0001047469-03-007093 Sample Contracts

To each of the Lenders parties to the Credit Agreement (as defined below) and to Citibank N.A., as Agent for such Lenders Ladies and Gentlemen:
Boeing Capital Corp • February 27th, 2003 • Finance lessors

Reference is made to the Five-Year Credit Agreement dated as of September 27, 2000 among The Boeing Company, the lenders parties thereto, The Chase Manhattan Bank, as syndication agent, Salomon Smith Barney Inc. and Chase Securities, Inc., as joint lead arrangers and joint book managers, and Citibank, N.A., as Agent for such lenders (as amended or modified from time to time, the "Credit Agreement"). Capitalized terms used in this letter that are not defined herein have the respective meanings specified in the Credit Agreement.

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THE BOEING COMPANY FIVE-YEAR CREDIT AGREEMENT among THE BOEING COMPANY for itself and on behalf of its Subsidiaries, as a Borrower THE LENDERS PARTY HERETO CITIBANK, N.A., as Administrative Agent THE CHASE MANHATTAN BANK, as Syndication Agent and...
Credit Agreement • February 27th, 2003 • Boeing Capital Corp • Finance lessors • New York

THE BOEING COMPANY, a Delaware corporation ("TBC" or the "Company"), for itself and on behalf of the other BORROWERS (as defined below), the LENDERS (as defined below), SALOMON SMITH BARNEY INC. and CHASE SECURITIES INC., as joint lead arrangers and joint book managers, THE CHASE MANHATTAN BANK, as syndication agent, and CITIBANK, N.A., in its capacity as administrative agent for the Lenders (in such capacity, the "Agent"), agree as follows:

AMENDED AND RESTATED 364-DAY CREDIT AGREEMENT Dated as of November 22, 2002
Day Credit Agreement • February 27th, 2003 • Boeing Capital Corp • Finance lessors • New York

THE BOEING COMPANY, a Delaware corporation ("TBC" or the "Company"), the banks, financial institutions and other institutional lenders (collectively, the "Initial Lenders") party hereto, SALOMON SMITH BARNEY INC., and JPMORGAN SECURITIES INC., as joint lead arrangers and joint book managers, JPMORGAN CHASE BANK, as syndication agent, and CITIBANK, N.A., as administrative agent for the Lenders (in such capacity, the "Agent"), hereby agree as follows:

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Boeing Capital Corp • February 27th, 2003 • Finance lessors
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