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Boeing ShareValue Trust

ShareValue Trust Ends

Period 7 for ShareValue Trust ended June 30, 2010 with the price of Boeing stock failing to reach the level that would have triggered an award distribution.

As end date of the final investment period, June 30 also marked the end of the ShareValue Trust as an employee incentive program.

About ShareValue Trust

The Boeing Board of Directors established the 14-year trust in 1996 and provided $1.7 billion of company-owned Boeing stock to support it.

ShareValue Trust was designed to engage employees in the company's long-term stock performance and to help them become shareholders.

Award distributions were to be made to eligible employees when established thresholds were exceeded based on the value of the Boeing stock in the trust. The trust investment could have grown in value in two ways:

The Trust was managed by a bank trustee who was independent of Boeing management or other third-party influences. As specified under the legal terms establishing the trust, the bank trustee, upon reaching the termination date, is required to transfer all assets (stock) back to the company. The stock will be placed in the Company's Treasury Stock account and becomes available again for use as directed by Boeing's Board of Directors.

Award Profile

The table below depicts the award distributions history:

Period Investment Period End Date Pre-Tax Award Distribution Amount (Note 1) Stock Issue Date Cost Basis Per Share
1 June 30, 1998 None No award distribution Not applicable
2 June 30, 2000 None No award distribution Not applicable
3 June 30, 2002 None No award distribution Not applicable
4 June 30, 2004 $910 July 30, 2004 $50.82
5 June 30, 2006 $5,232 August 2, 2006 $82.28
6 June 30, 2008 $1,636.90 July 31, 2008 $66.15
7 June 30, 2010 None No award distribution Not applicable

Note 1: Amount based on full 48-month participation in the Investment Period

General Information on Shares Issued

Even though the ShareValue Trust has ended, there is no impact to your individual stock account established at Computershare/investor, the stock transfer agent and registrar for Boeing, resulting from any previous award distribution. Additional information is provided below. You have several choices for managing your stock.

You can manage these choices online with Computershare/investor.

As you manage your stock account, insider trading restrictions apply if you are aware of "material nonpublic" information. You should review PRO-12, "Buying and Selling Securities -- Insider Trading."

Shares Issued in Book-entry Form

All shares of Boeing stock issued as an award distribution were issued in book-entry form under the Direct Registration System (DRS), which means you will hold stock without a paper certificate. The stock is registered and held in an account for you maintained by Computershare/investor. DRS allows shares of stock held in your name to be owned, reported, transferred and sold electronically, without the issuance of a physical stock certificate, eliminating the risk of certificate loss, theft or destruction, as well as costs that are otherwise incurred for such stock certificate replacement.

Your Computershare Account and Profile

By registering for Investor Centre, you can access your individual stock account 24/7, 365 days a year. You can view your ownership detail, buy or sell shares, sign up for direct deposit of dividends, enroll in electronic delivery or sign up to reinvest your dividends.

Tax forms are also available online.

New users establish a profile using the steps below. Returning users can log in with their User ID and Password.

Step Action
1 Access Computershare online www.computershare.com/investor
2 Click on Create Login
3 Complete sections for Create Login including:
  • 1. Ticker Symbol -- enter BA
  • 2. Social Security # -- enter your nine digit SSN
  • 3. Zip Code -- enter your home mailing address 5-digit zip code
  • 4. Click Submit
4 Tabs available include (not all inclusive):
  • 1. My Holdings -- includes access to transaction history, account details, payment history, ability to download tax statement, eDelivery options, and sell shares.
  • 2. My Details -- includes address updates, TIN/SSN certification, and bank details.
  • 3. Transactions -- includes sell shares, purchase shares, and reinvest dividends.

Important Note: Boeing does not share information such as your mailing address or home phone number with Computershare. Keep your address current directly with Computershare to ensure proper delivery and timely receipt of mailings such as checks, tax forms 1099s, and proxy material.

You may contact Computershare toll free 1-888-777-0923. Representatives are available 9:00 am to 5:00 pm ET weekdays and Interactive Voice Response (IVR) available continuously.

Dividends paid on your stock

Your shares of Boeing stock from any Trust award distribution (Periods 4, 5, and 6) that you still own are eligible to receive dividends as declared by The Boeing Company. Online you can designate how you want dividends paid or perhaps enroll to have them reinvested toward the purchase of additional Boeing stock with Computershare/investor.

Certifying your Taxpayer Identification Number (TIN)

To avoid Computershare having to deduct a 28% in backup federal withholding tax from either your dividends or your proceeds if you sell your stock, you need to certify your Social Security Number, also referred to as Tax Identification Number (TIN) directly with Computershare/investor. Once this certification has been completed, you will not be asked to do this again. If you haven't certified your TIN with them, either do so online immediately or call toll free 1-888-777-0923 and request that a form be mailed to you. Computershare will include an IRS Form W-9 with your Share Account Statement. Please follow the directions on the W-9 and certify your TIN immediately.

Cost Basis of Your Stock

The Cost Basis of your stock is needed in order to determine whether you have a gain or loss when selling or give away the asset (meaning your stock). Cost Basis as used herein and in currently compliance with IRS regulations means the price value of the stock on date it was issued. The Cost Basis Per Share is provided in the table above for each award distribution.

Impact on Taxes if You Sell Your Shares

Award distributions for employees on non-U.S. payrolls were made solely in cash.

Employees on U.S. payrolls received stock with any remaining funds that were less than the price of a full share of stock paid in cash. Should you decide to sell your shares, this information is reported to the IRS and as part of the check payment from Computershare/investor you will receive a Form 1099-B. You should keep the Form 1099-B and other documents you receive associated with the stock award in a safe place--they are critical tax documents that will be needed to support your tax filing. Other important notes about selling your shares are: