Boeing Reports First Quarter Results; Updates Outlook 
                                        
    CHICAGO, April 23 -- 
 
     - Results reflect strong operating performance at Integrated Defense  
       Systems and Commercial Airplanes, partially offsetting severe  
       commercial markets downturn 
     - Reported earnings include previously disclosed non-cash charges to  
       revalue goodwill balances and customer financing assets 
     - Reported first quarter loss of $0.60 per share includes non-cash  
       charges totaling $1.02 per share to revalue goodwill balances, and  
       $0.20 per share to strengthen reserves and revalue certain customer  
       financing portfolio investments and assets, primarily at Boeing Capital  
       Corporation 
     - Adjusted earnings per share* totals $0.42, reflecting solid core  
       aerospace performance in challenging commercial and strong defense  
       markets  
     - Revenues remain solid at $12.3 billion for the first quarter; 2003  
       revenue guidance unchanged 
     - Negative operating cash flow of $428 million and free cash flow* of  
       $558 million primarily reflects receipts timing at Integrated Defense  
       Systems, and lower period orders at Commercial Airplanes; 2003 cash 
       flow guidance unchanged 
     - Revising 2003 adjusted earnings per share* guidance from $1.90-$2.10 
       to $1.70-$1.90; reflects first quarter non-cash charges related to the  
       customer financing portfolio totaling $0.20 per share 
     - GAAP 2003 earnings per share outlook $0.68 - $0.88 per share; reflects  
       first quarter non-cash charges related to the customer finance  
       portfolio ($0.20) and goodwill impairment ($1.02) totaling $1.22 per  
       share  
 
     Selected Operating Highlights - First Quarter 2003: 
     - Delivered strong Integrated Defense Systems operating results,  
       excluding goodwill charges, on an 18 percent increase in revenue;  
       completed first Delta IV EELV mission for the United States Air Force  
     - Maintained strong Commercial Airplanes operating performance, excluding  
       goodwill charges, on lower planned deliveries of 71 airplanes;  
       completed first flight of the extended-range 777 airplane and resumed  
       development of longer-range 777 airplane; won significant order from 
       Ryanair 
     - Conducted well-received consumer trials of Connexion by Boeing(SM)  
       high-speed internet service with Lufthansa and British Airways 
 
 
     Table 1.  Summary Financial Results  
     (Millions, except per share data)  
      
                                               1Q03        1Q02       % Change  
      
     Revenues                                $12,260     $13,821        (11%)  
     Reported Net Loss                         ($478)    ($1,249)        62%   
     Reported Loss per Share                  ($0.60)     ($1.54)        61%   
      
     Diluted EPS Impact of Non-Cash SFAS 142          
       Goodwill Impairment Charges            ($1.02)     ($2.26)              
      
     Adjusted Earnings per Share* (1)          $0.42       $0.72        (42%)  
      
      Average Diluted Shares for EPS            800.0       807.8              
      
     (1) Includes customer financing portfolio charges of $0.20 per share.  
                                                                            
 
     * A complete definition and discussion of Boeing's use of non-GAAP  
       measures, identified by an asterisk (*), is attached at the end of the  
       release. 
 
 
    The Boeing Company (NYSE: BA) reported a net loss of $478 million, or 
$0.60 per share, for the first quarter of 2003 on revenues of $12.3 billion.  
The loss included previously announced non-cash, after-tax charges totaling 
$818 million, or $1.02 per share, related to the company's analysis of 
goodwill impairment, and $159 million, or $0.20 per share, to strengthen 
reserves and revalue assets in Boeing's customer finance portfolio.   However, 
the underlying performance of the company's aerospace businesses was strong.  
Excluding the $1.02 impact of goodwill impairment charges, adjusted earnings 
per share* totaled $0.42.   
    "During the first quarter we continued to run healthy businesses in 
dynamic market conditions.  Integrated Defense Systems delivered strong 
results in its growing markets, and aggressive management at Boeing Commercial 
Airplanes again resulted in solid performance," said Boeing Chairman and Chief 
Executive Officer Phil Condit.  Condit added, "Boeing Capital is managing 
conservatively, and Boeing's balanced portfolio of aerospace businesses 
underpins our continued strength and profitability." 
    As shown in Table 2 below, the company reported a first quarter 2003 loss 
from operations of $373 million compared with earnings from operations of  
$902 million in the first quarter of 2002.  This included pre-tax non-cash 
charges of $1.2 billion consisting of $913 million for goodwill impairment and 
$251 million related to Boeing's finance portfolio.  Excluding these charges, 
the decrease was primarily the result of lower planned commercial airplane 
deliveries and lower pension income, as expected.  Performance and growth at 
Integrated Defense Systems and production efficiencies at Commercial Airplanes 
partially offset this reduction. 
 
 
    Table 2.  Earnings from Operations & Margins  
    (Millions, except margin percent)                         
      
                                                        1Q03           1Q02  
   
    Earnings / (Losses) from Operations                ($373)          $902   
   
      Add Back: Goodwill Impairment Charges (1)         $913             --(2)  
   
    Adjusted Earnings from Operations*                  $540           $902   
   
    Operating Margin                                   (3.0%)          6.5%   
    Adjusted Operating Margin*                          4.4%           6.5%   
      
    (1) See segment results and Boeing press release dated April 10, 2003, for   
        additional information. This amount reflects a downward revision of  
        $18 million from the press release dated April 10, which reported  
        $931 million.                                              
    (2) Upon adopting SFAS 142 in the first quarter of 2002, the company   
        recorded a transitional goodwill impairment charge of $2.4 billion,   
        $1.8 billion net of tax, presented as a cumulative effect of   
        accounting change. This charge did not impact 1Q02 reported earnings   
        from operations.                                      
 
 
    Deferred stock compensation pre-tax expense decreased $49 million during 
the quarter due to the decline in the company's stock price from December 31 
through March 31. This resulted in a $0.04 benefit to earnings per share.  
Pre-tax expense for share-based plans totaled $114 million and reduced 
earnings per share by $0.09.  Netted together, consolidated stock compensation 
expenses lowered first quarter earnings per share by a total of $0.05. 
    As shown in Table 3 below, the company reported negative operating cash 
flow and negative free cash flow* for the quarter. This reflects receipts 
timing and inventory growth at Integrated Defense Systems, lower period orders 
at Boeing Commercial Airplanes, and higher tax payments.  As noted in the 
Outlook section, free cash flow* guidance for 2003 remains unchanged.  The 
company did not contribute cash to its pension plans in either period. 
 
 
    Table 3.  Cash Flow  
    (Millions)  
                                                        1Q03         1Q02(1)  
      
    Operating Cash Flow                                ($428)          $761   
    Less Property, Plant & Equipment, Net              ($130)         ($223)  
    Free Cash Flow*                                    ($558)          $538   
      
    (1) 1Q02 numbers reflect reclassifications previously disclosed in 2002   
        results.                                              
 
 
    Cash and short-term investment balances at the end of the first quarter 
totaled $2.0 billion, down slightly from the end of 2002.   Consolidated debt 
increased to $15.0 billion, reflecting the successful $1.0 billion long-term 
bond issue of The Boeing Company completed in February.    
 
 
    Table 4. Quarter-End Cash and Debt Balances  
    (Billions)  
      
                                                        1Q03           4Q02  
 
    Cash                                                $2.0           $2.3   
      
    Debt Balances:                                            
    The Boeing Company                                  $5.1           $4.4   
    Boeing Capital Corporation                          $9.3           $9.4   
    Non-Recourse Customer Financing                     $0.6           $0.6   
    Total Consolidated Debt                            $15.0          $14.4   
 
 
    Segment Results 
 
    Boeing Commercial Airplanes 
    Commercial Airplanes continues to aggressively manage for profitability 
through the unprecedented downturn in its markets.  During the quarter they 
remained focused on resizing operations, improving efficiency, and pursuing a 
disciplined product development strategy, including a new 7E7 airplane.  
Commercial Airplanes results are summarized in Table 5 below. 
 
 
    Table 5. Commercial Airplanes Operating Results          
    (Millions, except deliveries & margin percent)  
      
                                              1Q03         1Q02    % Change  
      
    Commercial Airplanes Deliveries             71          110     (35%)  
      
    Revenues                                $5,697       $8,313     (31%)  
    Earnings/(Losses) from Operations(1)     ($112)        $639    (118%)  
      
     Add Back: Goodwill Impairment Charges    $341           --            
      
    Adjusted Earnings from Operations*        $229         $639     (64%)  
      
    Operating Margins                        (2.0%)        7.7%            
    Adjusted Operating Margins*               4.0%         7.7%            
      
    (1) As previously announced, Commercial Airplanes is reporting segment   
        earnings from operations on a program accounting basis starting with   
        the first quarter of 2003. The 1Q02 results in the table have been   
        recast to reflect the program accounting methodology. Supplemental  
        data for all of 2002 recast using the program accounting methodology  
        is attached. Additional information on earnings from operations   
        calculated using the unit cost method formerly reported is disclosed   
        at Boeing's Investor Relations website ( www.boeing.com ).          
 
 
    During the first quarter, deliveries of commercial airplanes decreased  
35 percent to 71 airplanes, and revenues fell 31 percent to $5.7 billion when 
compared with the first quarter of 2002.  Reported period losses of  
$112 million included non-cash charges for goodwill impairment totaling  
$341 million, as previously announced.  Commercial Airplanes adjusted earnings 
from operations* totaled $229 million as continued strong operating 
performance partially offset the impact of significantly lower deliveries and 
revenues.  Adjusted operating margins* were 4.0 percent in the period compared 
to 7.7 percent for the first quarter last year. 
    Commercial Airplanes received 32 gross orders during the quarter.  
Contractual backlog totaled $65.8 billion compared with $68.2 billion at the 
end of 2002. 
 
    Integrated Defense Systems 
    Integrated Defense Systems delivered strong revenue growth and excellent 
operating performance in the quarter.  Revenues increased 18 percent to  
$6.3 billion, up from $5.3 billion in the first quarter of 2002.  Reported 
operating earnings of $31 million include the charge for goodwill impairment 
of $572 million.  Excluding this charge, adjusted earnings from operations* 
rose 49 percent to $603 million compared with the first quarter of 2002.  
Higher deliveries at Aircraft and Weapon Systems, revenue and margin growth at 
Network Systems and Support Systems, and improved performance at Launch and 
Orbital Systems all contributed to an outstanding quarter. 
    Integrated Defense Systems results are summarized below and reflect the 
new segment reporting structure effective January 1, 2003, as previously 
disclosed.  A description of each of the segments and pro-forma financial 
results encompassing the prior four quarters are attached as supplemental 
information to this release.  
 
 
    Table 6. Integrated Defense Systems Operating Results         
    (Millions, except margin percent)  
      
                                             1Q03         1Q02      % Change  
    Revenues                                        
      Aircraft and Weapon Systems           $2,684       $2,209        22%   
      Network Systems                       $1,954       $1,583        23%   
      Support Systems                         $965         $766        26%   
      Launch and Orbital Systems              $658         $746       (12%)  
    Total IDS Revenues                      $6,261       $5,304        18%   
      
    Earnings/(Losses) from Operations               
      Aircraft and Weapon Systems             $381         $294        30%   
      Network Systems                         $134         $110        22%   
      Support Systems                         $109          $51       114%   
      Launch and Orbital Systems (1)         ($593)        ($50)      N.M.  
    Total IDS Earnings from Operations         $31         $405       (92%)  
      
      Add Back: Goodwill Impairment Charges   $572           --             
      
    Adjusted Earnings from Operations*        $603         $405        49%   
      
    Operating Margins                         0.5%         7.6%             
    Adjusted Operating Margins*               9.6%         7.6%             
      
    (1) 1Q03 results include SFAS 142 goodwill impairment charges totaling   
        $572 million.  "N.M." = Not Meaningful       
 
 
    Aircraft and Weapon Systems again delivered strong financial results.  
Revenues for the quarter rose 22 percent to almost $2.7 billion on higher  
C-17, F/A-18, and JDAM deliveries.  Performance remained excellent with 
operating margins at 14.2 percent, up from 13.3 percent in 2002, and included 
continuing investment in the 767 tanker program. 
    Network Systems results for the first quarter reflect continuing strong 
growth in homeland security, intelligence, and DOD network-centric programs as 
revenues rose 23 percent to $2.0 billion.  Operating margins totaled 6.9 
percent, similar to the first quarter of 2002. 
    Support Systems delivered strong growth with revenues up 26 percent to 
nearly $1.0 billion on significant increases in tactical and transport 
aircraft spares and modernization.  The revenue growth and excellent operating 
performance drove operating margins up sharply to 11.3 percent from  
6.7 percent in the first quarter of 2002.  Unfavorable performance on a 
modernization and upgrade contract affected 2002 results. 
    Excluding the charge for goodwill impairment, Launch and Orbital Systems 
adjusted operating losses* narrowed significantly to $21 million in the first 
quarter when compared with the first quarter of 2002.  Revenues fell 12 
percent on fewer satellite deliveries partially offset by one Delta IV 
delivery.  Launch and Orbital Systems had four successful launches during the 
quarter.  Boeing continues to resize the business to its markets and announced 
plans to consolidate launch vehicle manufacturing and assembly in Alabama.   
    Contractual backlog at the end of the quarter increased slightly to  
$36.5 billion compared with $36.0 billion at the end of 2002. 
 
    Boeing Capital Corporation 
 
    Boeing Capital Corporation (BCC) results are summarized in Table 7 below. 
 
 
    Table 7. Boeing Capital Corporation Operating Results         
    (Millions)  
      
                                               1Q03        1Q02    % Change  
      
    Revenues                                   $283        $228       24%   
    Pre-Tax Income/(Loss) (1)                 ($113)        $66     (271%)  
      
    (1) Includes financing-related interest expense of $111 million and   
        $90 million for 1Q03 and 1Q02 respectively. Supplemental data for 2002   
        reported with interest expense included is attached.     
 
 
    Revenues increased 24 percent to $283 million as a result of portfolio 
growth during 2002.  Including the previously announced charges totaling  
$193 million for strengthening reserves and revaluing certain assets, BCC 
recorded a pre-tax loss, including interest expense, of $113 million compared 
with pre-tax income of $66 million in the first quarter of 2002.   Additional 
charges related to the customer financing portfolio totaling $58 million were 
recorded in Boeing's "Other" segment during the quarter as a result of 
corporate guarantees to Boeing Capital. 
    BCC increased its allowance for losses on finance leases and notes 
receivable to 5.3 percent of receivables, up from 3.5 percent at the end of 
2002.  In addition, the customer financing portfolio declined slightly during 
the quarter to $11.7 billion, compared to $11.8 billion at the end of 2002 and 
$10.3 billion at the end of the first quarter of 2002.  This decrease reflects 
lower new business volume and transaction timing.  New business volume 
totaling just under $0.4 billion was offset by slightly higher asset run-off 
and depreciation.   
    At quarter-end, approximately 76 percent of Boeing Capital Corporation's 
portfolio was related to Boeing products and services (primarily commercial 
aircraft) compared with 76 percent at the end of 2002, and 70 percent at the 
end of 2001.  Leverage, as measured by the ratio of debt-to-equity, was a 
conservative 5.6-to-1. 
 
    "Other" Segment 
    The "Other" segment consists chiefly of the Connexion by Boeing(SM), Air 
Traffic Management, and Boeing technology units, as well as certain results 
related to the consolidation of all business units.  Losses from operations 
for the quarter totaled $121 million driven in part by the charges noted above 
related to customer financing activities; these totaled $58 million. 
    During the first quarter, Connexion by Boeing achieved a key milestone as 
it conducted initial commercial service demonstrations on transatlantic 
Lufthansa and British Airways flights.  Boeing's Air Traffic Management unit 
continued to build support for a modernized global air traffic management 
system. 
 
    Outlook 
    The outlook below in Table 8 reflects the company's current assessment of 
the markets for its products and services during the guidance period.   
 
 
    Table 8. Financial Outlook  
    (Billions, except per share data)  
                                                  2003               2004  
 
    Revenues                                     +/-$49            $52-$54  
      
    Earnings Per Share (GAAP)                 $0.68-$0.88        $2.10-$2.30  
     Add back: Goodwill Impairment Charges       $1.02                     
    Adjusted Earnings Per Share*              $1.70-$1.90        $2.10-$2.30  
      
    Operating Cash Flow                        $3.0-$3.5            >$3.5  
     Less: Property, Plant & Equipment, Net      +/-$1              +/-$1  
    Free Cash Flow*                            $2.0-$2.5            >$2.5  
 
 
    The company continues to monitor conditions in its key markets.   In the 
commercial aviation market, the war in Iraq, increased security costs, the 
emergence of severe acute respiratory syndrome (SARS) and airline industry 
restructuring together create a dynamic environment; it is too early to reach 
conclusions regarding the ultimate impact.  However, the downturn remains 
severe, with trends varying between carriers and regions, and has reduced 
demand across all airplane models.  In the company's commercial space markets, 
demand for launch services and satellites also remains soft.  The company is 
aggressively managing its commercial businesses to address market realities.  
    At the same time, the company's defense and non-commercial space markets 
are expected to remain quite strong. Boeing is well positioned to support 
customer requirements, including the transformation of the military.  
Integrated Defense Systems' missile defense, homeland security, intelligence, 
and DOD network-centric businesses are expected to grow.  Aircraft, weapons, 
and aerospace support programs are expected to deliver results similar to the 
strong levels achieved in 2002.  Thus, strength in defense and non-commercial 
space markets will continue to somewhat offset the downturn in the company's 
commercial aviation and space markets.   
    At Boeing Capital Corporation, revenues are expected to increase due to 
prior-year portfolio growth and current-year financing requirements.  BCC will 
focus on minimizing risk and preserving value through careful transaction 
structuring and portfolio management. 
    Boeing Commercial Airplanes' forecast deliveries for 2003 and 2004 are 
unchanged.  The delivery forecast for 2003 is approximately 280 airplanes and 
is virtually sold out.  The delivery forecast for 2004 remains between 275 and 
300 airplanes, with a gradual market recovery beginning in 2005.  The 2004 
delivery forecast is approximately 85 percent sold for 2004 at the lower end 
of the range. 
    Boeing revenue guidance for 2003 and 2004 is unchanged.  Revenue guidance 
remains at +/- $49 billion for 2003, and $52 billion to $54 billion for 2004. 
    As a result of the non-cash charges this quarter, the company is revising 
its earnings per share guidance. On a GAAP basis, the company's 2003 earnings 
per share outlook ranges from $0.68 - $0.88 per share.  The GAAP earnings per 
share outlook reflects non-cash charges totaling $1.22 per share recognized in 
the first quarter.  This includes the charges for goodwill impairment  ($1.02 
per share) and the customer financing portfolio ($0.20 per share).  
    The company's 2003 adjusted earnings per share* guidance, which adds back 
the charges for goodwill to better reflect the results of current period 
operating activities, has been revised from $1.90 - $2.10 per share to $1.70 - 
$1.90 per share.  The downward revision reflects the first quarter non-cash 
charges totaling $0.20 per share related to the customer financing portfolio.  
Earnings per share guidance for 2004 remains unchanged at $2.10 - $2.30. 
    Earnings per share guidance for 2004 includes an estimated unfavorable 
impact of $0.15 - $0.25 per share from pension expense. This compares to an 
estimated favorable impact of approximately $0.05 per share from pension 
income in 2003.  These amounts are unchanged from prior guidance.  As noted, 
the actual impact of pensions on 2004 earnings per share could differ and 
depends on market conditions and plan performance. 
    As noted in Table 8, operating cash flows are expected to be $3.0 to  
$3.5 billion in 2003 and greater than $3.5 billion in 2004.  Free cash flow* 
guidance remains unchanged for 2003 at $2.0 to $2.5 billion, and for 2004 at 
greater than $2.5 billion.  Following historical patterns, Boeing expects 2003 
cash flows to be significantly greater in the second half of 2003 than in the 
first half.  The pension funding outlook included in these totals remains 
unchanged from the prior quarter.  The company expects to make discretionary 
funding contributions in 2003.  Free cash flow* guidance for 2004 includes 
pre-tax pension contributions totaling approximately $1.0 billion. 
    Boeing expects research and development to remain between 3.0 and 3.5 
percent of sales including the investment to develop a new mid-size commercial 
airplane. 
 
 
                         Non-GAAP Measure Disclosure 
 
    The following definitions are provided for non-GAAP (Generally Accepted 
Accounting Principles) measures (indicated by an asterisk *) used by the 
company within this disclosure.  Boeing does not intend for the information to 
be considered in isolation or as a substitute for the related GAAP measures.  
Other companies may define the measures differently. 
 
    Adjusted Financial Results 
    Boeing reports adjusted earnings per share, earnings from operations, and 
operating margins excluding SFAS 142 goodwill charges.  Management believes 
that these adjusted financial results provide investors with an important 
perspective on the current underlying operating performance of the business by 
identifying the impact of non-cash adjustments related to past acquisitions.   
 
        Adjusted Earnings per Share 
        Boeing defines adjusted earnings per share as GAAP earnings per share  
        (EPS) less SFAS 142 goodwill charges.  Table 1 provides a  
        reconciliation between GAAP EPS and adjusted EPS. 
 
        Adjusted Earnings from Operations (or Adjusted Operating Losses) 
        Boeing defines adjusted earnings from operations as GAAP earnings from  
        operations less SFAS 142 goodwill charges.  Tables 2, 5, 6, and 8  
        provide reconciliations between GAAP earnings from operations and  
        adjusted earnings from operations. 
 
        Adjusted Operating Margin 
        Boeing defines adjusted operating margin as the adjusted earnings from 
        operations (defined above) divided by revenues.  Tables 2, 5, and 6  
        provide reconciliations between GAAP operating margins and adjusted  
        operating margins. 
 
    Free Cash Flow 
    Free cash flow is defined as GAAP operating cash flow less capital 
expenditures for property, plant, and equipment.  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.  Table 3 provides a reconciliation between GAAP operating 
cash flow and free cash flow. 
      
        Forward-Looking Information Is Subject to Risk and Uncertainty 
      
    Certain statements in this release 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.  Forward looking statements in this release include, but 
are not limited to, our assessment of the markets for our products, statements 
discussing the growth of our business segments, and the statements contained 
in the "Outlook" section of this release.  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 impact of the commercial aviation downturn on overall production, as 
well as the impact on production or production rates for specific commercial 
airplane models, 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; tax settlement with the U.S. Government; the Company's successful 
execution of internal performance plans, 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 142 review; an adverse development in 
rating agency credit ratings or assessments; the actual outcomes of certain 
pending sales campaigns and U.S. and foreign government procurement 
activities, including the timing of procurement of tankers by the U.S. 
Department of Defense; the cyclical nature of some of the Company's 
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; factors 
that could result in significant and prolonged disruption to air travel 
worldwide (including the status of and impacts flowing from the war in Iraq 
and future terrorist attacks); any additional impacts from the attacks of 
September 11, 2001; global trade policies; worldwide political stability; 
domestic and international economic conditions; price escalation; the outcome 
of political and legal processes, including uncertainty regarding government 
funding of certain programs; 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 proceedings; and other economic, 
political and technological risks and uncertainties. Additional information 
regarding these factors is contained in the Company's SEC filings, including, 
without limitation, the Company's Annual Report on Form 10-K for the year 
ended December 31, 2002. 
 
 
                     The Boeing Company and Subsidiaries 
                    Consolidated Statements of Operations 
                                 (Unaudited) 
     
                                                          Three months ended 
    (Dollars in millions except per share data)                 March 31 
                                                          2003          2002 
 
    Sales and other operating revenues                  $12,260       $13,821 
    Cost of products and services                       (10,538)      (11,571) 
    Boeing Capital Corporation interest expense            (111)          (90) 
                                                          1,611         2,160 
    Income from operating investments, net                    6            11 
    General and administrative expense                     (612)         (672) 
    Research and development expense                       (361)         (459) 
    Gain on dispositions, net                                 7 
    Share-based plans expense                              (114)         (104) 
    Goodwill impairment                                    (913) 
    Impact of September 11, 2001, (charges)/recoveries        3           (34) 
 
    Earnings (loss) from operations                        (373)          902 
    Other income/(expense), net                              19            12 
    Interest and debt expense                               (93)          (82) 
 
    Earnings (loss) before income taxes                    (447)          832 
    Income tax expense                                      (31)         (254) 
 
    Net earnings (loss) before cumulative effect of  
     accounting change                                     (478)          578 
    Cumulative effect of accounting change, net of tax                 (1,827) 
    Net earnings (loss)                                   $(478)      $(1,249) 
 
    Basic earnings (loss) per share before cumulative  
     effect of accounting change                         $(0.60)        $0.72 
    Cumulative effect of accounting change, net of tax                  (2.28) 
    Basic earnings (loss) per share                      $(0.60)       $(1.56) 
 
    Diluted earnings (loss) per share before cumulative  
     effect of accounting change                         $(0.60)        $0.72 
    Cumulative effect of accounting change, net of tax                  (2.26) 
    Diluted earnings (loss) per share                    $(0.60)       $(1.54) 
 
    Cash dividends paid per share                         $0.17         $0.17 
    Average diluted shares (millions)                     800.0         807.8 
     
     
                     The Boeing Company and Subsidiaries 
                Consolidated Statements of Financial Position 
                                 (Unaudited) 
     
                                                        March 31   December 31 
    (Dollars in millions except per share data)            2003        2002 
     
    Assets 
    Cash and cash equivalents                            $1,993       $2,333 
    Accounts receivable                                   4,929        5,007 
    Current portion of customer and commercial  
     financing                                            1,324        1,289 
    Deferred income taxes                                 2,042        2,042 
    Inventories, net of advances, progress billings  
     and reserves                                         6,426        6,184 
      Total current assets                               16,714       16,855 
    Customer and commercial financing, net               10,866       10,922 
    Property, plant and equipment, net                    8,614        8,765 
    Goodwill                                              1,910        2,760 
    Other acquired intangibles, net                       1,105        1,128 
    Prepaid pension expense                               6,713        6,671 
    Deferred income taxes                                 2,247        2,272 
    Other assets                                          3,058        2,969 
                                                        $51,227      $52,342 
 
    Liabilities and Shareholders' Equity 
    Accounts payable and other liabilities              $13,006      $13,739 
    Advances in excess of related costs                   2,734        3,123 
    Income taxes payable                                    893        1,134 
    Short-term debt and current portion of  
     long-term debt                                       1,801        1,814 
      Total current liabilities                          18,434       19,810 
 
    Accrued retiree health care                           5,510        5,434 
    Accrued pension plan liability                        6,271        6,271 
    Deferred lease income                                   521          542 
    Long-term debt                                       13,207       12,589 
      Shareholders' equity: 
      Common shares, par value $5.00 - 1,200,000,000  
       shares authorized; Shares issued -  
       1,011,870,159 and 1,011,870,159                    5,059        5,059 
      Additional paid-in capital                          1,850        2,141 
      Treasury shares, at cost -         
       171,154,669 and 171,834,950                       (8,361)      (8,397) 
       Retained earnings                                 13,784       14,262 
       Accumulated other comprehensive income            (4,023)      (4,045) 
       ShareValue Trust shares -          
        40,639,185 and 40,373,809                        (1,025)      (1,324) 
         Total shareholders' equity                       7,284        7,696 
                                                        $51,227      $52,342 
 
 
                     The Boeing Company and Subsidiaries 
                    Consolidated Statements of Cash Flows 
                                 (Unaudited) 
     
                                                           Three months ended 
                                                                 March 31 
    (Dollars in millions)                                   2003       2002 
     
    Cash flows - operating activities: 
      Net earnings                                         $(478)     $(1,249) 
      Adjustments to reconcile net earnings to net cash  
       provided by operating activities: 
        Non-cash items: 
          Impairment of goodwill                             913        2,410 
          Share-based plans expense                          114          104 
          Depreciation                                       343          300 
          Amortization of other acquired intangibles          23           22 
          Amortization of debt discount/premium and      
           issuance costs                                      4            3 
          Pension income                                     (42)        (158) 
          Investment/asset impairment charges                 52           46 
          Customer and commercial financing valuation       
           provision                                         170            8 
          Gain on dispositions, net                           (7) 
          Other charges and credits, net                      27           12 
      Changes in assets and liabilities -- 
        Accounts receivable                                   25         (525) 
        Inventories, net of advances, progress billings  
         and reserves                                       (275)         529 
        Accounts payable and other liabilities              (589)         (53) 
        Advances in excess of related costs                 (389)        (433) 
        Income taxes payable and deferred                   (303)        (479) 
        Deferred lease income                                (21)         (20) 
        Accrued retiree health care                           76           53 
        Other                                                (71)         191 
          Net cash provided (used) by operating activities  (428)         761 
     
    Cash flows - investing activities: 
      Customer financing and properties on lease,  
       additions                                            (536)      (1,064) 
      Customer financing and properties on lease,  
       reductions                                            254          410 
      Property, plant and equipment, net additions          (130)        (223) 
      Acquisitions, net of cash acquired                     (71) 
      Proceeds from dispositions                              62 
      Contributions to investment in strategic and  
       non-strategic operations                               (7)        (294) 
      Proceeds from investment in strategic and  
       non-strategic operations                               21           34 
        Net cash used by investing activities               (407)      (1,137) 
     
    Cash flows - financing activities: 
      New borrowings                                       1,037          740 
      Debt repayments                                       (415)        (246) 
      Stock options exercised, other                          16           34 
      Dividends paid                                        (143)        (142) 
        Net cash provided by financing activities            495          386 
     
    Net increase (decrease) in cash and cash equivalents    (340)          10 
     
    Cash and cash equivalents at beginning of year         2,333          633 
     
    Cash and cash equivalents at end of 1st quarter       $1,993         $643 
     
     
                     The Boeing Company and Subsidiaries 
                            Business Segment Data 
                                 (Unaudited) 
     
                                                         Three months ended 
    (Dollars in millions)                                      March 31 
                                                          2003         2002 
    Revenues: 
      Commercial Airplanes                               $5,697       $8,313 
      Integrated Defense Systems: 
        Aircraft and Weapon Systems                       2,684        2,209 
        Network Systems                                   1,954        1,583 
        Support Systems                                     965          766 
        Launch and Orbital Systems                          658          746 
      Total Integrated Defense Systems                    6,261        5,304 
      Boeing Capital Corporation                            283          228 
      Other                                                 230          126 
      Accounting differences/eliminations                  (211)        (150) 
        Operating revenues                              $12,260      $13,821 
 
    Earnings (loss) from operations: 
      Commercial Airplanes                                $(112)        $639 
      Integrated Defense Systems: 
        Aircraft and Weapon Systems                         381          294 
        Network Systems                                     134          110 
        Support Systems                                     109           51 
        Launch and Orbital Systems                         (593)         (50) 
      Total Integrated Defense Systems                       31          405 
      Boeing Capital Corporation                           (113)          66 
      Other                                                (121)         (52) 
      Accounting differences/eliminations                    25           69 
      Share-based plans expense                            (114)        (104) 
      Unallocated (expense)/income                           31         (121) 
      Earnings (loss) from operations                      (373)         902 
      Other income/(expense), net                            19           12 
      Interest and debt expense                             (93)         (82) 
      Earnings (loss) before income taxes                  (447)         832 
      Income tax expense                                    (31)        (254) 
      Net earnings (loss) before cumulative effect  
       of accounting change                               $(478)        $578 
      Effective income tax rate                           (6.9%)       30.5% 
     
    Research and development expense: 
      Commercial Airplanes                                 $157         $223 
      Integrated Defense Systems: 
        Aircraft and Weapon Systems                          78           73 
        Network Systems                                      42           60 
        Support Systems                                      15           10 
        Launch and Orbital Systems                           48           67 
      Total Integrated Defense Systems                      183          210 
      Other                                                  21           26 
      Total research and development expense               $361         $459 
     
     
                     The Boeing Company and Subsidiaries 
                         Operating and Financial Data 
                                 (Unaudited) 
         
    Deliveries                               1st Quarter 
    Commercial Airplanes                    2003     2002 
         717                                  3(2)     3 
         737 Next-Generation*                41       59(1) 
         747                                  6        8 
         757                                  5       12 
         767                                  9(1)    12 
         777                                  7       16 
        Total                                71      110 
     
    * Includes one intercompany C-40 aircraft for 1Q 2002. 
     
    Note:  Commercial Airplanes deliveries by model include deliveries under  
           operating lease, which are identified by parentheses. 
     
     
    Integrated Defense Systems 
    Aircraft and Weapon Systems: 
         F-15                                 1        - 
         C-17                                 5        3 
         F/A-18E/F                           11       10 
         T-45TS                               4        2 
         CH-47 (New Builds)                   -        2 
         Apache (New Builds)                  -        5 
         C-40                                 1        - 
     
    Launch and Orbital Systems: 
         Delta II                             1        1 
         Delta IV                             1        - 
         Satellites                           1        3 
 
                                                    March 31       December 31 
    Contractual backlog (Dollars in billions)         2003              2002 
       Commercial Airplanes                          $65.8             $68.2 
       Integrated Defense Systems: 
         Aircraft and Weapon Systems                  16.0              15.9 
         Network Systems                               6.1               6.7 
         Support Systems                               5.8               5.2 
         Launch and Orbital Systems                    8.6               8.2 
       Total Integrated Defense Systems               36.5              36.0 
    Total contractual backlog                       $102.3            $104.2 
    Unobligated backlog                              $33.1             $34.7 
    Workforce                                      164,000           166,000 
 
 
                     The Boeing Company and Subsidiaries 
                   Supplemental 2002 Business Segment Data 
 
    In the first quarter of 2003 Boeing is changing how it reports certain 
operating segments.  The purpose of the change is to further enhance 
transparency and investor understanding of the company's financial results. In 
order to facilitate the reporting transition, Boeing is providing the attached 
2002 supplemental data which recasts prior period results into the company's 
new segment reporting format.  The company's 2002 financial results as 
reported in its 10-K filing are unchanged.   
    Revisions to the company's segment reporting, which are effective for the 
period ending March 31, 2003, are described below. 
 
    I.  Integrated Defense Systems  
        The formation of the Integrated Defense Systems (IDS) business unit  
    was announced in July 2002.  The IDS business unit combines the Company's  
    Military Aircraft and Missile Systems and Space and Communications  
    reporting segments.  IDS has capabilities in defense, intelligence,  
    communication and space.  IDS is a recognized leader in providing end-to- 
    end services for large-scale systems that combine sophisticated  
    communications networks with air, land, sea and space-based platforms for  
    global military, government and commercial customers.  
        Beginning in 2003, The Boeing Company will report IDS in the following  
    four segments: Aircraft and Weapon Systems; Support Systems; Network  
    Systems; and Launch and Orbital Systems. The Aircraft and Weapon Systems  
    and Support Systems segments comprise what was principally the former  
    Military Aircraft and Missile Systems unit. The Network Systems and Launch  
    and Orbital Systems segments comprise what was principally the former  
    Space and Communications unit.  A brief description of each of the new  
    reporting segments is as follows: 
 
        Aircraft and Weapon Systems 
        This segment includes military aircraft, transport aircraft,  
        rotorcraft, tanker aircraft, unmanned vehicles, and missile systems.  
 
        Network Systems 
        This segment includes programs focused on battlefield management;  
        command, control and communications systems; missile defense systems;  
        homeland security; and intelligence, surveillance and reconnaissance  
        systems. 
 
        Support Systems 
        This segment includes training systems, spares, technical data,  
        modernization, upgrades, maintenance, modifications, logistic support  
        services and life cycle customer support. 
 
        Launch and Orbital Systems 
        This segment includes launch vehicles, commercial satellite programs,  
        propulsion and power systems, and human space flight and exploration  
        including the United Space Alliance venture. 
 
    II. Commercial Airplanes 
        Beginning in 2003, Commercial Airplanes will report operating earnings  
    on a program accounting basis.  The company is making this change to  
    increase the visibility of Commercial Airplanes' contribution to  
    consolidated earnings and to enhance reporting consistency across its  
    businesses.  Previously, Commercial Airplanes earnings from operations  
    were reported on a unit cost basis, and a reconciliation to program  
    accounting earnings results were separately included in the "accounting  
    differences and eliminations" line.  With this change, Commercial  
    Airplanes program accounting results are immediately visible and a  
    reconciliation will no longer be necessary to determine segment  
    contributions to consolidated earnings.   
 
    III. Boeing Capital Corporation 
         Beginning in 2003, the company will report Boeing Capital Corporation  
    segment earnings from operations net of financing related interest costs.  
    Previously, financing related interest expense was separately reported as  
    a reduction to consolidated earnings from operations.  The company is  
    making this change to more clearly present the operating results of Boeing  
    Capital Corporation's financing activities. 
 
 
                              The Boeing Company 
                   Supplemental 2002 Business Segment Data 
                                 (Unaudited)  
 
                                      Sales and other operating revenues 
 
    (Dollars in millions)            Q1       Q2       Q3       Q4   YTD 2002 
 
    Commercial Airplanes           $8,313   $7,662   $6,063   $6,349  $28,387 
    Integrated Defense Systems: 
    Aircraft and Weapon Systems    $2,209   $2,634   $2,884   $2,842   10,569 
    Network Systems                 1,583    1,971    2,024    2,535    8,113 
    Support Systems                   766      866      885      967    3,484 
    Launch and Orbital Systems        746      677      700      668    2,791 
      Total Integrated Defense 
       Systems                      5,304    6,148    6,493    7,012   24,957 
    Boeing Capital Corporation        228      254      236      276      994 
    Other                             126      130      105      183      544 
    Accounting                 
     difference/eliminations         (150)    (337)    (207)    (119)    (813) 
                                  $13,821  $13,857  $12,690  $13,701  $54,069 
 
 
                                                 Net earnings (loss) 
 
    (Dollars in millions)              Q1      Q2        Q3     Q4   YTD 2002 
 
    Commercial Airplanes             $639     $560     $334     $484   $2,017 
    Integrated Defense Systems: 
    Aircraft and Weapon Systems      $294     $365     $317     $293    1,269 
    Network Systems                   110      144      176      116      546 
    Support Systems                    51       93      126      106      376 
    Launch and Orbital Systems        (50)      37     (213)      44     (182) 
      Total Integrated Defense        
       Systems                        405      639      406      559    2,009 
    Boeing Capital Corporation         66       73      (93)      26       72 
    Other                             (52)     (45)    (191)    (136)    (424) 
    Accounting                        
     difference/eliminations           69       68      107      180      424 
    Share-based plans                (104)    (116)    (113)    (114)    (447) 
    Unallocated expense              (121)      (3)       4      (73)    (193) 
    Earnings (loss) from operations   902    1,176      454      926    3,458 
    Other income, principally         
     interest                          12       28       (2)       4       42 
    Interest and debt expense         (82)     (80)     (77)     (81)    (320) 
    Earnings (loss) before taxes      832    1,124      375      849    3,180 
    Income taxes                      254      345        3      259      861 
                                     $578     $779     $372     $590   $2,319 
 
 
                                    For the year ended December 31, 2002 
                                                    
                                             Depreciation 
    (Dollars in millions)                        and       Capital Contractual 
                          Assets Liabilities Amortization Expenditures Backlog 
 
    Commercial Airplanes  $9,843    $6,075       $463         $135     $68,159 
    Integrated Defense         
     Systems: 
    Aircraft and Weapon        
     Systems               1,477     1,138        146          182      15,862 
    Network Systems        3,865     1,161         72           75       6,700 
    Support Systems          784       371         16           16       5,286 
    Launch and Orbital  
     Systems               6,627     2,235        243          264       8,166 
      Total Integrated  
       Defense Systems    12,753     4,905        477          537      36,014 
    Boeing Capital  
     Corporation          11,840       345        230 
    Other                  3,213       586         44           29 
    Unallocated           14,693    32,735        295          300 
                         $52,342   $44,646     $1,509       $1,001    $104,173 
 
SOURCE  The Boeing Company 
    -0-                             04/23/2003 
    /CONTACT:  Investor Relations, Paul Kinscherff or Bob Kurtz,  
+1-312-544-2140, or Communications, John Dern or Anne Eisele, +1-312-544-2002, 
all of Boeing/ 
    /First Call Analyst:  Paul Kinscherff, +1-312-544-2140/ 
    /FCMN Contact: maritza.avila@boeing.com / 
    /Company News On-Call:  http://www.prnewswire.com/comp/109119.html / 
    /Web site:  http://www.boeing.com / 
    (BA) 
 




END