Cog in the machine...

(From the bottom of Page 30 of this year’s Boeing Proxy Statement...)

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RELATED-PARTY TRANSACTIONS

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In 2003, a subsidiary of the Company, Boeing Management Company("BMC"), entered into a license agreement providing Bugeye Technology, Inc. ("BTI") rights to use the Company’s patents and technology related to certain advanced video display technologies (the "Bugeye technologies") in exchange for aggregate five-year minimum license fees and annual royalty payments of $4,450,000 based on sales made by BTI. In the same transaction, BMC also assigned the Bugeye trademark to BTI in exchange for 102, 365 shares of BTI Series A preferred dividend stock at $0.411 per share.

BTI was formed through the Company Chairman’s Innovation Initiative ("CII") program. Douglas A. Swain, who serves as the President of BTI is the son of David O. Swain, the Company’s Executive Vice President and Chief Operating Officer, Integrated Defense Systems.

David O. Swain recused himself from any involvement in the transaction and any dealings with BTI so long as he is an employee of the Company. The Company believes that the terms of this transaction were consistent with market conditions.

-- Bill, who’d bet David O. Swain’s friends didn’t recuse themselves...