0001047469-04-006594 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
Boeing Capital Corp • March 5th, 2004 • Finance lessors

Reference is made to the Five-Year Credit Agreement dated as of November 21, 2003 among The Boeing Company, the lenders parties thereto, JPMorgan Chase Bank, as syndication agent, Citigroup Global Markets Inc. and J.P. Morgan 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 364-DAY CREDIT AGREEMENT
Day Credit Agreement • March 5th, 2004 • 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), CITIGROUP GLOBAL MARKETS INC. and J.P.MORGAN SECURITIES INC., as joint lead arrangers and joint book managers, JPMORGAN CHASE 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:

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 JPMORGAN CHASE BANK, as Syndication Agent and CITIGROUP GLOBAL MARKETS...
Credit Agreement • March 5th, 2004 • 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), CITIGROUP GLOBAL MARKETS INC. and J.P.MORGAN SECURITIES INC., as joint lead arrangers and joint book managers, JPMORGAN CHASE 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:

November 21, 2003
Letter Agreement • March 5th, 2004 • Boeing Capital Corp • Finance lessors
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