adjusted earnings per share is not a measure recognized
    under GAAP.  The determination of significant charges or credits may not
    be comparable to similarly titled measures used by other companies and
    may vary from quarter to quarter.

                                                      Three months ended
    Dollars in millions except per share data            December 31
                                                    2005              2004

    GAAP Diluted earnings per share *              $0.58             $0.23

    Rocketdyne divestiture, settlement
     and curtailment costs                          0.16 (a)           -

    Air Force 767 Tanker and 717 Program
     completion                                      -                0.44 (b)

    Cumulative effect of Accounting
     Change, Net of Taxes                           0.01 (c)

    Tax benefits                                   (0.01)(d)         (0.12)(e)

    Adjusted earnings per share *                  $0.74             $0.55

    Weighted average diluted shares
     (millions)                                    791.6             812.7


    (a) Represents the net earnings per share impact of settlement and
        curtailment of pension ($228 pre-tax charge) and other post-
        retirement benefits ($28 pre-tax benefit). This charge was disclosed
        when the transaction was completed in the third quarter at which time
        we recorded a pre-tax gain on the sale of $578. The per share amount
        for the fourth quarter is presented net of income taxes at 37.8%.

    (b) Represents pre-tax charges of $280 related to the 717 Program
        completion and $275 related to 767 United States Air Force Tanker
        Program.  The per share amount is net of income taxes computed using
        a 36.3% tax rate.

    (c) Primarily represents the adoption of FASB Interpretation No. 47,
        Accounting for Conditional Asset Retirement Obligations of ($4).

    (d) Represents net tax benefits of $11 resulting from favorable
        international tax adjustments and a change in valuation allowances
        partly offset by the tax cost of repatriated foreign earnings.

    (e) Represents state income tax audit settlements of $98.

     *  GAAP diluted earnings per share and adjusted earnings per share
        exclude the pro-forma impact of 8 missed commercial aircraft
        deliveries as a result of the International Association of Machinists
        (IAM) strike.  These deliveries would have increased EPS by $0.08 per
        share.


                     The Boeing Company and Subsidiaries
                     Reconciliation of Non-GAAP Measures
                         Adjusted Earnings Per Share
                                 (Unaudited)

    In addition to disclosing results that are determined in accordance with
    U.S. generally accepted accounting principles (GAAP), the company also
    discloses non-GAAP results that exclude certain significant charges or
    credits that are important to an understanding of the company's ongoing
    operations.  The company provides reconciliations of its non-GAAP
    financial reporting to the most comparable GAAP reporting.  The company
    believes that discussion of results excluding certain significant charges
    or credits provides additional insights into underlying business
    performance.  Adjusted earnings per share is not a measure recognized
    under GAAP.  The determination of significant charges or credits may not
    be comparable to similarly titled measures used by other companies and
    may vary from quarter to quarter.

                                                      Twelve months ended
    Dollars in millions except per share data             December 31
                                                    2005              2004

    GAAP Diluted earnings per share *              $3.20             $2.30

    Asset Dispositions/Divestitures                (0.04)(a)           -

    Air Force 767 Tanker and 717 Program
     completion                                      -                0.44 (b)

    Interest associated with income tax
     benefits                                      (0.05)(c)         (0.17)(d)

    Income tax benefits                            (0.71)(e)         (0.45)(f)

    Cumulative effect of Accounting
     Change, Net of Taxes                          (0.02)(g)

    Net (gain)/loss on Discontinued
     Operations, Net of Taxes                       0.01 (h)         (0.06)(i)

    Adjusted earnings per share *                  $2.39             $2.06

    Weighted average diluted shares
     (millions)                                    802.9             813.0


    (a) Represents the net earnings per share impact including pension and
        other post-retirement benefits on the sale of Rocketdyne, Wichita,
        and EDD. The per share amount for the year is presented net of income
        taxes at 37.8%.

    (b) Represents pre-tax charges of $280 related to the 717 Program
        completion and $275 related to 767 United States Air Force Tanker
        Program.  The per share amount is net of income taxes computed using
        a 36.3% tax rate.

    (c) Represents interest income of $64 related to income tax audit
        settlements.  The per share amount is net of income taxes at 37.8%

    (d) Represents interest income of $219 related to income tax audit
        settlements.   The per share amount is net of income taxes at 36.3%

    (e) Represents tax benefits of $570 due to a settlement with the Internal
        Revenue Service for the years 1998 - 2001, a change in valuation
        allowances and provision adjustments related to tax filings for 2004
        and prior years partly offset by the tax cost of repatriating foreign
        earnings.

    (f) Represents tax benefits of $367 from a settlement with the Internal
        Revenue Service (IRS) of the years 1986 - 1997, tax benefits
        associated with state tax audit settlements and other provision
        adjustments.

    (g) Primarily represents the adoption of SFAS No. 123 (revised 2004)
        Share-Based Payment in Q1 2005 and the adoption of FASB
        Interpretation No. 47, Accounting for Conditional Asset Retirement
        Obligations in Q4 2005.

    (h) Represents the net loss from the disposal of discontinued operations
        from the sale of assets from BCC's Commercial Financial Services to
        General Electric Capital Corporation.

    (i) Represents the net gain from the disposal of discontinued operations
        from the sale of assets from BCC's Commercial Financial Services to
        General Electric Capital Corporation.

     *  GAAP diluted earnings per share and adjusted earnings per share
        include the impact of the International Association of Machinists
        (IAM) strike, which resulted in 29 fewer commercial aircraft
        deliveries than planned.  These deliveries would have increased EPS by
        $0.35 per share.

CONTACT: Investor Relations, David Dohnalek or Rob Young, +1-312-544-2140,
or Communications, John Dern or Todd Blecher, +1-312-544-2002, all of
Boeing

Web site: http://www.boeing.com/