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					                                   Health Care Plans
                                   Summary Plan Description
                                   2009 Union-Represented Employees SPEEA
                                   (Professional and Technical Units) and AMPA
                                   The summary plan description (SPD) for this Plan is
                                   this booklet. Any benefit changes since this SPD was
                                   originally published have been incorporated and
                                   footnoted with the effective date.

                                   The content and delivery of this booklet are intended
                                   to comply with the Employee Retirement Income
                                   Security Act of 1974, as amended (ERISA). If there is
                                   any conflict between the information in this booklet
                                   and the official Plan document, the official Plan docu-
                                   ment will govern.

                                   Updated: April 2009, January 2010, and January 2011




Health Care Plans | 2009 Edition                                                             A86320W
Grandfathered Status Notice

The Boeing Company Employee Health Benefit Plan (Plan 626) believes this plan is a “grandfathered health plan”
under the Patient Protection and Affordable Care Act (the Affordable Care Act). As permitted by the Affordable
Care Act, a grandfathered health plan can preserve certain basic health coverage that was already in effect when
that law was enacted. Being a grandfathered health plan means that your plan may not include certain consumer
protections of the Affordable Care Act that apply to other plans: for example, the requirement for the provision of
preventive health services without any cost sharing. However, grandfathered health plans must comply with
certain other consumer protections in the Affordable Care Act: for example, the elimination of lifetime limits on
benefits.
Questions regarding which protections apply and which protections do not apply to a grandfathered health plan
and what might cause a plan to change from grandfathered health plan status can be directed to the Plan
Administrator at Employee Benefit Plans Committee, The Boeing Company, 100 North Riverside, MC 5002-8421,
Chicago, IL 60606-1596; 312-544-2297. You may also contact the Employee Benefits Security Administration,
U.S. Department of Labor at 1-866-444-3272 or www.dol.gov/ebsa/healthreform. This website has a table
summarizing which protections do and do not apply to grandfathered health plans.
Plan Information and Notice
          The Boeing Company provides a variety of medical and dental plan options. You are eligible for coverage
          under these plans if you meet the conditions described in this booklet and you are represented by one of the
          union groups listed in Section 1.
          All benefits are provided through The Boeing Company Master Welfare Plan and its component benefit
          programs. The benefits in this booklet are provided under The Boeing Company Employee Health Benefit
          Plan (Plan 626) (the “Plan”).
          Through this Plan, The Boeing Company (the “Company”) also provides different benefit plans to other
          groups. Because they have different benefits, those groups receive separate summary plan description
          booklets. (See “Other Groups That the Plan Covers,” in Section 7.)
      Summary Plan Description and Plan Document
          The summary plan description for the Traditional Medical Plan, Preferred Dental Plan, and Scheduled
          Dental Plan is this booklet, any summaries of material modifications (Updates), and the applicable
          provider directories.
          For the PPO+Account and coordinated care plan (CCP), the summary plan description is this booklet,
          any summaries of material modifications (Updates), the applicable coverage-specific brochure, and the
          applicable provider directories.
          For the health maintenance organization (HMO) plans, exclusive provider organization (EPO) plan,
          and prepaid dental plan, the summary plan description is this booklet, any summaries of material
          modifications (Updates), the applicable certificates of coverage (issued by the service representatives),
          and the applicable provider directories.
          The actual Plan is a complex legal document that was written in accordance with Federal rules, including
          rules of the Internal Revenue Service. The Plan document is The Boeing Company Master Welfare Plan,
          applicable summary plan descriptions, insurance contracts and funding vehicles, and other “governing
          documents.”
          The contents and delivery of this booklet are intended to comply with the Employee Retirement Income
          Security Act of 1974, as amended (ERISA). If there is any conflict between the information in this booklet
          and the official Plan document, the official Plan document will govern.
          Any representations contrary to the Plan are not binding.
      Network Provider Directory
          You can obtain a network provider directory or a list of network providers at no cost to you by
          •	 Connecting	to	the	Your	Benefits	Resources	web	site	and	searching	the	online	provider directory.
          •	 Calling	the	service representative directly or through Boeing TotalAccess.
          •	 Visiting	the	web	site	of	your	service	representative.
          Providers move in and out of networks periodically. Before you receive services, be sure to confirm with
          your provider or the service representative that your provider still is participating in the plan’s network.
      Prescription Drug Formulary
          You can obtain the prescription drug formulary (a list of generic and preferred brand-name drugs) for your
          medical plan at no cost to you by
          •	 Calling the service representative (health care plan) directly or through Boeing TotalAccess.
          •	 Visiting	the	web	site	of	your	service	provider.

      Updates
          Periodically, the Company may add to or change benefits in this Plan. If this happens, you will receive an
          Update describing the changes. Be sure to keep any Updates with this booklet.




Health Care Plans | 2009 Edition | A86320W                                                                 Your Benefits   i
       Notice of Company Rights
          The Company fully intends to continue the Plan. However, the Company reserves the right to terminate,
          suspend, or modify any benefits described in this booklet, in whole or in part, at any time, and for any
          reason for employees, former employees, retirees, and their dependents. The Plan Administrator, the
          Boeing Service Center for Health and Insurance Plans (the “Boeing Service Center”), and the service
          representatives have the right to recover overpayments, regardless of the cause, nature, or source of
          the overpayments.
          This summary plan description booklet does not guarantee current or future employment or benefits. Receiving
          benefits under this Plan does not restrict the Company’s rights to discharge any employee at any time.
          For important terms used in this booklet, please see Section 8.
       Effective Date
          This booklet highlights the benefits available to eligible employees and their eligible dependents under
          The Boeing Company Employee Health Benefit Plan as of July 1, 2009, unless otherwise noted.
       Definition of Terms
          Key terms used throughout this booklet are in bold the first time the term is used under each heading. You
          can find the definitions for these terms in Section 8, “Definitions.”
       What This Booklet Does Not Include
          This booklet does not describe the specific benefits of the PPO+Account, CCP, EPO plan, any HMO plan, or
          the prepaid dental plan. If you enroll in one of those plans, the service representative will send you a booklet
          that describes the features and benefits of that plan. To request a booklet, contact the service representative.

                     Whom do I contact with questions?
                     Throughout this booklet, you will be referred to three main sources for additional information:
                     •	Boeing	TotalAccess.
                     •	The	Boeing	Service	Center	and	its	web	site,	Your	Benefits	Resources.
                     •	Service	representatives.
                     Boeing TotalAccess	is	your	gateway	to	benefits	information.	Boeing	TotalAccess	connects	you	directly	with	the	
                     Boeing	Service	Center	and	many	of	the	service	representatives.	
                     You	can	contact	Boeing	TotalAccess	24	hours	a	day,	seven	days	a	week.
                     •	On	the	World	Wide	Web:	Log	on	to	www.boeing.com/express	using	your	BEMS	ID	number	(or	Social	Security	
                       number)	and	your	Boeing	TotalAccess	password.
                     •	On	the	Boeing	Web	(at	work):	Log	on	to https://my.boeing.com	and	click	the	TotalAccess	tab.
                     •	By	telephone:	Call	1-866-473-2016.	TTY/TDD	services	are	available	at	1-800-755-6363.	You	must	have	your	
                       BEMS	ID	number	(or	Social	Security	number)	and	Boeing	TotalAccess	password.	Request	the	service	you	are	
                       looking	for,	and	the	Boeing	TotalAccess	telephone	system	will	direct	you	to	the	resources	you	need.	Customer	
                       service	representatives	are	available	to	assist	you	and	answer	questions	Monday	through	Friday	from	7	a.m.	
                       to	8	p.m.	Central	time.	Self-service	applications	are	available	24	hours	a	day,	seven	days	a	week.
                     The Boeing Service Center and its web site, Your Benefits Resources,	provide	information	about	your	
                     medical	and	dental	plan	options	and	costs.	You	can	connect	to	
                     •	The	Your	Benefits	Resources	web	site	through	Boeing	TotalAccess	on	the	World	Wide	Web	or	Boeing	Web.
                     •	The	Boeing	Service	Center	by	calling	Boeing	TotalAccess.
                     You	will	need	your	Boeing	TotalAccess	password	to	access	these	services.
                     Service representatives:	The	Company	has	engaged	third-party	organizations,	called	service	representatives,	
                     to	administer	the	plans,	make	benefit	determinations,	and	pay	claims.	Each	service	representative	answers	
                     benefit	and	claim	questions	by	telephone,	and	many	provide	web	sites.	Connect	to	a	service	representative	by
                     •	Calling	Boeing	TotalAccess.
                     •	Connecting	to	the	service	representative’s	web	site	directly.	(Web	sites	are	shown	in	Section	9.)
                     •	Calling	the	number	on	your	health	care	or	prescription	drug*	identification	card.
                     Refer to “Where to Get More Information,” in Section 9, for telephone numbers, addresses, and web sites.

          *Updated: January 2010
ii   Your Benefits                                                                                    Health Care Plans | 2009 Edition | A86320W
Table of Contents

Section 1—Eligibility and Enrollment
          Who Is Eligible  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                               .  .  .  .  .  .  .  .  .       . 1-1
            You  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .        .  .  .  .  .  .  .  .  .  .    . 1-1
              Part-Time Employees  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                   .  .  .  .  .  .  .  .  .  .    . 1-1
            Your Dependents  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                          .  .  .  .  .  .  .  .  .  .    . 1-1
              Your Spouse or Same-Gender Domestic Partner .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                           .  .  .  .  .  .  .  .  .  .    . 1-1
              Your Dependent Children  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                        .  .  .  .  .  .  .  .  .  .    . 1-2
              Disabled Children  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                            .  .  .  .  .  .  .  .  .  .    . 1-2
            When You and Your Spouse or Same-Gender Domestic Partner Both
            Work for the Company  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                    .  .  .  .  .  .  .  .  .  .  . 1-3
              Coverage for Your Spouse or Same-Gender Domestic Partner  .  .  .  .                                                                                              .  .  .  .  .  .  .  .  .  .  . 1-3
              Coverage for Your Dependent Children  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                            .  .  .  .  .  .  .  .  .  .  . 1-3
          How to Choose Your Medical and Dental Plans  .  .  .                                                                             .    .  .  .  .  .  .  .  .  .       .  .  .  .  .  .  .  .  .        1-3
            Medical Plan Options  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                          .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 1-3
              Where to Find Detailed Plan Information  .  .  .  .  .  .  .  .  .  .                                                        .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 1-3
            Dental Plan Options  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                        .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 1-4
          When to Enroll or Make Changes  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                      .    .  .  .  .  .  .  .  .  .       .  .  .  .  .  .  .  .  .        1-5
            If You Are Newly Eligible  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                              .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 1-5
            During the Annual Enrollment Period  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                  .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 1-5
            During the Year When Certain Life Events Occur .  .  .  .  .  .                                                                .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 1-5
               Special Enrollment Events  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 1-5
               Qualified Status Changes  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                  .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 1-6
          How to Enroll  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                 .  .  .  .  .  .  .  .  .       .1-7
            When Additional Documentation Is Required  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                               .  .  .  .  .  .  .  .  .  .    . 1-8
              Application for Disabled Children  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                .  .  .  .  .  .  .  .  .  .    . 1-8
              Documentation for QMCSOs, Legal Custody, and Guardianship  .  .  .                                                                                                .  .  .  .  .  .  .  .  .  .    . 1-8
              Proof of Marriage or Qualifying Domestic Partnership  .  .  .  .  .  .  .  .  .  .  .                                                                             .  .  .  .  .  .  .  .  .  .    . 1-8
              Evidence of Loss of Other Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                        .  .  .  .  .  .  .  .  .  .    . 1-8
          When Coverage Begins  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 1-8
            Coverage for You  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 1-9
            Coverage for Your Dependents  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 1-9
          What Coverage Costs .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 1-10
            How Much You Pay for Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 1-10
            How Much You Pay if Your Spouse or Same-Gender Domestic Partner Works .  .  .  . 1-10
          Court-Ordered Child Support  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                       .  .  .  .  .  .  .  .  .      1-11
            Medical Child Support Order  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                         .  .  .  .  .  .  .  .  .  .    .1-11
            Qualified Medical Child Support Order  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                       .  .  .  .  .  .  .  .  .  .    .1-11
            How the Company Notifies You of a Medical Child Support Order  .  .  .                                                                                              .  .  .  .  .  .  .  .  .  .    .1-11
          How Same-Gender Domestic Partner Coverage Affects Taxes  .  .  .  .  .  .  .  .  .  . 1-12




Health Care Plans | 2009 Edition | A86320W                                                                                                                                                 Your Benefits           iii
Section 2—Traditional Medical Plan
         How the Traditional Medical Plan Works                                                            .    .  .  .  .  .  .  .  .       .    .  .  .  .  .  .  .  .  .       .  .  .  .  .  .  .  .  .        2-1
           Who Administers the Benefits  .  .  .  .  .  .  .  .  .  .                                      .    .  .  .  .  .  .  .  .  .    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 2-1
           Save Money by Using a Network Provider  .                                                       .    .  .  .  .  .  .  .  .  .    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-2
             Nonnetwork Providers  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                .    .  .  .  .  .  .  .  .  .    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-2
         How the Traditional Medical Plan Pays Benefits  .  .  .                                                                             .    .  .  .  .  .  .  .  .  .       .  .  .  .  .  .  .  .  .       2-2
           Annual Deductible  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                          .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-2
           Copayments  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                     .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-3
           Coinsurance Percentage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-3
           Annual Out-of-Pocket Maximum  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-3
           How the Plan Determines the Covered Charge  .  .  .  .  .  .  .                                                                   .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-4
           Benefit Maximums  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                           .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-4
           How the Traditional Medical Plan Pays Benefits  .  .  .  .  .  .                                                                  .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .2-4
         When You Need Preadmission Review or Preapproval  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                                                       2-10
           Request Preadmission Review for Hospital Services  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                               . 2-10
           Request Preapproval for Certain Mental Health and
           Substance Abuse Treatment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                              . 2-10
           Request Preapproval for Home Health Care and Hospice Care  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                                               . 2-10
           When to Request Preadmission Review or Preapproval  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                                    . 2-11
             How Much the Plan Pays With Preadmission Review or Preapproval  .  .  .  .  .  .  .  .                                                                                                          . 2-11
             How Much the Plan Pays Without Preadmission Review or Preapproval  .  .  .  .  .  .                                                                                                             . 2-11
           Individual Case Management .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                              . 2-11
         What the Traditional Medical Plan Covers  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                           .  .  .  .  .  .  .  .  . 2-11
             Acupuncture  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                            .  .  .  .  .  .  .  .  .  . 2-12
             Ambulance  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                        .  .  .  .  .  .  .  .  .  . 2-12
             Ambulatory Surgical Facility  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                            .  .  .  .  .  .  .  .  .  . 2-12
             Anesthesia  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                       .  .  .  .  .  .  .  .  .  . 2-12
             Christian Science Practitioner and Sanatorium  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                     .  .  .  .  .  .  .  .  .  . 2-12
             Congenital Abnormalities and Hereditary Complications  .  .  .  .  .  .  .  .  .                                                                                     .  .  .  .  .  .  .  .  .  . 2-12
             Cosmetic Surgery  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                   .  .  .  .  .  .  .  .  .  . 2-12
             Dental Repair Due to Accidental Injury  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                          .  .  .  .  .  .  .  .  .  . 2-12
             Diagnostic X-Ray and Laboratory Services  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                    .  .  .  .  .  .  .  .  .  . 2-13
             Durable Medical Equipment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                               .  .  .  .  .  .  .  .  .  . 2-13
             Emergency Room  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                     .  .  .  .  .  .  .  .  .  . 2-13
             Erectile Dysfunction  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                  .  .  .  .  .  .  .  .  .  . 2-14
             Hearing Aids  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                           .  .  .  .  .  .  .  .  .  . 2-14
             Hemodialysis  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                           .  .  .  .  .  .  .  .  .  . 2-14
             Home Health Care  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                      .  .  .  .  .  .  .  .  .  . 2-14
             Hospice Care  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                           .  .  .  .  .  .  .  .  .  . 2-15
             Hospital  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                   .  .  .  .  .  .  .  .  .  . 2-15
             Infertility  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                .  .  .  .  .  .  .  .  .  . 2-16
             Mental Health Treatment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                           .  .  .  .  .  .  .  .  .  . 2-16
             Oral Surgery  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                        .  .  .  .  .  .  .  .  .  . 2-16
             Orthopedic Appliances and Braces (Orthotics)  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                         .  .  .  .  .  .  .  .  .  . 2-16
             Orthoptic Therapy (Vision Training)  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                       .  .  .  .  .  .  .  .  .  . 2-16
             Physician  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                     .  .  .  .  .  .  .  .  .  . 2-16
             Pregnancy-Related Conditions and Coverage of Newborns  .  .  .  .  .  .                                                                                              .  .  .  .  .  .  .  .  .  . 2-17
             Prescription Drugs  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                 .  .  .  .  .  .  .  .  .  . 2-18


iv   Your Benefits                                                                                                                                                Health Care Plans | 2009 Edition | A86320W
                     Preventive Care  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                        .    .    .    .    .    . 2-18
                     Prostheses  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                 .    .    .    .    .    . 2-18
                     Radiation and Chemotherapy .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                            .    .    .    .    .    . 2-18
                     Reconstructive Breast Surgery  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                              .    .    .    .    .    . 2-18
                     Second Surgical Opinion Election  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                              .    .    .    .    .    . 2-19
                     Skilled Nursing Facility  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                              .    .    .    .    .    . 2-19
                     Spinal and Extremity Manipulations  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                  .    .    .    .    .    . 2-19
                     Substance Abuse Treatment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                            .    .    .    .    .    . 2-19
                     Temporomandibular Joint Dysfunction and Myofascial Pain Dysfunction
                     Syndrome Treatment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                 .  .  .  .  .  . 2-19
                     Therapies (Neurodevelopmental, Occupational, Physical, and
                     Speech Therapy)  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                           .    .    .    .    .    . 2-19
                     Tobacco Cessation Treatment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                             .    .    .    .    .    .2-20
                     Transplants  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                   .    .    .    .    .    .2-20
                     Vasectomy or Tubal Ligation  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                          .    .    .    .    .    . 2-21
                     Vision Care  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                .    .    .    .    .    . 2-21
                     Wigs  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .        .    .    .    .    .    . 2-21
          How the Mental Health and Substance Abuse Program Works  .                                                                                                                .  .  .  .  .  .  .  .               2-21
              Boeing Helpline  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                               .  .  .  .  .  .  .  .  .            .2-22
              Employee Assistance Program  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                       .  .  .  .  .  .  .  .  .            .2-22
              Emergency Mental Health or Substance Abuse Treatment  .  .  .  .  .  .  .                                                                                             .  .  .  .  .  .  .  .  .            .2-22
            What the Program Covers for Mental Health Treatment  .  .  .  .  .  .  .  .  .  .  .                                                                                    .  .  .  .  .  .  .  .  .            .2-22
            What the Program Covers for Substance Abuse Treatment  .  .  .  .  .  .  .  .                                                                                           .  .  .  .  .  .  .  .  .            .2-22
          How the Prescription Drug Program Works  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                                   .  .  .  .  .  .  .  . 2-23
            What You Pay for Prescription Drugs  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                       .  .  .  .  .  .  .  .  .  .2-23
            Filling a Prescription at a Participating Retail Pharmacy  .  .  .  .  .  .  .  .  .  .  .  .                                                                           .  .  .  .  .  .  .  .  .  .2-23
            Filling a Prescription at a Nonparticipating Retail Pharmacy .  .  .  .  .  .  .  .  .                                                                                  .  .  .  .  .  .  .  .  .  .2-24
            Filling a Prescription by Mail Order  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                .  .  .  .  .  .  .  .  .  .2-24
            Filling a Prescription at a Specialty Care Pharmacy  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                        .  .  .  .  .  .  .  .  .  .2-25
            Covered Prescriptions  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                    .  .  .  .  .  .  .  .  .  .2-25
               Generic Incentive Program  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                               .  .  .  .  .  .  .  .  .  .2-26
          What the Traditional Medical Plan Does Not Cover  .                                                                                  .    .  .  .  .  .  .  .  .  .       .  .  .  .  .  .  .  . 2-26
              Cosmetic Surgery  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .2-26
              Dental Services  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                           .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .2-26
              Diagnostic X-Ray and Laboratory Services  .  .  .  .  .  .  .  .                                                                 .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  . 2-27
              Durable Medical Equipment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                            .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  . 2-27
              Hearing Aids and Related Supplies and Services  .  .  .  .                                                                       .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  . 2-27
              Home Health Care and Hospice Care  .  .  .  .  .  .  .  .  .  .  .  .                                                            .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  . 2-27
              Infertility  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .             .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  . 2-27
              Maintenance Therapy  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                      .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  . 2-27
              Prescription Drugs  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                 .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  . 2-27
              Skilled Nursing Facility  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                 .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .2-28
              Therapies  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                  .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .2-28
              Tobacco Cessation Treatment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .2-28
              Transplants  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                      .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .2-28
              Vision Care  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                   .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .2-29
              Other Medical Exclusions  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                       .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .2-29
          How to Submit a Medical Claim  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 2-30



Health Care Plans | 2009 Edition | A86320W                                                                                                                                                      Your Benefits                 v
Section 3—Preferred Dental Plan
         How the Preferred Dental Plan Works  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 3-1
           Who Administers the Benefits  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 3-1
           Save Money by Using a Network Provider  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 3-1
         How the Preferred Dental Plan Pays Benefits  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 3-2
           Annual Deductible  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .3-2
           Coinsurance Percentages  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .3-2
         What the Preferred Dental Plan Covers  .                                                   .    .  .  .  .  .  .  .  .       .    .  .  .  .  .  .  .  .  .       .  .  .  .  .  .  .  .  .       3-4
           Class I Covered Services and Supplies  .  .  .                                           .    .  .  .  .  .  .  .  .  .    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .3-4
           Class II Covered Services and Supplies  .  .                                             .    .  .  .  .  .  .  .  .  .    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .3-4
           Class III Covered Services and Supplies  .  .                                            .    .  .  .  .  .  .  .  .  .    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .3-5
           Class IV Covered Services and Supplies  .  .                                             .    .  .  .  .  .  .  .  .  .    .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    .3-5
         What the Preferred Dental Plan Does Not Cover  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 3-6
         How to Submit a Dental Claim  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 3-7
         How Dental Coverage May Be Extended  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 3-7


Section 4—Scheduled Dental Plan
         How the Scheduled Dental Plan Works  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-1
           Who Administers the Benefits  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-1
         How the Scheduled Dental Plan Pays Benefits  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-1
           Annual Deductible  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-1
           Maximum Covered Charges  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-1
         What the Scheduled Dental Plan Covers  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-2
           Scheduled Dental Plan Schedule of Covered Services  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .4-3
           Predetermination of Benefits  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-7
         What the Scheduled Dental Plan Does Not Cover  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-7
         How to Submit a Dental Claim  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-8
         How Dental Coverage May Be Extended  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 4-8


Section 5—Claims and Appeals
         How to Submit a Claim or File an Appeal  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 5-1
         Medical and Dental Benefit Claims Process  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                                         .  .  .  .  .  .  .  .  .        5-1
           How to File a Claim for Benefits  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                      .  .  .  .  .  .  .  .  .  .    .5-2
              Time Limits for Decisions on Benefit Claims  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                         .  .  .  .  .  .  .  .  .  .    .5-2
           If Your Benefit Claim Is Denied  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                    .  .  .  .  .  .  .  .  .  .    .5-3
              How to Appeal if Your Benefit Claim Is Denied  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                             .  .  .  .  .  .  .  .  .  .    .5-3
              Time Limits for Decisions on Benefit Appeals  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                           .  .  .  .  .  .  .  .  .  .    .5-4
           If Your Benefit Appeal Is Denied  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                         .  .  .  .  .  .  .  .  .  .    .5-4
              Whom to Contact for Benefit Claim and Appeal Procedures  .  .  .  .  .  .                                                                                    .  .  .  .  .  .  .  .  .  .    .5-4




vi   Your Benefits                                                                                                                                         Health Care Plans | 2009 Edition | A86320W
          Eligibility Claims Process  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                            .  .  .  .  .  .  .  .  .                         5-5
              How to File a Claim for Eligibility  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                     .  .  .  .  .  .  .  .  .  .                      .5-5
                 Time Limits for Decisions on Eligibility Claims  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                       .  .  .  .  .  .  .  .  .  .                      .5-5
              If Your Eligibility Claim Is Denied  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                  .  .  .  .  .  .  .  .  .  .                      .5-6
                 How to Appeal if Your Eligibility Claim Is Denied  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                           .  .  .  .  .  .  .  .  .  .                      .5-6
                 Time Limits for Decisions on Eligibility Appeals  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                         .  .  .  .  .  .  .  .  .  .                      . 5-7
              If Your Eligibility Appeal Is Denied  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                       .  .  .  .  .  .  .  .  .  .                      . 5-7
                 Whom to Contact for Eligibility Claim and Appeal Procedures  .  .  .  .  .                                                                  .  .  .  .  .  .  .  .  .  .                      . 5-7
              What You Can Do if Your Appeal Is Denied  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                        .  .  .  .  .  .  .  .  .  .                      . 5-7
          How Claims Are Paid When You Have Duplicate Coverage  .  .  .  .                                                                                   .  .  .  .  .  .  .  .  .                         5-7
            Determine Whether the Plan Is Primary or Secondary  .  .  .  .  .  .  .  .  .  .  .  .  .                                                        .  .  .  .  .  .  .  .  .  .                      .5-8
              If You Are Covered by Two Boeing-Sponsored Plans .  .  .  .  .  .  .  .  .  .  .  .                                                            .  .  .  .  .  .  .  .  .  .                      .5-9
              If You Are Covered by Medicare and This Plan  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                   .  .  .  .  .  .  .  .  .  .                      .5-9
              Claim Administration  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .               .  .  .  .  .  .  .  .  .  .                      .5-9
          When an Injury or Illness Is Caused by the Negligence of Another  .  .  .  .  .  .  . 5-9

Section 6—Coverage End Dates and Continuation of Coverage
          How Coverage Can End  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 6-1
            How You and Your Dependents Can Lose Eligibility for Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 6-1
            When Coverage Ends  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .6-2
          Continue Coverage During a Leave of Absence  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 6-2
          Continue Coverage Through COBRA  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                  .  .  .  .  .  .  .  .  . 6-3
            Who Is Eligible for COBRA Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                 .  .  .  .  .  .  .  .  .  .  .6-3
              Your Right to COBRA Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                               .  .  .  .  .  .  .  .  .  .  .6-3
              Your Spouse’s or Same-Gender Domestic Partner’s Right to
              COBRA Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .               .    .    .    .    .    .    .    .    .    .    .6-3
              Your Child’s Right to COBRA Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                         .    .    .    .    .    .    .    .    .    .    .6-4
            How to Enroll for COBRA Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                   .    .    .    .    .    .    .    .    .    .    .6-4
              Notify the Boeing Service Center When Coverage Ends  .  .  .  .  .  .  .  .  .                                                                 .    .    .    .    .    .    .    .    .    .    .6-4
              Watch Your Mail for COBRA Election Forms  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                 .    .    .    .    .    .    .    .    .    .    .6-4
              Elect COBRA Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                     .    .    .    .    .    .    .    .    .    .    .6-4
              Pay for COBRA Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                         .    .    .    .    .    .    .    .    .    .    .6-5
            When COBRA Coverage Begins  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                .    .    .    .    .    .    .    .    .    .    .6-5
            When You Can Change COBRA Coverage  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                                .    .    .    .    .    .    .    .    .    .    .6-5
            How Long COBRA Coverage Can Continue and How Much It Costs  .                                                                                    .    .    .    .    .    .    .    .    .    .    .6-6
              Secondary COBRA Qualifying Events  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                      .    .    .    .    .    .    .    .    .    .    .6-8
            When COBRA Coverage Ends  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                            .    .    .    .    .    .    .    .    .    .    .6-9
          Convert Your Coverage to an Individual Policy  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 6-9

Section 7—Plan Administration and Legal Rights
          Your Rights and Responsibilities  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                 .    .  .  .  .  .  .  .  .  .       .  .  .  .  .  .  .  .  .                         .7-1
            What Rights You Have Under Federal Law  .  .  .  .  .  .  .  .  .  .                                        .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .                      . 7-1
               Receive Information About Your Plan and Benefits  .  .                                                   .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .                      . 7-1
               Continue Group Health Plan Coverage  .  .  .  .  .  .  .  .  .  .  .                                     .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .                      . 7-1
               Prudent Actions by Plan Fiduciaries  .  .  .  .  .  .  .  .  .  .  .  .  .  .                            .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .                      . 7-1
               Enforce Your Rights  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .        .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .                      . 7-1
               Receive Assistance With Your Questions  .  .  .  .  .  .  .  .  .  .                                     .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .                      . 7-2
            Your Responsibilities Under the Plan  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                           .    .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .                      . 7-2

Health Care Plans | 2009 Edition | A86320W                                                                                                                                      Your Benefits                     vii
   How the Plan Is Administered  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                       .  .  .  .  .  .  .  .  .       7-2
     Plan Administrator’s Rights  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                    .  .  .  .  .  .  .  .  .  .    . 7-2
     Company’s Right to Amend, Modify, and Terminate the Plan  .  .  .  .  .  .  .                                                                     .  .  .  .  .  .  .  .  .  .    . 7-3
     Who Pays for This Plan  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                .  .  .  .  .  .  .  .  .  .    . 7-3
       How the VEBA Trust Fund Works  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                  .  .  .  .  .  .  .  .  .  .    . 7-3
     How Benefits Are Paid  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .              .  .  .  .  .  .  .  .  .  .    . 7-3
       Right to Recover Overpayments  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                                  .  .  .  .  .  .  .  .  .  .    . 7-4
       No Contract of Employment  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .                             .  .  .  .  .  .  .  .  .  .    . 7-4
     Plan Information  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .    .  .  .  .  .  .  .  .  .  .    . 7-4
   Other Groups That the Plan Covers  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 7-5


Section 8—Definitions

Section 9—Contacts
Eligibility and Enrollment                                                                                              Section       1
Who Is Eligible
          These plans are intended to cover you and your dependents who meet the eligibility requirements
          described in this section. Generally, if you meet these conditions, you are eligible to enroll yourself, your
          spouse or same-gender domestic partner, and your children as described in “When to Enroll or Make
          Changes,” in this section. To enroll your eligible dependents, you must enroll yourself in the plans.
You
          You are eligible for coverage under the health care plans described in this booklet if you are
          •	 A	full-time	employee	of	The	Boeing	Company	represented	by	one	of	the	following	unions:
               Airplane Manufacturing Pilots Association
               Society of Professional Engineering Employees in Aerospace
                     Professional Unit
                     Technical Unit
          •	 On	the	active	payroll	and	paid	through	the	Company	payroll	system.
      Part-Time Employees
          If you are a part-time employee, you may be eligible for coverage under the medical and dental plans
          offered at your location. To be eligible, you must work a fixed weekly schedule of more than 19 hours.

                           Who is not eligible for the health care plans?
                           You	are	not	eligible	for	health	care	coverage	if	you	are
                           •	On	a	part-time	work	schedule	and	are	regularly	scheduled	to	work	19	or	fewer	hours	each	week.
                           •	Working	in	a	capacity	that,	at	the	Plan	Administrator’s	sole	discretion,	is	considered	contract	labor	or	
                             independent	contracting.	(Regardless	of	this	requirement,	if	you	are	represented	under	a	Society	of	
                             Professional	Engineering	Employees	in	Aerospace	collective	bargaining	agreement,	you	will	be	considered	by	
                             the	Company	as	an	employee.)
                           •	Not	represented	by	one	of	the	union	groups	listed	in	“Who	Is	Eligible,”	above.


Your Dependents
          If you are enrolled in the plans as an employee, you also may cover your eligible dependents. Dependents
          who are eligible include your spouse or same-gender domestic partner and children, as described below.
          Proof of dependent eligibility will be required. Some HMO plans may have different eligibility based on
          your state’s insurance regulations.*
      Your Spouse or Same-Gender Domestic Partner
          Under these plans, “spouse” and “same-gender domestic partner” mean
          •	 Your	legal	spouse	(as	recognized	under	both	applicable	state	law	and	the	Internal	Revenue	Code).
          •	 Your	opposite-gender	common-law	spouse	if	your	relationship	meets	the	common-law	requirements	for	
             the state where you entered the common-law relationship.
          •	 Your	same-gender	domestic	partner	if	
             – You and your partner live in the same permanent residence in a permanent, exclusive, emotionally
               committed, and financially responsible relationship similar to a marriage.
             – Your partner is at least 18 years old, is not related to you by blood, is not married to or separated from
               another person, and is not a domestic partner to anyone else.
             – Your domestic partner relationship does not exist solely to obtain coverage under the Plan.


*Updated: January 2011
Health Care Plans | 2009 Edition | A86320W                                                                    Eligibility and Enrollment   1-1
        Covering your same-gender domestic partner may affect your Federal and/or state income taxes, and you
        will be required to provide proof of your same-gender relationship. For more information, see “How
        Same-Gender Domestic Partner Coverage Affects Taxes,” later in this section.
        In some states, state law requires that insured health plans offer coverage to certain registered domestic
        partners. To find out if this applies to you, call the Boeing Service Center through Boeing TotalAccess.
        Note:	An	individual	who	is	recognized	under	state	law	as	your	same-gender	spouse	qualifies	as	a	same-
        gender domestic partner under the plans, without being required to meet any of the other qualifications for
        same-gender domestic partners.
      Your Dependent Children*
        You may cover the following children until the end of the month in which they turn 26 provided, in general,
        they are not eligible for health coverage through their own employer:
        •	 Your	natural	or	adopted	children.
        •	 Your	stepchildren.
        You also may cover other children until the end of the month in which they turn 26 provided they are
        unmarried and dependent on you for principal support and are one of the following:
        •	 Related	to	you	either	directly	or	through	marriage	(for	example,	grandchildren,	nieces,	and	nephews).
        •	 Under	your	legal	custody	or	guardianship	(or	for	whom	you	have	a	pending	application	for	legal	custody	
           or guardianship) and are living with you.
        •	 Dependents	of	your	eligible	same-gender	domestic	partner.
        •	 Children,	other	than	your	natural,	adopted	children,	or	stepchildren,	for	whom	the	Company	receives	a	
           qualified medical child support order. (QMCSOs are described later in this section.)
        A dependent child is not eligible for Boeing coverage if he or she is eligible for health care coverage
        through his or her employer, unless the child is unmarried and dependent on you for principal support.
        Proof of dependent eligibility will be required. For details, contact the Boeing Service Center through
        Boeing TotalAccess.
      Disabled Children*
        A disabled child age 26 or older may continue to be eligible (or enrolled if the child of a newly eligible
        employee) if a physician documents that the child is incapable of self-support because of any mental or
        physical condition and the child became disabled before age 26. The child must be unmarried and
        dependent on you for principal support. Coverage may continue under the medical and dental plans for
        the duration of the disability as long as you continue to be eligible and enrolled in the plans and the child
        continues to meet these eligibility requirements.
        Special applications for coverage are required for disabled dependent children age 26 or older.

                      What is principal support?
                      Principal	support	means	that	you	and/or	your	current	or	former	spouse	provides	more	than	half	the	financial	
                      support	for	your	child.	(In	determining	this,	you	can	exclude	any	scholarships	for	study	at	a	regular	educational	
                      institution	unless	the	child	is	not	your	natural	child,	adopted	child,	or	stepchild.)	In	most	cases,	if	you	claim	
                      the	child	as	a	dependent	on	your	annual	Federal	taxes,	then	you	provide	principal	support	for	the	purposes	of	
                      eligibility	for	these	plans.
                      If	you	have	never	been	married	to	the	other	parent	of	your	child,	then	you	must	provide	more	than	half	the	
                      support	for	your	child,	regardless	of	the	other	parent’s	support.	If	you	are	divorced	from	the	other	parent	of	
                      your	child,	special	rules	apply;	contact	your	tax	adviser.	You	also	may	want	to	review	Internal	Revenue	Service	
                      Publication	502,	Medical and Dental Expenses.




        *Updated: January 2011

1-2   Eligibility and Enrollment                                                                          Health Care Plans | 2009 Edition | A86320W
When You and Your Spouse or Same-Gender Domestic Partner
Both Work for the Company
          If you and your spouse or same-gender domestic partner both work for the Company, special coverage
          provisions will apply. Generally, no person may be covered both as an employee (active or retired) and
          as a dependent under any type of plan offered by the Company. Certain exceptions apply, as follows.
      Coverage for Your Spouse or Same-Gender Domestic Partner
          If you and your spouse or same-gender domestic partner both work for the Company, generally you each
          must choose your own plans. That is, you cannot cover your spouse or same-gender domestic partner as a
          dependent under your plans, and he or she cannot cover you.
      Coverage for Your Dependent Children
          When you and your spouse or same-gender domestic partner both work for the Company, you must enroll
          all dependent children in the same medical plan and the same dental plan (except as required by a
          QMCSO). For details, contact the Boeing Service Center through Boeing TotalAccess.


How to Choose Your Medical and Dental Plans
          The Company provides a variety of medical and dental plan options.

Medical Plan Options
          Generally,	your	home	zip	code	determines	which	medical	plans	are	available	to	you.	However,	other	plans	
          may be available to you based on your work location and if permitted under the service representative’s
          policy. Medical plan options include the
          •	 Traditional	Medical	Plan.	
          •	 PPO+Account (effective January 1, 2010).
          •	 CCP available in your area.
          •	 HMO plans available in your area.
          •	 EPO	plan available in your area.
          For details, see the “Compare Medical Plan Features” table, below.
      Where to Find Detailed Plan Information
          During your initial enrollment or later during annual enrollment, you can get information about your
          medical plan options, including detailed comparisons of covered services, costs, and a list of network
          providers for each plan option, by
          •	 Visiting	the	Your	Benefits	Resources	web	site.
          •	 Calling	the	Boeing	Service	Center	through	Boeing	TotalAccess.

            Compare Medical Plan Features
            This	summary	compares	the	basic	differences	among	the	primary	types	of	medical	plans:	Traditional	Medical	Plan,	
            PPO+Account,	CCP,	HMO	plans,	and	EPO	plan.	Consider	the	type	of	care	you	and	your	family	typically	need;	then	check	
            to	see	how	the	plan	options	meet	your	health	care	needs.
                                        Traditional
                                        Medical Plan        PPO+Account   CCP                  HMO Plans               EPO Plan
            Network of                          Yes             Yes              Yes                  Yes                     Yes
            providers
            PCP must                    No;	any	provider	        No       Yes;	contact	        Yes;	PCP	               No;	only	a	
            coordinate all              may be used                       the	service	         generally must          network	provider	
            care                                                          representative	to	   coordinate care         may be used
                                                                          coordinate care      to	receive	the	
                                                                                               maximum	benefit


Health Care Plans | 2009 Edition | A86320W                                                                  Eligibility and Enrollment   1-3
          Compare Medical Plan Features (continued)
          This	summary	compares	the	basic	differences	among	the	primary	types	of	medical	plans:	Traditional	Medical	Plan,	
          PPO+Account,	CCP,	HMO	plans,	and	EPO	plan.	Consider	the	type	of	care	you	and	your	family	typically	need;	then	check	
          to	see	how	the	plan	options	meet	your	health	care	needs.
                                   Traditional
                                   Medical Plan            PPO+Account         CCP                  HMO Plans               EPO Plan
          PCP referral             No;	visit	any	                No            Yes;	contact	        Yes;	PCP	generally	 No;	visit	any	
          required to visit        specialist                                  the	service	         must	provide	       network
          a specialist                                                         representative	to	   referral for        specialist
                                                                               coordinate care      services	to	be	
                                                                                                    covered
          Network annual           Yes;	however,	many	           Yes                   No                   No                        No
          deductible               services,	including	
                                   network	office	
                                   visits,	preventive	
                                   care,	prescription	
                                   drugs, routine
                                   vision	care,	and	
                                   tobacco cessation
                                   treatment, are not
                                   subject to an annual
                                   deductible
          Nonnetwork               Yes;	nonnetwork	        Yes;	nonnetwork	    Yes;	nonnetwork	     No;	generally,	         No;	generally,	
          annual                   services	are	subject	   services	           services	            services	from	          services	from	
          deductible               to an annual            are subject         are subject to an    nonnetwork              nonnetwork
                                   deductible              to an annual        annual deductible    providers	are	not	      providers	are	not	
                                                           deductible                               covered                 covered
          Prescription             Yes;	coinsurance	for	   Yes;	coinsurance	   Yes;	copayments	     Yes;	copayments	        Yes;	copayments	
          drug copayment/          retail	participating	   for retail          for retail           for retail              for retail
          coinsurance              pharmacies	and	         participating	      participating	       participating	          participating	
                                   copayments	for	mail	    pharmacies	and	     pharmacies	and	      pharmacies	and	         pharmacies	and	
                                   order                   mail order          mail order           mail order              mail order
          Preventive care                   Yes                  Yes                  Yes                  Yes                        Yes
          Routine vision                    Yes                  Yes                  Yes                  Yes                        Yes
          care
          Annual out-of-           Yes;	for	network	       Yes;	separate	      Yes;	for	            Varies	by	plan                    No
          pocket maximum           and nonnetwork          maximums	for	       nonnetwork
                                   combined                network and         services
                                                           nonnetwork
                                                           services
          Health Savings                    No                   Yes                   No                   No                        No
          Account


Dental Plan Options
        The Company dental plans are designed to provide you and your covered dependents with quality,
        comprehensive dental benefits. Your dental plan helps you pay for certain treatments such as preventive
        care and routine examinations to help you maintain good dental health. Depending on your location, you
        may have a choice of the following types of dental plans:
        •	 Preferred	Dental	Plan.
        •	 Scheduled	Dental	Plan.
        •	 Prepaid	dental	plan.

1-4   Eligibility and Enrollment                                                                            Health Care Plans | 2009 Edition | A86320W
When to Enroll or Make Changes
          When you become eligible for coverage in the medical and dental plans, you generally may enroll
          •	 By	the	date	printed	on	the	enrollment	worksheet	you	receive	as	a	newly	eligible employee.
          •	 During	the	annual enrollment period designated by the Company.
          •	 Within	the	specified	time	frames	for	a	special	enrollment	event	or	qualified	status	change	during	the	year.	
             (See the table, “How and When to Enroll,” later in this section.)
          Each of these enrollment periods is explained here.
If You Are Newly Eligible
          If you are a newly eligible employee, you will receive an enrollment worksheet by mail that shows your
          available health and insurance plan options, coverage levels, and costs. You also can find enrollment
          information on line at the Your Benefits Resources web site. Medical and dental coverage is optional; you
          may elect medical coverage, dental coverage, both, or neither. However, if you do not want coverage, you
          must decline it; otherwise, you may be enrolled automatically.
During the Annual Enrollment Period
          The Company establishes an annual enrollment period each year. During annual enrollment, you can add
          or drop coverage for yourself or your eligible dependents in accordance with the eligibility rules. The
          Company will send you information about the annual enrollment dates and when your coverage changes
          will be effective.
During the Year When Certain Life Events Occur
          After you enroll, you generally may change or drop coverage only during the annual enrollment period
          designated by the Company. However, Federal rules allow you to add, change, or drop coverage during the
          year as a result of certain special enrollment events or qualified status changes, as described below.
          If you experience a special enrollment event or a qualified status change and you would like to enroll
          or change your coverage, you must contact the Boeing Service Center through Boeing TotalAccess
          and request enrollment within the time frames specified in the table, “How and When to Enroll,” later
          in this section.
          When you request enrollment or a change in coverage, you will be requested to provide required documentation
          to the Boeing Service Center. For more information, see “When Additional Documentation Is Required,” later
          in this section.
      Special Enrollment Events
          If you declined coverage in the medical or dental plans for yourself and/or your eligible dependents when
          you were first eligible because you or your dependents had other health care coverage, you may enroll
          yourself and/or your eligible dependents if you or your dependent experiences one of these special
          enrollment events:
          •	 You	or	your	dependent	loses	or	becomes	ineligible	for	other	health	care	coverage	because	of	an	event	
             such as loss of dependent status under another health care plan (through divorce, legal separation,
             termination of a same-gender domestic partnership, or dependent child reaching the limiting age), death,
             termination of employment, reduction in hours of employment, termination of employer contributions
             toward the coverage, elimination of coverage for the class of similarly situated employees or dependents,
             moving out of the plan’s service area with no other coverage available from the other health care plan, or
             reaching the lifetime limit on all benefits under the other health care plan.**
          •	 You	or	your	dependent	becomes	ineligible	for	Medicaid	or	a	state	Children’s	Health	Insurance	Program	
             and loses coverage; you or your dependent becomes eligible for premium assistance under Medicaid or a
             state’s child health care plan.*
          •	 You	or	your	dependent	exhausts	any	continuation	coverage	from	another	employer;	that	is,	coverage	
             provided under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (COBRA), ends.
          •	 You	gain	a	new	dependent	because	of	marriage,	entering	a	same-gender	domestic	partnership,	birth,	
             adoption, or placement for adoption.
          *Updated: April 1, 2009
          **Updated: January 2011
Health Care Plans | 2009 Edition | A86320W                                                     Eligibility and Enrollment   1-5
        Note: For this purpose, “other health care coverage” does not include coverage through Medicare,
        Medicaid, or the TRICARE Supplement Plan.
        If you experience a special enrollment event, you can enroll yourself and/or your eligible dependents in a
        medical and/or dental plan, as described earlier in this section. You can enroll in any family status tier and
        any health plan option available to you.
        Special enrollment is not available if you lose coverage because of failure to make timely premium
        payments or termination from the plan for cause (such as for making a fraudulent claim).
      Qualified Status Changes
        If you experience one of the qualified status changes listed below, you may be able to enroll in medical or
        dental coverage, change your current coverage, or drop your coverage midyear. Any change to your coverage
        must be consistent with the status change that affects your or your dependent’s eligibility for Company-
        sponsored health care coverage or health care coverage sponsored by your eligible dependent’s employer.
        Qualified status changes are the following events:
        Legal marital status (or qualifying same-gender domestic partnership). You marry, enter into a same-
        gender domestic partnership, divorce, legally separate, or dissolve a same-gender domestic partnership or
        your marriage is annulled or your spouse or same-gender domestic partner dies.
        Number of dependent children. You lose or gain a dependent child through death, birth, adoption, or
        placement of a child in your home for adoption.
        Employment status. Your or your dependent’s eligibility for coverage is affected by a change in job
        situation such as termination or commencement of employment, strike or lockout, commencement of or
        return from an unpaid leave of absence, a change in work site, a transfer between a salaried and an hourly
        position, a transfer between a full-time and a part-time position, or a transfer between a nonunion salaried
        position and a union-represented position.
        Dependent child’s eligibility. Your dependent child becomes eligible or ineligible for coverage (for
        example, if your child exceeds the age limits).**
        Residence. Your or your covered dependent’s place of residence changes, which affects access to health
        care within the current plan or restricts his or her ability to access network providers.
        Cost of coverage. You or your covered dependent experiences a significant change in the cost of employer-
        sponsored coverage (including COBRA).
        Significant change in coverage. You or your dependent experiences a significant curtailment of employer-
        sponsored health care coverage or that coverage ends, including expiration of coverage under another
        employer’s COBRA plan. Examples of curtailment include a significant increase in the annual deductible
        or copayments or a loss of access to a significant portion of a provider network.
        Addition or improvement of a benefit option. The Company adds a new benefit option or significantly
        improves an existing benefit option.
        Enrollment change in another plan. You or your dependent experiences a change in enrollment in another
        plan sponsored by the Company or another employer, including an annual enrollment election change.
        Entitlement to Medicare or Medicaid, or state Children’s Health Insurance Program. You or your
        dependent becomes eligible or ineligible for Medicare or Medicaid; you or your dependent becomes
        ineligible for a state Children’s Health Insurance program and loses coverage.*
        Premium assistance: You or your dependent becomes eligible for premium assistance under Medicaid or a
        state’s child health care plan.*
        Loss of governmental or educational coverage. You or your dependent loses coverage under a group
        health plan sponsored by a governmental or educational institution.
        Judgment, decree, or order. You receive a judgment, decree, or court order from a divorce, legal
        separation, annulment, or change in legal custody, including a QMCSO, that requires you to add or remove
        health care coverage for a dependent child.
        Family and Medical Leave Act leave of absence. You take an approved leave of absence in accordance
        with the Family and Medical Leave Act of 1993 (FMLA).
        *Updated: April 1, 2009
        **Updated: January 2011
1-6   Eligibility and Enrollment                                                            Health Care Plans | 2009 Edition | A86320W
How to Enroll*
          Soon after you become an eligible employee, you will receive a Boeing TotalAccess password and an
          enrollment worksheet for your health and insurance benefits. You also can find an enrollment worksheet on
          line at the Your Benefits Resources web site. You can use your enrollment worksheet as a guide when you
          enroll; you will not need to submit it to enroll.
          After you enroll, you can use the Your Benefits Resources web site to review your elections and see your
          costs for coverage.
          To do so, you will need
          •	 Your	Boeing	TotalAccess	password.
          •	 Your	BEMS	ID	number	(or	Social	Security	number,	which	may	be	required	by	the	Centers	for	Medicare	
             & Medicaid Services [CMS]) and birth date.
          •	 Social	Security	numbers	and	birth	dates	for	the	dependents you are enrolling.
          •	 Information	about	your	spouse’s	or	same-gender	domestic	partner’s	employment	and	health care
             coverage, if any.
          •	 The	name	and	identification	number	of	your	primary	care	provider	if	you	enroll	in	the	CCP, an HMO
             plan, or the prepaid dental plan. You and your covered dependents can choose the same or different
             primary care providers for your medical plan. (However, under some prepaid dental plans, you must
             name the same dental primary care provider for all covered dependents.)
             If you enroll in the Traditional Medical Plan, PPO+Account, the EPO plan, Preferred Dental Plan, or
             Scheduled Dental Plan, you will not need to select primary care providers.
             If you do not have access to a computer, you can enroll over the phone by calling the Boeing Service
             Center through Boeing TotalAccess.
          If you are rehired, you automatically may be enrolled in your prior coverage, depending on the length of
          your lapse in service, the availability of the plan, and other factors. Contact the Boeing Service Center
          through Boeing TotalAccess for information or to verify or change your coverage.

            How and When to Enroll
            To enroll . . .                                      Enroll through the . . .                        By the . . .
            As	a	newly	eligible	employee                         Your	Benefits	Resources	web	site*               Date	shown	on	your	enrollment	worksheet
            During	an	annual	enrollment	period                   Your	Benefits	Resources	web	site*               Last	day	of	your	designated	annual	
                                                                                                                 enrollment	period
            Yourself	and	your	dependents	because	                Your	Benefits	Resources	web	site                60th	day	after	the	event
            of	a	special	enrollment	event	or	a	
            qualified	status	change	(as	defined	
            in	“During	the	Year	When	Certain	Life	
            Events	Occur”)
            A	new	dependent	midyear	because	of	                  Your	Benefits	Resources	web	site**              120th	day	after	the	event
            marriage,	entering	into	a	same-gender	
            domestic	partnership,	birth,	adoption,	
            or	placement	for	adoption	when	you	
            already	are	enrolled	in	the	plan
            If	you	experience	a	change	in	work	site	 Your	Benefits	Resources	web	site                            31st	day	after	the	event
            that results in a change in the medical
            and/or	dental	plans	available	to	you
            *	 You	will	find	links	for	enrollment	on	the	Your	Benefits	Resources	web	site	only	when	enrollment	is	available	to	you	as	a	new	employee	or	during	the	
               annual	enrollment	periods	specified	by	the	Company.
            **	 To	enroll	a	new	dependent	after	the	60th	day,	you	must	call	the	Boeing	Service	Center	through	Boeing	TotalAccess	and	speak	with	a	representative.



          *Updated: January 2010

Health Care Plans | 2009 Edition | A86320W                                                                                          Eligibility and Enrollment        1-7
When Additional Documentation Is Required
        To cover dependents, or to enroll following loss of other employer-sponsored coverage, you will be required
        to	submit	a	Dependent	Verification	Notification	form	or	other	information	to	the	Boeing	Service	Center.
        If you do not submit the requested documentation by the date specified by the Boeing Service Center,
        your request to add or change coverage will be denied. The situations described below commonly require
        additional information. At the Plan Administrator’s discretion, other situations also may require more
        information.
      Application for Disabled Children*
        Coverage for a disabled child normally ends on his or her 26th birthday. However, you may continue his or
        her coverage if a physician provides proof that the child is incapable of self-support because of disability.
        You may be required to confirm the disability from time to time.
        If your eligible disabled dependent child is 26 or older and the disability started before age 26, you may
        enroll the child by completing a special application. Call the Boeing Service Center through Boeing
        TotalAccess for an application.
      Documentation for QMCSOs, Legal Custody, and Guardianship
        You will be required to submit documentation to the Boeing Service Center if
        •	 You	are	required	to	cover	a	child	(called	an	alternate	recipient)	by	order	of	a	court	through	a	qualified	
           medical child support order (QMCSO).
        •	 You	assume	legal	custody	or	guardianship	of	a	child.	
      Proof of Marriage or Qualifying Domestic Partnership
        If you enroll your spouse, you will be required to document your marriage or common-law marriage. If you
        enroll your eligible same-gender domestic partner or his or her eligible children, you will be required to
        submit proof of your qualifying domestic partnership. For additional information, contact the Boeing
        Service Center through Boeing TotalAccess.
      Evidence of Loss of Other Coverage
        If you enroll yourself and/or your dependents due to loss of other health plan coverage, you may be
        required to submit evidence of the type of coverage, date coverage ended, reason coverage ended, and
        family members who were covered under the other plan. The most convenient way to provide this
        information is to send a copy of the certificate of creditable coverage issued by the other health plan or to
        submit copies of other documents that contain the required information.


When Coverage Begins
        The effective date of your coverage depends on when you enroll and what event initiates your enrollment.
        The following tables explain when coverage begins for you and your dependents. In all cases, you must be
        on the active payroll on the effective date for coverage to begin.

                      What if I am in the hospital when my new medical coverage is supposed to begin?
                      If	you	(or	your	dependent)	are	confined	to	a	hospital	or	similar	institution	on	the	date	coverage	begins,	this	plan	
                      will	be	secondary	to	any	other	coverage	you	may	have.	When	you	are	discharged	from	the	facility	or	if	that	
                      coverage	ends,	this	plan	will	become	primary.
                      If	the	previous	health	care	plan	(including	a	Company-sponsored	health	care	plan)	provides	continued	
                      coverage	during	the	hospitalization,	the	previous	plan	will	be	primary	and	the	new	plan	will	be	secondary	until	
                      hospitalization	ends.	(See	Section	5.)




        *Updated: January 2011
1-8   Eligibility and Enrollment                                                                           Health Care Plans | 2009 Edition | A86320W
Coverage for You
            If you . . .                                                      Your coverage will begin on the . . .
            Are	a	newly	hired	employee	(and	you	make	your	election	by	        First	day	of	the	month	after	your	first	day	of	employment
            the date indicated on your enrollment worksheet)
            Enroll	or	change	your	coverage	during	an	annual	enrollment	       First	day	of	the	new	benefit	year
            period
            Enroll	or	change	your	coverage	because	of	a	special	              Special	enrollment	event	date	
            enrollment	event	(see	“Special	Enrollment	Events,”	in	this	
            section)
            Enroll	or	change	your	coverage	because	of	a	qualified	status	 Qualified	status	change	date	
            change	(see	“Qualified	Status	Changes,”	in	this	section)
            Enroll	in	a	new	medical	or	dental	plan	if	your	current	plan	is	   Date	Boeing	TotalAccess	receives	your	address	change	(if	
            no	longer	available	following	a	change	of	address	                you	call	Boeing	TotalAccess	within	60	days	of	your	address	
                                                                              change,	coverage	will	begin	on	the	date	of	your	address	
                                                                              change)
            Are	recalled	from	a	layoff	within	your	recall	rights	period       Date	you	are	reinstated	to	the	active	payroll
            Are	reemployed	after	uniformed	service	(and	return	to	work	       Date	you	are	reinstated	to	the	active	payroll
            promptly	in	accordance	with	Federal	law)
            Return	to	work	from	an	approved	leave	of	absence                  Date	you	are	reinstated	to	the	active	payroll
            Are rehired                                                       First	day	of	the	month	after	the	date	you	are	reinstated	to	
                                                                              the	active	payroll
            Transfer	from	one	payroll	to	another                              First	day	of	the	month	after	or	coinciding	with	your	transfer	
                                                                              date


Coverage for Your Dependents
            If you enroll your dependents or
            change their coverage . . .                                       Their coverage will begin on the . . .
            When	you	are	a	newly	hired	employee                               Same	day	that	your	coverage	begins	(if	applied	for	at	the	
                                                                              same time)
            During	an	annual	enrollment	period                                First	day	of	the	new	benefit	year
            As	a	result	of	a	special	enrollment	event	(see	“Special	          Special	enrollment	event	date	
            Enrollment	Events,”	in	this	section)
            As	a	result	of	a	qualified	status	change	(see	“Qualified	         Qualified	status	change	date	
            Status	Changes,”	in	this	section)
            Following	receipt	of	a	QMCSO                                      First	of	the	month	the	QMCSO	is	received	or	on	the	date	
                                                                              specified	in	the	QMCSO




Health Care Plans | 2009 Edition | A86320W                                                                        Eligibility and Enrollment   1-9
What Coverage Costs
How Much You Pay for Coverage
        Generally, you and the Company share the cost of health care coverage. The amount you pay from each
        paycheck toward the cost of your health care coverage is called a contribution. The amount you pay out of
        your own pocket depends on which plan you choose (for a comparison of the basic differences among the
        medical plans, see the table, “Compare Medical Plan Features,” earlier in this section).
        Contribution amounts are governed by your collective bargaining agreement and are published each year
        during the annual enrollment period. You can find your contribution amount on the information that will
        be mailed to you, or you can find out more through the Your Benefits Resources web site or by calling the
        Boeing Service Center through Boeing TotalAccess. A working spouse contribution also may be required,
        as explained in “How Much You Pay if Your Spouse or Same-Gender Domestic Partner Works,” in this
        section.
        Your	enrollment	in	health	care	coverage	authorizes	the	Company	to	deduct	your	contributions	(if	any)	on	a	
        pretax basis from your paycheck each pay period.
        Contributions for coverage are deducted beginning with the first paycheck of the month after the month in
        which you enroll. Contributions for a partial month of coverage are taken retroactively on an aftertax basis.
        Increased contributions due to a special enrollment event or a qualified status change are taken on an
        aftertax basis for retroactive periods of coverage.

How Much You Pay if Your Spouse or Same-Gender Domestic
Partner Works
        If your spouse or same-gender domestic partner has not enrolled in a medical plan available through his or
        her employer and enrolls in your plan, you must pay an additional monthly contribution (called a working
        spouse contribution).
        You will not be required to pay this contribution if your spouse or same-gender domestic partner is
        •	 Not	employed	full	time	through	an	employer	other	than	the	Company.	
        •	 Currently	covered	by	his	or	her	employer’s	medical	plan.	
        •	 Currently	covered	by	other	group	health	coverage	as	a	retired	employee	and	not	by	his	or	her	employer.	
        •	 Not	offered	medical	coverage	by	his	or	her	employer.
        •	 Retired	and	not	employed,	or	employed	but	regularly	scheduled	to	work	less	than	36	hours	per	week.
        •	 Employed	by	the	Company.	
        •	 Not	enrolled	in	his	or	her	employer’s	medical	plan	but	commits	to	join	at	the	next	annual enrollment
           period or other opportunity, and within one year. You will be required to verify this information.
        If your spouse no longer meets one of these conditions during the year, you must notify the Boeing Service
        Center through Boeing TotalAccess. You may be required to pay any working spouse contributions that you
        have missed.
        If you are not sure whether this contribution applies to you, call the Boeing Service Center through Boeing
        TotalAccess.

                      Can I stop the working spouse contribution during the year?
                      Yes.	If	your	spouse	or	same-gender	domestic	partner	becomes	covered	under	another	employer’s	medical	plan	
                      or	meets	one	of	the	conditions	listed	above,	you	will	have	60	days	to	stop	the	working	spouse	contribution	
                      retroactively.	After	60	days,	a	change	can	be	made	prospectively	only.	Call	the	Boeing	Service	Center	through	
                      Boeing	TotalAccess.




1-10   Eligibility and Enrollment                                                                      Health Care Plans | 2009 Edition | A86320W
Court-Ordered Child Support
          The Company also will provide health care coverage to certain children (called alternate recipients) if
          directed to do so by a qualified medical child support order (QMCSO) that is issued by a court or state
          agency of competent jurisdiction.
          A QMCSO is a “medical child support order” that is “qualified” under requirements of the Omnibus
          Budget Reconciliation Act of 1993, as amended.

Medical Child Support Order
          A medical child support order is any decree, judgment, or order (including approval of a settlement
          agreement) from a state court with jurisdiction over the child’s support or an order or administrative notice
          from a state agency with such jurisdiction under state law that
          •	 Recognizes	the	child	as	an	alternate	recipient	for	plan benefits.
          •	 Provides,	based	on	a	state	domestic	relations	law	(including	a	community	property	law),	for	the	child’s	
             support or health plan coverage.
          •	 Specifically	requires	a	health care plan to provide coverage.

Qualified Medical Child Support Order
          Not	all	medical	child	support	orders	are	qualified.	A	QMCSO	
          •	 Meets	all	of	the	above	conditions	for	a	medical	child	support	order,	
          •	 Creates	or	recognizes	an	alternate	recipient’s	right	to	receive	plan benefits, and
          •	 Specifies
             – Your (the employee’s) name and last known address.
             – Each alternate recipient’s name and address (or, if the order provides, the name and address of a state
               official or agency instead of each alternate recipient’s address).
             – Coverage to which the alternate recipient is entitled.
             – The coverage effective date.
             – How long the child is entitled to coverage.
             – That the health care plan is subject to the order.

                           What if I have to pay medical expenses after the QMCSO effective date but before the
                           QMCSO has been approved by the Company?
                           The	health	plans	pay	network	providers	directly	for	covered	services.	When	a	covered	charge	has	been	paid	by	
                           you,	an	alternate	recipient,	a	custodial	parent,	or	a	legal	guardian,	the	plan	will	reimburse	the	person	who	paid	
                           the	expense.	You	must	file	a	claim	for	reimbursement.	For	claim-filing	instructions,	see	Section	5.


How the Company Notifies You of a Medical Child Support Order
          The Company promptly will notify you and the alternate recipient if it receives a medical child support
          order and will provide an explanation of the procedures used to determine whether the order is qualified.
          The Company then will decide, based on written procedures and within a reasonable time, whether the
          order is a QMCSO.
          If the order is a QMCSO, the Company will
          •	 Notify	you	and	the	alternate	recipient	of	the	plan’s	procedures	for	adding	the	alternate	recipient	to	your	
             coverage.
          •	 Allow	the	alternate	recipient	an	opportunity	to	designate	a	representative	to	receive	copies	of	any	notices	
             due under the QMCSO.
          •	 Begin	coverage	for	the	alternate	recipient	on	the	date	specified	in	the	QMCSO	(which	is	not	necessarily	
             the first of the month).
          •	 Begin	deducting	any	required	contributions	from	your	paycheck,	including	any	contributions	for	
             coverage retroactive to the coverage effective date specified in the QMCSO.


Health Care Plans | 2009 Edition | A86320W                                                                       Eligibility and Enrollment   1-11
        If the order is not a QMCSO, the Company will notify the employee and each alternate recipient, within a
        reasonable time, of the reasons and the procedures for submitting a corrected medical child support order.

                      How can I learn more about QMCSOs?
                      For	more	information	on	QMCSOs,	contact	the	Boeing	Service	Center	through	Boeing	TotalAccess.	You	
                      can	obtain	the	Company’s	procedures	governing	medical	child	support	orders	at	no	charge	by	writing	to	
                      the	Employee	Benefit	Plans	Committee,	The	Boeing	Company,	100	North	Riverside,	MC	5002-8421,	
                      Chicago,	IL	60606-1596.



How Same-Gender Domestic Partner Coverage Affects
Taxes
        If you enroll your same-gender domestic partner or his or her eligible children in a Company-sponsored
        health care plan, the benefit value may be taxable to you as ordinary income. The taxability of benefits
        depends on whether your same-gender domestic partner (and his or her children) qualifies as a dependent
        under Internal Revenue Code Section 105.
        For additional information about domestic partner benefit tax implications, you should consult a
        tax adviser.




1-12   Eligibility and Enrollment                                                                     Health Care Plans | 2009 Edition | A86320W
Traditional Medical Plan                                                                                              Section        2
How the Traditional Medical Plan Works
          The Traditional Medical Plan offers financial protection against large and often unforeseen medical
          expenses. Through the service representatives listed in the table below, the plan covers medical services
          and supplies such as
          •	 Preventive	care.
          •	 Physician office visits.
          •	 Physician	and	hospital	services.	
          •	 Prescription	drugs.
          •	 Mental	health	and	substance abuse treatment.
          •	 Routine	vision	care.
          You	share	in	the	cost	of	these	services	by	paying	a	copayment, a coinsurance percentage, and/or an
          annual deductible,	as	described	in	this	section.	The	plan	pays	100	percent	of	most	covered services
          received through a network provider	after	you	pay	the	annual	deductible.	For	other	services,	such	as	
          physician	office	visits,	you	pay	a	copayment	when	you	see	a	network	provider	(the	deductible	does	
          not	apply).	
          The	Traditional	Medical	Plan	gives	you	the	flexibility	to	see	any	physician	you	choose.	However,	your	
          out-of-pocket	costs	are	lower	when	you	see	a	network	provider	for	services	covered	by	this	plan.	

Who Administers the Benefits
          The	Company	has	contracted	various	service representatives	to	handle	the	day-to-day	administration	of	
          the	plan.	Service	representatives	answer	benefit	questions,	make	benefit	decisions,	pay	claims,	process	
          claim appeals, and account for premiums, service fees, and claim costs. The current service representatives
          are as follows:

            Traditional Medical Plan Service Representatives*
            Traditional Medical Plan Benefit                   Current Service Representative         Claims Are Processed by
            Medical and hospital services                      BlueCross BlueShield of Illinois       BlueCross BlueShield of Illinois
                                                               (BCBSIL)                               (BCBSIL)
            Mental health and substance abuse program          ValueOptions/Boeing Helpline           ValueOptions/Boeing Helpline
            Retail prescription drug program                   Medco Health Solutions, Inc.           Medco Health Solutions, Inc.
            Mail-order prescription drug program               Medco By Mail                          Medco Health Solutions, Inc.
            Routine vision care program                        Vision Service Plan (VSP)              Vision Service Plan (VSP)


          See Section 9, “Contacts,” for information on how to contact the service representatives.
          The	Company	reserves	the	right	to	change	a	service	representative	at	any	time.	If	this	happens,	you	will	be	
          notified in writing.

                           What is a service representative?
                           A service representative is an agent, group, or organization with which the Company has contracted to handle
                           the day-to-day administration of the plan.




         *Updated:	January	2011
Health Care Plans | 2009 Edition | A86320W                                                                     Traditional Medical Plan   2-1
Save Money by Using a Network Provider
        Each service representative maintains a network of providers that have been contracted to provide
        services and treatments under this plan at discounted fees.
        •	 Contracted	physicians, hospitals, and medical specialists are referred to as network providers.
        •	 Contracted	pharmacies	are	referred	to	as	retail	participating pharmacies.
        These network providers and participating pharmacies are required to demonstrate that they meet certain
        quality standards and hold certain credentials to become part of the service representative’s network. They
        also provide direct claim billing to the plan so that you usually do not need to submit a claim form when
        you use a network provider.
        Each time you need medical care, you can choose whether to use a network provider or a provider who is
        not in the network (referred to as a nonnetwork provider).	Network	providers	accept	a	discounted	fee	
        from the plan. This discount is applied before you pay your share of the bill. The plan generally pays a
        larger portion of the covered charges when you use a network provider, which means that you pay less out
        of your own pocket.
        Network	providers	are	available	in	most	areas	of	the	United	States.	For	information	on	how	to	locate	one,	
        visit the Your Benefits Resources web site or call the Boeing Service Center through Boeing TotalAccess.
      Nonnetwork Providers
        Generally, if you use a nonnetwork provider when a network provider is available in your area, the plan
        will pay less of the covered charges than if you see a network provider.
        Nonnetwork	providers	generally	are	physicians, hospitals, and other medical professionals who do not
        have contracts with the service representatives for this medical plan.
        Some Providers May Not Be Eligible for Networks. If the service representative does not maintain a
        network of providers in a particular category (for example, podiatrists or ambulance service providers)
        within the plan’s network service area, a special provision applies. The plan will pay 80 percent of usual
        and customary charges for services and supplies received from those providers after you satisfy your
        annual deductible. If you are not sure whether a network is available for providers in a certain category,
        contact the service representative.

                      What if I live in an area that has no network providers?
                      The	plan	may	pay	your	benefits	at	the	network	level	based	on	the	usual	and	customary	charge	if	you	are	
                      enrolled	in	this	plan	and	the	plan	determines	that	you	live	outside	of	a	network	service	area.	Contact	the	service	
                      representative	if	you	believe	that	you	live	outside	a	network	service	area.



How the Traditional Medical Plan Pays Benefits
        For most services and supplies covered by this plan, you and the plan each pay a portion of your medical
        care costs, as described below and shown in the table, “How the Traditional Medical Plan Pays Benefits,”
        later in this section.

Annual Deductible
        Generally, the annual deductible is the amount you must pay out of your own pocket for covered services
        each benefit year before the plan begins to pay benefits. The annual deductible applies to many but not all
        covered services, as listed on the next page.
        Once you satisfy the annual deductible, the plan pays a percentage of the covered charges that are subject
        to the annual deductible.




2-2   Traditional Medical Plan                                                                            Health Care Plans | 2009 Edition | A86320W
          Services That Do Not Apply Toward the Annual Deductible. This plan is designed to provide cost-
          effective care to help you and your family members maintain or improve your health. Therefore, this plan
          does not require you to satisfy the annual deductible before you begin receiving any of these services:
          •	 Network	provider office visits.
          •	 Prescription	drugs.
          •	 Preventive	care.
          •	 Routine	vision	care	and	eyewear.
          •	 Tobacco	cessation	treatment.
          Amounts that you pay, such as copayments, toward the above-listed covered services do not count toward
          the annual deductible.

Copayments
          A copayment is a fixed dollar amount that you pay toward the cost of a particular covered service, when
          the service is received.
          Copayments do not apply toward the annual deductible or the annual out-of-pocket maximum.

Coinsurance Percentage
          For certain network services, all nonnetwork services, and retail prescription drugs, you and the plan each
          pay a percentage of the covered charge. These are referred to as coinsurance percentages.
          Generally, you must first satisfy the entire annual deductible before the plan pays its coinsurance
          percentage for services to which the annual deductible applies.
          A coinsurance percentage does not include any amounts you pay for services that the plan does not cover
          or any amounts that exceed the usual and customary charge.

Annual Out-of-Pocket Maximum*
          This plan limits the maximum amount that you or your family must pay in any one benefit year for most
          services to which a coinsurance percentage applies. Once you reach the out-of-pocket maximum, the plan
          will begin to pay most covered services and supplies at 100 percent of the usual and customary charge
          (see definition in Section 8) for the rest of that benefit year.
          Amounts That Do Not Count Toward the Annual Out-of-Pocket Maximum. Amounts that you pay for
          the following are not applied toward the individual or family out-of-pocket maximums:
          •	 Annual	deductibles.
          •	 Any	balance	remaining	after	you	reach	a	benefit	maximum.
          •	 Any	difference	between	the	usual	and	customary	charge	and	the	provider’s actual charge.
          •	 Covered	charges for
             – TMJ/MPDS treatment.
             – Tobacco cessation treatment.
          •	 Covered services that are paid in full or paid at 100 percent of usual and customary charges.
          •	 Emergency	room	copayments.
          •	 Network	provider office visit copayments.
          •	 Retail	and	mail-order	prescription	drug	coinsurance/copayments.
          •	 Services	or	supplies	that	are	paid	at	a	reduced	amount	or	denied	if	you	do	not	meet	medical	review	
             program requirements.
          •	 Services	or	supplies	that	the	plan	does	not	cover.




          *Updated: January 2010
Health Care Plans | 2009 Edition | A86320W                                                    Traditional Medical Plan   2-3
How the Plan Determines the Covered Charge
        This plan pays benefits based on the covered charges. A covered charge is the provider’s charge for a
        covered service or supply, up to the service representative’s maximum allowance. The amount of the
        covered charge depends on whether you see a network or a nonnetwork provider.
        •	 For	a	network	provider,	the	service	representative	determines	the	amount	of	the	covered	charge	for	a	
           particular service or supply under any applicable agreement between the service representative and
           the provider.
        •	 For	a	nonnetwork	provider,	the	covered	charge	is	based	on	the	usual and customary charge for the
           covered	service	or	supply.	This	plan	does	not	cover	or	otherwise	recognize	any	portion	of	a	provider’s	
           charge that exceeds the usual and customary charge; you are responsible for these charges.
        Usual and Customary Charge. The usual and customary charge is the maximum charge for a covered
        service or supply the service representative will consider for reimbursement from a nonnetwork provider.
        The service representative may refer to this as the “maximum reimbursable charge,” “maximum allowable
        charge,” “reasonable and customary charge,” “allowed amount,” or a similar term.
        The usual and customary charge is the least of
        •	 The	provider’s	actual	charge	for	the	service	or	supply,	
        •	 The	provider’s	normal	charge	for	a	similar	service	or	supply,	or
        •	 A	predetermined	percentile	(negotiated	between	each	carrier	and	plan	sponsor)	of	charges	made	by	
           providers of a comparable service or supply in the geographic area where it is received.
        To determine if a charge exceeds the usual and customary charge for medical services or supplies in
        situations involving unusual or complicated services or supplies, the nature and severity of the injury or
        sickness may be considered.
        The service representative uses a database of provider charges to determine the usual and customary charge
        in an area. Information about the database and percentile used to determine the usual and customary
        charge can be obtained by contacting the service representative.
        If you use a nonnetwork provider, you pay any charges above the usual and customary amount.

Benefit Maximums*
        A benefit maximum limits the amount the plan will pay for any one person covered by this plan for a
        specific covered service for a specified period or visit, depending on the service. Once a participant
        reaches a benefit maximum, this plan will not cover that specific service or supply for the rest of the
        specified period.

How the Traditional Medical Plan Pays Benefits*
        The plan pays benefits for medically necessary services and supplies (see definition in Section 8) at the
        percentages given in the next table, “How the Traditional Medical Plan Pays Benefits,” after you pay any
        copayment, annual deductible, or combination of the two. All claims are administered by BlueCross
        BlueShield of Illinois (BCBSIL), the service representative, unless otherwise noted.
        For more detailed information, see “What the Traditional Medical Plan Covers,” later in this section.




         *Updated: January 2011
2-4   Traditional Medical Plan                                                            Health Care Plans | 2009 Edition | A86320W
                           What are medically necessary services or supplies?
                           This	plan	covers	only	treatment,	services,	and	supplies	that	are	deemed	preventive	or	medically	necessary.	
                           Medically	necessary	means	that	the	treatment,	service,	or	supply	meets	the	following	criteria	in	accordance	
                           with	the	plan	and	as	determined	by	the	service	representative.	The	treatment,	service,	or	supply	is
                           •	Required	to	diagnose	or	treat	the	patient’s	illness,	injury,	or	condition,	and	the	condition	cannot	be	diagnosed	
                             or	treated	without	it.
                           •	Consistent	with	the	symptom	or	diagnosis	and	the	treatment	of	the	condition.
                           •	The	most	appropriate	service	or	supply	that	is	essential	to	the	patient’s	needs.
                           •	Appropriate	as	good	medical	practice.
                           •	Professionally	and	broadly	accepted	as	the	usual,	customary,	and	effective	means	of	diagnosing	or	treating	
                             the	illness,	injury,	or	condition.
                           •	Unable	to	be	provided	safely	to	the	patient	as	an	outpatient	(for	an	inpatient	service	or	supply).
                           A	treatment,	service,	or	supply	may	be	medically	necessary	in	part	only.	The	fact	that	a	physician	furnishes,	
                           prescribes,	recommends,	or	approves	a	treatment,	service,	or	supply	does	not,	by	itself,	make	it	medically	
                           necessary.


            How the Traditional Medical Plan Pays Benefits††
                                                             Network Provider*                         Nonnetwork Provider**,†
            Annual deductible                                •	The	greater	of	$225	or	0.225%	of	your	base	annual	salary	per	individual	
                                                               (network	and	nonnetwork	combined)
                                                             •	The	greater	of	$675	or	0.675%	of	your	base	annual	salary	per	family	of	
                                                               three	or	more	but	not	more	than	$225	or	0.225%	of	your	base	annual	salary	
                                                               for	any	individual	(network	and	nonnetwork	combined)
                                                             •	Base	annual	salary	is	your	base	annual	salary	on	January	1	of	each	year	
                                                               (July	1,	2009,	for	the	July	1,	2009,	to	December	31,	2009,	benefit	year);	in	
                                                               the year of your hire, it is your base annual salary on your date of hire
                                                             •	Applies	to	all	covered	services	and	supplies	except	as	otherwise	noted
            Annual	out-of-pocket	maximum	                    •	$2,000	per	individual	(network	and	nonnetwork	combined)
            (does	not	include	annual	deductible)             •	$4,000	per	family	of	two	or	more	but	not	more	than	$2,000	for	any	
                                                               individual	(network	and	nonnetwork	combined)
            Copayments	(annual	deductible	does	not	          You	pay	the	copayments	listed	below	for	network	provider	office	visits,	routine	
            apply)                                           vision	examinations,	spinal	and	extremity	manipulations,	and	mail-order	
                                                             prescription	drugs
            Coinsurance                                      The	plan	pays	100%                        The	plan	pays	60%
            Limits and details on certain covered
            services and supplies follow:
            Acupuncture

                Inpatient                                                    100%                                       60%
                Outpatient                                   100%	after	$15	copayment	per	visit	                        60%
                                                             (annual	deductible	does	not	apply)
            Ambulance                                                        100%                      Same	as	network	provisions
            Christian	Science	practitioner	and	              100%;	certain	limits	apply                Same	as	network	provisions
            sanatorium
            Diagnostic	X-ray	and	laboratory	services                         100%                                       60%



          ††
             Updated: January 2011
Health Care Plans | 2009 Edition | A86320W                                                                        Traditional Medical Plan   2-5
          How the Traditional Medical Plan Pays Benefits (continued)††
                                                      Network Provider*                        Nonnetwork Provider**,†
          Durable medical equipment                                   100%                                       60%
          Emergency room treatment

              Medical emergency (must meet the        •	100%	after	$50	copayment               Same	as	network	provisions
              definition of true emergency)           •	The	$50	copayment	is	waived	if	
                                                        you are admitted as an inpatient
                                                        immediately after emergency room
                                                        treatment
              All other treatment                     •	100%	after	$50	copayment	              60%	after	$50	copayment
          Hearing aids                                •	100%	up	to	$800	per	ear                •	60%	up	to	$800	per	ear
                                                      •	Limited	to	one	aid	per	ear	every	      •	Limited	to	one	aid	per	ear	every	
                                                        three benefit years                      three benefit years
                                                      •	Hearing	aid	overhaul	in	place	of	      •	Hearing	aid	overhaul	in	place	of	
                                                        new	hearing	aid	after	three	benefit	     new	hearing	aid	after	three	benefit	
                                                        years                                    years
                                                      •	Network	and	nonnetwork	combined        •	Network	and	nonnetwork	combined
          Home health care                            •	100%                                   Same	as	network	provisions
                                                      •	Limited	to	120	visits	each	benefit	
                                                        year	(network	and	nonnetwork	
                                                        combined)
          Hospice care                                •	100%;	six-month	maximum	               Same	as	network	provisions
                                                        (network	and	nonnetwork	
                                                        combined)
                                                      •	Skilled	care	by	a	registered	nurse,	
                                                        licensed	practical	nurse,	or	home	
                                                        health aide
                                                      •	Respite	care	visits	of	2	or	more	
                                                        hours	per	day	up	to	120	hours	
                                                        per	three	months	(network	and	
                                                        nonnetwork	combined)
                                                      •	Extensions	must	be	recommended	
                                                        by	the	physician	and	approved	by	
                                                        the	service	representative
          Hospital                                                    100%                                       60%
          Mental health treatment (including eating   •	See	“How	the	Mental	Health	and	Substance	Abuse	Program	Works,”	later	in	
          disorders)                                    this section
                                                      •	Care	is	managed	by	ValueOptions	(Boeing	Helpline)	
                                                      •	Claims	are	administered	by	ValueOptions	(Boeing	Helpline)
              Covered	inpatient,	partial	hospital,	   100%	when	obtained	from	a	provider	      60%	when	obtained	from	a	provider	
              residential,	or	intensive	outpatient	   contracted	with	the	Boeing	Helpline      not	contracted	with	the	Boeing	
              services                                                                         Helpline
              Covered	outpatient	services             100%	after	$15	copayment	per	visit	                        60%
                                                      (annual deductible does not apply)




          Updated: January 2010 and January 2011
         ††


2-6   Traditional Medical Plan                                                                        Health Care Plans	|	2009	Edition	|	A86320W
            How the Traditional Medical Plan Pays Benefits (continued)††
                                                           Network Provider*                         Nonnetwork Provider**,†
            Physician

                Inpatient                                                  100%                                        60%
                Office visit (including home, hospital     100% after $15 copayment per visit                          60%
                outpatient, and second surgical opinion)   (annual deductible does not apply)
            Prescription drugs                             •	Pharmacy	benefits	are	provided	through	Medco	Health	Solutions,	Inc.	
                                                           •	Quantities	and	dosages	for	certain	prescription	drugs	may	be	limited	by	
                                                             general plan provisions, clinically established guidelines (including those for
                                                             medical necessity), and/or FDA-approved labeling
                Retail participating pharmacy              Supply	limited	to	34	days;	annual	deductible	does	not	apply
                    Generic drug                           90%;	$5	minimum,	$25	maximum
                    Formulary brand-name drug              80%	except	when	a	generic	equivalent	is	available;	$15	minimum,	$75	maximum
                    Nonformulary brand-name drug           70%	except	when	a	generic	equivalent	is	available;	$30	minimum,	no	maximum
                Mail-order	pharmacy                        Supply	limited	to	90	days;	annual	deductible	does	not	apply
                    Generic drug                           $10 copayment
                    Formulary brand-name drug              $30	copayment	except	when	a	generic	equivalent	is	available
                    Nonformulary brand-name drug           $60	copayment	except	when	a	generic	equivalent	is	available
            Preventive care

                Routine	physical	examinations

                    Employees, spouses, and children       •	100%	(annual	deductible	does	not	       Not	covered	when	received	in	a	
                    age	2	and	older                          apply), including related office        network	service	area
                                                             visits, X-ray and laboratory charges,
                                                             and childhood and adult
                                                             immunizations and vaccines
                                                             (excluding	travel	vaccines)	as	
                                                             recommended	by	the	U.S.	
                                                             Preventive	Services	Task	Force	
                                                             (USPSTF)	guidelines,	including	the	
                                                             applicable catch-up immunization
                                                             schedule	for	children	ages	2	to	18	
                                                             as	recommended	by	the	USPSTF	
                                                             guidelines
                                                           •	Limited	to	one	examination	per	
                                                             child every benefit year for children
                                                             age	2	through	18
                                                           •	Limited	to	one	examination	per	
                                                             person every three benefit years
                                                             for	age	19	through	age	34,	then	
                                                             one	examination	per	person	every	
                                                             benefit year




           ††
             Updated: January 2011

Health Care Plans	|	2009	Edition	|	A86320W	                                                                     	Traditional Medical Plan   2-7
          How the Traditional Medical Plan Pays Benefits (continued)††
                                                      Network Provider*                         Nonnetwork Provider**,†
                Children to age 2                     •	100%	(annual	deductible	does	not	       Not	covered	when	received	in	a	
                                                        apply)                                  network	service	area
                                                      •	Limited	to	eight	examinations	from	
                                                        birth	to	age	2
                                                      •	Includes	immunizations	and	
                                                        vaccines,	excluding	travel	vaccines,	
                                                        as	recommended	by	the	U.S.	
                                                        Preventive	Services	Task	Force	
                                                        (USPSTF)	guidelines	and	the	
                                                        physician,	including	the	applicable	
                                                        catch-up	immunization	schedule	
                                                        for	children	age	4	months	to	2	
                                                        years	as	recommended	by	the	
                                                        USPSTF	guidelines
              Routine	Pap	tests,	mammograms,	         •	100%	(annual	deductible	does	not	       Not	covered	when	received	in	a	
              prostate	screenings,	and	colorectal	      apply)                                  network	service	area
              screenings	(including	colonoscopies)    •	Covered	as	recommended	by	the	
                                                        physician
          Spinal	and	extremity	manipulations	(such	 •	$15	copayment	per	visit	(annual	          •	60%
          as	chiropractic	care)                       deductible	does	not	apply)                •	Limited	to	26	visits	for	spinal	
                                                    •	Limited	to	26	visits	for	spinal	            and/or	extremity	manipulations	
                                                      and/or	extremity	manipulations	             combined	per	year	(network	and	
                                                      combined	per	year	(network	and	             nonnetwork	combined)
                                                      nonnetwork	combined)
          Substance	abuse	treatment†                  •	See	“How	the	Mental	Health	and	Substance	Abuse	Program	Works,”	later	in	
                                                        this	section	
                                                      •	Care	is	managed	by	ValueOptions	(Boeing	Helpline)
                                                      •	Claims	are	administered	by	ValueOptions	(Boeing	Helpline)
              Covered	inpatient,	partial	hospital,	   100%	when	obtained	from	a	provider	       60%	when	obtained	from	a	provider	
              residential,	or	intensive	outpatient	   contracted	with	the	Boeing	Helpline       not	contracted	with	the	Boeing	
              services                                                                          Helpline
              Covered	outpatient	services             100%	after	$15	copayment	per	visit	                         60%
                                                      (annual	deductible	does	not	apply)
          TMJ/MPDS	treatment                          •	50%                                     Same	as	network	provisions
                                                      •	$3,500	lifetime	maximum	
                                                        benefit	(network	and	nonnetwork	
                                                        combined)
          Therapies	(inpatient	and	outpatient)

              Neurodevelopmental	therapy	             •	100%                                    •	60%
              (for	children	age	6	and	younger)        •	Limited	to	$1,500	each	benefit	year     •	Limited	to	$1,500	each	benefit	year	
                                                        (network	and	nonnetwork	                  (network	and	nonnetwork	
                                                        combined)                                 combined)




          Updated: January 2010 and January 2011
         ††


2-8   Traditional Medical Plan                                                                         Health Care Plans	|	2009	Edition	|	A86320W
            How the Traditional Medical Plan Pays Benefits (continued)
                                                                       Network Provider*                                  Nonnetwork Provider**,†
                  Occupational,	physical,	and	speech	                  •	100%                                             •	60%
                  therapy                                              •	Limited	to	three	months;	may	be	                 •	Limited	to	three	months;	may	be	
                                                                         extended	if	approved	by	the	service	               extended	if	approved	by	the	service	
                                                                         representative                                     representative
            Tobacco cessation treatment                                •	100%	(annual	deductible	does	not	                Same	as	network	provisions
                                                                         apply)
                                                                       •	$500	lifetime	benefit	maximum	
                                                                         (network	and	nonnetwork	
                                                                         combined)
            Vision care                                                Provided	through	Vision	Service	Plan	(VSP)
                  Eye	examination                                      •	100%	after	a	$15	copayment;	                     •	100%	up	to	$50;	annual	deductible	
                                                                         annual	deductible	does	not	apply                   does	not	apply
                                                                       •	Limited	to	one	eye	examination	                  •	Limited	to	one	eye	examination	
                                                                         per	benefit	year	(network	and	                     per	benefit	year	(network	and	
                                                                         nonnetwork combined)                               nonnetwork combined)
                  Lenses                                               Limited	to	two	sets	of	lenses	every	               Limited	to	two	sets	of	lenses	every	
                                                                       two	benefit	years	(network	and	                    two	benefit	years	(network	and	
                                                                       nonnetwork combined) and subject                   nonnetwork combined) and subject
                                                                       to	the	following	benefit	maximums	                 to	the	following	benefit	maximums	
                                                                       (annual	deductible	does	not	apply):                (annual	deductible	does	not	apply):
                     Single	vision                                                          $50                                                 $50
                     Bifocal                                                                $80                                                 $80
                     Trifocal                                                               $95                                                 $95
                     Lenticular                                                            $155                                                $155
                  Contact	lenses	(in	place	of	allowance	               •	$120;	annual	deductible	does	not	                •	$120;	annual	deductible	does	not	
                  for	conventional	lenses	and	frames)                    apply                                              apply
                                                                       •	15%	discount	on	contact	lens	                    •	No	discount	applies
                                                                         fitting	and	evaluation	examination
                  Frames                                               •	$90;	annual	deductible	does	not	                 •	$90;	annual	deductible	does	not	
                                                                         apply                                              apply
                                                                       •	Limited	to	two	frames	every	                     •	Limited	to	two	frames	every	
                                                                         two	benefit	years	(network	and	                    two	benefit	years	(network	and	
                                                                         nonnetwork combined)                               nonnetwork combined)
                                                                       •	20%	discount	on	complete	pairs	of	               •	No	discount	applies
                                                                         prescription	glasses
            Wigs                                                       •	80%                                              Same	as	network	provisions
                                                                       •	$500	maximum	each	benefit	
                                                                         year	(network	and	nonnetwork	
                                                                         combined)
            *	 The	network	payment	level	is	based	on	the	approved	fees	that	the	service	representative	negotiated	for	specific	providers	and	services	covered	
               by	the	plan.
            **	 The	nonnetwork	payment	level	is	based	on	the	usual	and	customary	charge	(as	defined	by	this	plan).	You	are	responsible	for	paying	any	charges	in	
                excess	of	the	amount	the	service	representative	determines	to	be	the	usual	and	customary	charge.
            †
                	 For	certain	benefits,	the	plan	will	pay	80%	of	the	usual	and	customary	charges	if	the	service	representative	does	not	maintain	a	network	of	providers	in	
                  a	particular	license	category	in	a	certain	area.	See	“Some	Providers	May	Not	Be	Eligible	for	Networks,”	earlier	in	this	section.




Health Care Plans | 2009 Edition | A86320W                                                                                              Traditional Medical Plan        2-9
When You Need Preadmission Review or Preapproval*
        Under the Traditional Medical Plan, the medical review program encourages the appropriate use of health
        care services. This program is designed to let you and your physician know whether or not the plan will
        cover certain procedures before you incur the expense.
        Before you receive medical care, you may be required to request one or both of the following types of prior
        approval from the service representative:
        •	 Preadmission	review. The service representative reviews the medical	necessity, appropriateness, level
           of care, and setting for most hospital-based services and procedures.
        •	 Preapproval. The service representative verifies whether the plan will cover a specific type of service
           or procedure. This determination is based on plan provisions and the medical necessity of the service
           or procedure.
        Generally, you should request preadmission review before a hospital admission (except emergencies and
        childbirth) or admission to a skilled nursing facility. You should request preapproval before obtaining
        inpatient mental health or substance abuse treatment, outpatient electroconvulsive therapy, home health care
        or hospice services, undergoing any procedure for obesity or transplantation, or entering a clinical trial.
        If you do not obtain preadmission review or preapproval as required, the plan may limit, reduce, or deny
        your benefit. To request preadmission review or preapproval, contact the service representative.
        If you receive care through a network	provider, the physician may contact the service representative
        for you. However, you are ultimately responsible for obtaining any required preadmission review or
        preapproval.

Request Preadmission Review for Hospital Services
        If you do not request preadmission review before you are admitted to one of the following types of
        facilities, the plan may limit or deny coverage for services that otherwise may have been covered:
        •	 Hospital—after	the	first	48	hours	of	stay	after	the	normal	delivery	of	a	child	(or	96	hours	after	a	cesarean	
           section).
        •	 Hospital—as	an	inpatient	after	admittance	to	an	emergency	room.
        •	 Hospital—for	nonemergency	inpatient	services	and	procedures.
        •	 Skilled	nursing	facility.
        You do not need to request preadmission approval before emergency or childbirth admissions. However,
        you should contact the service representative soon after the admission to check whether or not the rest of
        your hospitalization will be covered.
        If you are admitted to a nonnetwork hospital, you will retain emergency status (with benefits paid at the
        network	level)	for	24	hours	or	until	you	can	be	transferred	safely	to	a	network	facility.	However,	care	that	is	
        received at a nonnetwork hospital when the condition is not a true medical emergency is covered at the
        nonnetwork level.

Request Preapproval for Certain Mental Health and Substance
Abuse Treatment*
        You or your provider must request preapproval for inpatient services or treatment or outpatient
        electroconvulsive therapy. Other outpatient network and nonnetwork mental health or substance abuse
        treatment does not require preauthorization. However, contacting the Boeing Helpline or your Employee
        Assistance Program will help you find mental health or substance abuse provider best suited to your
        needs.	For	more	information,	see	“How	the	Mental	Health	and	Substance	Abuse	Program	Works,”	in	this	
        section.

Request Preapproval for Home Health Care and Hospice Care
        You must request preapproval before you receive home health care or hospice care. If you do not
        request preapproval, the plan may limit or deny coverage for those services even if they otherwise
        may have been covered.
         *Updated: January 2011
2-10   Traditional Medical Plan                                                             Health Care Plans | 2009 Edition | A86320W
When to Request Preadmission Review or Preapproval
          You or your physician must contact the service representative at least 10 days before any nonemergency
          admission to a hospital or skilled nursing facility and at least 10 days before home health or hospice care.
          You or your physician may be required to provide documentation of your medical condition.
          Your request for preadmission review or preapproval will be processed in accordance with the plan’s
          provisions for preservice claims. For more information, see Section 5.
      How Much the Plan Pays With Preadmission Review or Preapproval
          If the service representative approves your request for preadmission review or preapproval for a hospital or
          skilled nursing facility stay, the plan will pay its regular benefit when the bill is submitted for payment.
          If you request and receive preapproval for home health care or hospice agency services, the plan will pay
          its regular benefit when the bill is submitted for payment.
          See the table, “How the Traditional Medical Plan Pays Benefits,” earlier in this section.
      How Much the Plan Pays Without Preadmission Review or Preapproval
          If your request for preadmission review or preapproval is denied, the plan will not pay a benefit for the
          service or procedure. You will be responsible for payment if you receive the service.
          If you do not request preadmission review or preapproval (as applicable) before you are admitted to a
          hospital or skilled nursing facility or begin receiving home health care or hospice services, and the
          service representative later determines that the care was medically necessary, your benefit will be
          paid at 50 percent of the first $2,000 of usual and customary charges for that particular service, after
          the deductible.
          The 50 percent you pay will not apply toward the annual deductible or annual out-of-pocket maximum.
          Any amounts you pay for services that are denied by the service representative do not count toward your
          50 percent.
          If you do not receive approval for other services where preapproval is required (such as for obesity
          treatment and certain transplants), you will not be reimbursed for the cost of any services determined by the
          service representative to not be medically necessary.
          If you do not receive preapproval for inpatient mental health or substance abuse treatment (or outpatient
          electroconvulsive therapy) and the service representative determines the services were medically necessary,
          covered charges will be reimbursed at the nonnetwork level.*
          Although the plan may not cover a particular service or procedure, you and your physician always have the
          right to make final decisions about your medical treatment. However, you will be responsible for paying
          any expenses that the plan does not cover.

Individual Case Management*
          In the event of a severe or long-term illness or injury, the service representative, or OptumHealth, will
          assist the network provider in identifying treatment alternatives that are cost-effective and enhance quality
          of life through an individual case manager.


What the Traditional Medical Plan Covers
          In general, this plan covers services and supplies that are
          •	 Medically	necessary to diagnose or treat a nonoccupational accidental injury or illness.
          •	 Medically	appropriate	for	certain	preventive	care	and	other	conditions,	up	to	plan	limits.
          For an explanation of medically necessary services and supplies, see the definition in Section 8.
          Coverage of the following services and supplies is subject to general plan provisions and medical necessity,
          as applicable.


          *Updated: January 2011
Health Care Plans | 2009 Edition | A86320W                                                     Traditional Medical Plan   2-11
       Acupuncture
         This plan covers medically necessary acupuncture for a covered illness or in place of covered anesthesia.
         Treatment must be by a licensed acupuncturist (L.A.C.), doctor of medicine (M.D.), or doctor of osteopathy
         (D.O.). Services performed must be within the scope of the provider’s license.
       Ambulance
         The plan covers professional ambulance services, including air ambulance, to transport you from the place
         where you are injured or become ill to the first hospital where you receive treatment.
         These services also are covered when a physician requires an ambulance to transport you to a hospital,
         including from one hospital to another, but only to the nearest hospital with appropriate regional
         specialized	treatment	facilities,	equipment,	or	staff	physicians.	
         No	other	costs	in	connection	with	travel	are	covered.
       Ambulatory Surgical Facility
         The plan covers the services of an approved freestanding surgical center or ambulatory surgical center
         provided the services would be covered if received in a hospital.
       Anesthesia
         The plan covers anesthesia when it is provided in conjunction with a covered medical procedure when
         specific criteria are met.
       Christian Science Practitioner and Sanatorium
         A Christian Science sanatorium is a facility that, at the time of treatment, is operated (or listed) and
         certified by the First Church of Christ, Scientist, in Boston, Massachusetts.
         The plan will cover a semiprivate sanatorium room if you are admitted for healing (not rest or study) and
         are	under	the	care	of	an	authorized	Christian	Science	practitioner.	If	you	have	a	private	room,	you	will	be	
         responsible for the difference between the cost of the private room and the sanatorium’s average charge for
         a semiprivate room. If the facility offers only private rooms, the plan will cover up to the amount charged
         for semiprivate rooms in similar facilities in the area.
       Congenital Abnormalities and Hereditary Complications
         The plan covers medically necessary services and supplies that are required to treat congenital
         abnormalities (a physiological or structural abnormality that exists from birth) and hereditary
         complications. This benefit applies to covered newborns and to all other plan participants.
       Cosmetic Surgery
         The plan covers cosmetic surgery only in three cases:
         •	 When	it	is	required	for	the	prompt	repair	of	accidental	injury.	
         •	 When	it	is	required	to	correct	an	abnormal	function.
         •	 As	specifically	described	for	treatment	after	mastectomy.	(See	“Reconstructive	Breast	Surgery,”	in	
            this section.)
       Dental Repair Due to Accidental Injury
         The plan covers services and supplies from a physician or dentist to promptly repair natural teeth or other
         body tissues after an accidental injury. This may include surgical procedures of the jaw, cheek, lips, tongue,
         and other parts of the mouth and treatment for fractures of the facial bones (maxilla or mandible).
         Any teeth that are repaired must have been free from decay or in good repair and firmly attached at the time
         of the accident. If the repair includes the installation of crowns, dentures, bridgework (fixed or removable),
         or appliances, this plan will cover only the
         •	 Appliance	installed	as	the	first	course	of	orthodontic	therapy	after	the	injury.
         •	 First	crown	to	repair	each	damaged	tooth.
         •	 First	denture	or	bridgework	to	replace	lost	teeth.


2-12    Traditional Medical Plan                                                             Health Care Plans | 2009 Edition | A86320W
          If these services also are covered by your Company-sponsored dental plan, the dental plan pays first and
          the medical plan pays second under the plan’s coordination of benefit rules.
      Diagnostic X-Ray and Laboratory Services
          Generally, the plan covers the following services when the indications for the services meet the service
          representative’s guidelines (including those for medical necessity), including when they are performed in
          connection with a voluntary second or third surgical opinion:
          •	 Computerized	axial	tomography	(CAT	or	CT)	scans.	
          •	 Diagnostic	X-rays.
          •	 Magnetic	resonance	imaging	(MRI)	performed	in	a	facility	accredited	by	the	American	College	of	
             Radiology.
          •	 Nuclear	medicine.
          •	 Prescribed	laboratory	tests	and	related	procedures.
          •	 Ultrasound.
      Durable Medical Equipment
          The plan covers the rental (or purchase, when approved by the service representative) of medically
          necessary durable medical equipment that is prescribed by a physician. Covered equipment must be
          •	 Able	to	withstand	repeated	use.
          •	 Appropriate	for	use	in	the	home.
          •	 Not	useful	to	a	person	without	the	medical	condition.	
          •	 Solely	for	the	treatment	or	improvement	of	a	critical	function	related	to	the	medical	condition.
          The plan also covers the repair or replacement of durable medical equipment due to normal use or a change
          in the patient’s condition (including the growth of a child).

                           What is durable medical equipment?
                           Examples	of	covered	durable	medical	equipment	are	crutches,	wheelchairs,	kidney	dialysis	equipment,	standard	
                           hospital	beds,	oxygen	equipment,	and	diabetic	supplies	such	as	blood	glucose	monitors,	insulin	infusion	
                           devices,	and	insulin	pumps.


      Emergency Room
          Emergency	room	treatment—at	a	network	or	nonnetwork	facility—is	paid	at	the	network	level	when	the	
          condition is determined by the service representative to be a true medical emergency.
          A true medical emergency is the sudden, unexpected onset of serious illness or severe injury that could
          result in (or that a prudent person would have reason to believe could result in) death, permanent damage or
          impairment of bodily function, or loss of limb use if not treated immediately.
          For mental health and substance abuse coverage, a situation also is considered an emergency when there is
          imminent danger to yourself or others or you are medically compromised as a result of mental illness or
          substance abuse.
          If you are admitted to a nonnetwork hospital, you will retain emergency status (with benefits paid at the
          network level) for 24 hours or until you can be transferred safely to a network facility. However, care that is
          received at a nonnetwork hospital when the condition is not a true medical emergency is covered at the
          nonnetwork level.




Health Care Plans | 2009 Edition | A86320W                                                                  Traditional Medical Plan   2-13
       Erectile Dysfunction
         The plan covers organic erectile dysfunction treatment when the patient has a history of one or more of the
         following conditions:
         •	 Insulin-dependent	diabetes.
         •	 Major	pelvic	surgery.
         •	 Peripheral	neuropathy	or	autonomic	insufficiency.
         •	 Peripheral	vascular	disease	or	local	penile	vascular	abnormalities.
         •	 Prostate	cancer.
         •	 Severe	Peyronie’s	disease.
         •	 Spinal	cord	disease	or	injury.
         Covered therapy includes vacuum erection devices, injection therapy, penile prostheses, urethral pellets,
         and prescription medications.
       Hearing Aids
         The plan covers hearing aids when recommended in writing by a physician or certified audiologist, up to
         certain benefit maximums. Benefits include
         •	 Cost	and	installation	of	a	hearing	aid	when	recommended	in	writing	by	a	physician	or	certified	
            audiologist.
         •	 Hearing	aid	overhaul	in	place	of	a	new	hearing	aid.	
         For hearing aid benefit maximums, see the table, “How the Traditional Medical Plan Pays Benefits,” in
         this section.
       Hemodialysis
         The plan covers repetitive hemodialysis treatment for chronic, irreversible kidney disease, including rental
         or lease of hemodialysis equipment.
         The plan pays benefits for the first 30 months of Medicare entitlement due to end-stage renal disease.
         Thereafter, Medicare is primary and this plan is secondary.
         Under certain conditions, the plan may cover the purchase of major hemodialysis equipment as well as
         supplies	and	necessary	training	to	operate	the	dialyzer.	To	be	covered	in	these	instances,	the	purchased	
         items must be of no use to you in the absence of the disease and of no value to other household members.
         The service representative establishes specific conditions for purchasing the equipment, including an
         amortization	period.	
       Home Health Care
         The plan covers home health care visits and supplies, but only when inpatient hospital or skilled nursing
         facility care otherwise would be required. You also must be considered homebound, which means that
         leaving home involves a considerable, taxing effort and that you cannot use public transportation
         without help.
         Home health care requires preapproval. For details, see “When to Request Preadmission Review or
         Preapproval,” in this section.
         Before you receive home health care, your attending physician must provide a written treatment plan that
         describes your continued care and treatment. The physician must review the treatment plan at least once
         every two months and certify that your condition and treatment continue to meet these criteria. See
         examples of home health care services on the next page.




2-14    Traditional Medical Plan                                                           Health Care Plans | 2009 Edition | A86320W
                           What services or providers does the plan cover for home health care?
                           The	plan	covers	the	following	home	health	care	when	it	is	provided	and	billed	by	an	approved	home	health	
                           agency:*
                           •	Home	health	aide	visits.**
                           •	Medical	social	visits	by	a	person	with	a	master’s	degree	in	social	work	(M.S.W.).
                           •	Medical	supplies	that	are	covered	when	provided	on	an	inpatient	basis.
                           •	Nursing	visits	by	a	registered	nurse	(R.N.)	or	licensed	practical	nurse	(L.P.N.).
                           •	Nutritional	guidance	by	a	registered	dietitian.
                           •	Nutritional	supplements	(such	as	diet	substitutes)	that	are	administered	intravenously	or	through	
                             hyperalimentation.
                           •	Occupational	therapy	visits	by	an	occupational	therapist.	
                           •	Physical	therapy	visits	by	a	physical	therapist.
                           •	Physician	services.
                           •	Respiratory	therapy	visits	by	an	inhalation	therapist	who	is	certified	by	the	National	Board	of	Respiratory	
                             Therapists.
                           •	Services	and	supplies	for	infusion	therapy.†
                           •	Speech	therapy	visits	by	a	speech	therapist.
                           *	 An	approved	home	health	care	agency	is	a	public	or	private	agency	or	organization	that	(1)	administers	and	provides	home	health	care	
                              and	(2)	is	either	Medicare	approved	or	licensed	and	regulated	by	the	applicable	governmental	agency	in	its	location.
                           **	 A	home	health	aide	is	an	individual	who	is	employed	by	a	home	health	care	agency	or	a	hospice	agency	who	(1)	provides,	under	the	
                               supervision	of	a	registered	nurse	or	physical	or	speech	therapist,	part-time	or	intermittent	personal	care,	ambulation	and	exercise,	
                               household	services	that	are	essential	to	home	health	care,	and	assistance	with	medications	that	normally	are	self-administered,	
                               (2)	reports	on	changes	in	the	patient’s	conditions	and	needs,	and	(3)	completes	appropriate	records.
                           †
                               	 Patients	do	not	need	to	meet	the	treatment	plan	and	homebound	requirements.



      Hospice Care
          This plan covers hospice care to control pain and other symptoms for terminally ill patients whose life
          expectancy is six months or less. Covered services include visits and supplies of a hospice agency in place
          of confinement in a hospital or skilled nursing facility.
          Hospice care requires preapproval. Before the patient receives any hospice services, the attending
          physician must provide a written treatment plan to the service representative that describes continued
          care and treatment. If the service representative approves the care, the physician must review the treatment
          plan at least once every two months and certify that the patient’s condition and treatment continue to meet
          these criteria.
          The plan also covers respite care as temporary relief to family members and friends who care for the
          terminally ill patient. Coverage for respite care is limited to the benefit maximums in the table, “How the
          Traditional Medical Plan Pays Benefits,” in this section.

                           What is an approved hospice agency?
                           An	approved	hospice	agency	is	a	public	or	private	organization	that
                           •	Administers	and	provides	hospice	care	and
                           •	Is	either	approved	by	Medicare	or	licensed	and	regulated	by	the	applicable	governmental	agency	
                             in	its	location.


      Hospital
          An accredited general hospital is a covered provider under this plan.
          All inpatient and outpatient hospital services require prior approval, except in an emergency. See “Request
          Preadmission Review for Hospital Services,” in this section.
          The plan covers medically necessary hospital services, such as emergency care and planned inpatient or
          outpatient surgeries, and supplies.

Health Care Plans | 2009 Edition | A86320W                                                                                           Traditional Medical Plan          2-15
          For inpatient care, the plan covers the cost of a semiprivate room. The plan covers a private room when
          medically necessary.
          If you have a private room when it is not medically necessary, you will be responsible for the difference
          between the cost of a private room and the hospital’s average charge for a semiprivate room. If the hospital
          offers only private rooms, the plan will cover up to the amount charged for semiprivate rooms in similar
          facilities in the area.
       Infertility
          The plan covers these services to diagnose and treat infertility:
          •	 Conventional	medical	treatment	such	as	office	visits,	laboratory	services,	and	prescription	drugs.
          •	 Diagnostic	tests	necessary	to	determine	the	cause.
          •	 Surgical	correction	of	a	condition	that	is	causing	or	contributing	to	infertility.
       Mental Health Treatment
          The plan covers certain services and treatments for mental health and substance abuse. For benefit
          levels and coverage details, see “How the Mental Health and Substance Abuse Program Works,” later
          in this section.
       Oral Surgery
          The plan covers certain services and supplies that are provided by a physician or dentist. These services
          and supplies include
          •	 Correcting	developmental	abnormalities	of	the	jaw	or	malocclusion	of	the	jaw	by	osteotomy	(surgical	
             cutting of the bone or bony tissue), with or without bone grafting.
          •	 Excising	a	tumor	or	cyst	of	the	jaw,	cheek,	lips,	tongue,	or	roof	or	floor	of	the	mouth.
          •	 Excising	exostoses	of	the	jaw	and	hard	palate.
          •	 Incising	accessory	sinuses,	salivary	glands,	or	ducts.
          •	 Incising	and	draining	cellulitis.
          •	 Surgical	placement	of	endosseous	implants,	but	only	if	success	is	reasonably	expected	for	at	least	five	
             years or longer.
          If these services also are covered by your Company-sponsored dental plan, the dental plan pays first and
          the medical plan pays second under the medical plan’s coordination of benefit rules.
       Orthopedic Appliances and Braces (Orthotics)
          The plan covers braces, splints, orthopedic appliances, and orthotics that are medically necessary. The
          plan also covers repair and replacement required by normal use or a change in the patient’s condition (such
          as the growth of a child). Orthopedic shoes, lifts, wedges, and inserts (orthotics) are covered if prescribed
          by a physician and custom made for the patient.
          These items are covered as part of durable medical equipment benefits. Over-the-counter items are
          not covered.
       Orthoptic Therapy (Vision Training)
          The plan covers up to six months of medically necessary orthoptic therapy to treat muscle imbalance
          (strabismus, esotropia, or exotropia) for children through age 11. Orthoptic therapy can be provided by
          an ophthalmologist, optometrist, or other licensed provider under the direction of an ophthalmologist
          or optometrist.
       Physician
          The plan covers the services of a licensed physician to diagnose or treat nonoccupational accidental
          injuries, illnesses, or other covered conditions. The plan also covers physician services for
          •	 Antigen,	allergy	vaccine,	insulin,	and	other	drugs,	medicines,	and	medical	devices	(including	
             contraceptive injections, devices, and implants) dispensed by a physician.



2-16    Traditional Medical Plan                                                            Health Care Plans | 2009 Edition | A86320W
          •	 Eye	examination,	including	refraction,	but	only	if	performed	because	of	another	medical	condition	such	
             as diabetes, glaucoma, or cataracts. (Routine eye examinations are covered under vision care benefits; see
             “Vision	Care,”	later	in	this	section.)
          •	 Injectable	legend	drugs	that	are	administered	in	the	physician’s	office	to	treat	a	covered	condition.	
          •	 Preventive	care.
          •	 Voluntary	second	or	third	surgical	opinions.

                           What other health care professionals are covered?
                           The	plan	covers	certain	health	care	services	by	a	physician	or	other	health	care	professional	who	is	licensed	
                           by	the	state	where	the	services	are	performed	and	is	acting	within	the	scope	of	that	license.	If	there	are	no	
                           licensing	requirements,	appropriate	certification	is	required.	Covered	health	care	professionals	include
                           •	An	acupuncturist	(L.A.C.)	for	covered	acupuncture	services.	(See	“Acupuncture.”)
                           •	Chiropractors	for	chiropractic	services.	(See	“Spinal	and	Extremity	Manipulations.”)
                           •	Christian	Science	practitioners	who	are	listed	in	the	current	Christian Science Journal	when	they	provide	a	
                              service.	(See	“Christian	Science	Practitioner	and	Sanatorium.”)
                           •	Clinical	psychologists	and	master’s-level	therapists	for	mental	health	or	substance	abuse	treatment	of	
                              covered	conditions.	(See	“How	the	Mental	Health	and	Substance	Abuse	Program	Works.”)
                           •	Dentists	for	dental	work	or	surgery	that	is	covered	under	the	Traditional	Medical	Plan.	(See	“Dental	Repair	
                              Due	to	Accidental	Injury”	and	“Oral	Surgery.”)
                           •	Neurodevelopmental,	occupational,	physical,	and	speech	therapists.	(See	“Therapies.”)
                           •	Optometrists	providing	covered	vision	care	services.	(See	“Vision	Care.”)
                           •	Physician	assistants	(P.A.)	for	services	that	are	covered	when	performed	by	a	physician	who	is	licensed	as	
                              an	M.D.	or	D.O.
                           •	Podiatrists	for	covered	podiatric	services.	
                           •	Registered	nurses	(R.N.	and	A.R.N.P.)	for	services	that	are	covered	when	performed	by	a	physician	who	
                              is	licensed	as	an	M.D.	or	D.O.	The	plan	also	covers	intermittent	R.N.	visits	when	skilled	care	in	place	of	
                              hospitalization	is	not	available	through	another	provider	at	a	lesser	cost.
                           The	plan	does	not	cover	services	received	from	a	naturopath,	unless	he	or	she	meets	one	of	the	licensing	
                           requirements	listed	above	and	is	acting	within	the	scope	of	that	license.


      Pregnancy-Related Conditions and Coverage of Newborns
          The plan covers services and supplies for pregnancy-related conditions, including
          •	 Cesarean	section.
          •	 Complications	of	pregnancy.
          •	 Legal	abortion.
          •	 Normal	delivery.
          •	 Spontaneous	abortion	(miscarriage).
          The plan covers the services of an approved birthing center if they would be covered when received in a
          hospital. (A birthing center is a facility for normal delivery that is licensed and regulated by the applicable
          governmental agency in its location.)
          The plan also covers the services of a midwife practicing within the scope of his or her license.
          Group health plans and health insurance issuers generally may not, under Federal law, restrict benefits for
          any hospital length of stay in connection with childbirth for the mother or newborn child to less than 48
          hours following a normal delivery or less than 96 hours following a cesarean section. However, Federal law
          generally does not prohibit the mother’s or newborn’s attending provider, after consulting with the mother,
          from discharging the mother or her newborn earlier than 48 hours (or 96 hours, as applicable). In any case,
          plans	and	issuers	may	not,	under	Federal	law,	require	that	a	provider	obtain	authorization	from	the	plan	or	
          the insurance issuer for prescribing a length of stay not in excess of 48 hours (or 96 hours).




Health Care Plans | 2009 Edition | A86320W                                                                      Traditional Medical Plan    2-17
         A newborn is eligible from the date of birth for the automatic coverage period described below if he or she
         qualifies as your dependent and the mother’s hospital stay is for delivery and is covered by the plan. The
         following services and supplies are covered for an enrolled newborn, subject to the plan’s annual
         deductible, copayments, and benefit payment levels:
         •	 Routine	hospital	services	and	supplies	and	physician services during the first 48 hours following a
            normal delivery or 96 hours following a cesarean section.
         •	 Medically	necessary hospital and physician services and supplies.
         Coverage of a newborn continues beyond the automatic coverage period as long as the child remains an
         eligible dependent and is enrolled in the plan within changes in status time frames.
       Prescription Drugs
         Through the prescription drug program, the plan covers drugs and medicines that legally require a
         physician’s or dentist’s prescription. The only exceptions to the prescription requirement are insulin and
         certain related supplies that are provided for known diabetes.
         For details, see “How the Prescription Drug Program Works,” later in this section.
       Preventive Care
         The plan covers the following preventive care services if you use a network provider and you live in the
         network service area. (If you do not live in the network service area, you may use any licensed provider.)
         •	 Hearing	examinations	when	performed	as	part	of	a	covered	preventive	care	physical	examination.
         •	 Immunizations	for	covered	adults	and	children	as	recommended	by	the	U.S.	Preventive	Services	Task	
            Force (USPSTF) guidelines and the schedule recommended by the physician.
         •	 Physical	examinations	for	employees	and	spouses,	including	related	X-ray	and	laboratory	charges.
         •	 Physical	examinations	for	dependent children.
         •	 Screenings	such	as	Papanicolaou	(Pap)	tests,	mammograms,	prostate	screenings,	and	colorectal	
            screenings (including colonoscopies) as recommended by the patient’s physician.
         Preventive care services are subject to the benefit maximums shown in the table, “How the Traditional
         Medical Plan Pays Benefits,” earlier in this section.
       Prostheses
         The plan covers
         •	 Artificial	limbs,	artificial	eyes,	and	other	prostheses	that	replace	a	missing	body	part.
         •	 Repair	and	replacement	of	prostheses	when	required	because	of	normal	use	or	a	change	in	condition	
            (such as the growth of a child).
       Radiation and Chemotherapy
         The	plan	covers	radiation	therapy	(including	X-ray	therapy)	and	chemotherapy.
       Reconstructive Breast Surgery
         If you have had or are going to have a mastectomy, you may be entitled to certain benefits under the
         Women’s Health and Cancer Rights Act of 1998 (WHCRA). For individuals receiving mastectomy-related
         benefits, coverage will be provided, in a manner determined in consultation with the attending physician
         and the patient, for
         •	 All	stages	of	reconstruction	of	the	breast	on	which	the	mastectomy	was	performed.
         •	 Surgery	and	reconstruction	of	the	other	breast	to	produce	a	symmetrical	appearance.
         •	 Prostheses.
         •	 Treatment	of	physical	complications	of	the	mastectomy,	including	lymphedemas.
         These benefits will be provided subject to the same deductible, copayment, and coinsurance applicable to
         other medical and surgical benefits provided under your plan. Additional information regarding benefit
         coverage levels can be found in this booklet.
         If you would like more information on WHCRA benefits, call the service representative at the telephone
         number shown in Section 9.

2-18    Traditional Medical Plan                                                          Health Care Plans | 2009 Edition | A86320W
      Second Surgical Opinion Election
          The Company encourages you to get a second opinion before having nonemergency surgery. To facilitate
          this, the plan covers a second or third surgical opinion, subject to the network and nonnetwork benefit
          levels and copayment and/or annual deductible and coinsurance amounts.
      Skilled Nursing Facility
          Under this plan, a skilled nursing facility is an institution approved as such by Medicare.
          All	admissions	to	a	skilled	nursing	facility	require	preadmission	review.	See	“When	You	Need	
          Preadmission Review or Preapproval,” in this section.
          The plan covers a semiprivate room in a skilled nursing facility and resulting services and supplies that are
          provided in place of covered hospital inpatient care. The plan also covers skilled nursing facility care for a
          terminally ill patient when the illness reaches a point of predictable end.
          If you have a private room, you will be responsible for the difference between the cost of the private room
          and the facility’s average charge for a semiprivate room. If the facility offers only private rooms, the plan
          will cover up to the amount that similar facilities in the area charge for semiprivate rooms.
      Spinal and Extremity Manipulations
          The plan covers manipulations of the spine and extremities that are performed by hand by an approved
          provider. Examples of approved providers include a doctor of medicine (M.D.), a doctor of osteopathy
          (D.O.), and a chiropractic doctor (D.C.).
          Manipulations of the spine and extremities are subject to a benefit maximum. See the table, “How the
          Traditional Medical Plan Pays Benefits,” in this section.
          The	plan	also	covers	related	services	such	as	an	initial	examination	and	initial	X-rays.
      Substance Abuse Treatment
          The plan covers substance abuse treatment under the mental health and substance abuse program. See
          “How the Mental Health and Substance Abuse Program Works,” in this section.
      Temporomandibular Joint Dysfunction and Myofascial Pain Dysfunction Syndrome Treatment
          The plan covers the following services and supplies from a physician or dentist to treat
          temporomandibular joint dysfunction and myofascial pain dysfunction syndrome (TMJ/MPDS) or any
          condition related to the temporomandibular joint, regardless of cause:
          •	 Appliance	management,	including	kinesitherapy,	physical	therapy,	biofeedback	therapy,	joint	
             manipulation, prescription drugs, injections of muscle relaxants, and therapeutic drugs or agents.
          •	 Appliances,	including	night	guards,	bite	plates,	orthopedic	repositioning	devices,	and	mandibular	
             orthopedic devices.
          •	 Follow-up	office	visits.
          •	 Initial	diagnostic	examinations	and	X-rays.
          •	 Surgical	procedures	and	related	hospitalizations.
          All TMJ/MPDS treatment must be approved in advance by the service representative in accordance with
          written guidelines (including those for medical necessity) and is subject to a benefit maximum. See the
          table, “How the Traditional Medical Plan Pays Benefits,” in this section.
      Therapies (Neurodevelopmental, Occupational, Physical, and Speech Therapy)
          The plan covers certain types of therapies for loss of function or lack of normal functional development as
          a result of injury, illness, or congenital abnormality, but only if the therapy will restore function
          significantly. The plan covers the following types of therapists for inpatient or outpatient treatment:
          •	 Chiropractor,	M.D.,	or	D.O.	for	physical	therapy.
          •	 Occupational	therapist	for	occupational	therapy.




Health Care Plans | 2009 Edition | A86320W                                                     Traditional Medical Plan   2-19
         •	 Physical,	occupational,	or	speech	therapist	for	neurodevelopmental	therapy	(to	treat	lack	of	motor	or	
            speech development that is not the result of injury, illness, or congenital abnormality, including in-home
            therapy for homebound children) for children through age 6.
         •	 Physical	therapist	for	physical	therapy.	
         •	 Speech	therapist	for	speech	therapy.
         The type and duration of the therapy must be under an attending physician’s direction and supervision
         while you remain under that attending physician’s care. Your attending physician must evaluate the therapy
         treatment at least once every three months and certify that continuing therapy is necessary.
         Massage therapy is not covered except when performed by one of the covered providers listed above as
         part of an ongoing, medically necessary therapy program.
         After three months, continued therapy must be approved by the service representative. The service
         representative bases its decision on the attending physician’s evaluation of the treatment and the therapist’s
         progress reports. The service representative reviews that information against established medical criteria to
         determine whether the recommended care will continue to improve function and will be covered.
         Neurodevelopmental	therapy	is	subject	to	the	benefit	maximum	shown	in	the	table,	“How	the	Traditional	
         Medical Plan Pays Benefits,” earlier in this section.

                      What types of therapists qualify for coverage?
                      Occupational,	physical,	and	speech	therapists	must	be	duly	licensed	in	the	areas	where	services	are	performed	
                      and	must	be	practicing	within	the	scope	of	that	license.	
                      In	the	absence	of	licensing	requirements,	the	therapist	must	be	certified	as	a	registered
                      •	Occupational	therapist	by	the	American	Occupational	Therapy	Association.
                      •	Physical	therapist	by	the	American	Physical	Therapy	Association.
                      •	Speech	therapist	by	the	American	Speech	and	Hearing	Association.


       Tobacco Cessation Treatment
         The plan covers tobacco cessation services and supplies (including prescription drugs) that are provided by
         •	 A	physician.
         •	 Another	health care professional who is practicing within the scope of his or her license.
         •	 An	approved	tobacco	cessation	provider.
         However, the plan will cover the cost only if the patient completes the full course of treatment. Tobacco
         cessation treatment is subject to the benefit maximum shown in the table, “How the Traditional Medical
         Plan Pays Benefits.”
       Transplants
         The plan covers services and supplies for medically necessary transplants that meet the service
         representative’s guidelines, including certain transplants that are part of an approved clinical trial. You
         must	request	prior	approval	for	a	transplant.	See	“When	You	Need	Preadmission	Review	or	Preapproval,”	
         in this section.
         The plan limits coverage to
         •	 Selection	of	the	organ.
         •	 Removal	of	the	organ.
         •	 Storage	of	the	organ.	
         •	 Transportation	of	the	surgical	harvesting	team	and	organ.
         •	 Other	medically	necessary	organ	procurement	costs.	
         If you or your covered dependent is eligible for a human organ or tissue transplant, the plan also may
         cover certain donor organ procurement costs.



2-20    Traditional Medical Plan                                                                      Health Care Plans | 2009 Edition | A86320W
      Vasectomy or Tubal Ligation
          The plan covers services and supplies required for a vasectomy or tubal ligation but not for a reversal.
      Vision Care
          The plan covers the following vision care services and hardware:
          •	 A	complete	examination	of	visual	function	performed	by	a	licensed	ophthalmologist	or	optometrist.
          •	 Contact	lenses	when	chosen	instead	of	conventional	lenses	and	frames.
          •	 Frames	required	for	prescription	lenses.
          •	 Prescription	lenses.
          Vision	Service	Plan	(VSP)	administers	the	vision	care	program	and	is	the	service representative. When
          you receive services from a network provider, the provider will verify eligibility and will bill the service
          representative directly. When you receive services from a nonnetwork provider, claims for these vision
          care	services	or	hardware	must	be	submitted	to	the	VSP	service	representative	for	reimbursement.
          Vision	care	benefits	and	hardware	are	subject	to	the	benefit	maximums	shown	in	the	table,	“How	the	
          Traditional	Medical	Plan	Pays	Benefits,”	earlier	in	this	section.	
          Expenses	for	vision	care	services	not	listed	above	might	be	covered	as	part	of	the	other	medical	benefits	
          described	in	this	booklet	that	are	administered	by	BlueCross	BlueShield	of	Illinois	(BCBSIL).**
      Wigs
          The	plan	covers	wigs	(or	hair	prostheses)	if	hair	loss	is	a	result	of	chemotherapy	or	radiation	therapy.

How the Mental Health and Substance Abuse Program
Works**
          This program covers mental health and substance abuse treatment, including treatment for eating disorders
          and the abuse of or addiction to alcohol, recreational drugs, or prescription drugs. ValueOptions, the service
          representative, administers the program, maintains the provider	network,	and	operates	the	Boeing	
          Helpline.
          This confidential program offers you and your covered dependents the opportunity to talk with trained
          professionals who will help you find appropriate care or treatment for a mental illness or alcohol or drug
          dependency.	Call	the	Boeing	Helpline	directly	at	1-800-892-1411	(TTY/TDD:	1-800-855-2880)	or	contact	
          the Employee Assistance Program (EAP).
          Mental health and substance abuse benefits are subject to the deductible, coinsurance, and copayment
          shown	in	the	table,	“How	the	Traditional	Medical	Plan	Pays	Benefits,”	earlier	in	this	section.*	
          Obtain a Referral Before You Receive Certain Services**
          This program uses a network of approved mental health and substance abuse treatment providers that is
          separate from the medical plan network of physicians and hospitals.
          You	or	your	provider	must	request	preapproval	through	the	Boeing	Helpline	for	inpatient	mental	health	or	
          substance abuse treatment or outpatient electroconvulsive therapy. Other outpatient network and
          nonnetwork	mental	health	or	substance	abuse	treatment	does	not	require	preauthorization.	Your	benefits	
          generally are greater when you see a network mental health or substance abuse treatment provider that has
          been	recommended	to	you	by	the	Boeing	Helpline	or	EAP.
          You	can	obtain	names	and	contact	numbers	for	network	mental	health	or	substance	abuse	treatment	
          providers	by	calling	the	Boeing	Helpline	or	EAP.	All	treatment,	whether	received	from	a	network	or	
          nonnetwork provider, will be reviewed for medical necessity by the service representative.




          *Updated:	January	2010
          **Updated:	January	2011
Health Care Plans | 2009 Edition | A86320W                                                     Traditional Medical Plan   2-21
       Boeing Helpline
         The Boeing Helpline—available 24 hours a day, seven days a week—is staffed by independent
         psychologists, psychiatrists, social workers, nurses, and other clinicians who specialize in managing
         mental health and substance abuse treatment.
         These clinical case managers are responsible for reviewing and authorizing all levels of care to ensure that
         it is appropriate, effective, and of high quality. Periodically, your treatment provider will submit clinical
         updates to these case managers to update authorization for claim payment.
         When you call the Boeing Helpline, a clinician is available to assess your situation and treatment needs and
         refer you to the most suitable provider. If you already have chosen a provider, the Boeing Helpline will
         confirm whether that provider is in the network. If you are not satisfied with the care you are receiving, call
         the Boeing Helpline for another referral.
       Employee Assistance Program*
         You also may access the mental health and substance abuse program by contacting the EAP. An EAP
         counselor assesses your treatment needs (in person or by telephone) and, if outpatient therapy is indicated,
         refers you to the most suitable network provider.
       Emergency Mental Health or Substance Abuse Treatment*
         If you are hospitalized in an emergency (see definition in Section 8) for mental health or substance abuse
         treatment and you are unable to call the Boeing Helpline before admission, then you, your physician, a
         family member, or a friend must call the Boeing Helpline within 24 hours of the admission. Boeing
         Helpline staff will determine whether the plan will cover your hospital stay and will coordinate coverage
         with the service representative.
         If you are admitted to a nonnetwork hospital, you may be asked to transfer to a network hospital once your
         condition stabilizes. Plan payment levels will be lower if you choose to remain in a nonnetwork hospital.
What the Program Covers for Mental Health Treatment
         This program covers mental health treatment when it is medically necessary and is received from any
         provider contracted with the Boeing Helpline or from an eligible provider, including any licensed
         •	 Clinical	psychologist.
         •	 Hospital	or	treatment	facility	licensed	as	a	mental	health	treatment	facility	by	the	appropriate	state	
            licensing agency.
         •	 Psychiatric	physician (M.D.).
         •	 Psychiatric	nurse (R.N.) or psychiatric professional at the master’s level or above.
         Generally, if the mental health treatment is related to, accompanies, or results from substance abuse, the
         program will cover only substance abuse treatment, as described next.

What the Program Covers for Substance Abuse Treatment
         The program covers the following substance abuse treatments and services:
         •	 Medically	necessary treatment for alcoholism.
         •	 Other	types	of	medically	necessary	substance	abuse	treatment	at	an	approved	treatment	facility	
            or hospital.
         •	 Medically	necessary	services	of	a	physician and licensed therapist.
         •	 Prescription	drugs	in	connection	with	your	physician’s	specific	treatment	plan.
         An approved substance abuse treatment facility is one that treats chronic alcoholism and/or drug abuse and
         that is licensed and regulated by the appropriate governmental agency in its location.
         The plan covers detoxification only when it is followed immediately by rehabilitation. To receive
         coverage for substance abuse treatment, the patient must complete the prescribed course of medically
         necessary treatment.


         *Updated: January 2011
2-22    Traditional Medical Plan                                                            Health Care Plans | 2009 Edition | A86320W
How the Prescription Drug Program Works
          The prescription drug program covers medically necessary prescription drugs and medicines that are
          required by Federal or state law to be prescribed in writing by a physician or dentist and dispensed by a
          licensed pharmacist.
          You can help control prescription drug costs by choosing generic drugs. To encourage generic drug use, the
          plan requires that you pay a higher coinsurance or copayment when you choose a brand-name drug over a
          generic version. These costs are explained in more detail below.
          You can buy prescription drugs and medicines in two ways:
          •	 Through	a	retail	pharmacy	for	short-term	or	immediate	prescriptions.
          •	 Through	a	network	mail-order	pharmacy	for	maintenance	or	long-term	prescriptions.
          You can obtain the prescription drug formulary by contacting the service representative directly or through
          Boeing TotalAccess.
          The service representative for the prescription drug program is Medco Health Solutions, Inc.

                           What is a formulary?
                           A formulary is a list of medications that are
                           •	Approved	by	the	FDA.	
                           •	Determined	effective	in	treatment	and	cost.
                           •	Manufactured	by	major	drug	companies.
                           An	independent	group	of	practicing	physicians	and	pharmacists	developed	the	formulary	and	reviews	it	
                           routinely.	When	clinical	data	show	that	several	drugs	are	equally	effective,	the	most	cost-effective	drug	usually	
                           is	chosen.	
                           A	nonformulary	drug	also	may	be	effective	for	treatment,	but	it	is	not	as	cost-effective	as	formulary	or	generic	
                           prescription	drugs.	
                           Be	sure	to	tell	your	physician	that	your	medical	plan	uses	a	formulary


What You Pay for Prescription Drugs
          The prescription drug program has three benefit levels:
          •	 Generic	prescription	drugs.	
          •	 Brand-name	prescription	drugs	that	are	on	the	formulary	(formulary	drugs).
          •	 Brand-name	prescription	drugs	that	are	not	on	the	formulary	(nonformulary	drugs).	
          Unless your physician indicated otherwise on the prescription, the pharmacist will dispense a generic
          equivalent of the prescribed drug when available and permissible under the law. You also may receive a
          different brand that is medically equivalent.
          To encourage the use of generic drugs, if a brand-name drug is purchased when a chemically equivalent
          generic	is	available—whether	you	or	your	physician	requests	the	brand-name	drug—you	will	pay	the	
          generic coinsurance/copayment plus the cost difference between the brand-name drug and generic drug.
          Each payment level is shown in the table, “How the Traditional Medical Plan Pays Benefits,” in
          this section.

Filling a Prescription at a Participating Retail Pharmacy
          You can find a list of participating pharmacies near you by
          •	 Calling	the	service representative.
          •	 Accessing	the	service	representative’s	web	site.	
          •	 Asking	your	local	pharmacist	whether	the	pharmacy	participates	in	this	plan’s	pharmacy	network.




Health Care Plans | 2009 Edition | A86320W                                                                       Traditional Medical Plan   2-23
        When you go to a participating pharmacy, present your prescription drug* ID card with your prescription.
        You will be required to pay only your part of the prescription cost at the time of purchase. The pharmacy
        will automatically file the claim for you.
        To encourage the use of generic drugs, if a brand-name drug is purchased when a chemically equivalent
        generic	is	available—whether	you	or	your	physician	requests	the	brand-name	drug—you	will	pay	the	
        generic coinsurance plus the cost difference between the brand-name drug and generic drug.

Filling a Prescription at a Nonparticipating Retail Pharmacy
        You also may fill your prescriptions at nonparticipating pharmacies. You are required to pay for the
        prescription in full at the time of purchase and file a claim with Medco Health Solutions for reimbursement.
        Your reimbursement amount will be based on the covered charges for a retail participating pharmacy.
        To encourage the use of generic drugs, if a brand-name drug is purchased when a chemically equivalent
        generic	is	available—whether	you	or	your	physician	requests	the	brand-name	drug—you	will	pay	the	
        generic coinsurance plus the cost difference between the brand-name drug and generic drug.

                     What is the difference between generic and brand-name drugs?
                     Generic	and	brand-name	drugs	are	chemically	and	therapeutically	equivalent,	which	means	they	produce	the	
                     same	effect	on	the	body.	Both	types	of	drugs	are	approved	by	the	FDA	and	must	meet	the	same	safety	and	
                     reliability	standards.
                     The	name	of	a	generic	drug	is	its	chemical	name.	Brand-name	drugs	are	known	by	their	trade	names.	


Filling a Prescription by Mail Order
        If you take maintenance prescription drugs for the treatment of a long-term or recurring condition (such as
        arthritis, asthma, contraception, diabetes, high blood pressure), you can obtain up to a 90-day supply per
        prescription through the mail for addresses within the United States and its territories.
        You pay only one copayment for each drug that you order, yet the supply you receive can be nearly three
        times larger than what you can purchase at a retail pharmacy.
        To encourage the use of generic drugs, if a brand-name drug is purchased when a chemically equivalent
        generic	is	available—whether	you	or	your	physician	requests	the	brand-name	drug—you	will	pay	the	
        generic copayment plus the cost difference between the brand-name drug and generic drug.
        The service representative provides two convenient ways for you to submit orders for new or renewal
        prescriptions:
        •	 By	U.S.	mail: Complete the mail-order pharmacy form and submit it with your prescription.
        •	 By	fax: Ask your physician to complete the fax request form and submit it directly to the service
           representative. The service representative must receive the forms and prescriptions from a secure fax
           machine that is associated with the physician’s office and will verify them.
        After you enroll in the Traditional Medical Plan, the prescription drug program service representative will
        send you an information kit, which will contain a mail-order request form. To request additional forms,
        contact the service representative or print them directly from the service representative’s web site.
        You can order refills by telephone, on line, and by mail. To order refills by mail, use the special mail-order
        envelope that the service representative sent to you with your first order. If you order on line or by
        telephone, you must provide your member number and the prescription number, which is found on the
        medication container and refill slip. You generally will receive new prescriptions within 7 to 11 days.
        For contact information, see Section 9.




        *Updated: January 2010
2-24   Traditional Medical Plan                                                                    Health Care Plans | 2009 Edition | A86320W
Filling a Prescription at a Specialty Care Pharmacy
          Specialty medications are typically injectable medications administered by the individual or a health care
          professional,	and	they	often	require	special	handling.	Newly	prescribed	medications	may	be	purchased	at	
          any participating retail pharmacy up to two times. After that, the plan will cover these prescriptions only if
          they are purchased through the service representative’s specialty care pharmacy.
          The specialty care pharmacy program will not apply to medications ordered and billed through a
          physician’s office.

Covered Prescriptions
          To be covered under the prescription drug program, the prescription drug or device must
          •	 Be	approved	by	the	U.S.	Food	and	Drug	Administration	(FDA).
          •	 Be	dispensed	by	a	licensed	pharmacist.
          •	 Be	prescribed	on	an	outpatient	basis	by	a	doctor.
          •	 Not	be	sold	over	the	counter.
          •	 Not	be	specifically	excluded	by	the	plan.
          When an existing drug changes or when the FDA approves new drugs, these drugs also must meet the
          above criteria before the drug is covered under the prescription drug program. Furthermore, the Plan
          has the right to determine which drugs will be covered, limited, or excluded under the prescription
          drug program.
          This program covers most kinds of prescription drugs as long as they meet the above criteria, including the
          following drugs and supplies:
          •	 Insulin	as	well	as	test	strips,	lancets,	and	alcohol	swabs.
          •	 Needles	and	syringes	when	prescribed	with	insulin	or	other	covered	injectables.
          •	 Legend	drugs,	including	allergy	serum,	contraceptive	medications,	self-administered	injectable	drugs,	
             and tobacco cessation medications.
          Refills	can	be	obtained	near	the	end	of	your	supply,	as	authorized	by	your	prescription.

                           What is a legend drug?
                           A	legend	drug	is	any	drug	that,	according	to	Federal	law,	must	be	labeled	“Caution:	Federal	law	prohibits	
                           dispensing	without	a	prescription.”


          For information about drugs that are not covered under the prescription drug program, see “What the
          Traditional	Medical	Plan	Does	Not	Cover,”	later	in	this	section.	




Health Care Plans | 2009 Edition | A86320W                                                                     Traditional Medical Plan   2-25
                      Do any prescriptions require preapproval?
                      Yes.	Certain	dosages,	quantities,	and	medications	require	preapproval	by	the	service	representative.	Specific	
                      drugs	are	reviewed	by	the	service	representative	at	the	point	of	sale	to	determine	if	your	prescription	is	covered	
                      by	the	plan,	clinically	appropriate,	and	consistent	with	usage	guidelines.	
                      The	service	representative	will	apply	standards	based	on	FDA-approved	labeling	and	clinical	guidelines.	The	
                      service	representative	will	seek	to	ensure	that	you	receive	the	most	appropriate	prescription	for	your	condition	
                      by	reviewing	
                      •	Possible	interactions	with	other	current	prescriptions.
                      •	Cost-effectiveness.
                      •	Whether	the	prescription	is	age	appropriate.
                      •	Whether	the	dosage	and	quantity	are	appropriate.	
                      In	certain	situations,	it	may	be	more	clinically	appropriate	to	take	a	stronger	dose	once	a	day	than	to	take	a	
                      lower	dose	twice	a	day.	If	this	opportunity	exists,	the	service	representative	may	ask	your	physician	to	approve	
                      the	changes	to	the	dosage	and	strength	before	authorizing	payment	with	your	pharmacist.
                      Should	a	drug	require	preapproval,	your	physician	will	be	required	to	furnish	the	service	representative	with	
                      clinical	information.	You,	the	pharmacy,	or	the	physician	may	initiate	the	request	for	this	review	by	calling	the	
                      service	representative.

       Generic Incentive Program
         To encourage the use of generic drugs, if a brand-name drug is purchased when a chemically equivalent
         generic	is	available	(for	both	retail	pharmacy	and	mail	order)—whether	you	or	your	physician requests the
         brand-name	drug—you	will	pay	the	generic	coinsurance/copayment plus the cost difference between the
         brand-name drug and generic drug.
         If for any reason your physician believes that you must use a brand-name drug, he or she can ask for
         coverage review by calling the service representative. The service representative will request information
         from your physician and review it to determine if your need for the brand-name drug meets the conditions
         to qualify for coverage. If coverage is approved, you will be charged the brand coinsurance/copayment for
         the brand-name drug. If coverage is not approved, coverage will be provided according to the generic
         incentive program.

What the Traditional Medical Plan Does Not Cover
         The plan does not pay charges for any services or supplies the service representative determines are not
         medically necessary to treat an accidental injury, illness, or other covered condition, including, but not
         limited to, the following items.
       Cosmetic Surgery
         The plan does not cover any type of cosmetic surgery, except as described in “What the Traditional Medical
         Plan Covers,” earlier in this section.
       Dental Services
         The plan does not cover the following dental services:
         •	 Any	dental	services,	except	as	specifically	provided	for	prompt	repair	of	accidental	injury	and	certain	
            oral surgery services.
         •	 General	anesthesia	and	hospital	charges,	except	for	special	needs	child(ren)	when	certain	criteria	are	met.*
         •	 Banding	treatment.
         •	 Correction	of	the	gums,	teeth,	or	tissues	of	the	mouth	for	dental	purposes.
         •	 Night	guards	or	other	oral	appliances	for	treatment	of	bruxism.
         •	 Nonsurgical	orthodontia	treatment,	except	as	described	for	TMJ/MPDS.
         •	 Removing,	repairing,	replacing,	restoring,	or	repositioning	teeth	lost	or	damaged	in	the	course	of	biting	
            or chewing.
         •	 Repair	or	replacement	of	dentures	as	a	result	of	accidental	injury.
         •	 Restorative	techniques	to	build	occlusion	unless	the	tooth	is	diseased	or	accidentally	damaged.
         *Updated: January 2010
2-26    Traditional Medical Plan                                                                          Health Care Plans | 2009 Edition | A86320W
      Diagnostic X-Ray and Laboratory Services
          The	plan	does	not	cover	a	full-body	computerized	axial	tomography	(CAT)	scan	or	other	
          full-body imaging.
      Durable Medical Equipment
          The plan does not cover medical equipment or supplies not solely related to medical care of a diagnosed
          illness or injury.
      Hearing Aids and Related Supplies and Services
          The plan does not cover the following hardware or supplies when they are related to hearing aid care:
          •	 Eyeglass-type	hearing	aids	to	the	extent	the	charge	exceeds	the	covered	amount	for	hearing	aids.
          •	 Hearing	aids	ordered	before	you	become	eligible	for	coverage	or	after	coverage	terminates.
          •	 Hearing	aids	ordered	before	termination	of	coverage	but	delivered	more	than	60	days	after	coverage	ends.
          •	 Hearing	aids	that	do	not	meet	professionally	accepted	standards,	including	any	experimental services
             or supplies.
          •	 Hearing	or	audiometric	examinations,	unless	disease	is	present;	however,	hearing	examinations	are	
             covered if performed as part of a covered preventive care physical examination.
          •	 Replacement	batteries.
          •	 Replacement	of	lost,	broken,	or	stolen	hearing	aids,	unless	the	three-year	period	has	been	exhausted.
          •	 Replacement	parts	for	hearing	aid	repair,	unless	part	of	an	overhaul	after	three	years.
      Home Health Care and Hospice Care
          The plan does not cover home health care or hospice care services or providers that are not included in the
          written home health or hospice agency treatment plan and are not medically necessary.
      Infertility
          The plan does not cover services, supplies, tests, or procedures related to infertility treatment that results in
          artificial means of conception.
      Maintenance Therapy
          The plan does not cover ongoing therapy (maintenance therapy) for a given condition after the patient has
          reached maximum rehabilitation potential, or functional level, or has shown no significant improvement for
          two weeks, and the initial instruction in a maintenance program is completed.
      Prescription Drugs
          The prescription drug program does not cover the following prescription drugs or related services:
          •	 Administration	or	injection	charges	for	any	drug.
          •	 Any	prescription	drug	for	which	the	person	is	covered	or	eligible	to	receive	benefits	under	another	
             employer’s group benefit plan or a workers’ compensation law or from any municipality, state, or Federal
             program, including a Medicare prescription drug plan, except as required by law.
          •	 Any	prescription	filled	in	excess	of	the	quantity	prescribed.
          •	 Any	refill	after	one	year	from	the	date	of	the	prescription.
          •	 Appliances	or	devices,	such	as	blood	glucose	monitors,	or	other	nondrug	items,	including	but	not	limited	
             to therapeutic devices or artificial appliances. However, this does not apply to needles and syringes when
             they are prescribed along with insulin or other covered injectables or to other diabetic supplies.
          •	 Delivery	or	handling	charges.
          •	 Drugs	that	are	dispensed	during	an	inpatient	admission	by	a	hospital,	skilled	nursing	facility,	sanatorium,	
             or other facility, unless covered as part of a hospital stay or administered by a physician as part of an
             office visit.
          •	 Drugs	that	are	not	medically necessary for the treatment of an illness, injury, or other covered condition,
             including vitamins, except as specifically provided by the plan.
          •	 Experimental	or	investigational drugs.


Health Care Plans | 2009 Edition | A86320W                                                       Traditional Medical Plan   2-27
         •	 Fertility	agents,	unless	approved	by	the	service representative.
         •	 Immunizing	agents	or	allergy	serums.
         •	 Infusion	therapy	drugs,	except	as	described	in	the	home	health	care	benefit.
         •	 Medications	(including	those	that	are	medically	necessary)	to	treat	sexual	dysfunction,	obesity,	or	
            infertility, unless the patient is being treated for a diagnosed medical condition and the medication is
            authorized	in	advance	by	the	service	representative.
         •	 Obesity	drugs	(including	those	that	are	medically	necessary),	unless	approved	by	the	service	
            representative.
         •	 Over-the-counter	drugs	that	can	be	obtained	without	a	prescription,	except	for	insulin.
         •	 Replacement	of	lost	or	misplaced	prescriptions.
       Skilled Nursing Facility
         The plan does not cover skilled nursing facility services when they are not usually provided by such
         facilities or are not expected to lessen the disability and enable the person to live outside the facility.
         However, skilled nursing facility services are covered for the terminal patient when the illness has reached
         a point of predictable end.
       Therapies
         The plan does not cover the following services relating to neurodevelopmental, occupational, physical, and
         speech therapies: custodial maintenance; educational therapy; recreational therapy; self-help programs;
         therapy elected by you; therapy given at a therapist’s discretion; and therapy to slow body degeneration but
         not to improve or restore functionality.
       Tobacco Cessation Treatment
         The plan does not cover the following services or supplies for tobacco cessation:
         •	 Acupuncture.
         •	 Books	or	tapes.
         •	 Hypnotherapy	(unless	performed	by	an	approved	provider).
         •	 Inpatient	services.
         •	 Over-the-counter	drugs.
         •	 Vitamins,	minerals,	or	other	supplements.
       Transplants
         The plan does not cover the following transplant services or supplies:
         •	 Any	portion	of	the	cost	of	a	covered	treatment	that	is	funded	by	government	or	private	entities	as	part	of	
            an approved clinical trial.
         •	 Donor	or	procurement	services	or	costs	incurred	outside	the	United	States,	unless	specifically	approved	
            by the service representative.
         •	 Donor	services	or	supplies	when	donor	benefits	are	available	through	other	group	coverage.
         •	 Expenses	for	that	portion	of	treatment	funded	by	government	or	private	entities	as	part	of	an	approved	
            clinical trial.
         •	 Expenses	when	the	recipient	is	not	covered	under	the	medical	plan.
         •	 Experimental	or	investigational	services	or	supplies unless they are part of an approved clinical trial.
         •	 Living	(noncadaver)	donor	transplants	that	are	not	specifically	authorized	and	covered	by	the	
            medical plan.
         •	 Lodging,	food,	or	transportation	costs,	unless	otherwise	specifically	provided	under	the	medical	plan.
         •	 Nonhuman,	artificial,	or	mechanical	transplants,	unless	specifically	approved	by	the	service	
            representative.




2-28    Traditional Medical Plan                                                             Health Care Plans | 2009 Edition | A86320W
      Vision Care
          The vision care program does not cover the following vision services or hardware:
          •	 Charges	for	sunglasses	or	light-sensitive	glasses	in	excess	of	the	amounts	covered	for	nontinted	glasses.
          •	 Corrective	experimental vision treatment. This means a procedure or lens that is not used universally or
             accepted by the vision care profession, as determined by the service representative.
          •	 Costs	in	excess	of	the	maximum	covered charges.
          •	 Lens	options	(such	as	coatings	or	hardening,	tints,	photochromic,	polycarbonate,	or	scratch-resistant	or	
             shatter-resistant lenses).
          •	 Lenses	or	frames	that	are	furnished	or	ordered	before	coverage	begins.
          •	 Medical	or	surgical	treatment	of	the	eyes.	(However,	VSP	network providers do offer discounts for
             refractive surgery, and the medical plan covers treatment of diseases of the eye.)
          •	 Nonprescription	(over-the-counter)	glasses.
          •	 Orthoptics	or	vision	training	or	any	associated	supplemental	testing.	(However,	the	medical	plan	may	
             cover this for children under age 12.)
          •	 Plano	lenses	(less	than	a	±0.38	diopter	power),	two	pair	of	glasses	instead	of	bifocals,	or	extra	charges	
             for progressive lenses in excess of the bifocal allowance.
          •	 Services	or	supplies	that	are	not	listed	as	covered.
          •	 Services	or	supplies	received	from	network	providers	more	than	60	days	after	the	service	representative	
             authorizes	the	patient’s	vision	care	benefits.
          •	 Services	or	supplies	received	while	the	patient	is	not	covered	by	the	plan.
          •	 Solutions	or	cleaning	products	for	spectacle	glasses	or	contact	lenses.
          •	 Special	supplies	such	as	nonprescription	sunglasses	or	subnormal	vision	aids.	
      Other Medical Exclusions
          In addition to the services and supplies previously listed, the plan also does not pay charges for or related to
          the following:
          •	 Accident	or	illness	covered	by	a	workers’	compensation	law.
          •	 Amounts	exceeding	allowed	charges	or	usual and customary charges. An allowed charge is the amount
             that would have been paid for like services or supplies to a network provider.
          •	 Benefits	payable	under	any	automobile	medical,	personal	injury	protection	(PIP),	automobile	no-fault,	
             automobile uninsured or underinsured motorist, homeowner’s, or commercial premises medical
             coverage, when that contract or insurance is issued to or provides benefits available to the patient. Any
             benefits paid by the plan before benefits are paid under one of these other types of contracts or insurance
             are to assist the patient, and do not indicate the service representative is acting as a volunteer or waiving
             any right to reimbursement or subrogation.
          •	 Completion	of	claim	forms	or	reports.
          •	 Confinement	or	surgical,	medical,	or	other	treatment,	services,	or	supplies	received	in	or	from	a	U.S.	
             Government hospital, except as required by law.
          •	 Counseling—career,	child,	family,	financial,	marriage,	pastoral,	or	social	adjustment—except	as	
             preauthorized	through	the	Boeing	Helpline.
          •	 Custodial	care	as	follows:
             – Care that does not require the continuing services of skilled medical or health professionals and
               primarily is provided to assist in activities of daily living.
             – Institutional care primarily to support self-care and provide room and board.
               Custodial care includes, but is not limited to, help in walking, getting into and out of bed, bathing,
               dressing, feeding, preparing special diets, and supervising medications that ordinarily are self-
               administered.
          •	 Dyslexia,	visual	analysis	therapy,	or	training	related	to	muscular	imbalance	of	the	eye	or	for	orthoptics.	
             However, the medical plan may provide coverage for up to six months when necessary to correct muscle
             imbalance (strabismus, esotropia, or exotropia) if treatment begins before the person’s 12th birthday.



Health Care Plans | 2009 Edition | A86320W                                                     Traditional Medical Plan   2-29
        •	 Education,	special	education,	or	job	training—whether	or	not	by	a	facility	that	also	provides	medical	or	
           psychiatric care.
        •	 Experimental	or	investigational	services	or	supplies or related complications.
        •	 Inpatient	hospital	care	(including	physician	visits	while	hospitalized)	not	considered	medically
           necessary	(when	the	care	can	be	provided	safely	in	an	outpatient	setting—such	as	a	hospital	outpatient	
           department,	physician’s	office,	or	a	freestanding	surgical	facility—without	adversely	affecting	your	
           physical condition).
        •	 Inpatient	psychiatric	care	to	control	or	change	the	patient’s	environment.
        •	 Intentionally	self-inflicted	injury,	unless	you	are	under	treatment	for	a	diagnosed	mental illness.
        •	 Missed	appointments.
        •	 Nonorganic	impotence	such	as	psychosexual	dysfunction.
        •	 Obesity	services	and	supplies	unless	approved	in	advance	as	medically	necessary	by	the	service	
           representative in accordance with written guidelines. (A copy of the guidelines may be requested by
           calling the service representative.)
        •	 Over-the-counter	items	including	but	not	limited	to	medications,	orthopedic	appliances,	and	braces	
           (unless otherwise covered under the durable medical equipment benefit).
        •	 Recovery	houses,	school	programs,	or	emergency	service	patrols.
        •	 Refractive	surgery	including	radial	keratotomy,	Lasik,	or	other	eye	surgery	to	correct	refractive	errors,	
           except when preoperative visual acuity is 20/50 or less with a lens.
        •	 Routine	physical	examinations,	immunizations,	or	other	preventive	services	or	supplies,	except	as	
           specifically covered by the plan as described in “What the Traditional Medical Plan Covers.”
        •	 Services	or	supplies	for	which	no	charge	is	made	or	charges	you	or	your	dependent is not required
           to pay.
        •	 Services	or	supplies	not	recommended	and	approved	by	a	physician	or	other	covered	health care
           professional or those provided before the person becomes covered under the plan.
        •	 Services	or	supplies	required	by	law	to	be	provided	by	any	school	system.
        •	 Services	or	supplies	to	the	extent	they	are	covered	under	any	discontinued	Company-sponsored plan.
        •	 Services	or	supplies	covered	under	any	Federal,	state,	or	other	government	plan,	except	where	required	
           by law.
        •	 Services	received	from	a	naturopath	or	massage	therapist,	unless	he	or	she	meets	one	of	the	licensing	
           requirements listed above and is acting within the scope of that license.
        •	 Sex	transformation	treatment	or	services.


How to Submit a Medical Claim
        Whenever you receive medical care or pharmacy service, present your Traditional Medical Plan or
        prescription drug* identification card to identify yourself as covered by the plan.
        Network providers	will	submit	an	itemized	bill	directly	to	the	service representative. You are responsible
        for meeting your copayments and/or annual deductible, if any, before the plan pays a benefit on your
        behalf. Many nonnetwork providers may submit claims for you. Under these circumstances, no claim
        form is required. If direct billing is not available to you, submit the appropriate claim form along with an
        itemized	bill	to	the	service	representative.
        Nonnetwork	and	nonparticipating	providers	may	require	full	payment	for	their	services	at	the	time	you	
        receive the care; in this instance, the service representative will reimburse you according to plan payment
        levels.
        You will receive a detailed explanation of benefits from the service representative each time it processes a
        claim. The explanation of benefits will show how much the plan paid toward your medical services and will
        advise you if your claim is approved or denied or if additional information is needed to process the claim.
        If your claim is denied, in whole or in part, you have the right to appeal the decision.
        For more information about submitting claims or appeals, see Section 5.
        *Updated: January 2010
2-30   Traditional Medical Plan                                                            Health Care Plans | 2009 Edition | A86320W
Preferred Dental Plan                                                                                                    Section      3
How the Preferred Dental Plan Works
          The Preferred Dental Plan helps you pay for minor and major dental work. Through the service
          representative listed below, the plan covers dental services and supplies such as
          •	 Routine	examinations	and	cleanings.
          •	 Restorations,	including	fillings	and	crowns.
          •	 Orthodontia	work.
          You share in the cost of these services by paying a coinsurance percentage and an annual deductible, as
          described in this section.
          The Preferred Dental Plan gives you the flexibility to see any licensed dentist or other licensed
          professional who is approved by the plan. However, your out-of-pocket costs generally will be lower if you
          use a network dentist. If you live outside of the network service area, the plan generally will cover dental
          care at the network benefit level.

Who Administers the Benefits
          The Company has contracted a service representative to handle the day-to-day administration of the plan.
          The service representative answers benefit questions, makes benefit decisions, pays claims, processes claim
          appeals, and accounts for premiums, service fees, and claim costs. The current service representative is
          Washington	Dental	Service	(a	Delta	Dental	organization).
          The Company reserves the right to change the service representative at any time. If this happens, you will
          be notified in writing.

                           What is a service representative?
                           A	service	representative	is	an	agent,	group,	or	organization	with	which	the	Company	has	contracted	to	handle	
                           the	day-to-day	administration	of	the	plan.


Save Money by Using a Network Provider
          The service representative contracts with certain providers who agree to provide services and treatments
          under this plan at discounted fees. Contracted dental providers are referred to as member providers. There
          are two types of member providers:
          •	 Network	providers are members of Delta Dental and participate in the Delta Dental preferred
             provider network in your state. Your out-of-pocket costs generally will be lowest when you use a
             network provider.
          •	 Nonnetwork	member	providers	are	members	of	Delta	Dental,	but	do	not	participate	in	the	preferred	
             provider network.
          Member providers are required to demonstrate that they meet certain quality standards and hold certain
          credentials to become part of the service representative’s network. They also provide direct claim billing to
          the plan so that you usually do not need to submit a claim form when you use a member provider.
          Each time you need dental care, you can choose whether to use a member provider or a provider who does
          not contract with the service representative (referred to as a nonmember provider). Your out-of-pocket costs
          generally are higher when you use a nonmember provider.

                           What if I live in an area that has no network providers?
                           The	plan	will	pay	the	network	level	of	benefits	if	there	are	no	network	providers	in	your	area.




Health Care Plans | 2009 Edition | A86320W                                                                           Preferred Dental Plan   3-1
How the Preferred Dental Plan Pays Benefits
        For most services and supplies covered by this plan, you and the plan each pay a portion of your dental care
        costs, as described in this section.

Annual Deductible
        Generally, the annual deductible is the amount you must pay out of your own pocket each benefit year
        before the plan begins to pay benefits. The Preferred Dental Plan has separate deductibles for network and
        nonnetwork	services.	Nonnetwork	deductible	expenses	apply	toward	the	network	deductible.
        The annual deductible applies to most covered services except
        •	 Class	I	services	and	supplies	received	from	network providers.
        •	 Class	IV	services	and	supplies	received	from	network	or	nonnetwork providers.

Coinsurance Percentages
        For	many	services	and	supplies,	you	and	the	plan	each	pay	a	percentage	of	the	recognized	fee.	
        These percentages are called coinsurance percentages.
        The amount of your coinsurance percentage varies by type of service. These classes determine how much
        the plan will cover for a particular service.
        •	 Class	I:	diagnostic and preventive services.
        •	 Class	II: minor restorative services using filling materials, oral surgery, periodontics, and endodontics.
        •	 Class	III: major restorative services using crowns, inlays, and onlays; prosthodontics.
        •	 Class	IV: orthodontia services.
        A coinsurance percentage does not apply to
        •	 Class	I	services	and	supplies	received	from	network providers.
        •	 Any	amounts	you	pay	for	services	and	supplies	that	the	plan	does	not	cover.
        •	 Any	amounts	that	exceed	the	maximum allowable fees	recognized	by	the	plan.

         How the Preferred Dental Plan Pays Benefits
                                                        Network Provider                        Nonnetwork Provider*

         Annual deductible	(applies	to	all	covered	     •	$50	per	individual                    •	$75	per	individual
         services	and	supplies,	except	as	noted)	       •	$150	per	family	of	three	or	more,	    •	$225	per	family	of	three	or	more,	
                                                          but	not	more	than	$50	for	any	          but	not	more	than	$75	for	any	
                                                          individual                              individual
                                                        •	Network	and	nonnetwork	               •	Network	and	nonnetwork	
                                                          combined                                combined
         The	plan	pays	benefits	for	these	covered	services	and	supplies	as	follows	after	you	meet	the	annual	deductible,	if	
         applicable.




3-2   Preferred Dental Plan                                                                            Health Care Plans | 2009 Edition | A86320W
            How the Preferred Dental Plan Pays Benefits (continued)
            Covered Services and Supplies                               Payment Levels
                                                                        Network Provider                                 Nonnetwork Provider*

            Class I	(diagnostic	and	preventive	services)                100%	(annual	deductible	does	                                       80%
                                                                        not	apply)
            Class II	(minor	restorations)                                                   80%                                             50%
            Class III	(major	restorations)                                                  60%                                             50%
            Class IV	(orthodontia)                                      50%	(network	and	nonnetwork	combined;	annual	deductible	does	not	apply)
            Annual maximum benefit                                      $2,000	per	individual	(network	and	nonnetwork	combined)
            (for	Classes	I,	II,	and	III)**
            Lifetime maximum benefit                                    $2,000	per	individual	(network	and	nonnetwork	combined)
            (for	Class	IV)†
            *	 If	your	provider	is	not	a	Delta	Dental	member,	you	pay	any	amounts	that	exceed	the	maximum	allowable	fees	recognized	by	the	plan.
            **	 When	multiple	treatment	dates	are	required,	the	charges	apply	toward	the	annual	maximum	benefit	for	the	benefit	year	in	which	the	procedure	is	
                completed.	(A	prosthesis	is	considered	complete	on	the	date	it	is	seated	or	delivered.)
            †
                	 This	lifetime	maximum	benefit	for	orthodontia	applies	to	all	periods	during	which	the	person	is	covered	under	any	Company-sponsored	dental	plan.

            Note:	The	plan	reimburses	100%	of	a	network	provider’s	recognized	fees	for	prompt	repair	of	damage	to	sound	natural	teeth	as	a	direct	result	of	
            accidental	bodily	injury.



                             What will happen if I reach my annual maximum?
                             You	are	responsible	for	paying	any	charges	over	the	annual	maximum	benefit.


                             What are recognized fees?
                             This	plan	pays	benefits	based	on	the	recognized	fees.	A	recognized	fee	is	the	provider’s	charge	for	a	covered	
                             service,	up	to	the	plan’s	maximum	allowance.	The	amount	of	the	recognized	fee	depends	on	whether	you	see	a	
                             network	or	nonnetwork	provider.
                             Under	this	plan,	recognized	fees	are	determined	as	follows:
                             •	For	a	network	dentist,	recognized	fees	are	network-allowed	charges.	
                             •	For	a	member	dentist	who	is	a	nonnetwork	dentist,	recognized	fees	are	the	fees	that	the	dentist	filed	with	the	
                               service	representative	for	specific	dental	services	and	supplies.	The	service	representative	approves	these	
                               fees	and	agrees	to	pay	the	plan’s	nonnetwork	benefit	based	on	them.
                             •	For	a	nonmember	dentist,	recognized	fees	are	the	lesser	of	either
                               –	The	amount	charged	by	the	dentist.
                               –	The	maximum	allowable	fee	that	the	service	representative	approved	for	member	dentists	in	the	state	
                                 where	services	are	performed.
                             When	alternative	procedures	are	available,	the	plan	covers	the	least	expensive	procedure.	However,	if	your	
                             dentist	submits	satisfactory	evidence	to	the	service	representative	that	a	more	expensive	procedure	is	the	
                             only	one	professionally	adequate	for	you,	the	plan	will	cover	the	more	expensive	procedure	according	to	the	
                             appropriate	benefit	payment	level.




Health Care Plans | 2009 Edition | A86320W                                                                                             Preferred Dental Plan         3-3
What the Preferred Dental Plan Covers
        The Preferred Dental Plan covers the following services and supplies in accordance with the benefit
        payment levels and maximums shown in the previous table, “How the Preferred Dental Plan Pays Benefits.”
Class I Covered Services and Supplies
        The plan covers the following Class I services and supplies:
        •	 Diagnostic	examinations,	including
           – Biopsy/tissue examinations (also called histopathic examinations).
           –	 Complete	mouth	or	panographic	X-rays,	once	in	each	five-year	period.
           – Emergency examinations.
           –	 Examinations	by	a	specialist	(if	the	specialty	is	recognized	by	the	American	Dental	Association	and	if	
              you are not receiving treatment from the specialist), up to three times in a six-month period.
           – Routine examinations, twice in each one-year period.
           – Comprehensive oral examinations, once in each three-year period, which count as one of the two
              routine examinations in a year.
           –	 Supplementary	bitewing	X-rays,	once	in	each	one-year	period.
        •	 Preventive	care,	including
           – Fissure sealants through age 14 for permanent molars with intact occlusal surfaces, no decay, and no
              prior restorations. The plan covers repair or replacement within a three-year period as part of the
              original service.
           – Prophylaxis (cleaning), either regular or periodontal maintenance, twice in each one-year period; two
              additional cleanings are allowed if periodontal disease is present.
           – Space maintainers when used to maintain space for eruption of permanent teeth.
           – Topical application of fluoride or preventive therapies (such as flouridated varnishes), twice in each
              one-year period for dependent children through age 18.

                    What are fissure sealants?
                    Fissure	sealants	are	acrylic,	plastic,	or	composite	materials	that	are	applied	topically	to	prevent	decay	by	
                    sealing	developmental	grooves	and	pits	in	the	child’s	teeth.


Class II Covered Services and Supplies
        The plan covers the following Class II services and supplies:
        •	 Endodontics	for	the	following	procedures	once	in	each	two-year	period	on	the	same	tooth:
           – Pulpal and root canal treatment.
           – Pulpotomy and apicoectomy.
           For more information on root canals performed in connection with an overdenture, see “Class III
           Covered Services and Supplies.”
        •	 General	anesthesia	or	intravenous	sedation,	but	not	both,	when	administered	by	a	licensed	dentist in
           connection with certain covered endodontic, oral, or periodontic surgery.
        •	 Oral	surgery,	including
           – Preparation of the alveolar ridge and soft tissues of the mouth to insert dentures.
           – Surgical and nonsurgical extractions.
           – Treatment of pathological conditions and traumatic facial injuries.
        •	 Periodontics—surgical	and	nonsurgical	procedures	to	treat	tissues	that	support	the	teeth,	including
           – Gingivectomy.
           – Limited adjustments to occlusion (eight or fewer teeth), such as smoothing teeth or reducing cusps.
           – Osseous surgery, once in each three-year period per area.
           – Periodontal scaling or root planing, once in each two-year period.
           – Site-specific therapies for patients with pockets of at least 5 mm but not more than 10 mm.

3-4   Preferred Dental Plan                                                                              Health Care Plans | 2009 Edition | A86320W
          •	 Restorative	services
             – Amalgam, composite, or filled resin restorations (fillings).
             – Stainless steel crowns.
             – Composite or filled resin restorations placed in the front surface of bicuspids.
             Restorations on the same surface or surfaces of a tooth are covered once in a two-year period. Stainless
             steel crowns are covered once in a five-year period (once in a two-year period for primary teeth).
             If a composite or plastic restoration is placed on a posterior tooth, the plan covers up to the amount
             allowed for an amalgam restoration. If a tooth can be adequately restored with a filling material but a
             crown, inlay, or onlay is elected instead, the plan covers the restoration as if a filling material had
             been used.
             The plan does not cover restorations necessary to correct vertical dimension or to alter morphology
             (shape) or occlusion, overhang removal, or recontouring or polishing a restoration.

Class III Covered Services and Supplies
          The plan covers the following Class III services and supplies:
          •	 Prosthodontics,	including
             – A cast chrome or acrylic partial denture. If a more elaborate or precision device is used, the plan
                covers up to the appropriate amount for covered partial dentures.
             – A fixed bridge.
             –	 A	full	denture,	immediate	denture,	or	overdenture.	For	any	other	procedure	(such	as	personalized	
                restorations	or	specialized	treatment),	the	plan	covers	up	to	the	appropriate	amount	for	a	full	denture,	
                immediate denture, or overdenture. Root canal treatment in conjunction with overdentures is limited to
                two teeth per arch.
             – Crown buildups when approved by the service representative, once in each two-year period.
             – Denture adjustments and relines provided more than six months after initial placement. Later relines
                and jump rebases (but not both) are covered once in each one-year period.
             – Replacement of an existing prosthetic device once in each five-year period if it is unserviceable and
                cannot be made serviceable. (Services to correct the device, if serviceable, are covered.)
             – Stayplate dentures for replacing anterior teeth during the healing period, or in children age 16 or
                younger for missing anterior permanent teeth.
          •	 Restoration	of	a	visibly	decayed	hard	tooth	surface	(carious	lesion)	to	a	state	of	proper	function	by	using	
             crowns (including stainless steel crowns), inlays, or onlays (gold, porcelain, plastic, gold substitute
             casting, or a combination of these materials) once in each five-year period. Your dentist must verify that
             the tooth cannot be restored with filling materials (amalgam, composite, plastic, or glass ionomer).
          •	 Surgical	placement	or	removal	of	implants	or	attachments	to	implants.	Replacement	is	covered	only	after	
             five years have elapsed and only if the implant or superstructure is not serviceable and cannot be made
             serviceable.
          •	 Use	of	a	crown	as	an	abutment	to	a	partial	denture	only	when	the	tooth	is	decayed	to	the	extent	a	crown	
             would be required whether or not a partial denture is required.

Class IV Covered Services and Supplies
          Orthodontic	services	and	supplies	are	in	Class	IV.	The	plan	covers	
          •	 Nightguards	and	occlusal	splints.
          •	 Straightening	of	teeth,	including	correction	or	prevention	of	malocclusion.
          To facilitate benefit payments, your orthodontist or you should submit the treatment plan to the service
          representative before treatment starts.




Health Care Plans | 2009 Edition | A86320W                                                       Preferred Dental Plan   3-5
                    How can I obtain a pretreatment estimate?
                    If	your	dental	care	will	be	extensive,	you	may	ask	your	dentist	to	submit	a	request	for	a	pretreatment	estimate,	
                    called	a	“predetermination	of	benefits.”	This	predetermination	will	allow	you	to	know	in	advance	what	
                    procedures	are	covered,	the	amount	the	service	representative	will	pay	toward	the	treatment,	and	your	financial	
                    responsibility.



What the Preferred Dental Plan Does Not Cover
        The Preferred Dental Plan does not cover the following services or supplies:
        •	 Analgesics	such	as	nitrous	oxide,	intravenous	sedation	(unless	administered	in	connection	with	certain	
           covered endodontic, oral, or periodontic surgery procedures), euphoric drugs, injections, prescription
           drugs,	or	application	of	desensitizing	agents.
        •	 Appliances	or	cleaning	of	appliances	and	certain	restorations	as	follows:
           – Appliances or restorations necessary to correct vertical dimension or to alter morphology (shape) or
              occlusion, overhang removal, or recontouring or polishing a restoration.
           – Cleaning of prosthetic appliances.
           –	 Duplicate	dentures,	temporary	dentures,	personalized	dentures,	or	crowns	and	copings	provided	in	
              connection with overdentures.
           – Fixed prosthodontics for children under age 16.
           – Habit-breaking appliances.
           – Replacement of a space maintainer previously covered by the plan.
        •	 Cosmetic	procedures	(including	laminates	and	tooth	bleaching,	whether	vital	or	nonvital),	appliances,	or	
           restorations primarily for cosmetic purposes.
        •	 Experimental	services	or	supplies	(or	related	complications)—the	plan	does	not	cover	experimental	
           services or supplies whose use and acceptance as a course of dental treatment for a specific condition still
           are under investigation or observation. To determine whether services are experimental, the service
           representative uses American Dental Association guidelines and considers whether the services
           – Are in general use in the local dental community.
           – Are proven to be safe and effective.
           – Are under continued scientific testing and research.
           – Show a demonstrable benefit for a particular dental condition.
        •	 Other	dental	exclusions	as	follows:
           – Caries (decay) susceptibility tests.
           – Charges for services or supplies that are received while the patient is not covered under the plan.
           – Consultations or elective second opinions.
           – Crowns used as abutments to a partial denture for purposes of recontouring, repositioning, or to
              provide additional retention, unless the tooth is decayed to the extent that a crown would be required to
              restore the tooth in the absence of a partial denture.
           – Crowns used to repair microfractures of tooth structure when the tooth displays no symptoms.
           –	 Diagnostic	services	or	X-rays	related	to	temporomandibular	(jaw)	joints.
           – Fees for broken appointments.
           – Fees for completing claim forms.
           – Full mouth (major) occlusal adjustment.
           – Gingival curettage.
           – Home fluoride kits.
           –	 Hospitalization	charges	or	any	additional	dental	fees	associated	with	hospitalization.
           – Iliac crest or rib grafts to alveolar ridges.
           – Injuries or conditions covered under workers’ compensation or employers’ liability laws.


3-6   Preferred Dental Plan                                                                           Health Care Plans | 2009 Edition | A86320W
              –   Oral hygiene or dietary instruction.
              –   Orthognathic surgery.
              –   Patient management problems.
              –   Periodontal splinting; any crown or bridgework provided with periodontal therapy or periodontal
                  appliances.
              –   Plaque control programs.
              –   Porcelain or resin inlay bridges.
              –   Proposed treatment plan review or case presentation by the attending dentist.
              –   Restorations on the same surface or surfaces of a tooth within two years of the original service.
              –   Ridge extension to insert dentures (vestibuloplasty).
              –   Services or supplies covered by any Federal, state, or provincial government agency or provided
                  without cost by any municipality, county, or other political subdivision or community agency.
                  However, if government agency payments are insufficient for covered services or supplies or if
                  benefits are provided by a government agency as an employer to its employees, dental coverage will
                  not be excluded and will be subject to coordination of benefits.
              –   Services or supplies to the extent that benefits are payable for them under any motor vehicle medical,
                  motor vehicle no-fault, uninsured motorist, underinsured motorist, personal injury protection (PIP),
                  commercial liability, homeowner’s policy, or other similar type of coverage.
              –   Services specifically excluded in this plan description and all other items that are not specifically
                  included in this plan as covered dental benefits.
              –   Study or diagnostic models.
              –   Tooth transplants or materials placed in extraction to generate osseous filling.
              –   Treatment of temporomandibular (jaw) joints.


How to Submit a Dental Claim
          Washington	Dental	Service	(a	Delta	Dental	organization)	is	the	service representative for the Preferred
          Dental Plan. The Preferred Dental Plan address and phone number are listed in Section 9, “Contacts.”
          Claim forms generally are not required under the Preferred Dental Plan as long as you receive services
          from a member dentist. Provide your Preferred Dental Plan member number to identify yourself as covered
          under the plan. The service representative provides each member dentist with claim forms, and the member
          dentist usually will submit a claim directly to the plan on your behalf.
          You will need to submit a claim for covered orthodontia care as well as care received from nonmember
          dentists. Claim forms are available from the service representative; see Section 9, “Contacts.”
          Claims must be submitted to the service representative within 12 months from the date you received dental
          services or supplies. For tips on how to avoid problems with your claim, see Section 5, “Claims and Appeals.”


How Dental Coverage May Be Extended
          The plan generally does not cover services or supplies that you receive while you are not covered under the
          plan. However, the plan will cover certain services and supplies after the date coverage would otherwise
          end. These services and supplies and the conditions for extending care are described below if the dentist
          started the course of treatment before your coverage ends:
          •	 Crown	that	is	required	to	restore	a	tooth	(independent	of	the	crown’s	use	in	connection	with	a	partial	
             denture) if the tooth is prepared for the crown while you are covered and the crown is installed during the
             31 days after your coverage ends.
          •	 Orthodontia	care	that	is	provided	within	three	calendar	months	after	coverage	ends.
          •	 Prosthetic	device	(including	abutment	crowns	of	a	partial	denture),	if	the	impressions	are	taken	while	you	
             are covered, and the device is installed or delivered within 31 days after your coverage ends.
          •	 Restorative,	endodontic,	periodontic,	and	oral	surgical	procedures	completed	within	31	days	after	your	
             coverage ends.

Health Care Plans | 2009 Edition | A86320W                                                         Preferred Dental Plan   3-7
Scheduled Dental Plan                                                                                                Section       4
How the Scheduled Dental Plan Works
          The Scheduled Dental Plan helps you pay for minor and major dental work, including routine
          examinations, crowns, and orthodontia.
          The Scheduled Dental Plan reimburses you for necessary dental care received from any licensed dentist
          based on a schedule of maximum covered charges. Your out-of-pocket cost will vary depending on the
          type of treatment you receive and, in many cases, on your dentist’s charges. This plan is available in all
          areas of the country.

Who Administers the Benefits
          The Company has contracted a service representative to handle the day-to-day administration of the plan.
          The service representative answers benefit questions, makes benefit decisions, pays claims, processes claim
          appeals, and accounts for premiums, service fees, and claim costs. The current service representative is
          Aetna Life Insurance Company.
          The Company reserves the right to change the service representative at any time. If this happens, you will
          be notified in writing.

                           What is a service representative?
                           A	service	representative	is	an	agent,	group,	or	organization	with	which	the	Company	has	contracted	to	handle	
                           the	day-to-day	administration	of	the	plan.



How the Scheduled Dental Plan Pays Benefits
          The Scheduled Dental Plan’s annual deductible and maximum covered charges are described below.

Annual Deductible
          Generally, the annual deductible is the amount you must pay out of your own pocket each benefit year
          before the plan begins to pay benefits. The annual deductible applies to most covered services and
          supplies except
          •	 Examinations,	including	specialist	and	emergency	oral	examinations.
          •	 Fissure	sealants.
          •	 Fluoride	treatments.
          •	 Prophylaxis	(teeth	cleaning),	including	periodontal	cleanings.
          •	 X-rays.

Maximum Covered Charges
          The plan pays the maximum covered charges listed in the “Scheduled Dental Plan Schedule of Covered
          Services” for necessary dental services and supplies. If two or more covered services are received at the
          same time, the plan pays up to the scheduled benefit for each service, unless the schedule has a maximum
          for a particular combination of services.
          In addition, certain other dental treatments may be covered even though they are not listed in the
          schedule; details are available from the service representative. (See “Predetermination of Benefits,”
          later in this section.)




Health Care Plans | 2009 Edition | A86320W                                                                      Scheduled Dental Plan      4-1
What the Scheduled Dental Plan Covers
        The Scheduled Dental Plan covers the following services and supplies in accordance with the provisions
        shown in the tables below.

          Scheduled Dental Plan Schedule of Benefits
          Annual deductible                                           •	$25	per	individual
                                                                      •	$75	per	family	of	three	or	more	but	not	more	than	$25	per	individual
          Diagnostic	and	preventive	care                              •	Plan	pays	up	to	the	amounts	listed	in	“Scheduled	Dental	Plan	Schedule	
                                                                        of	Covered	Services”
                                                                      •	Annual	deductible	does	not	apply	to	examinations,	X-rays,	cleaning,	
                                                                        fluoride	treatments,	or	fissure	sealants
          •	Minor	and	major	restorations                              •	Plan	pays	up	to	the	amounts	listed	in	“Scheduled	Dental	Plan	Schedule	
          •	Endodontics	and	periodontics                                of	Covered	Services”
          •	Prosthodontics                                            •	Annual	deductible	applies
          •	Oral	surgery
          •	Orthodontia
          Annual	maximum	benefit	(generally	for	all	                  $2,000	per	individual
          services	and	supplies,	except	orthodontia)*
          Lifetime	maximum	benefit	(for	orthodontia)**                $2,000	per	individual
          *	 When	multiple	treatment	dates	are	required,	the	charges	apply	toward	the	annual	maximum	benefit	for	the	benefit	year	in	which	the	procedure	is	
             completed.	(A	prosthesis	is	considered	complete	on	the	date	it	is	seated	or	delivered.)
          **	 This	lifetime	maximum	benefit	for	orthodontia	applies	to	all	periods	during	which	the	person	is	covered	under	any	Company-sponsored	dental	plan.




4-2   Scheduled Dental Plan                                                                                                  Health Care Plans | 2009 Edition | A86320W
Scheduled Dental Plan Schedule of Covered Services
            American
            Dental                                                                                                    Maximum
            Association                                                                                               Covered
            Code                    Service or Supply                                                                 Charge ($)
                                    Diagnostic

                                    Examinations	(limited	to	one	per	course	of	treatment)

            D0150                       Comprehensive	oral	evaluation                                                      48
            D0120                       Periodic	oral	examination	(limited	to	twice	in	a	one-year	period)                  26
            D0140                       Limited	oral	evaluation                                                            37
                                    Radiographs (X-rays)

                                    Complete	Mouth	X-rays	(limited	to	once	in	a	five-year	period)

            D0210                       Intraoral	(including	bitewings)                                                    69
            D0330                       Panoramic	(limited	to	once	in	a	36-month	period)                                   53
                                    Intraoral	Periapical

            D0220                       Single,	first	film                                                                 14
            D0230                       Each	additional	film                                                               11
                                    Bitewings	(limited	to	once	in	a	12-month	period)

            D0270                       Single	film                                                                        13
            D0272                       Two	films                                                                          21
            D0274                       Four	films                                                                         32
                                    Preventive

                                    Prophylaxis	(limited	to	once	in	a	four-month	period)

            D1110                       Age	14	and	over                                                                    58
            D1120                       To	age	14                                                                          37
                                    Fluoride	Treatment	(limited	to	once	in	a	six-month	period)

            D1203/D1204                 Topical	application	of	fluoride                                                    21
                                    Fissure	Sealants	(to	age	16)

            D1351                       Topical	application	of	fissure	sealants	(per	quadrant)                             26
                                    Minor Restorations

                                    Amalgam	Restorations

            D2140                       Primary	or	permanent—one	surface                                                   58
            D2150                       Primary	or	permanent—two	surfaces                                                  74
            D2160                       Primary	or	permanent—three	surfaces                                                95
            D2161                       Permanent—four	surfaces                                                           116



Health Care Plans | 2009 Edition | A86320W                                                                  Scheduled Dental Plan 4-3
          American
          Dental                                                                                                   Maximum
          Association                                                                                              Covered
          Code                Service or Supply                                                                    Charge ($)
          D2951                 Pin	retention—exclusive	of	amalgam                                                        16
                              Other Minor Restorations

          D2330                 Resin—one	surface	anterior                                                                69
          D2331                 Resin—two	surfaces	anterior                                                               90
          D2332                 Resin—three	surfaces	anterior                                                           116
          D2335                 Resin—four	or	more	surfaces	anterior                                                    127
          D2391                 Resin-based	composite—one	surface	(primary	or	permanent)                                  74
          D2392                 Resin-based	composite—two	surfaces	(primary	or	permanent)                               100
          D2393                 Resin-based	composite—three	surfaces	(primary	or	permanent)                             127
                              Major Restorations

                              Inlays	and	Onlays

          D2510                 Gold	inlay—one	surface                                                                  217
          D2520                 Gold	inlay—two	surfaces                                                                 275
          D2530                 Gold	inlay—three	surfaces                                                               317
          D2542                 Metallic	onlay—two	surfaces                                                             379
          D2543                 Metallic	onlay—three	surfaces                                                           412
          D2544                 Metallic	onlay—four	surfaces                                                            412
          D2910                 Recement	inlay                                                                            32
                              Crowns

          D2720                 Resin	with	high	noble	metal                                                             380
          D2721                 Resin	with	predominantly	base	metal                                                     380
          D2722                 Resin	with	noble	metal                                                                  380
          D2740                 Porcelain/ceramic	noble                                                                 380
          D2750                 Porcelain	fused	to	high	noble                                                           380
          D2751                 Porcelain	to	predominantly	base	metal                                                   380
          D2752                 Porcelain	fused	to	noble                                                                380
          D2790                 Full	cast	high	noble	metal                                                              380
          D2791                 Full	cast	predominantly	base	metal                                                      380
          D2792                 Full	cast	noble	metal                                                                   380
          D2782                 Crown	¾	cast	noble	metal                                                                380
          D2930/D2931           Stainless	steel                                                                           85




4-4   Scheduled Dental Plan                                                                   Health Care Plans | 2009 Edition | A86320W
            American
            Dental                                                                                                              Maximum
            Association                                                                                                         Covered
            Code                    Service or Supply                                                                           Charge ($)
            D2970                       Temporary	(fractured	tooth)                                                                  63
            D2950                       Crown	buildup                                                                               116
            D2920                       Recement	crown                                                                               42
                                    Endodontics

            D3110                       Pulp	cap—direct                                                                              32
            D3120                       Pulp	cap—indirect                                                                            26
            D3220                       Vital	pulpotomy                                                                              69
            D3222                       Partial	pulpotomy	for	apexogenesis                                                           62
                                    Root	Canal	Therapy	(includes	treatment	plan,	clinical	procedures,	and	follow-up	care;	
                                    excludes	final	restoration)
            D3310                       Single	rooted                                                                               312
            D3320                       Bi-rooted                                                                                   412
            D3330                       Tri-rooted                                                                                  512
            D3410                       Apicoectomy	(performed	as	a	separate	surgical	procedure)                                    412
                                    Periodontics

                                    Nonsurgical	Services

            D0180                       Comprehensive	periodontal	evaluation                                                         74
            D4910                       Periodontal	prophylaxis	(limited	to	once	in	a	four-month	period)                             79
            D9951                       Occlusal	adjustment	(limited)                                                               106
            D9952                       Occlusal	adjustment	(complete)                                                              306
            D4341                       Periodontal	scaling	and/or	root	planing	(per	quadrant)                                       95
                                    Surgical	Services

            D4210                       Gingivectomy	(per	quadrant)                                                                 291
            D4260                       Osseous	surgery	(per	quadrant)                                                              644
            D4271                       Free	soft	tissue	grafts                                                                     417
            D7340                       Vestibuloplasty                                                                             349
                                    Prosthodontics

                                    Dentures	(includes	six	months	postdelivery	care)

            D5110/D5120                 Complete	upper	or	lower                                                                     481
            D5130/D5140                 Immediate	upper	or	lower                                                                    528
            D5211/D5212                 Partial	upper	or	lower	acrylic	base	(including	any	conventional	clasps	and	rests)           317




Health Care Plans | 2009 Edition | A86320W                                                                            Scheduled Dental Plan 4-5
          American
          Dental                                                                                                              Maximum
          Association                                                                                                         Covered
          Code                Service or Supply                                                                               Charge ($)
          D5213/D5214           Partial	upper	or	lower,	predominantly	cast	base	with	acrylic	saddles	(including	any	               581
                                conventional	clasps	and	rests)
                              Related	Denture	Services

          D5410–D5422           Denture	adjustment	(complete	or	partial)                                                             34
          D5510                 Repair	denture	(no	teeth	damage)                                                                     48
          D5520                 Replace	missing	or	broken	tooth	(per	tooth)                                                          48
          D5710–D5721           Denture	conversion                                                                                 148
          D5730–D5741           Reline	denture—office                                                                                79
          D5750–D5761           Reline	denture—laboratory                                                                          148
                              Bridgework

          D6240–D6242           Pontic—porcelain	high	noble,	noble,	and	predominantly	base                                         370
          D6250–D6252           Pontic—resin	high	noble,	noble,	and	predominantly	base                                             370
          D6930                 Recement	bridge                                                                                      63
                              Oral Surgery

                              Extractions	(includes	local	anesthesia	and	routine	postoperative	care)

          D7140                 Extraction,	erupted	tooth	or	exposed	root                                                            63
          D7210                 Erupted	tooth                                                                                      127
          D7220                 Impacted	tooth—soft	tissue                                                                         143
          D7230                 Impacted	tooth—partially	bony                                                                      185
          D7240                 Impacted	tooth—completely	bony                                                                     227
          D7250                 Root	recovery	(per	tooth)                                                                          132
                              Related	Oral	Surgical	Procedures

          D7310                 Alveoplasty—per	quadrant                                                                           106
          D7510                 Incision	and	drainage	of	abscess—intraoral                                                           85
          D7960                 Frenectomy	(separate	procedure)                                                                    190
                              General	Anesthesia	(not	covered	when	provided	at	a	hospital)

          D9220                 First	30	minutes                                                                                   185
          D9221                 Each	additional	15	minutes	(or	major	fraction	thereof)                                               63
                              Orthodontia (coverage for employees and dependents)

                              50%	of	covered	charges	to	a	lifetime	maximum	benefit	of	$2,000	per	individual

        In addition to the limits shown in the schedule on the previous pages, the plan also limits the following
        services and supplies:


4-6   Scheduled Dental Plan                                                                              Health Care Plans | 2009 Edition | A86320W
          •	 Replacement	of	dentures	and	bridgework	is	covered	once	in	a	five-year	period	if	it	is	unserviceable	and	
             cannot be made serviceable.
          •	 Replacement	of	temporary	denture	or	bridgework	with	permanent	denture	or	bridgework	is	covered	
             only if it is necessary and occurs within 12 months from the date the temporary denture or bridgework
             is installed.
          Fissure sealants are covered to age 16 only for permanent molars with chewing surfaces intact, no caries
          (decay), and no restorations. Repair or replacement of a fissure sealant within three years is considered part
          of the original service.

Predetermination of Benefits
          Before you receive expensive dental treatment or services and supplies not listed in the “Scheduled Dental
          Plan Schedule of Covered Services,” you or your dentist should request a predetermination of benefits
          under the plan. This is a review by the service representative of your dentist’s description of planned
          treatment and expected charges, including charges for related services.
          The service representative will tell you in advance what procedures are covered, the amount the plan will
          pay toward the treatment, and your out-of-pocket costs. The amount covered will be consistent with the
          allowances listed in the “Scheduled Dental Plan Schedule of Covered Services.”


What the Scheduled Dental Plan Does Not Cover
          The Scheduled Dental Plan does not cover the following services or supplies:
          •	 Anesthetics,	administration	of	anesthetics,	or	anesthetic	supplies	or	drugs,	except	general	anesthesia	
             when medically necessary.
          •	 Charges	that	would	not	have	been	made	if	no	dental	plan	existed,	or	charges	that	you	or	your	dependents
             are not required to pay.
          •	 Costs	that	exceed	the	allowances	listed	in	the	“Scheduled	Dental	Plan	Schedule	of	Covered	Services”	or	
             the usual and customary fee as determined by the service representative.
          •	 Experimental	services	or	supplies	(or related complications) whose use and acceptance as a course of
             dental treatment for a specific condition still are under investigation or observation. To determine
             whether services are experimental, the service representative uses American Dental Association
             guidelines and considers whether the services
             – Are in general use in the local dental community.
             – Are proven to be safe and effective.
             – Are under continued scientific testing and research.
             – Show a demonstrable benefit for a particular dental condition.
          •	 Fees	for	completing	claim	forms.
          •	 Fees	for	missed	appointments.
          •	 Fees	that	are	not	reasonable	for	the	services	performed.
          •	 Injuries	or	conditions	covered	under	a	workers’	compensation	law.
          •	 Myofascial	pain	dysfunction	syndrome.
          •	 Orthodontia	treatment,	including	correction	or	prevention	of	malocclusion,	except	as	specifically	
             provided for under the plan.
          •	 Periodontal	splinting	and	bridgework.
          •	 Procedures	(including	personalization	or	characterization	of	dentures)	primarily	or	partly	for	
             cosmetic purposes.
          •	 Replacement	of	a	lost	or	stolen	prosthetic	appliance	or	an	appliance	damaged	by	abuse,	misuse,	
             or neglect.
          •	 Services	or	supplies	received	because	of	past	or	present	service	in	the	armed	forces	of	a	government.
          •	 Services	or	supplies	received	while	the	patient	is	not	covered	under	the	plan.	




Health Care Plans | 2009 Edition | A86320W                                                       Scheduled Dental Plan 4-7
        •	 Services	or	supplies	that	are	paid	or	provided	under	government	law.	(However,	if	the	government,	as	an	
           employer, provides benefits to its employees, dental coverage will not be excluded and will be subject to
           coordination of benefits.)
        •	 Temporomandibular	(jaw)	joint	treatment.
        •	 Treatment	by	a	professional	other	than	a	dentist or licensed dental hygienist under the supervision and
           direction of the dentist.
        •	 Treatment	of	an	injury	or	illness	that	is	not	necessary	or	is	not	recommended	or	approved	by	the	
           attending dentist.


How to Submit a Dental Claim
        Aetna Life Insurance Company is the service representative for the Scheduled Dental Plan. The
        Scheduled Dental Plan address and phone number are listed in Section 9, “Contacts.”
        When you see a dentist, provide your Scheduled Dental Plan member number to identify yourself as
        covered under this plan. You will need to submit a claim for benefits. Claim forms are available from the
        service representative; see Section 9, “Contacts.”
        Claims must be submitted to the service representative within 12 months from the date you received
        dental services or supplies. For tips on how to avoid problems with your claim, see Section 5, “Claims
        and Appeals.”


How Dental Coverage May Be Extended
        The plan generally does not cover services or supplies that you receive while you are not covered under the
        plan. However, the plan will cover certain prosthetic devices and crowns as described below:
        •	 Prosthetic	device	(including	abutment	crowns	of	a	partial	denture)	if	the	impressions	are	taken	while	you	
           are covered and the device is delivered and installed within two months after your coverage ends.
        •	 Crown	that	is	required	to	restore	a	tooth	(independent	of	the	crown’s	use	in	connection	with	a	partial	
           denture) if the tooth is prepared for the crown while you are covered and the crown is placed within two
           months after your coverage ends.




4-8   Scheduled Dental Plan                                                              Health Care Plans | 2009 Edition | A86320W
Claims and Appeals                                                                                   Section     5
How to Submit a Claim or File an Appeal
          This section describes two types of claim review and appeal procedures:
          1. Medical and dental benefit claims and appeals for the medical and dental plans described in this
              booklet, as well as the Company-sponsored PPO+Account and EPO plan. If you are enrolled in the
              CCP, contact the Boeing Service Center through Boeing TotalAccess to find out if these review and
              appeal procedures apply to your plan.
          2. Eligibility claims and appeals for all medical and dental plans available to the groups listed in “Who Is
              Eligible,” in Section 1.
          The benefit claim review and appeal procedures described in this booklet do not apply to the HMOs and
          prepaid dental plan. If you are enrolled in one of those plans, refer to the member handbook for
          information about medical and dental claims and appeals.


Medical and Dental Benefit Claims Process
          Each service representative is responsible for evaluating benefit claims in accordance with the terms of
          the Plan and using a reasonable claims procedure in accordance with Federal rules. The service
          representatives have the right to obtain independent health care advice and to request additional
          information as necessary to decide your claims.
          You will receive a written notice of the claim decision within the time limits described in this section. The
          time limits are based on Federal laws, the type of claim, and whether or not the service representative has
          all of the information needed to process the claim.
          Your claim will fall into one of these four categories:
          1. Preservice claim: a request for coverage of health care benefits for which the terms of this Plan require
             you to obtain prior approval before receiving treatment or services, such as benefits requiring
             preadmission review, preapproval, precertification, or predetermination.
          2. Concurrent care claim: a request to continue coverage of services that the service representative
             approved previously as an ongoing course of treatment or to be provided for a certain time. Concurrent
             care claims are either urgent care claims or fall into one of the other claim categories: preservice or
             postservice.
          3. Postservice claim: a request for coverage of health care benefits that is not a preservice, concurrent
             care, or urgent care claim. Generally, postservice claims are filed for payment or reimbursement of
             benefits for care that already has been received.
          4. Urgent care claim: a request for a claim determination needed quickly due to medical exigencies. An
             urgent care claim is any claim for medical care or treatment with respect to which the application of the
             time	period	that	otherwise	applies	to	nonurgent	claim	determinations	could	seriously	jeopardize	the	
             life,	health,	or	ability	of	a	patient	to	regain	maximum	function,	or	which—in	the	opinion	of	the	
             attending physician—would	subject	the	patient	to	severe	pain	that	could	not	be	managed	adequately	
             without the care or treatment that is the subject of the claim. In addition, if a physician with knowledge
             of the patient’s medical condition determines that a claim is an urgent care claim, the claim shall
             automatically be treated as an urgent care claim for the purposes of this provision.




Health Care Plans | 2009 Edition | A86320W                                                         Claims and Appeals   5-1
How to File a Claim for Benefits
        Generally, whenever you receive services from a network provider, participating pharmacy, or member
        dentist, that provider submits your claim to the appropriate service representative for review and
        payment; you do not need to file a claim for yourself.
        If you do need to file your own claim, which may be the case when you receive services from a
        nonnetwork provider, nonparticipating pharmacy, or nonmember dentist, you must submit a written
        claim form to the appropriate service representative. You can obtain claim forms by calling the service
        representative or, in some cases, from the service representative’s web site.
        You can ask your nonnetwork provider to submit your claim for you, but it is ultimately your responsibility
        to ensure that your claim for benefits is filed.
        Claims must be filed within 12 months from the date you receive the covered service, treatment, or product
        to which the claim relates.

                          How do I expedite an urgent care claim?
                          Because	urgent	care	claims	are	time	sensitive	and	important,	you	should	call	the	service	representative	as	
                          soon	as	possible	when	you	learn	that	you	will	need	immediate	care.	If	you	(or	your	physician)	provide	all	of	the	
                          information	needed	to	review	your	claim,	the	service	representative	will	give	you	an	answer	within	72	hours.


      Time Limits for Decisions on Benefit Claims
        The Federal Government sets time periods for reviewing and deciding health care claims. The service
        representative will notify you within the following time limits as to whether your claim is approved or
        denied, in whole or in part. If your claim is denied, you will have the opportunity to file an appeal within
        certain time limits also described here. If your claim is denied due to inaccurate or incomplete information,
        you can correct or submit additional information with your appeal.

         Time Limits for Receiving Benefit Claim Decisions
                                                You will receive notification of
         Type of claim                          the decision within . . .                                      But it may be extended for an additional . . .
         Postservice	care	claim                 30	days	after	your	claim	is	received                           15	days	because	of	matters	beyond	the	
                                                                                                               control	of	the	service	representative**
         Preservice	care	claim*                 15	days	after	your	claim	is	received                           15	days	because	of	matters	beyond	the	
                                                                                                               control	of	the	service	representative**
         Concurrent	urgent	care	                24	hours	after	your	claim	is	received,	                        Not	applicable	if	you	provide	enough	
         claim                                  provided	that	a	request	to	extend	an	ongoing	                  information†
                                                course	of	treatment	is	made	at	least	24	
                                                hours	before	the	previous	approval	expires
         Concurrent	preservice	or	              Same	as	preservice	or	postservice	claims,	                     15	days	because	of	matters	beyond	the	
         postservice	care	claim                 depending	on	medical	circumstances                             control	of	the	service	representative**
         Urgent	care	claim*                     72	hours	after	your	claim	is	received                          Not	applicable	if	you	provide	enough	
                                                                                                               information†
         *	 If	you	or	your	authorized	representative	fails	to	follow	the	Plan’s	procedures	for	filing	a	preservice	or	urgent	care	claim,	within	5	days	(24	hours	for	an	
            urgent	care	claim)	the	service	representative	will	notify	you	or	your	authorized	representative	of	the	failure	and	explain	the	proper	procedures.
         **	 If	more	information	is	required	to	review	your	claim,	the	service	representative	will	notify	you	before	the	end	of	the	initial	review	period	(or	within	5	
             days	for	a	preservice	claim)	of	the	specific	information	needed	and	will	allow	you	at	least	45	days	to	provide	that	information.	The	review	time	periods	
             for	preservice	and	postservice	claims	will	be	suspended	until	the	date	that	you	respond	to	the	request	for	more	information.
         †
             	 If	more	information	is	required	to	review	your	claim,	the	service	representative	will	notify	you	within	24	hours	of	the	specific	information	needed	and	
               will	allow	you	at	least	48	hours	to	provide	that	information.	The	review	time	periods	for	concurrent	care	and	urgent	care	claims	may	be	extended	for	as	
               long	as	48	hours	from	the	earlier	of	(1)	the	date	that	the	service	representative	receives	the	additional	information	or	(2)	the	end	of	the	time	period	that	
               you	were	given	to	provide	the	additional	information.




5-2   Claims and Appeals                                                                                                             Health Care Plans | 2009 Edition | A86320W
If Your Benefit Claim Is Denied
          If your medical or dental benefit claim is denied, in whole or in part, the service representative will send
          you a notice that will include the following information:
          •	 Specific	reasons	for	the	denial.
          •	 Reference	to	the	specific	Plan	provisions	on	which	the	claim	determination	was	based.
          •	 Description	and	explanation	of	any	additional	information	that	is	needed	to	process	your	claim.
          •	 Description	of	the	Plan’s	appeal	procedures	and	the	applicable	time	limits,	as	well	as	your	right	to	bring	
             legal action if your claim is denied on appeal.
          •	 Statement	that	you	can	request,	free	of	charge,	copies	of	documentation	related	to	the	decision.	
          •	 Description	of	any	rule,	protocol,	or	other	criterion	that	was	relied	on	in	determining	your	claim,	and	
             your right to obtain a copy, free of charge, upon request.
          •	 Statement	that	you	can	request,	free	of	charge,	an	explanation	of	the	scientific	or	clinical	judgment	that	
             was used if your claim was denied based on a medical necessity, an experimental treatment, or another
             similar exclusion or limitation.
          •	 For	an	urgent	care	claim,	a	description	of	the	expedited	review	process	applicable	to	such	claims.

                           How can I avoid claim delays?
                           In	many	cases,	your	physician	or	other	health	care	provider	will	send	a	bill	directly	to	the	service	representative.	
                           If	you	are	covered	under	the	Traditional	Medical	Plan,	PPO+Account,	EPO	plan,	or	certain	CCPs,	simply	present	
                           your	medical	or	prescription	drug*	ID	card	to	your	provider.	If	you	are	covered	under	the	Preferred	Dental	Plan	
                           or	the	Scheduled	Dental	Plan,	present	your	Preferred	Dental	Plan	ID	card	or	Scheduled	Dental	Plan	ID	card.	You	
                           also	may	be	asked	to	provide	your	Social	Security	number.
                           If	you	are	required	to	submit	a	claim,	use	the	following	tips	to	prevent	delays	and	other	claim-filing	problems:
                           •	Provide	all	information	that	is	requested	on	the	form,	including	your	full	name,	address,	and	Social	Security	or	
                              member	ID	number;	the	patient’s	name	and	birth	date;	the	date	of	the	service;	the	diagnosis;	and	the	types	of	
                              services	received.
                           •	Always	attach	an	itemized	bill	that	includes	the	provider’s	name,	address,	and	tax	ID	number.	A	notice	from	
                              the	provider	that	payment	is	overdue	generally	does	not	provide	enough	information	for	determining	benefits	
                              and	payments.
                           •	If	you	are	asked	to	provide	more	information,	be	sure	to	include	the	patient’s	full	name	and	your	full	name	
                              and	Social	Security	or	member	ID	number.
                           •	If	you	or	a	covered	dependent	is	eligible	for	coverage	under	another	employer’s	group	benefit	plan,	you	should	
                              submit	the	claim	first	to	the	plan	that	provides	primary	coverage	(as	determined	under	the	coordination	of	
                              benefit	provisions).	When	that	plan	sends	you	a	written	Explanation	of	Benefits	form,	send	a	copy	of	the	
                              explanation,	the	appropriate	claim	form,	and	an	itemized	bill	to	the	second	plan.	If	you	are	not	sure	which	plan	
                              provides	primary	coverage,	submit	a	claim	to	both	plans	at	the	same	time.


      How to Appeal if Your Benefit Claim Is Denied
          If your benefit claim is denied, in whole or in part, you may be able to resolve the denied claim through an
          informal review process. Simply call the service representative and discuss the situation.
          If the claim is not resolved with a telephone call, you have the right to file a formal (written) appeal with
          the service representative. You must file your appeal within 180 days after the date that you are notified of
          the denial. To file your appeal, you must
          •	 State,	in	writing,	why	you	believe	the	claim	should	have	been	approved.
          •	 Submit	any	information	and	documents	you	think	are	appropriate,	including	any	additional	information	
             not submitted with your initial claim.
          •	 Send	the	appeal	and	any	supporting	documentation	to	the	service	representative	at	the	appropriate	
             claim-filing address.
          You may request, free of charge, copies of all documents, records, and other information relevant to your
          claim for benefits.

          *Updated: January 2010
Health Care Plans | 2009 Edition | A86320W                                                                             Claims and Appeals    5-3
        The service representative will review your appeal and make a decision. The review will be conducted by a
        person who did not make the decision on your initial claim and is not the subordinate of that person. The
        review will include all information you submit and will not give deference to the initial claim decision. If
        deciding the appeal involves medical judgment, such as determining medical necessity or if treatment was
        experimental, a qualified health care professional will be consulted. That health care professional will not
        be one who was consulted in determining your initial claim and will not be a subordinate of such person. In
        reviewing your appeal, the service representative will use its discretion in interpreting the terms of the Plan
        and will apply them accordingly.
        The decisions of the service representative are final and binding. Benefits will be paid under the plan only if
        the Employee Benefit Plans Committee (the “Committee”) decides in its discretion that you have met the
        eligibility and participation requirements and the service representative has determined that you are entitled
        to the benefits.

                       How can I expedite an appeal for urgent care?
                       You	can	make	an	appeal	for	urgent	care	by	calling	the	service	representative.	(All	other	appeals	must	be	made	
                       to	the	service	representative	in	writing.)


      Time Limits for Decisions on Benefit Appeals
        The Federal Government provides time limits for reviewing and deciding health care benefit appeals. If the
        service representative denies your appeal, in whole or in part, you will be notified as follows:

         Time Limits for Receiving Benefit Appeal Decisions
         You will receive notification
         of the decision on your . . .                   Within . . .
         Postservice	care	appeal                         30	days	for	each	of	two	levels	of	appeal
         Preservice	care	appeal                          15	days	for	each	of	two	levels	of	appeal
         Concurrent	care	appeal                          Same	as	preservice,	postservice,	or	urgent	care	appeals,	depending	on	medical	
                                                         circumstances
         Urgent	care	appeal                              72	hours*	after	your	appeal	is	received
         *	 For	an	urgent	care	appeal,	you	can	submit	information	by	any	timely	method,	including	fax,	telephone,	other	electronic	means,	or	orally.


If Your Benefit Appeal Is Denied
        If your benefit appeal is denied, in whole or in part, the service representative will send you a notice that
        will include the following information:
        •	 Specific	reasons	for	the	denial.
        •	 Reference	to	the	specific	Plan	provisions	on	which	the	claim	determination	was	based.	
        •	 Statement	of	your	right	to	obtain,	free	of	charge,	copies	of	documentation	related	to	the	decision.	
        •	 Summary	of	your	right	to	additional	appeals	or	legal	action.
        •	 Statement	that	you	can	request,	free	of	charge,	identification	of	medical	or	vocational	experts	whose	
           advice was obtained by the service representative.
        •	 Description	of	any	rule,	protocol,	or	other	criterion	that	was	relied	on	in	determining	your	appeal,	and	
           your right to obtain a copy, free of charge, upon request.
        •	 Statement	that	you	can	request,	free	of	charge,	an	explanation	of	the	scientific	or	clinical	judgment	that	
           was used if your appeal was denied based on a medical necessity, an experimental treatment, or another
           similar exclusion or limitation.
      Whom to Contact for Benefit Claim and Appeal Procedures
        You can obtain a copy of the benefit claim review and appeal procedures by calling the service representative.


5-4   Claims and Appeals                                                                                                      Health Care Plans | 2009 Edition | A86320W
Eligibility Claims Process
          Call the Boeing Service Center through Boeing TotalAccess if
          •	 You	have	questions	about	eligibility.	
          •	 You	believe	that	you	or	an eligible dependent has been improperly denied
             – Participation in a health care plan.
             – The opportunity to make an election as a result of a qualified status change.
          See Section 9 for the telephone number.

How to File a Claim for Eligibility
          You may be able to resolve questions about eligibility for health plan benefits by calling the Boeing Service
          Center through Boeing TotalAccess. If your question or request is not resolved by telephone (an informal
          review process), you may file a formal (written) eligibility claim. To do so, call the Boeing Service Center
          through Boeing TotalAccess and request a claim initiation form.
          You can submit urgent care claims for eligibility by calling the Boeing Service Center through Boeing
          TotalAccess. You may be required to provide information from your provider to substantiate your urgent
          eligibility claim.
          Eligibility claims must be filed within 12 months from the date your eligibility claim was denied. Any claims
          submitted after that time will be denied.
      Time Limits for Decisions on Eligibility Claims
          The Boeing Service Center will review your eligibility claim and notify you of its decision within the
          following time frames:

            Time Limits for Receiving Eligibility Claim Decisions
            If your claim for eligibility                            You will receive notification of the                   But it may be extended for an
            involves . . .                                           decision within . . .                                  additional . . .
            A	preservice	care	claim*                                 15	days	after	your	claim	is	received                   15	days	because	of	matters	beyond	
                                                                                                                            the	control	of	the	Boeing	Service	
                                                                                                                            Center**
            A concurrent urgent care claim                           24	hours	after	your	claim	is	received,	                Not	applicable	if	you	provide	enough	
                                                                     provided	that	a	request	to	extend	an	                  information†
                                                                     ongoing course of treatment is made
                                                                     at	least	24	hours	before	the	previous	
                                                                     approval	expires
            A	concurrent	preservice	or	postservice	                  Same	as	preservice	or	postservice	                     15	days	because	of	matters	beyond	
            care claim                                               claims,	depending	on	medical	                          the	control	of	the	Boeing	Service	
                                                                     circumstances                                          Center**
            An	urgent	care	claim*                                    72	hours	after	your	claim	is	received                  Not	applicable	if	you	provide	enough	
                                                                                                                            information†
            Another	claim,	including	a	postservice	                  30	days	after	your	claim	is	received                   15	days	because	of	matters	beyond	
            claim or eligibility claim that does not                                                                        the	control	of	the	Boeing	Service	
            involve	medical	or	dental	services                                                                              Center**
            *	 If	you	or	your	authorized	representative	fails	to	follow	the	Plan’s	procedures	for	filing	a	preservice	or	urgent	care	eligibility	claim,	within	5	days	(24	hours	
               for	an	urgent	care	claim)	the	Boeing	Service	Center	will	notify	you	or	your	authorized	representative	of	the	failure	and	explain	the	proper	procedures.
            **	 If	more	information	is	required	to	review	your	claim,	the	Boeing	Service	Center	will	notify	you	before	the	end	of	the	initial	review	period	(or	within	
                5	days	for	a	preservice	claim)	of	the	specific	information	needed	and	will	allow	you	at	least	45	days	to	provide	that	information.	The	review	time	
                periods	for	preservice	and	postservice	claims	will	be	suspended	until	the	date	that	you	respond	to	the	request	for	more	information.
            †
                	 If	more	information	is	required	to	review	your	claim,	the	Boeing	Service	Center	will	notify	you	within	24	hours	of	the	specific	information	needed	and	
                  will	allow	you	at	least	48	hours	to	provide	that	information.	The	review	time	periods	for	concurrent	care	and	urgent	care	claims	may	be	extended	for	as	
                  long	as	48	hours	from	the	earlier	of	(1)	the	date	that	the	Boeing	Service	Center	receives	the	additional	information	or	(2)	the	end	of	the	time	period	that	
                  you	were	given	to	provide	the	additional	information.



Health Care Plans | 2009 Edition | A86320W                                                                                                       Claims and Appeals           5-5
If Your Eligibility Claim Is Denied
        If your eligibility claim is denied, the Boeing Service Center will send you a notice that will include the
        following information:
        •	 Specific	reasons	for	the	denial.
        •	 Reference	to	the	specific	Plan	provisions	on	which	the	claim	determination	was	based.
        •	 Description	and	explanation	of	any	additional	information	that	is	needed	to	process	your	claim.
        •	 Description	of	the	Plan’s	appeal	procedures	and	the	applicable	time	limits,	as	well	as	your	right	to	bring	
           legal action if your claim is denied on appeal.
        •	 Statement	that	you	can	request,	free	of	charge,	copies	of	documentation	related	to	the	decision.	
        •	 Description	of	any	rule,	protocol,	or	other	criterion	that	was	relied	on	in	determining	your	claim,	and	
           your right to obtain a copy, free of charge, upon request.
        •	 For	an	eligibility	claim	involving	urgent	care,	a	description	of	the	expedited	review	process	applicable	to	
           such claims.
      How to Appeal if Your Eligibility Claim Is Denied
        If your eligibility claim is denied, you (or your legal representative) may file an appeal with the Committee
        or its delegate.
        You must file your appeal within 180 days after the date that you are notified of the denial. To file your
        appeal, you must
        •	 State,	in	writing,	why	you	believe	the	claim	should	have	been	approved.
        •	 Submit	any	information	and	documents	you	think	are	appropriate.
        •	 Send	the	appeal	and	any	supporting	documentation	to	the	Committee:
                  Address:     Employee Benefit Plans Committee
                               The Boeing Company
                               100	North	Riverside
                               MC 5002-8421
                               Chicago, IL 60606-1596
                  Fax:         312-544-2076*
                  Telephone
                  (for urgent appeals):
                               312-544-2799
        You may request, free of charge, copies of all documents, records, and other information relevant to your
        claim for eligibility.
        The Committee may require you to provide information from your provider to substantiate your urgent
        appeal. The Committee has the exclusive right to interpret and apply the terms of the Plan and to exercise
        its discretion to determine all questions that arise under the Plan. The Committee will review all
        information you submit and will not give deference to the initial eligibility claim decision.
        The decisions of the Committee are final and binding. Benefits will be paid under the Plan only if the
        Committee decides in its discretion that you have met the eligibility and participation requirements and the
        service representative has determined that you are entitled to the benefits.




        *Updated: January 2011
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      Time Limits for Decisions on Eligibility Appeals
          The Federal Government provides time limits for reviewing and deciding health care appeals. If the
          Committee denies your appeal, in whole or in part, you will be notified as follows:

            Time Limits for Receiving Eligibility Appeal Decisions
            You will receive notification of the decision on your . . .                     Within . . .
            Preservice	care	appeal                                                          30	days	after	receipt	of	your	appeal
            Concurrent	care	appeal                                                          Same	as	preservice,	postservice,	or	urgent	care	appeals,	
                                                                                            depending	on	medical	circumstances
            Urgent	care	appeal                                                              72	hours*	after	receipt	of	your	appeal
            Other	appeal,	including	a	postservice	appeal	or	eligibility	                    60	days	after	receipt	of	your	appeal
            appeal	that	does	not	involve	medical	or	dental	services
            *	 For	an	urgent	care	appeal,	you	can	submit	information	by	any	timely	method,	including	fax,	telephone,	other	electronic	means,	or	orally.



If Your Eligibility Appeal Is Denied
          If your eligibility appeal is denied, in whole or in part, the Committee will send you a notice that will
          include the following information:
          •	 Specific	reasons	for	the	denial.
          •	 Reference	to	the	specific	Plan	provisions	on	which	the	appeal	determination	was	based.
          •	 Summary	of	your	right	to	bring	legal	action.	
          •	 Statement	of	your	right	to	obtain,	free	of	charge,	copies	of	documentation	related	to	the	decision.	
          •	 Statement	that	you	may	request,	free	of	charge,	identification	of	medical	or	vocational	experts	whose	
             advice was obtained by the Committee.
          •	 Description	of	any	rule,	protocol,	or	other	criterion	that	was	relied	on	in	determining	your	appeal,	and	
             your right to obtain a copy, free of charge, upon request.
      Whom to Contact for Eligibility Claim and Appeal Procedures
          You can obtain a copy of the eligibility claim review and appeal procedures by calling the Boeing Service
          Center through Boeing TotalAccess.

What You Can Do if Your Appeal Is Denied
          If the service representative or the Committee denies your appeal, you may bring a civil action under
          Section 502(a) of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
          However, except as otherwise provided in an insured contract, you must bring any legal action within
          180 days after the
          •	 Decision	on	appeal	of	your	claim	for	benefits	or	eligibility,	or	
          •	 Expiration	of	time	to	take	an	appeal	if	no	appeal	is	taken.
          A post-denial review of your appeal will not extend the time period for commencing legal action.


How Claims Are Paid When You Have Duplicate Coverage
          This section describes coordination of benefit rules for the Traditional Medical Plan, PPO+Account,
          EPO plan, Preferred Dental Plan, and Scheduled Dental Plan. If you are enrolled in the CCP, contact the
          Boeing Service Center through Boeing TotalAccess to find out if these rules apply to your plan.
          Coordination of benefit rules for the HMO plans and prepaid dental plan are described in their respective
          member handbooks.
          Plans that offer medical or dental benefits follow certain rules when there is duplicate coverage.


Health Care Plans | 2009 Edition | A86320W                                                                                               Claims and Appeals   5-7
       For example, if both you and your spouse are working, you or your family members might have duplicate
       coverage. That is, one or more of you might be enrolled in more than one group health care plan. Other
       coverage includes, whether insured or uninsured, another employer’s group benefit plan, another
       arrangement of individuals in a group, Medicare (to the extent allowed by law), individual insurance or
       health coverage, and insurance that pays without consideration of fault.
       If you or your covered dependents have duplicate medical and/or dental coverage, the two plans must
       coordinate their benefits to determine which plan will be responsible for paying which part of the bill. In
       this coordination of benefits, one insurer will be considered primary (the plan that considers the charges
       first) and the other will be considered secondary (the plan that considers the charges second). When you file
       a claim, it is your responsibility to know which plan is primary and which plan is secondary for you and
       your covered dependents.
       When the Traditional Medical Plan, PPO+Account, EPO plan, CCP, Preferred Dental Plan, or
       Scheduled Dental Plan is primary, this plan will pay its benefits first and without regard to any benefits
       that may be payable under the secondary plan.
       When the Traditional Medical Plan, PPO+Account, EPO plan, or CCP is secondary, this plan will
       pay the difference between the benefits paid by the primary plan and what this plan would have paid had
       it been primary.
       When the Preferred Dental Plan or Scheduled Dental Plan is secondary, this plan will pay its benefits,
       limited to an amount that, when added to the benefits paid by the primary plan, does not exceed the
       covered charges for services covered at least in part by the primary or secondary plan.

Determine Whether the Plan Is Primary or Secondary
       When determining whether this health care plan is primary or secondary, this plan applies the following
       rules. A plan is considered primary when
       •	 It	has	no	order	of	benefit	determination	rules.
       •	 It	has	benefit	determination	rules	that	differ	from	coordination	of	benefit	rules	under	state	regulations	or,	
          if not insured, that differ from these rules.
       •	 All	plans	that	cover	an	individual	use	the	same	coordination	of	benefit	rules,	and	under	those	rules,	the	
          plan is primary.
       If the aforementioned rules do not determine which group plan is considered primary, this plan applies the
       following coordination of benefit rules:
       1. A plan that covers a person as an employee, retired employee, member, or subscriber pays before a
            plan that covers the person as a dependent.
       2. A plan that covers a person as an active employee or dependent of an active employee is primary. The
            plan that covers a person as a retired, laid-off, or other inactive employee or as a dependent of a retired,
            laid-off, or other inactive employee is secondary.
       3. If a dependent child is covered under both parents’ group plans, the child’s primary coverage is
            provided through the plan of the parent whose birthday comes first in the calendar year, with secondary
            coverage provided through the plan of the parent whose birthday comes later in the calendar year.
       4. If a dependent child’s parents are divorced or separated and a court decree establishes financial
            responsibility for the health care coverage of the child, the plan of the parent with such financial
            responsibility is the primary plan of coverage. If the divorce decree is silent on the issue of coverage,
            the following guidelines are used:
            a. The plan of the parent with custody pays benefits first.
            b. The plan of the spouse of the parent with custody pays second.
            c. The plan of the parent without custody pays third.
            d. The plan of the spouse of the parent without custody pays fourth.
       5. If none of the aforementioned rules establishes which group plan should pay first, then the plan that has
            covered the person for the longest period is considered the primary plan of coverage.


5-8   Claims and Appeals                                                                    Health Care Plans | 2009 Edition | A86320W
          6. Continuation coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as
             amended (COBRA), always is secondary to other coverage, except as required by law.
          7. If you or an eligible dependent is confined to a hospital when first becoming covered under this plan,
             this plan is secondary to any plan (including a Company-sponsored health care plan) already covering
             you or your dependent for the eligible expenses related to that hospital admission. If you or your
             dependent does not have other coverage for hospital and related expenses, this plan is primary.
      If You Are Covered by Two Boeing-Sponsored Plans
          Benefits under a Company-sponsored medical or dental plan are not coordinated with benefits paid under
          any other group plan offered by the Company, except as described below. You can receive benefits from
          only one Company-sponsored medical or dental plan. However, when dental services performed by a
          licensed dentist also are covered under the medical plan, the dental plan pays its benefits first and the
          medical plan is secondary.
      If You Are Covered by Medicare and This Plan
          Federal rules govern coordination of benefits with Medicare. In most cases, Medicare is secondary to a plan
          that covers a person as an active employee or dependent of an active employee. Medicare is primary in
          most other circumstances.
          Treatment of end-stage renal disease is covered by the Traditional Medical Plan, PPO+Account, EPO plan,
          and CCP for the first 30 months following Medicare entitlement due to end-stage renal disease, and
          Medicare provides secondary coverage. After this 30-month period, Medicare provides primary coverage,
          and the Traditional Medical Plan, PPO+Account, EPO plan, or CCP provides secondary coverage.
      Claim Administration
          The service representative has the right to obtain and release any information or recover any payment it
          considers necessary to administer these provisions.


When an Injury or Illness Is Caused by the Negligence
of Another
          In some situations, you or a covered dependent may be eligible to receive, as a result of an accident or
          illness, health care benefits from an automobile insurance policy, homeowner’s insurance policy or other
          type of insurance policy, or from a responsible third party. In these cases, this plan will pay benefits if
          the covered person agrees to cooperate with the service representative in administering the plan’s
          subrogation rights.
          If a person covered by this plan is injured by another party who is legally liable for the medical or dental
          bills or disability income, he or she may request this plan to pay its regular benefit on his or her behalf. In
          exchange, the covered person agrees to
          •	 Complete	a	claim	and	submit	all	bills	related	to	the	injury	or	illness	to	the	responsible	party	or	insurer.
          •	 Complete	and	submit	all	of	the	necessary	information	requested	by	the	service	representative.
          •	 Reimburse	the	plan	if	he	or	she	recovers	payment	from	the	responsible	party	or	any	other	source.
          •	 Cooperate	with	the	service	representative’s	efforts	to	recover	from	the	third	party	any	amounts	this	plan	
             pays in benefits related to the injury or illness, including any lawsuit brought against the responsible
             party or insurer.
          This provision applies whenever you or a covered dependent is entitled to or receives benefits under this
          plan and is also entitled to or receives compensation or any other funds from another party in connection
          with that same disability or medical condition, whether by insurance, litigation, settlement, or otherwise.
          The plan is entitled to such funds to the extent of plan benefits paid to or on behalf of the individual,
          whether or not the individual has been “made whole,” and without regard to any common fund doctrine.
          This plan may recover such funds by constructive trust, equitable lien, right of subrogation, reimbursement,
          or any other equitable or legal remedy.



Health Care Plans | 2009 Edition | A86320W                                                          Claims and Appeals   5-9
        If an individual fails, refuses, or neglects to reimburse the plan or otherwise comply with the requirements
        of this provision, or if payments are made under the plan based on fraudulent information or otherwise in
        excess of the amount necessary to satisfy the provisions of the plan, then, in addition to all other remedies
        and rights of recovery that the plan may have, the plan has the right to terminate or suspend benefit
        payments and/or recover the reimbursement due to the plan by withholding, offsetting, and recovering such
        amount out of any future plan benefits or amounts otherwise due from the plan to or with respect to such
        individual. The plan also has the right in any proceeding at law or equity to assert a constructive trust,
        equitable lien, or any other equitable or legal remedy or recovery, against any and all persons who have
        assets that the plan can claim rights to. The plan has the right of first recovery from any judgment,
        settlement or other payment, regardless of whether the individual has been “made whole,” and without
        regard to any common fund doctrine.




5-10   Claims and Appeals                                                                 Health Care Plans | 2009 Edition | A86320W
Coverage End Dates and
Continuation of Coverage                                                                               Section     6
How Coverage Can End
          Once you and your eligible dependents enroll, health care coverage stays in effect until
          •	 You	cancel	coverage	during	an	annual enrollment period or after a qualified status change or event.
          •	 You	lose	eligibility	for	coverage.
          •	 You	fail	to	make	timely	payments	of	required	premium	contributions	while	on	an	approved	
             leave of absence.
          •	 The	Company	ends	this	Plan	or	changes	the	provisions	so	you	are	no	longer	eligible.
          The Company fully intends to continue the Plan. However, the Company reserves the right to terminate,
          suspend, or modify any benefits described in this booklet, in whole or in part, at any time, and for any
          reason for employees, former employees, retirees, and their dependents.
          If health care coverage ends, you and/or your covered dependents may be able to continue health care
          coverage under this plan through the Consolidated Omnibus Budget Reconciliation Act of 1985, as
          amended (COBRA).
          If you take a leave of absence, your coverage may end. For when and how COBRA applies, see “Continue
          Coverage During a Leave of Absence,” in this section.
          For coverage continuation options, see “Continue Coverage Through COBRA,” in this section.

How You and Your Dependents Can Lose Eligibility for Coverage*
          Health care coverage for you and your covered dependents will end if you and/or your dependent
          become ineligible for participation in the plan for one of the following reasons:
          •	 You	quit.
          •	 You	are	discharged	or	laid	off.	
          •	 You	experience	a	change	in	your	job	situation	that	causes	you	to	become	ineligible	for	coverage.	(For	
             example, your position is reclassified to a part-time position of 19 or fewer regularly scheduled hours
             per week.)
          •	 You	retire.
          •	 You	are	not	actively	at	work	as	a	result	of	a	labor	dispute.
          •	 You	die.
          •	 The	Company	ends	this	Plan.
          •	 You	fail	to	make	timely	payments	of	your	required	contribution	while	on	an	approved	leave	of	absence.
          •	 You	cancel	coverage.
          Your spouse or same-gender domestic partner will become ineligible for coverage if
          •	 You	become	ineligible	for	coverage,	as	described	above.
          •	 You	divorce,	you	legally	separate,	your	marriage	is	annulled,	or	your	domestic	partnership	is	dissolved.
          •	 Your	spouse	or	same-gender	domestic	partner	enrolls	in	any	Company-sponsored	health	plan	(including	
             this one) as an employee or retiree.
          •	 Your	spouse	or	same-gender	domestic	partner	otherwise	no	longer	meets	the	eligibility	requirements	
             described in Section 1.
          Your child will become ineligible for coverage if
          •	 You	become	ineligible	for	coverage,	as	described	above.
          •	 Your	child	reaches	age	26	and	he	or	she	is	not	eligible	to	be	covered	as	a	disabled	child.	
          •	 Your	child	(other	than	your	natural	or	adopted	child	or	your	stepchild)	marries.	


         *Updated: January 2011
Health Care Plans | 2009 Edition | A86320W                              Coverage End Dates and Continuation of Coverage   6-1
        •	 Your	child	(other	than	your	natural	or	adopted	child	or	your	stepchild)	no	longer	depends	on	you	for	
           principal support.
        •	 Your	child	becomes	an	employee	covered	by	this	or	any	other	Company-sponsored	health	care	plan	
           unless the child is unmarried and dependent on you for principal support.
        •	 Your	child	otherwise	no	longer	meets	the	eligibility	requirements	described	in	Section	1.

When Coverage Ends*
        Generally, coverage ends on the last day of the month in which you and/or your dependents become
        ineligible for coverage. However, if you (or your covered dependent) are in a hospital when your
        employment	ends,	coverage	will	continue	for	you	(or	your	hospitalized	dependent)	for	the	duration	of	the	
        hospitalization	or	31	days,	whichever	is	shorter.
        If you are eligible for retiree medical coverage through The Boeing Company and you terminate your
        active employment, your active coverage will continue until the end of the month after the month you
        terminate. Special rules apply if you terminate from a leave of absence. See “Continue Coverage During a
        Leave of Absence,” below.
        You and your dependents may be able to continue coverage through COBRA in certain circumstances. You
        and your dependents cannot continue coverage through COBRA if the Company ends all its health care
        plans.
        For coverage continuation options, see “Continue Coverage Through COBRA,” in this section.

                    Will I receive evidence of my Boeing coverage?
                    Yes.	When	health	care	coverage	ends,	you	automatically	will	receive	a	certificate	of	coverage	as	evidence	of	
                    insurance,	describing	your	active	employee	coverage	and	the	time	period	of	your	enrollment.	You	may	present	
                    this	certificate	of	coverage	to	a	new	health	care	plan	to	reduce	or	eliminate	any	preexisting	condition	waiting	
                    period.
                    If	the	coverage	periods	for	your	covered	dependents	are	different	from	yours,	their	coverage	dates	will	be	noted	
                    separately	on	the	certificate.	You	may	request	a	duplicate	copy	of	your	certificate	within	24	months	after	your	
                    coverage	ends	by	calling	the	Boeing	Service	Center	through	Boeing	TotalAccess.


                    Can I continue my active coverage for a disabled child age 26 or older?*
                    If	your	child	is	disabled	and	will	lose	coverage	when	he	or	she	turns	26,	you	may	continue	your	active	coverage	
                    for	that	child	if	he	or	she	meets	the	eligibility	conditions	described	in	Section	1	and	you	continue	to	be	enrolled	
                    in	the	plan.	You	must	notify	the	Boeing	Service	Center	within	31	days	of	the	child’s	26th	birthday	and	provide	
                    proof	that	the	child	is	incapable	of	self-support	because	of	the	disability.



Continue Coverage During a Leave of Absence
        You and your eligible dependents may continue to be covered by your active coverage during certain
        approved leaves of absence. To continue your active coverage, you must pay your active contribution
        amount while you are on an approved leave of absence. You can make payments through payroll deduction
        or by aftertax payments if you stop receiving a paycheck. The Company may continue to pay its portion
        of your coverage for some or all of the duration of your leave. See the table, “COBRA Coverage Periods
        and Qualifying Events,” in this section, or call the Boeing Service Center through Boeing TotalAccess
        for details.
        For details about periods of active coverage, see the table, “COBRA Coverage Periods and Qualifying
        Events,” in this section.




        *Updated: January 2011
6-2   Coverage End Dates and Continuation of Coverage                                                    Health Care Plans | 2009 Edition | A86320W
          If you remain on an approved leave of absence after your active coverage continuation period ends, you
          may enroll in COBRA coverage. If you enroll and pay the required contribution amounts, your COBRA
          coverage will begin during the next full calendar month of your leave and continue as shown in the table,
          “COBRA Coverage Periods and Qualifying Events,” in this section.
          Contact the Boeing Service Center through Boeing TotalAccess for additional information.


Continue Coverage Through COBRA
          The Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (COBRA), is a Federal law
          that entitles you and your covered dependents to continue health care coverage for a period of time after
          it would otherwise end.
          Anyone who continues coverage under COBRA is covered by the medical or dental plan just as before
          coverage was lost. There is no effect on the amounts still due to meet the annual deductible or on any plan
          benefits paid to date, and the accrual of charges toward the annual out-of-pocket maximum for the plan
          continues as before. The only difference is that you and/or your covered dependent may be required to pay
          the full cost of coverage plus two percent for administration costs.
          COBRA coverage becomes available when a qualifying COBRA event occurs. If you or your covered
          dependents decline this coverage when you first are eligible, you may not enroll at a later date.
          The Boeing Service Center administers COBRA coverage.

Who Is Eligible for COBRA Coverage
          You, your spouse or same-gender domestic partner, and your covered dependent children may be eligible
          to enroll for COBRA coverage. The circumstances that cause your loss of coverage determine your
          eligibility for COBRA. These circumstances are outlined here.
          Certain trade-displaced employees may have additional COBRA rights and possible tax credits if they have
          been certified by the Department of Labor or state labor agencies as eligible for trade adjustment assistance
          under the Trade Act of 2002. Qualifying individuals receive information from the Federal Government,
          which describes a special enrollment period for trade-displaced workers who have not become covered
          under COBRA coverage, a 65 percent tax credit for qualified health insurance premiums, an advance
          payment program, and procedures for participating in the program.
          You can obtain information about trade adjustment assistance by calling the Health Coverage Tax Credit
          Customer Contact Center toll-free at 1-866-628-4282 (TDD/TTY: 1-866-626-4282) or visiting the
          Department of Labor web site (http://www.doleta.gov/tradeact/).
          Special rules may apply if you retire or are offered other medical coverage as an alternative to COBRA.
      Your Right to COBRA Coverage
          You have a right to elect COBRA coverage if you are covered by a Company-sponsored health care plan
          and you lose coverage because
          •	 Your	employment	ends.	
          •	 Your	hours	decrease.	
      Your Spouse’s or Same-Gender Domestic Partner’s Right to COBRA Coverage
          Your covered spouse or same-gender domestic partner has a right to elect COBRA coverage if he or she is
          covered by a Company-sponsored health care plan and loses coverage because of
          •	 Your	death.
          •	 Your	employment	ending.
          •	 Your	work	hours	decreasing.
          •	 Your	divorce,	legal	separation	from	you,	or	dissolution	of	domestic	partnership.




Health Care Plans | 2009 Edition | A86320W                             Coverage End Dates and Continuation of Coverage 6-3
      Your Child’s Right to COBRA Coverage
        Your covered dependent child has a right to elect COBRA coverage if he or she is covered by a Company-
        sponsored health care plan and loses coverage because of
        •	 Your	death.
        •	 Your	employment	ending.
        •	 Your	work	hours	decreasing.
        •	 Your	divorce,	legal	separation,	or	dissolution	of	domestic	partnership.
        •	 His	or	her	loss	of	eligibility	for	coverage.	(See	“Who	Is	Eligible,”	in	Section	1.)

                    Are the medical benefits under COBRA coverage different from benefits under my
                    active coverage?
                    No.	Your	COBRA	coverage	will	be	identical	to	the	coverage	provided	to	similarly	situated	active	employees	or	
                    dependents.	However,	costs	may	differ,	as	described	in	this	section.


How to Enroll for COBRA Coverage
        You are responsible for
        •	 Notifying	the	Boeing	Service	Center	when	your	dependent’s eligibility ends.
        •	 Notifying	the	Boeing	Service	Center	if	you	or	your	dependents	become	covered	by	another	medical	plan.
        •	 Enrolling	for	COBRA coverage.
        •	 Paying	any	required	contributions	in	a	timely	manner.
        •	 Notifying	the	Boeing	Service	Center	if	your	or	your	dependent’s	address	changes.	
        The Company and the Boeing Service Center also have certain responsibilities to explain your COBRA
        rights and how to request coverage. These responsibilities are explained here.
        If your coverage ends because of your termination, death, or reduction in work hours, the Company will
        notify the Boeing Service Center within 30 days from the date your coverage ends.
      Notify the Boeing Service Center When Coverage Ends
        You or your covered dependents must notify the Boeing Service Center, in writing or by telephone, if your
        covered dependent loses coverage because of divorce, legal separation, or dissolution of domestic
        partnership or if your child loses eligibility for coverage.
        You must notify the Boeing Service Center of your dependent’s loss of coverage within 60 days from the
        end of the month in which the loss of eligibility occurs. Otherwise, the right to enroll in COBRA coverage
        will be forfeited.
      Watch Your Mail for COBRA Election Forms
        The Boeing Service Center will send you a notice of your COBRA rights and enrollment materials within
        14 days of the date it is notified that your coverage will end or has ended.
      Elect COBRA Coverage
        You and/or any dependent who has lost coverage has an independent right to elect COBRA coverage. For
        example, your spouse may elect COBRA coverage, but you or your spouse may decline COBRA coverage
        for your dependent children.
        You or your covered dependent must enroll by calling the Boeing Service Center or through the Your
        Benefits Resources web site within 60 days after either (1) the date your coverage ends or (2) the date you
        receive the notice, whichever is later. If you do not enroll within this 60 days, you will forfeit your right to
        COBRA coverage.
        During the 60-day election period, you may change your mind about enrolling for coverage. That is, you may
        decline enrollment and then decide to elect COBRA coverage within the same 60-day period. You may do this
        as long as you contact the Boeing Service Center and elect COBRA coverage before the end of the 60 days.


6-4   Coverage End Dates and Continuation of Coverage                                                 Health Care Plans | 2009 Edition | A86320W
          If you decline COBRA enrollment, then change your mind and elect COBRA coverage before the end of
          the 60-day enrollment period, your COBRA coverage will start the day you contact the Boeing Service
          Center and enroll in COBRA. Your coverage period will be measured from the date of your qualifying
          event. For example, assume you terminate employment on December 31 and decline COBRA enrollment
          on January 15. Then, on February 20, you enroll in COBRA. In this case, your COBRA coverage will be
          effective February 20, but your COBRA coverage period will be measured from December 31, the date of
          your COBRA qualifying event.
          If the Boeing Service Center determines that you or your dependent is not eligible for COBRA coverage,
          you will receive a notice stating the reasons for ineligibility.
      Pay for COBRA Coverage
          The Boeing Service Center will notify you of the amount you and your covered dependents must pay for
          COBRA coverage.
          If the cost of coverage changes for similarly situated active employees or dependents, the cost of COBRA
          coverage also will change.
          You have an initial 45-day grace period from the date of your election to pay the first premium. You also
          must pay for any months of continued health care coverage since the date your active coverage ended.
          After the first payment, your COBRA coverage payments are due by the first of each month. (You have a
          31-day grace period, beginning on the first day of the month, in which to make each payment. Payments
          must be postmarked within the 31-day grace period.)
          If you submit only a partial payment (but not significantly less than the full amount), the Boeing Service
          Center will bill you for the remaining amount and allow you 31 days to pay it.
          It is important that you make timely payments for your COBRA coverage. If you fail to make a payment
          as described above, coverage will end automatically on the last day of the month for which coverage was
          paid. You will not be allowed to reinstate coverage that has been terminated because timely payments were
          not made.

When COBRA Coverage Begins
          Generally, COBRA coverage begins when your active coverage ends, except in special circumstances
          described under “Elect COBRA Coverage,” earlier in this section.

When You Can Change COBRA Coverage
          As a COBRA participant, you have the same opportunity as an active employee to
          •	 Choose	different	health care plans during annual enrollment.
          •	 Add	or	drop	covered dependents during annual enrollment.
          •	 Enroll	eligible dependents under special enrollment and qualified status change rules. (For example, you
             may add a new dependent acquired through marriage, entering a same-gender domestic partnership,
             birth, or adoption.)
          For more information, see “Special Enrollment Events” and “Qualified Status Changes,” in Section 1.

                           Can I add a new dependent to my COBRA coverage?
                           Yes.	You	may	add	a	child	born	to	you	or	placed	with	you	for	adoption	while	you	are	covered	through	COBRA.	
                           That	child	will	have	all	of	the	COBRA	rights	as	if	he	or	she	had	been	a	covered	dependent	under	your	active	
                           coverage.	Any	other	dependent	you	add	to	your	COBRA	coverage	will	have	only	the	rights	to	your	then-current	
                           COBRA	coverage	period;	the	new	dependent	will	not	be	able	to	extend	coverage	if	a	secondary	qualifying	
                           event	occurs.




Health Care Plans | 2009 Edition | A86320W                                         Coverage End Dates and Continuation of Coverage 6-5
How Long COBRA Coverage Can Continue and How Much It Costs
        Generally, COBRA coverage may last for up to 18 or 36 months, depending on the event that caused you
        or your dependent to lose coverage and whether or not any secondary event occurs during the COBRA
        coverage period. These COBRA coverage periods and the events that determine them are shown here.
        If you are covered by a fully insured health plan, you may be eligible for additional continuation of your
        coverage under your state’s insurance regulations beyond the Federal COBRA continuation requirements.
        Contact your health plan directly to determine what options are available to you after your Federal COBRA
        coverage ends.
        If the cost of coverage changes for similarly situated active employees or dependents, the cost of COBRA
        coverage will change.

         COBRA Coverage Periods and Qualifying Events
                                                                                   Maximum Length of COBRA Coverage and
         Qualifying Event                             Qualified Beneficiaries      Cost of COBRA Coverage
         Your	employment	ends,	except	layoff          •	You                        18	months	at	102%
                                                      •	Your	spouse	or	same-
                                                        gender	domestic	partner*
                                                      •	Your	dependent	child*
         Your	hours	are	reduced                       •	You                        18	months	at	102%
                                                      •	Your	spouse	or	same-
                                                        gender	domestic	partner*
                                                      •	Your	dependent	child*
         You	are	laid	off                             •	You                        18	months;	the	active	contribution	amount	for	
                                                      •	Your	spouse	or	same-       the	first	3	months,	then	102%
                                                        gender	domestic	partner*
                                                      •	Your	dependent	child*
         You	die                                      •	Your	spouse	or	same-       36	months;	for	nonoccupational	death,	the	
                                                        gender	domestic	partner*   active	contribution	amount	for	the	first	12	
                                                      •	Your	dependent	child*      months,	then	102%;	for	occupational	death,	
                                                                                   the	active	contribution	amount	for	36	months
         Divorce,	legal	separation,	or	dissolution	   •	Your	spouse	or	same-       36	months	at	102%
         of	domestic	partnership                        gender	domestic	partner*
                                                      •	Your	dependent	child*
         A	dependent	child	loses	eligibility          Your	dependent	child*        36	months	at	102%
         A	covered	individual	becomes	disabled	       •	You                        29	months;	18	months	at	102%,	then	150%	
         and                                          •	Your	spouse	or	same-       for	you	and	your	dependents	if	the	disabled	
         •	Is	determined	by	the	Social	Security	        gender	domestic	partner*   person	is	covered;	if	the	disabled	person	is	not	
           Administration	to	have	been	disabled	      •	Your	dependent	child*      covered,	102%
           for	the	purposes	of	Social	Security	at	
           any	time	during	the	first	60	days	of	
           COBRA	coverage,	and
         •	Provides	notification	of	the	
           determination within 60 days after
           it	is	granted	and	during	the	first	
           18	months	of	COBRA	coverage




6-6   Coverage End Dates and Continuation of Coverage                                               Health Care Plans | 2009 Edition | A86320W
              COBRA Coverage Periods and Qualifying Events (continued)
              Qualifying Event                            Qualified Beneficiaries         Maximum Length of COBRA Coverage and
                                                                                          Cost of COBRA Coverage
              You	go	on	an	approved	medical	leave	of	     •	You                           6	months	of	continued	active	coverage,	then	
              absence**,†,††                              •	Your	spouse	or	same-          24	months	of	COBRA	coverage
                                                            gender	domestic	partner*      For	the	first	24	months	of	COBRA	coverage,	
                                                          •	Your	dependent	child*         you	contribute	the	active	medical	contribution	
                                                                                          for	you	only	and	100%	for	your	covered	
                                                                                          dependents,	as	well	as	100%	for	your	and	your	
                                                                                          dependents’	dental	coverage
              You	go	on	an	approved	medical	leave	of	     •	You                           6	months	of	continued	active	coverage,	then	
              absence and you                             •	Your	spouse	or	same-          29	months	of	COBRA	coverage
              •	Are	determined	by	the	Social	Security	      gender	domestic	partner*      For	the	first	24	months	of	COBRA	coverage,	
                Administration	to	have	been	disabled	     •	Your	dependent	child*         you	contribute	the	active	medical	contribution	
                for	the	purposes	of	Social	Security	at	                                   for	you	only	and	100%	for	your	covered	
                any	time	during	the	first	60	days	of	                                     dependents,	as	well	as	100%	for	your	and	your	
                COBRA	coverage,	and                                                       dependents’	dental	coverage
              •	Provide	notification	of	the	                                              For	the	last	5	months,	you	contribute	150%	for	
                determination within 60 days after                                        medical	and	dental	coverage	for	you	and	your	
                it	is	granted	and	during	the	first	18	                                    dependents	if	the	disabled	person	is	covered,	
                months	of	COBRA	coverage**,†,††                                           otherwise	102%
              You	go	on	an	approved	nonmedical	           •	You                           3	months	of	continued	active	coverage,	then	
              leave	of	absence†,††                        •	Your	spouse	or	same-          21	months	of	COBRA	coverage	at	100%
                                                            gender	domestic	partner*
                                                          •	Your	dependent	child*
              You	go	on	an	approved	Uniformed	            •	You                           USERRA Continuation Coverage:	24	months	
              Services	Employment	and	                    •	Your	spouse	or	same-          provided	your	uniformed	services	leave	
              Reemployment	Rights	Act	(USERRA)	             gender	domestic	partner*      continues	in	accordance	with	USERRA;	the	
              leave††                                     •	Your	dependent	child*         first	3	months	of	coverage	are	provided	at	the	
              Note:	Coverage	continuation	during	                                         active	contribution	amount,	with	the	remaining	
              USERRA	leave	is	not	considered	COBRA	                                       21	months	at	100%	of	the	active	rate
              coverage.	However,	your	COBRA	                                              If	your	leave	is	associated	with	the	
              continuation	period	runs	concurrently	                                      September	11,	2001,	terrorist	attacks	on	the	
              with	your	USERRA	continuation	period.                                       United	States	or	subsequent	military	action	
                                                                                          related to those attacks, including the war
                                                                                          with	Iraq,	USERRA	continuation	coverage	
                                                                                          is	available	for	up	to	60	months	during	a	
                                                                                          temporary	period.	This	coverage	will	be	
                                                                                          continued	at	the	active	contribution	level	for	
                                                                                          the	duration	of	your	uniformed	services	leave.
              You	go	on	an	approved	leave	of	             •	You                           Servicemember Family Leave Continuation
              absence	under	the	FMLA	to	care	for	         •	Your	spouse	or	same-          Coverage:	24	months	provided	your	service	
              a family member injured in the line of        gender	domestic	partner*      family	leave	continues	in	accordance	with	
              military	duty	(Servicemember	Family	        •	Your	dependent	child*         the	FMLA;	the	first	6	months	of	coverage	are	
              Leave)‡                                                                     provided	at	the	active	contribution	amount,	
              Note:	Coverage	continuation	during	                                         with	the	remaining	18	months	at	100%	of	the	
              Servicemember	Family	Leave	is	not	                                          active	rate.
              considered	COBRA	coverage.	However,	
              your	COBRA	continuation	period	runs	
              concurrently	with	your	Servicemember	
              Family	Leave	continuation	period.

          ‡
            Updated: January 2010
Health Care Plans | 2009 Edition | A86320W                                          Coverage End Dates and Continuation of Coverage 6-7
            COBRA Coverage Periods and Qualifying Events (continued)
            Qualifying Event                                        Qualified Beneficiaries                    Maximum Length of COBRA Coverage and
                                                                                                               Cost of COBRA Coverage
            You	go	on	an	approved	union-related	                    •	You                                      3	months	of	continued	active	coverage,	then	
            leave	of	absence††                                      •	Your	spouse	or	same-                     coverage	will	be	continued	at	100%	for	the	
                                                                      gender	domestic	partner*                 duration	of	your	union-related	leave
                                                                    •	Your	dependent	child*
            *	 For	more	information,	see	“Secondary	COBRA	Qualifying	Events,”	in	this	section.
            **	 A	medical	leave	of	absence	is	a	leave	that	is	due	to	an	illness,	an	accidental	injury	(on	or	off	the	job),	or	a	pregnancy-related	condition.	Two	medical	
                leaves	of	absence	that	are	separated	by	fewer	than	30	days	of	continuous	work	are	considered	one	leave	of	absence,	unless	the	second	leave	is	
                entirely	due	to	unrelated	conditions.
            †
                	 The	Family	and	Medical	Leave	Act	of	1993	(FMLA)	applies	to	family	and	medical	leaves	at	locations	with	50	or	more	employees	within	a	75-mile	
                  radius.	This	Federal	law	requires	that	employees	on	family	or	medical	leave	have	the	same	rights	and	privileges	as	do	active	employees.	The	
                  continuation	rules	and	employee	contributions	generally	are	more	generous	than	required	by	the	law.	However,	in	a	situation	where	these	rules	do	not	
                  provide	the	required	coverage,	the	Company	will	comply	with	Federal	law.
            ††
                 	 Contact	the	Boeing	Service	Center	through	Boeing	TotalAccess	for	information	about	medical,	nonmedical,	USERRA,	and	union	leaves.

        Note: If your qualifying event is the end of employment or a reduction of your hours of employment, and
        you become entitled to Medicare benefits less than 18 months before the qualifying event, COBRA
        continuation coverage for your dependents who lose coverage as a result of the qualifying event may
        continue until 36 months after the date of your Medicare entitlement.
        In addition, note that different rules apply when more than one qualifying event occurs. Contact the Boeing
        Service Center through Boeing TotalAccess for additional information.
      Secondary COBRA Qualifying Events‡
        If your spouse or same-gender domestic partner or dependent child experiences a secondary COBRA
        qualifying event during your 18- or 29-month COBRA period, he or she may continue COBRA coverage
        for up to a total of 36 months from the date you lost active coverage because of termination of employment
        or a reduction in your hours. During this extension period, COBRA coverage will cost 102 percent of the
        cost of coverage.
        A secondary COBRA qualifying event occurs when your dependent loses coverage because one of these
        events occurs during your 18- or 29-month COBRA period:
        •	 You	die.
        •	 You	divorce,	you	become	legally	separated,	or	your	domestic	partnership	is	dissolved.
        •	 Your	dependent	child	loses	eligibility	under	plan	rules.
        To qualify for this extended COBRA coverage, your dependent must be a “qualified beneficiary.” That is,
        your dependent must have been covered while you were an active employee and continuously enrolled
        under your COBRA coverage. If your child is born, adopted, or placed with you for adoption during your
        period of COBRA coverage, he or she must have been enrolled within 120 days and continuously covered
        since birth, adoption, or placement for adoption.




        ‡
         Updated: January 2011
6-8   Coverage End Dates and Continuation of Coverage                                                                                Health Care Plans | 2009 Edition | A86320W
When COBRA Coverage Ends
          COBRA coverage ends on the earliest date in which any of the following events occurs:
          •	 The	18-,	29-,	or	36-month	COBRA	period	expires.
          •	 The	Company	no	longer	provides	group	health	coverage	to	any	employees.	
          •	 The	COBRA	coverage	premium	is	not	paid	within	31	days	of	the	due	date	(except	during	the	initial	
             45-day grace period).
          •	 You	become	covered,	after	electing	COBRA	coverage,	under	another	group	health	plan	that	contains	no	
             applicable exclusion or preexisting condition limit.
          •	 The	last	day	of	the	month	following	the	month	in	which	you	receive	a	Social	Security	determination	that	
             you no longer are disabled after your COBRA coverage has been extended beyond 18 months (but not
             less than 31 days after you receive the determination).
          •	 The	last	day	of	the	month	in	which	your	dependent who is not a qualified beneficiary ceases to be an
             eligible dependent as defined by the plan.
          •	 You	or	your	dependent	becomes	covered	by	Medicare	(under	Part	A	or	Part	B,	with	or	without	Part	D)	or	
             a Medicare Advantage plan after the date COBRA coverage is elected.
          Once COBRA coverage ends, it cannot be reinstated.

                           What events must be reported?
                           You	or	your	dependent	must	call	the	Boeing	Service	Center	through	Boeing	TotalAccess	when	you	or	your	
                           COBRA-covered	dependent	becomes	covered	under	another	group	health	plan	or	Medicare,	when	Social	
                           Security	disability	benefits	end,	or	when	your	dependent	who	is	not	a	qualified	beneficiary	no	longer	meets	the	
                           plan’s	eligibility	requirements.



Convert Your Coverage to an Individual Policy
          If medical coverage ends, you or your covered dependents may convert coverage to an individual group
          medical conversion policy offered by the service representative for your medical plan, if available.
          Individual policy benefits will not be the same as under this plan, however, so be sure to read the
          application materials carefully.
          To convert to an individual policy, complete a conversion application and submit it to the service
          representative by the later of the following:
          •	 31	days	after	your	Company-sponsored	coverage	ends.	
          •	 31	days	after	the	date	the	Boeing	Service	Center	provides	written	notice	of	your	conversion	rights	if	
             notice is sent within 90 days of the date your Company-sponsored coverage ends.
          You will be billed for the applicable rate, which generally is higher than the group rate. Conversion
          applications are available from the service representative.
          No	evidence	of	insurability	will	be	required.
          You or your covered dependents may be able to convert your COBRA coverage at the end of the 18-, 29-,
          or 36-month COBRA coverage period.




Health Care Plans | 2009 Edition | A86320W                                           Coverage End Dates and Continuation of Coverage 6-9
Plan Administration and Legal Rights                                                                       Section      7
Your Rights and Responsibilities
What Rights You Have Under Federal Law
          The Employee Retirement Income Security Act of 1974, as amended (ERISA), provides you with certain
          rights and protections. These rights are explained here.
      Receive Information About Your Plan and Benefits
          You have the right to
          •	 Examine,	without	charge,	at	the	Plan	Administrator’s	office	and	other	specified	locations,	such	as	work	
             sites and union halls, all documents governing the Plan, including insurance contracts and collective
             bargaining agreements, and a copy of the latest annual report (Form 5500 Series) filed by the Plan with
             the Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security
             Administration.
          •	 Obtain	copies	of	documents	governing	Plan	operation,	including	insurance	contracts,	collective	bargaining	
             agreements, copies of the latest annual report (Form 5500 Series), and updated summary plan descriptions
             by writing to the Plan Administrator. The Plan Administrator may charge you a reasonable fee for copies.
          •	 Receive	a	summary	of	the	Plan’s	annual	financial	report.	The	Plan	Administrator	is	required	by	law	to	
             furnish each participant with a copy of this summary annual report.
      Continue Group Health Plan Coverage
          You have the right to continue health care coverage for yourself, your spouse, your same-gender domestic
          partner, or your dependents under the Plan if you lose coverage because of a qualifying event. You or your
          dependents may have to pay for such coverage. This summary plan description and documents that govern
          the Plan explain the rules for COBRA continuation coverage rights.
      Prudent Actions by Plan Fiduciaries
          In addition to creating rights for Plan participants, ERISA imposes duties on the people who are
          responsible for operating the Plan (known as fiduciaries).
          The fiduciaries have a duty to operate the Plan prudently and in the interest of you and other Plan
          participants and beneficiaries.
          No	one,	including	your	employer,	your	union,	or	any	other	person,	may	fire	you	or	otherwise	
          discriminate against you in any way to prevent you from obtaining a Plan benefit or exercising your
          rights under ERISA.
      Enforce Your Rights
          If your eligibility or a Plan benefit claim is denied or ignored, in whole or in part, you have the right to
          •	 Know	why	this	was	done.
          •	 Obtain	copies	of	documents	relating	to	the	decision	without	charge.
          •	 Appeal	any	denial—all	within	certain	time	schedules.	(See	Section	5,	“Claims	and	Appeals.”)
          You can take steps to enforce your rights under ERISA. For instance
          •	 If	you	request	a	copy	of	Plan	documents	or	the	latest	annual	report	and	you	do	not	receive	it	within	
             30 days, you may file suit in Federal court. In such a case, the court may require the Plan Administrator
             to provide the materials and pay you up to $110 a day until you receive them, unless the materials were
             not sent because of reasons beyond the Plan Administrator’s control.
          •	 If	your	eligibility	or	Plan	benefit	claim	is	denied	or	ignored,	in	whole	or	in	part,	you	may	file	suit	in	state	
             or Federal court after you exhaust your appeal rights.
          •	 In	addition,	if	you	disagree	with	the	Plan’s	decision	or	lack	of	decision	concerning	the	qualified	status	of	
             a medical child support order, you may file suit in Federal court.

Health Care Plans | 2009 Edition | A86320W                                             Plan Administration and Legal Rights   7-1
        •	 If	Plan	fiduciaries	misuse	the	Plan’s	money,	or	if	you	are	discriminated	against	for	asserting	your	rights,	
           you may seek assistance from the Department of Labor or you may file suit in Federal court.
        The court will decide who should pay court costs and legal fees. If you are successful, the court may order
        the person you have sued to pay these costs and fees; if you lose, the court may order you to pay these costs
        and	fees—for	example,	if	it	finds	your	claim	is	frivolous.
      Receive Assistance With Your Questions
        If you have any questions about
        •	 Your	Plan,	contact	the	Plan	Administrator.	
        •	 This	statement	or	your	rights	under	ERISA, or if you need assistance obtaining documents from the
           Plan Administrator, contact the nearest office of the Employee Benefits Security Administration, U.S.
           Department of Labor (see your telephone directory for the number), or write to
               Division of Technical Assistance and Inquiries
               Employee Benefits Security Administration
               U.S. Department of Labor
               200	Constitution	Avenue	NW
               Washington, DC 20210
        You also can obtain certain publications about your rights and responsibilities under ERISA from the
        Employee Benefits Security Administration on the World Wide Web (http://askebsa.dol.gov/) or by calling
        the hot line at 1-866-444-EBSA (1-866-444-3272).

Your Responsibilities Under the Plan
        As a participant in the Plan, you must
        •	 Submit	any	claim	for	Plan benefits in accordance with Plan rules.
        •	 Inform	the	Boeing	Service	Center	through	Boeing	TotalAccess	of	any	change	in		
           – Your marital or domestic partnership status.
           – The status of your eligible children, as defined by Plan rules.
           – Your address or the address of your eligible dependents.
        •	 Provide	any	information	or	documentation	requested	by	the	Boeing	Service	Center,	health	plan	service
           representative, or Plan Administrator.
        •	 Abide	by	Plan	rules.


How the Plan Is Administered
        The Boeing Company Board of Directors has designated the Employee Benefit Plans Committee
        (“Committee”) to be the Plan Administrator. This Committee is composed of Company employees who are
        appointed to their positions by the Board of Directors.

Plan Administrator’s Rights
        Notwithstanding	any	other	provision	in	the	Plan,	and	to	the	full	extent	permitted	under	ERISA and the
        Internal Revenue Code, the Plan Administrator has the exclusive right, power, and authority, in its sole and
        absolute discretion, to
        •	 Administer,	apply,	construe,	and	interpret	the	Plan	and	all	related	Plan	documents.
        •	 Decide	all	matters	and	questions	arising	in	connection	with	entitlement	to	benefits	and	the	nature,	type,	
           form, amount, and duration of benefits.
        •	 Amend	the	Plan.
        •	 Establish	rules	and	procedures	to	be	followed	by	participants and beneficiaries in filing applications for
           benefits and in other matters required to administer the Plan.
        •	 Prescribe	forms	for	filing	benefit	claims	and	for	annual	and	other	enrollment	materials.
        •	 Receive	all	applications	for	benefits	and	make	all	determinations	of	fact	necessary	to	establish	the	right	
           of the applicant to benefits under the provisions of the Plan, including the amount of such benefits.


7-2   Plan Administration and Legal Rights                                                  Health Care Plans | 2009 Edition | A86320W
          •	 Appoint	accountants,	attorneys,	actuaries,	consultants,	and	other	persons	(who	may	be	employees	of	the	
             Company) for advice, counsel, and reports to make determinations of benefits or eligibility.
          •	 Delegate	its	administrative	duties	and	responsibilities	to	persons	or	entities	of	its	choice	such	as	the	
             Boeing Service Center, the service representatives, and employees of the Company.
          All	decisions	that	the	Plan	Administrator	(or	any	duly	authorized	designees)	makes	with	respect	to	any	
          matter arising under the Plan and any other Plan documents are final and binding. If any part of this Plan is
          held to be invalid, the remaining provisions will continue in force.

Company’s Right to Amend, Modify, and Terminate the Plan
          Although the Company currently intends to continue the Plan, the Company reserves the right to change,
          modify, amend, or terminate the Plan at any time and for any reason for employees, former employees,
          retirees, and their dependents. If the Plan is terminated and any Plan assets remain, they will be used to
          pay Plan benefits and administrative expenses.
          Any Plan assets that remain after all Plan obligations are met will revert to the Company to the extent
          permitted under the applicable insurance contract or trust agreement. If the insurance contract or trust
          agreement provides that Plan assets may not revert to the Company, remaining assets will be used to pay
          other benefits as permitted under applicable law.

Who Pays for This Plan
          Company contributions primarily pay the cost of coverage under this Plan. Employee contributions, if any,
          pay a small portion of the cost of coverage and are determined by the provisions of the applicable collective
          bargaining agreement. Employee contributions are fixed for each benefit year. You may obtain current
          employee contribution information by visiting the Your Benefits Resources web site or calling the Boeing
          Service Center through Boeing TotalAccess.
          The Company pays the full cost of the Plan in excess of employee contributions, including any costs that
          are higher or lower than expected. Any claims experience dividends, refunds, or other adjustments in
          premiums, fees, or other Plan costs related to benefits provided under the Plan will be used to reduce the
          amount of Company contributions.
      How the VEBA Trust Fund Works
          The	Company	has	established	a	Voluntary	Employees’	Beneficiary	Association	(VEBA)	trust	for	The	
          Boeing	Company	Employee	Health	Benefit	Plan	(Plan	626).	The	VEBA	trust	is	a	tax-exempt	trust	that	was	
          established solely to provide benefits to Plan participants as allowed under Federal law. All or part of your
          health care benefits may be provided through this trust.
          The	VEBA	trust	holds	Plan	contributions,	funds	medical	and	dental	benefits,	and	pays	administrative	
          expenses	authorized	by	the	Plan	Administrator.	Assets	that	are	held	in	the	VEBA	trust	are	considered	Plan	
          assets and are protected under ERISA.
          The Company may establish a minimum contribution to be made under the Plan for each year. There is no
          assurance the Company will establish an annual minimum contribution. This minimum contribution will be
          used to provide benefits and pay covered expenses under the Plan and trust. The Company will notify
          participants each year that the Company commits to make a minimum contribution.
          Necessary	and	proper	covered	expenses	for	Plan	administration	will	be	paid	from	VEBA	trust	assets,	
          except for covered expenses that the Company is required by law or chooses to pay.

How Benefits Are Paid
          The service representatives administer benefit payments in accordance with the provisions of the
          applicable administrative agreements and insurance contracts.
          If a benefit is payable to a person who is legally disabled, incapacitated, or otherwise unable to manage his
          or her affairs, the Plan Administrator, at its discretion, may direct payment of that benefit to another person,
          including a guardian or legal representative of that person. If a payment is made under these circumstances,
          the Committee and the Plan will have no further liability for that claim.


Health Care Plans | 2009 Edition | A86320W                                           Plan Administration and Legal Rights   7-3
      Right to Recover Overpayments
        If an incorrect amount is paid to you or on your behalf, any remaining payments may be adjusted, including
        withholding funds from future reimbursements, to correct the error. The Plan Administrator, Boeing
        Service Center, and service representatives also may take other action that they determine is necessary or
        appropriate to correct any such error.
        Any employee who knowingly, and with intent to defraud or deceive, gives false, incomplete, or misleading
        information during enrollment, when filing a claim, or in any other respect under this Plan may be subject
        to discipline, up to and including discharge. The Plan reserves the right to recover from employees any
        overpayment of claims or costs of coverage.
      No Contract of Employment
        Nothing	in	this	Plan,	including	the	receipt	of	benefits,	is	to	be	construed	as	a	contract	of	employment,	and	
        nothing in the Plan gives any employee the right to be retained in the employ of the Company or to
        interfere with the rights of the Company to discharge any employee at any time.
Plan Information
          Plan Document                         The	Boeing	Company	Master	Welfare	Plan
          Plan Name and Number                  The	Boeing	Company	Employee	Health	Benefit	Plan	(Plan	626)
          Plan Sponsor                          The	Boeing	Company
                                                100	North	Riverside
                                                MC	5002-8421
                                                Chicago,	IL	60606-1596
          Employer Identification Number        91-0425694
          Plan Year                             Calendar-year	basis	(January	1	through	December	31)
          Plan Administrator                    Employee	Benefit	Plans	Committee
                                                100	North	Riverside
                                                MC	5002-8421
                                                Chicago,	IL	60606-1596
                                                312-544-2297
          Agent for Service of Legal Process    Employee	Benefit	Plans	Committee
                                                The	Boeing	Company
                                                c/o	United	States	Corporation	Company	of	Illinois
                                                33	North	La	Salle	Street
                                                Chicago,	IL	60602
                                                Legal	process	also	may	be	served	on	the	Plan	Trustee	or	Plan	Administrator
          Type of Plan                          Health	and	welfare	benefit	plan	that	provides	medical	and	dental	benefits
          Type of Administration                This	Plan	is	administered	according	to	the	terms	of	the	applicable	
                                                administrative	agreements	and	insurance	contracts	with	the	service	
                                                representatives	for	each	benefit	coverage
          Collective Bargaining Agreement       The	Plan	is	maintained	pursuant	to	collective	bargaining	agreements;	a	
                                                copy	of	such	agreement	or	agreements	may	be	obtained	by	participants	and	
                                                beneficiaries	upon	written	request	to	the	Plan	Administrator	and	is	available	
                                                for	examination	by	participants	and	beneficiaries
          Contributions                         Employer	and	employee	contributions,	as	applicable,	based	on	the	collective	
                                                bargaining agreements
          Funding                               The	Boeing	Company	VEBA	Master	Trust
          Plan Trustee                          JPMorgan	Chase	Bank
                                                c/o	Global	Investor	Services
                                                3	MetroTech	Center,	Fifth	Floor
                                                Brooklyn,	NY	11245
                                                718-242-1857
          Claim Administrators                  Various	health	insurance	issuers	(called	service	representatives);	see	Section	9


7-4   Plan Administration and Legal Rights                                                       Health Care Plans | 2009 Edition | A86320W
Other Groups That the Plan Covers
          The Boeing Company Employee Health Benefit Plan (Plan 626) includes other medical and dental benefit
          plans.	Those	plans	provide	benefits—which	differ	from	those	described	in	this	booklet—for	the	following	
          employee groups:
          Certain nonunion employees of the Company
                    Autometric, Inc. and Affiliated Companies
                    The Boeing Company
          Eligible employees of the Company who are represented by
                    International Association of Fire-Fighters
                    	 Local	No.	I-17
                    International Association of Firefighters, AFL-CIO
                    	 Local	No.	I-66	(Washington)
                    	 Local	No.	I-66	(Kansas)
                    International Association of Machinists and Aerospace Workers, AFL-CIO
                    	 Aerospace	Industrial	District	Lodge	No.	751
                    	 District	Lodge	No.	24
                    	 District	Lodge	No.	70
                    	 Space	and	Rocket	City	Lodge	No.	2766
                    International Brotherhood of Electrical Workers, AFL-CIO
                    	 Local	No.	271
                    International Brotherhood of Teamsters
                    	 Local	No.	174
                    	 Local	No.	795
                    International Union of Operating Engineers
                    	 Local	No.	286
                    	 Local	No.	286W
                    International Union, Security, Police and Fire Professionals of America and Certain Affiliated
                    Amalgamated Locals
                    	 Local	No.	2
                    	 Local	No.	5
                    	 Local	No.	255
                    International Union, United Automobile, Aerospace and Agricultural Implement Workers of America
                    	 Local	No.	1069
                    Society of Professional Engineering Employees in Aerospace
                        Wichita Engineering Unit
          The employee groups participating in Plan 626 change from time to time. You may obtain an updated list
          by contacting the Plan Administrator.




Health Care Plans | 2009 Edition | A86320W                                            Plan Administration and Legal Rights   7-5
Definitions                                                                                          Section      8
       annual deductible
          The amount of money that you pay for covered services and supplies before your plan begins to pay for
          covered expenses. The annual deductible does not apply to some services and supplies, as described in
          applicable sections.
       annual enrollment period
          A period of time designated by the Company each year when you may add or change your benefit elections
          for yourself and/or your eligible dependents.
       benefit year
          The 12-month period that each plan uses to calculate the annual deductible, annual out-of-pocket
          maximum, and other benefit limits. The benefit year for this health care plan is July 1, 2009, through
          December 31, 2009. Beginning January 1, 2010, the benefit year for this health care plan is January 1
          through December 31.
       CCP
          See coordinated care plan (CCP).
       COBRA
          The Consolidated Omnibus Budget Reconciliation Act of 1985, as amended.
       coinsurance
          The percentage of the covered charge that you and the plan each pay.
       Company-sponsored plan
          A group health care plan provided by the Company (or a subsidiary or affiliate) for employees and
          dependents. This includes the plans described in this booklet. (To find out whether a particular plan is
          sponsored by the Company, contact the Boeing Service Center through Boeing TotalAccess.)
       coordinated care plan (CCP)
          A type of medical plan, as described in “Medical Plan Options,” in Section 1.
       copayment
          A fixed dollar amount that you pay toward the cost of a particular covered service such as a network office
          visit. You generally pay the copayment at the time the service is received.
       covered charge
          The provider’s charge for a covered service or supply, up to the service representative’s maximum
          allowance. The amount of the covered charge depends on whether you see a network provider or
          nonnetwork provider.
          •	 For	a	network	provider,	the	service	representative	determines	the	amount	of	the	covered	charge	for	a	
             particular service or supply under any applicable agreement between the service representative and the
             provider.
          •	 For	a	nonnetwork	provider,	the	covered	charge	is	based	on	the	usual	and	customary	charge	for	the	
             covered	service	or	supply.	This	plan	does	not	recognize	any	portion	of	a	provider’s	charge	that	exceeds	
             the usual and customary charge; you are responsible for these excess charges.
       covered dependent
          Your spouse, same-gender domestic partner, or child who has met the eligibility conditions for the plan and
          who is currently enrolled in the plan.
       covered service
          Any medically necessary treatment, procedure, or supply that the plan will accept for payment under terms
          of the plan, subject to any deductible, coinsurance, copayment, or payment limitation of the plan.

Health Care Plans | 2009 Edition | A86320W                                                                 Definitions   8-1
      dentist
        A legally qualified dentist who is practicing within the scope of his or her license.
      dependent
        See eligible dependent and covered dependent.
      EAP
        See Employee Assistance Program.
      eligible dependent
        Your spouse, same-gender domestic partner, or child who has met the eligibility conditions for enrollment
        in this plan, as described in Section 1.
      eligible employee
        An employee who qualifies for benefits under the plan by meeting the conditions described in Section 1.
      emergency
        The sudden, unexpected onset of serious illness or severe injury that could result in (or a prudent person
        would have reason to believe could result in) death, permanent damage to or impairment of bodily function,
        or loss of limb use if not treated immediately.
        For mental health coverage, a situation also is considered an emergency when there is imminent danger to
        yourself or others, or you are medically compromised as a result of mental illness or substance abuse.
      Employee Assistance Program (EAP)
        A counseling and consultation service, available to certain employee groups, that can help you or your
        covered dependents address personal issues and concerns on a confidential basis. The role of the EAP is to
        provide initial assessment, referrals, and short-term therapy. EAP counselors can help you identify your
        problem, develop a plan of action, and locate the right professionals for ongoing care, if needed.
      EPO
        See exclusive provider organization (EPO).
      ERISA
        The Employee Retirement Income Security Act of 1974, as amended.
      exclusive provider organization (EPO)
        A type of medical plan, as described in “Medical Plan Options,” in Section 1.
      experimental or investigational service or supply
        For the Traditional Medical Plan, a service or supply that meets at least one of these criteria. The service or
        supply
        •	 Requires	approval	by	the	U.S.	Food	and	Drug	Administration	or	other	government	agency	that	has	not	
           been granted when the service or supply is ordered.
        •	 Has	been	classified	by	the	national	Blue	Cross	and	Blue	Shield	Association	as	experimental	or	
           investigational.
        •	 Is	under	clinical	investigation	by	health	professionals.
        •	 Is	not	generally	recognized	by	the	medical	profession	as	tested	and	accepted	medical	practice.
        However, a service or supply will not be considered experimental or investigational if it is part
        of an approved clinical trial. An approved clinical trial is one that meets all criteria in either
        Category 1 or 2 below.
        Category 1:
        The	trial	has	been	approved	by	the	National	Institutes	of	Health,	Food	and	Drug	Administration,	
        Department	of	Veterans	Affairs,	or	a	research	center	approved	by	the	plan’s	service	representative.
        •	 The	trial	has	been	reviewed	and	approved	by	a	qualified	institutional	review	board.
        •	 The	facility	and	personnel	have	sufficient	experience	or	training	to	provide	the	treatment	or	
           use the supplies.

8-2   Definitions                                                                           Health Care Plans | 2009 Edition | A86320W
          Category 2:
          •	 The	trial	is	to	treat	a	condition	that	is	too	rare	to	qualify	for	approval	under	Category	1.
          •	 The	trial	has	been	reviewed	and	approved	by	a	qualified	institutional	review	board.
          •	 The	facility	and	personnel	have	sufficient	experience	or	training	to	provide	the	treatment	or	
             use the supplies.
          •	 Available	clinical	or	preclinical	data	provide	reasonable	expectation	that	the	trial	treatment	will	be	at	
             least as effective as noninvestigational therapy.
          •	 There	is	no	therapy	clearly	superior	to	the	trial	treatment.
       explanation of benefits
          A statement from a health care service representative that lists which services and supplies the plan
          covered, how much it paid toward those services and supplies, and any amount for which you may be
          responsible. This statement also provides notice when a benefit is denied and when additional information
          is needed to process a claim.
       health care
          A general term that means both medical and dental care (for purposes of the descriptions in this booklet).
       health maintenance organization (HMO)
          A type of medical plan, as described in “Medical Plan Options,” in Section 1.
       HMO
          See health maintenance organization (HMO).
       licensed professional
          For	the	Preferred	Dental	Plan,	an	individual	legally	authorized	to	perform	services	as	defined	in	his	or	her	
          license, including, but not limited to, denturist, hygienist, and radiology technician.
       maximum allowable fee (Preferred Dental Plan)
          The maximum dollar amount that will be allowed toward reimbursement for any service provided for a
          covered dental benefit.
       medically necessary service or supply
          A service or supply that meets the following criteria in accordance with the plan and as determined by the
          service representative. A service or supply is medically necessary if it is
          •	 Required	to	diagnose	or	treat	the	patient’s	illness,	injury,	or	condition	and	the	condition	could	not	have	
             been diagnosed or treated without it.
          •	 Consistent	with	the	symptom	or	diagnosis	and	the	treatment	of	the	condition.
          •	 The	most	appropriate	service	or	supply	that	is	essential	to	the	patient’s	needs.
          •	 Appropriate	as	good	medical	practice.
          •	 Professionally	and	broadly	accepted	as	the	usual,	customary,	and	effective	means	of	diagnosing	or	
             treating the illness, injury, or condition.
          •	 Unable	to	be	provided	safely	to	the	patient	as	an	outpatient	(for	an	inpatient	service	or	supply).
          A service or supply may be medically necessary in part only. The fact the service or supply is furnished,
          prescribed, recommended, or approved by a physician does not, by itself, make it medically necessary.
       mental illness
          A disorder (including an eating disorder) that exhibits signs, symptoms, history, and other characteristics
          congruent with those required for a mental disorder diagnosis in the Diagnostic and Statistical Manual of
          Mental Disorders, 4th edition (DSM-IV).
       network provider
          Any health care professional, institution, facility, agency, or other provider that has a contract with a service
          representative to provide services at negotiated rates.



Health Care Plans | 2009 Edition | A86320W                                                                   Definitions   8-3
      nonnetwork provider
        Any health care professional, institution, facility, agency, or other provider that does not have a contract
        with a service representative to provide services at negotiated rates.
      nonparticipating pharmacy
        A retail pharmacy that does not have a contract with the service representative to provide prescription drugs
        at discounted prices.
      nurse
        A	person	duly	licensed	as	a	registered	nurse	(R.N.)	in	the	area	where	his	or	her	services	are	performed	who	
        is practicing within the scope of such license.
      participant
        Any eligible employee or eligible dependent who has fulfilled the requirements for participation described
        in Section 1, who continues to fulfill these eligibility requirements, and who has not terminated
        participation in the plan.
      participating pharmacy
        A retail pharmacy that participates in the service representative’s network of pharmacies to provide
        prescription drugs at negotiated, discounted prices.
      PCP
        See primary care provider (PCP).
      physician
        A person licensed as a medical physician (M.D.) or physician of osteopathy (D.O.) who is duly licensed to
        prescribe and administer all drugs and to perform surgery.
      plan benefit
        The portion of the covered charge that the plan pays.
      prepaid dental plan
        A Company-sponsored dental plan that provides dental care through a network of dentists. This plan
        requires participants to select a primary care provider in advance and receive covered services (other than
        orthodontia) through that dentist.
      primary care provider (PCP)
        A physician or other medical professional who serves as a first point of contact within the plan’s network of
        contracted physicians, hospitals, and other medical specialists. This physician or medical professional is
        referred to as a primary care provider, and he or she coordinates all care and referrals for you within a
        plan’s network.
      principal support
        Refers to you and/or your current or former spouse providing more than half the financial support for your
        child. (In determining this, you can exclude any scholarships for study at a regular educational institution
        unless the child is not your natural child, adopted child, or stepchild.) In most cases, if you claim the child
        as a dependent on your annual Federal taxes, then you provide principal support for the purposes of
        eligibility for these plans.
        If you have never been married to the other parent of your child, then you must provide more than half the
        support for your child, regardless of the other parent’s support. If you are divorced from the other parent of
        your child, special rules apply; contact your tax adviser. You also may want to review Internal Revenue
        Service Publication 502, Medical and Dental Expenses.
      provider
        A general term for a physician, hospital, health care facility, dentist, or other medical professional or
        specialist that delivers health care treatment and/or services within the scope of his or her license.




8-4   Definitions                                                                           Health Care Plans | 2009 Edition | A86320W
       psychologist
          A person duly licensed as a clinical psychologist in the area where his or her services are performed who is
          practicing within the scope of such license.
       service area
          The geographical area designated by the Plan that determines eligibility for a health care plan and the
          network level of coverage.
       service representative
          An agent that the Company has contracted with to make benefit determinations and administer benefit
          payments under the plans described in this booklet. See Section 9 for a list of service representatives.
          The Company may change a service representative at any time.
       substance abuse
          An alcohol- or drug-related disorder that exhibits signs, symptoms, history, and other characteristics
          congruent with those required for a substance-related disorder diagnosis in the Diagnostic and Statistical
          Manual of Mental Disorders, 4th edition (DSM-IV).
       usual and customary charge (Traditional Medical Plan)
          The maximum charge for a covered service or supply the service representative will consider for
          reimbursement from a nonnetwork provider. The service representative may refer to this as the “maximum
          reimbursable charge,” “maximum allowable charge,” “reasonable and customary charge,” “allowed
          amount,” or a similar term.
          The usual and customary charge is the least of
          •	 The	provider’s	actual	charge	for	the	service	or	supply,	
          •	 The	provider’s	normal	charge	for	a	similar	service	or	supply,	or
          •	 A	predetermined	percentile	(negotiated	between	each	carrier	and	plan	sponsor)	of	charges	made	by	
             providers of a comparable service or supply in the geographic area where it is received.
          To determine if a charge exceeds the usual and customary charge for medical services or supplies in
          situations involving unusual or complicated services or supplies, the nature and severity of the injury or
          sickness may be considered.
          The service representative uses a database of provider charges to determine the usual and customary charge
          in an area. Information about the database and percentile used to determine the usual and customary charge
          can be obtained by contacting the service representative.
          If you use a nonnetwork provider, you pay any charges above the usual and customary amount.
       usual and customary charge (Scheduled Dental Plan)
          The maximum charge for a covered service or supply the service representative will consider for
          reimbursement from a nonnetwork provider. The service representative refers to this as the “maximum
          allowable fee.”
          The usual and customary charge is the lesser of
          •	 The	provider’s	actual	charge	for	the	service	or	supply,	or
          •	 The	provider’s	filed	fee	for	the	service	or	supply	or,	in	the	absence	of	a	filed	fee,	the	service	
             representative’s predetermined maximum allowable fee for the service or supply based on factors
             including the provider’s contracting status and charges made by other providers in the geographic area
             where it is received.
          Information about the method of determining the maximum allowable fee can be obtained by contacting
          the service representative.
          If you use a nonnetwork provider, you pay any charges above the usual and customary amount.




Health Care Plans | 2009 Edition | A86320W                                                                Definitions   8-5
Contacts                                                                                                        Section       9
            Where to Get More Information*
            If you have questions about . . .    Contact . . .                At . . .
            Eligibility and enrollment for all   Boeing Service Center for    Web	site:	Your	Benefits	Resources,	through	Boeing	
            medical	and	dental	plans             Health and Insurance Plans   TotalAccess
            •	Medical	and	dental	plan	                                        •	Boeing	Web:	https://my.boeing.com
              options                                                         •	World	Wide	Web:	www.boeing.com/express
            •	Plan	comparisons                                                Telephone:	through	Boeing	TotalAccess
            •	Cost	of	coverage                                                •	General:	1-866-473-2016
            •	Network	providers                                               •	TTY/TDD:	1-800-755-6363
                                                                              •	Boeing	TotalAccess	hours	of	service
                                                                                –	Automated	telephone	system:	self-service	
                                                                                  applications	are	available	24	hours	a	day,	seven	
                                                                                  days a week
                                                                                –	Representatives	available	Monday	through	Friday	
                                                                                  from	7	a.m.	to	8	p.m.	Central	time
                                                                              You	must	have	your	BEMS	ID	number	(or	Social	
                                                                              Security	number)	and	Boeing	TotalAccess	password	
                                                                              to	use	Boeing	TotalAccess	on	the	World	Wide	Web	or	
                                                                              by	telephone
                                                                              Mailing	address:	 100	Half	Day	Road
                                                                              	                  P.O.	Box	1466
                                                                              	                  Lincolnshire,	IL	60069-1466
            COBRA information for all            Boeing Service Center for    Same	as	for	eligibility	and	enrollment,	above
            medical	and	dental	plans             Health and Insurance Plans
            •	Notification	of	COBRA	event
            •	Enrollment	in	COBRA	coverage
            •	COBRA	payments
            Health and wellness information      BoeingWellness, the          Web site: www.boeingwellness.com
            •	Resources	for	medical	             Boeing-Mayo Clinic site
              conditions and treatments
            •	Information	on	drugs	and	
              supplements
            •	Health	programs
            •	Work	site	programs
            Case management*                     OptumHealth                  Telephone:	         1-866-203-9167
                                                                              Mailing	address:	   300	One	Market	Pointe	Drive	
                                                                              	        	          Suite	110
                                                                              	        	          Bloomington,	MN	55435-MN045




          *Updated: January 2011
Health Care Plans | 2009 Edition | A86320W                                                                              Contacts   9-1
        Where to Get More Information (continued)**
        If you have questions about . . .   Contact . . .               At . . .
        Traditional Medical Plan            BlueCross BlueShield of     Telephone:
        •	Medical	coverage                  Illinois (BCBSIL)           •	Through	Boeing	TotalAccess	(above)	or	direct:
        •	Precertification                                                1-888-802-8776
        •	Medical	claims                                                •	Network	provider	information:
        •	Customer	service                                                1-800-810-2583
        •	Medical	ID	cards	and	                                         •	Medical	review	program:
          replacement	cards                                               1-800-981-3546
                                                                        Mailing	address:	 P.O.	Box	805107
                                                                        	                 Chicago,	IL	60680-4112
                                                                        Web site: www.bcbsil.com/boeing
        Mental health and substance         ValueOptions                Telephone:	1-800-892-1411
        abuse program for Traditional       (Boeing	Helpline)           TTY/TDD:	1-800-855-2880
        Medical	Plan	participants                                       Clinical	Appeals:	 P.O.	Box	6065
        •	Coverage                                                      	                  Cypress,	CA	90630
        •	Referrals                                                     Administrative	Appeals:
        •	Claims                                                        	                  P.O.	Box	1290
        •	Customer	service                                              	                  Latham,	NY	12110
                                                                        Web site: www.valueoptions.com
        Prescription drug program for       Medco Health Solutions,     Telephone:	1-800-841-2797
        Traditional	Medical	Plan,	          Inc.                        Mailing	addresses:
        Selections	Plan	(Washington),	                                  •	Appeals:	        Medco	Health	Appeals
        Selections	Plus	Plan	(Oregon	and	                                 	       	        Attn:	Appeals
        Kansas)	participants*                                             	       	        8111	Royal	Ridge	Parkway
        •	Participating	pharmacies                                        	       	        Irving,	TX	75063
        •	Claims                                                        •	Retail	pharmacy:
        •	Mail-order	prescriptions                                        	       	        P.O.	Box	14711
        •	Refills                                                         	       	        Lexington,	KY	40512
                                                                        •	Mail-order	(Medco	By	Mail):
                                                                          	       	        P.O.	Box	650022
                                                                          	       	        Dallas,	TX	75265-0022
                                                                        Web site: www.medco.com
        Vision care program for             Vision Service Plan (VSP)   Telephone:	1-800-877-7195
        Traditional	Medical	Plan	                                       Mailing	addresses:
        participants                                                    •	Claims:		        P.O.	Box	997105
        •	Coverage                                                        	       	        Sacramento,	CA	95899-7105
        •	Claims                                                        •	Appeals:	        VSP	Member	Appeals
        •	Customer	service                                                	       	        3333	Quality	Drive
                                                                          	       	        Rancho	Cordova,	CA	95670
                                                                        Web site: www.vsp.com




       *Updated: January 2010
       **Updated: January 2011
9-2 Contacts                                                                                   Health Care Plans | 2009 Edition | A86320W
            Where to Get More Information (continued)*
            If you have questions about . . .   Contact . . .              At . . .
            PPO+Account                         Aetna                      Telephone:	1-800-221-7371
            •	Medical	coverage                                             Mailing	addresses:
            •	Mental	health	and	substance	                                 •	Claims:		        Aetna	Claims
              abuse	coverage                                                 	       	        P.O.	Box	14089
            •	Precertification                                               	       	        Lexington,	KY	40512-4089
            •	Prescription	drug	coverage                                   •	Appeals:		       Aetna
            •	Medical	claims                                                 	       	        Attn:	National	Account	CRT
                                                                             	       	        P.O.	Box	14463
            •	Customer	service
                                                                             	       	        Lexington,	KY	40512-4463
            •	Medical	cards	and	
              replacement	cards                                            Web site: www.aetna.com
            •	Health	Savings	Account
            CCP/HMO plans/EPO plan              Select Network Plan EPO    Telephone:	1-888-802-8766
            •	Medical	coverage                  Available	in	Washington    Mailing	address:	 P.O.	Box	805107
            •	Precertification                                             	                 Chicago,	IL	60680-4112
            •	Medical	claims                                               Web site: www.bcbsil.com/boeing
            •	Prescription	drug	coverage	
                                                Selections Plus CCP        Telephone:	1-888-802-8766
              and claims
                                                Available	in	Oregon	       Mailing	address:	 P.O.	Box	805107
            •	Vision	coverage	and	claims
                                                (Portland	area)            	                 Chicago,	IL	60680-4112
            •	Customer	service
                                                                           Web site: www.bcbsil.com/boeing
            •	Medical	ID	cards	and	
              replacement	cards                 Group Health Cooperative   Telephone:	206-901-4636	or	1-888-901-4636
                                                HMO                        Mailing	addresses:
                                                Available	in	Washington    •	Claims:		        P.O.	Box	34585
                                                                             	       	        Seattle,	WA	98124
                                                                           •	Appeals:	        P.O.	Box	34593
                                                                             	       	        Seattle,	WA	98124
                                                                           Web site: www.ghc.org
                                                Kaiser Permanente HMO      Telephone:	1-800-464-4000
                                                Available	in	California    Mailing	address:	 P.O.	Box	7102
                                                                           	                 Pasadena,	CA	91109-7102
                                                                           Web site: www.kaiserpermanente.org
                                                Select Health HMO          Telephone:	1-800-538-5038
                                                Available	in	Utah          Mailing	address:	 P.O.	Box	30192
                                                                           	                 Salt	Lake	City,	UT	84130-0192
                                                                           Web site: www.selecthealth.org
                                                Kaiser Permanente HMO      Telephone:	1-800-813-2000
                                                Available	in	Oregon	       Mailing	address:	 Kaiser	Northwest
                                                (Portland	area)            	                 500	NE	Multnomah	Street
                                                                           	                 Suite	100
                                                                           	                 Portland,	OR	97232
                                                                           Web site: www.kaiserpermanente.org




          *Updated: January 2011
Health Care Plans | 2009 Edition | A86320W                                                                         Contacts   9-3
        Where to Get More Information (continued)
        If you have questions about . . .   Contact . . .                At . . .
        Preferred Dental Plan               Washington Dental Service    Telephone:	1-877-521-2101
        •	Dental	coverage                   Available	in	all	locations   Mailing	addresses:
        •	Predetermination                                               •	Claims:		        P.O.	Box	75983
        •	Dental	claims                                                    	       	        Seattle,	WA	98175-0983
        •	Customer	service                                               •	Appeals:	        Attn:	Claim	Appeal	Representation
                                                                           	       	        9706	Fourth	Avenue	NE
                                                                           	       	        Seattle,	WA	98115
                                                                         Web site: www.deltadentalwa.com/boeing
        Scheduled Dental Plan               Aetna Life Insurance         Telephone:	1-800-221-7371
        •	Dental	coverage                   Company                      Mailing	address:	 P.O.	Box	14089
        •	Predetermination                  Available	in	all	locations   	                 Lexington,	KY	40512-4089
        •	Dental	claims
        •	Customer	service
        Prepaid dental plan                 DeltaCare                    Telephone:	1-877-289-5114
        •	Dental	coverage                   Available	in	Oregon	and	     Mailing	address:	 Delta	Dental/Washington	
        •	Predetermination                  Washington                   	                 Dental	Service
        •	Dental	claims                                                  	                 P.O.	Box	75983
        •	Customer	service                                               	                 Seattle,	WA	98175-0983
        •	Dental	ID	cards	and	                                           Web site: www.deltadentalwa.com/boeing
          replacement	cards




9-4 Contacts                                                                                    Health Care Plans | 2009 Edition | A86320W

				
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