The International has taken the stance that the Company’s latest offer must be voted on Jan.

3rd. Even though your DISTRICT 751 LEAD- ERSHIP REJECTED this latest proposal, and we believe you’ve already voted this very similar offer down on Nov. 13 by a 2-to-1 margin, the International is forcing us to vote to accept or reject. Let us not forget that out Union leaders went to Boeing first with a contract proposal. Why? Because they are afraid the 777X will be built elsewhere. They know we need that work here. DISTRICT 751 IS RECOMMENDING YOU REJECT the Com- pany’s latest proposal because the terms of this agreement are destructive to what we have gained over the last 78 years. This would place our member in an unacceptable position over 11 long years without the ability to negotiate any reasonable im- provements during this time period. The danger in accepting these terms may be that we will never have normal negotiations again. NORMAL negotiations are what has taken place, and NORMAL negotiations are what will continue to take place as long as the Union is around. It is mandated by law. The Company’s vague language in the offer can’t be nailed down and evaluated because it’s always a moving target. When we ask for clarification we don’t get an answer. The language is not vague. It is a concrete contract. If it wasn’t, we could not be voting on it. A contract by definition is concrete, not moving and changing. The Union is counting on the fact that you are not intelligent enough or motivated enough to READ the contract for yourself and get your own answers. This is why they have presented you with a plea to vote no that is full of questions and zero answers. The questions now have a concrete answer that comes directly from the contract or the law. You are encouraged to read the contract for yourself and verify our answers to the union’s questions. HEALTH CARE - NO DETAILS • What benefit levels would the company lower, what plans could be scrapped to avoid the Affordable Care Act (Obamacare) excise tax? The Union SUPPORTED the Affordable Health Care Act (Obamacare) and pushed for the legislation to go through. If you can trust your Union, then Obamacare is NOTHING to be afraid of. • Can you really decide to pay more now for current benefit levels while allowing the company to lower those benefits without nego- tiations later? The company cannot lower benefits without new contract negotiations. Benefit levels are set for the next 10 years—no matter what Obamacare does to our health care system. A decision you would have to live with for the next 11 years. What will your out-of-pocket costs really be? • Why does the company’s proposal include a 10% increase on monthly health care premiums effective 1/1/2025, when it is after the expiration of the proposed agreement? • How much is the cost shift? Boeing says 16 percent, but monthly premiums triple in the offer, co-pays double, and deductibles increase. How is that a 3 percent cost shift? • If our monthly premiums go up 10% every year for over 10 years, how can we onl y be paying 16% of the premium? This language is all designed to confuse you and mess with your head. The Union wants you to be confused so you throw your hands up in the air and vote no because it’s a “bad” contract according to the union. READ THE CONTRACT. Common sense tells you that health care costs rise EVERY single year, and will continue to do so thanks to the IAM backing Obamacare. Boeing must raise health insurance costs in order to stay competitive. It is ludicrous to think that for the next ten years we will viably pay $40 a month for health care while the rest of the nation’s health insurance costs rise.• Health care cost shift means you will have less takehome pay going forward when they kick in. Are you willing to do that? Wage

increases more than offset inflation including any increased health care expenses which will not be fully realized until the end of the contract extension period – 2024. Ten years into the future, IAM members will still enjoy health care coverage at a personal expense level far less than the average employee pays for health care today in 2013. Throughout this time period – more than ten years – IAM members will pay far less for their health care than most other Boeing employees. We will also pay less for health insurance than government employees, and most civilian jobs out there.

777X LANGUAGE - NO DETAILS • What work would be outsourced or offloaded “in whole or in part?” • What’s the capacity threshold the company would use to offload or outsource work? • What offset agreements would they make to sell airplanes and how much work would they give away? • Why is there no clear definition of the work statement for 777X? • A ratified agreement will commit Boeing to build the 777X, including final assembly and major components (e.g. fabrication, interiors, wires), in the Puget Sound area; contract language references to outsourcing are the SAME as those contained in the existing agreement. If you are a wing line mechanic, can you really trust that you will have rights to the new composite wing work when the company negotiators said they do not intend to utilize current 31005’s for the new composite wing work? • What impact will robotics play for structural mechanics on the 777X? The 777X will have a composite wing; a composite wing is not currently manufactured within the United States; ratification of the contract extension will enable current 777 wing mechanics to be trained to perform composite work or be employed on other bargaining unit work in the Puget Sound.• The state passed tax breaks to guarantee work here. How many loopholes did the state agree to because the legislation was rushed through? • Did the state only focus on a 2nd line and derivatives of the 777X but fail to address specific content of assemblies and sub-as- semblies? I don’t know—did they? The Union should be giving you the answer to this. They know the answer. Why are they just throwing the question out there to you? Again, the Union wants you to be confused. Don’t be fooled by the Union’s vague questions. If there were loopholes, the Union would have discovered them by now because THAT is their job, and if you trust the Union then you can trust they would have informed you of any “loopholes” here. The reason the Union put this out in “question” format is because if it is posed as “questions”, they can’t be held accountable for any mis-representation. • Does the state really understand that since they did not tie the tax incentives to employment numbers that thousands of jobs can be outsourced and still meet the criteria requirement of final assembly and wing production locally? A ratified agreement will extend LOU 42 and commit to fabricate and assemble the 737 MAX in Puget Sound and Tanker and P-8 production work in Puget Sound and Portland through 2024. It is a contract agreement between Boeing and the Union, and it is illegal for Boeing to break that contract, regardless of anything the state legislators may or may not have missed as inferred by the Union. The existing contract along with the eight-year extension enables employees to preserve jobs and market-leading pay and benefits for more than ten years without a risk of work disruption or reduced purchasing power. We know of no other company in the U.S. that can make that claim.

Standing in solidarity with the Union means the 777X leaves Washington State—the Union has already conceded that this is true. If Boeing builds a plant big enough to manufacture the 777X elsewhere, how long will it be before they move other lines out of state? How many years until work is phased out here in the Puget Sound and layoffs happen? How close to the bottom are you and do you feel comfortable with the fact that 777X work is set to begin in 2016 and a loss of jobs could easily happen if it is moved elsewhere. There is simply not enough work left here to sustain 33,000 employees. What job code are you? Just because you’ve been here longer than someone else does not mean you won’t lose your job before them. The truth is that layoffs are done first by job code, and then by seniority within that job code. Many people hired after you could be safe, while you are not because they are in a safer job code. It’s like playing Russian Roulette with your job. NEW RETIREMENT SAVINGS PLAN - NO DETAILS New savings plan provides 2/3 less than the current plan. For employees in the lower labor grades or new hires, the percentage of loss is even more dramatic LOTS of details: The new defined contribution retirement plan includes company contributions at 10% of earnings (including AMPP, overtime and shift premiums) for the first two extension years, 6% in the third extension year and 4% per year thereafter. In addition, the company match on employee contributions will increase to 75% of the first 8% contributed in November of 2016, up from 50% today. With this new program, the company will continue to maintain market-leading retirement benefits. • How is the new retirement savings invested? A defined contribution plan allows you to invest your money how YOU want to invest it. YOU control your retirement. • What are the rules for moving savings between investments? • What are the fees associated with moving invest- ments? • What are the rules to access or withdraw money? • Would the company negotiate that away in 10 years because it too would become “too burden- some” to continue? A broad set of investment options similar, if not identical, to those available in the current 401K plan (VIP) will be offered for the defined contribution retirement plan. Fees associated with these investment options are among the lowest of any employer sponsored plan. In addition, the Company will provide an advisor service which includes general retirement planning and personalized investment advice to participants with account balances in the Plan. Additionally, a fee-for-service professional account manager option will be offered as part of the advisor service, where participants may elect to have account balances in the Plan actively managed. Fees for the professional account manager option will be charged to the plan accounts of those Plan participants who elect the option.

EXISTING PENSION - NO DETAILS • Does the company intend to merge the Executive Pension plan with ours once it’s frozen because theirs is under funded? • Once frozen can the plan be sold as an annuity and your entire pension be at risk? Does this put existing retirees’ pensions in jeopardy of losing everything? All accrued pension benefits as well as those earned through October 31, 2016 will remain in the current pension plan funded by the company; contrary to union assertions, these assets cannot be merged or co-mingled with other nonqualified plans such as the Supplemental Executive Retirement Plan (SERP) under federal law. Funding requirements for defined benefit plans are also governed under federal law.

All employees will retain all pension benefits earned in the past and through October 2016 in the existing defined benefit plan; in addition, this plan is being enhanced as all employees will receive 100% vesting in the existing pension plan upon ratification, irrespective of their years of service, unreduced early retirement benefits are available at age 58 and the multiplier is being increased to $95 per year of service by October 2016; at that time, the defined benefit pension plan will be replaced by a defined contribution plan, in which the company contributes to your retirement account with each paycheck. The company will continue to fund the existing pension plan and is required to do so by federal law.

MISCELLANEOUS - NO DETAILS • Would the lower labor grades minimum rates be surpassed by the state minimum wage? Boeing new hires receive above the current federal and state minimum wage levels; the company monitors impacts to state and federal minimum wages, and the proposed contract changes enable the company and union to jointly agree to adjust the contractual minimum rates. • Is there a guarantee Boeing won’t come back and ask for more concessions during the life of the agreement? • What is in the offer for Fab division for Auburn, Frederickson, and Portland? The Guarantee is the contract we are voting on. If it passes, Boeing can’t come back and ask for concessions—because we will have a contract. That is just basic common sense and the union thinks you aren’t smart enough to realize it.

FACTS • General Wage Increases are 75% less than those in the current contract. Why did McNerney get a 20% raise last year? We only get 1% and not every year (averages to 0.5 per year). For the average Machinists member, the 0.5 percent average GWI will amount to less than 15 cents an hour ($312 a year). What will your raise be? The contract extension proposal will continue wage and benefit progression under the existing agreement and will increase wages over an additional eight year extension period while continuing market-leading health care and retirement benefits. Take-home pay will continue to increase over the current agreement and the extension, through general wage increases, cost of living (COLA) increases, payments under the AMPP incentive program, $15,000 total in lump sum payments and, for those not yet through full wage progression, seniority progression increases including “zooming” to the maximum rate in six years.  “Zoom” for existing and new hires is a part of the best and final company offer for contract extension—with no changes from the existing contract language.YOUR RAISE WILL BE EXPONETIAL ONCE you hit your six years of service. NO OTHER COMPANY in this country offers such a program.

• While asking you for concessions, the Boeing Board just approved $10 billion to buy back stock to bolster shareholders and executive compensation.

Word Games: Every word counts! YES—EVERY word does count. Why didn’t the union provide you with the answers to the questions they threw at you, when by their own admission EVERY WORD COUNTS. Why did they omit the WORDS that could help you understand the questions? They have the answers. The reason you weren’t provided answers is because the Union counts on your apathy and assumes you will not search out the answers and will fall for their scare tactics. We all understand Boeing may make the decision to locate the 777X outside of Washington, but doing that has nothing to do with our level of pay and benefits. HOWEVER, it does have to do with whether jobs are kept in Washington State. If the 777X is moved, which the Union agrees Boeing will do, it is only a matter of time before jobs are phased out here and layoffs happen. Those telling you to vote no won’t be the one’s affected by these layoffs. You will be fighting for THEIR pensions (which we’ve already shown they will KEEP anyway—they will not lose the pensions they have accrued) So you are fighting for a pension they will keep—not YOUR job. Which makes more sense? If they build a facility large enough to handle the 777X, what in the language of our existing contracts guarantees other work will not be moved out of state in 2016? If Boeing disappears from the Puget Sound, what will become of your families and the community here? Think Detroit and auto makers. If you don’t know what I am talking about, look it up. We are faced then with a choice to destroy everything that we have built over 78 years in order to save Boeing from making a decision that puts the future of the company, all it’s employees (Union and non-union alike) and the stockholders at risk. If the company chooses this path of destruction, then they are respon- sible for it. We, as union members, do not have control over it and have a contract in place through 2016. We know this is the best place to build the 777X and stand ready to do that, whether or not this proposal is rejected or ratified. If this contract is NOT ratified, the 777X will NOT be built here.

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