Boeing Defense & Space Group

Date: April 9, 1997

The clauses contained in the following Government regulations are incorporated by reference. Where necessary or appropriate to derive proper meaning in a subcontract situation, "Contractor" shall mean Seller. Government Clauses listed below or cited elsewhere in the contract shall be those in effect in January 1997.

FAR/DFARS Reference Title

52.204-2 Security Requirements (Applies only if the contract requires access to classified information, "Government" means Buyer or the Government.)

52.211-5 New Material ("Contracting Officer" means Buyer.)

52.211-7 Other Than New Material, Residual Inventory and Former Government Surplus Property ("Contracting Officer" means Buyer.)

52.211-15 Defense Priority and Allocation Requirements

52.215-26 Integrity of Unit Prices (Excluding paragraph (c))

52.215-27 Termination of Defined Benefit Pension Plans ("Contracting Officer" means Buyer and Seller's cognizant ACO.) (Applicable only if contract is other than firm-fixed-price or if certified cost or pricing data was provided.)

52.215-40 Notification of Ownership Changes

52.219-8 Utilization of Small, Small Disadvantaged and Women-Owned Small Business Concerns

52.222-1 Notice of Labor Disputes ("Contracting Officer" means Buyer.)

52.223-3 Hazardous Material Identification and Material Safety Data (Applies only if hazardous material will be delivered)

52.225-10 Duty-Free Entry

52.225-11 Restrictions on Certain Foreign Purchases ("Contracting Officer" means Buyer.)

52.227-1, Alt. I Authorization and Consent

52.227-10 Filing of Patent Applications - Classified Subject Matter (Applies only if contract will involve access to classified information)

52.227-12 Patent Rights - Retention by Contractor (Long Form) (Applies only if Special Provision F.1 is included and Seller is not a small business or non-profit organization.)

52.234-1 Industrial Resources Developed Under Defense Production Act Title III

52.237-2 Protection of Government Buildings, Equipment and Vegetation. (Applies only if work will be performed on a government installation. "Contracting Officer" means Buyer.)

52.242-15 Stop Work Order

252.204-7000 Disclosure of Information

252.208-7000 Intent to Furnish Precious Metals as Government-Furnished Material

252.215-7000 Pricing Adjustments

252.223-7001 Hazard Warning Labels

252.223-7002 Safety Precautions for Ammunition and Explosives. (Applies only if contract involves ammunition or explosives.)

252.223-7003 Change in Place of Performance -- Ammunition and Explosives (Applies only if DFARS 252.223-7002 applies.)

252.223-7006, Alt. I Prohibition on Storage and Disposition of Toxic and Hazardous Materials

252.225-7009 Duty-Free Entry-Qualifying Country End Products

252.225-7010 Duty-Free Entry--Additional Provisions

252.225-7014 Preference for Domestic Specialty Metals, Alt. I

252.225-7015 Preference for Domestic Hand or Measuring Tools

252.225-7016 Restriction on Acquisition of Ball and Roller Bearings

252.225-7017 Preference for United States and Canadian Valves and Machine Tools

252.225-7025 Foreign Source Restrictions

252.227-7025 Limitations on the Use or Disclosure of Government-Furnished Information Marked with Restrictive Legends

252.228-7005 Accident Reporting and Investigation Involving Aircraft, Missiles and Space Launch Vehicles

252.231-7000 Supplemental Cost Principles

252.235-7003 Frequency Authorization (Applies only if contract involves developing, producing,

testing or operating a device requiring radio frequency authorization.)

252.239-7000 Protection Against Compromising Emanations. (Applies only if classified information will be processed.)

The following clause also applies if the contract price exceeds $2,500:

52.222-36 Affirmative Action for Handicapped Workers

The following clauses also apply if the contract price exceeds $10,000:

52.222-20 Walsh-Healy Public Contracts Act

52.222-35 Affirmative Action for Special Disabled and Viet Nam Era Veterans

52.222-37 Employment Report on Special Disabled Veterans and Veterans of the Viet Nam Era.

The following clauses also apply if the contract price exceeds $100,000:

52.203-6 Restrictions on Subcontractor Sales to the Government

52.203-12 Limitation on Payments to Influence Certain Federal Transactions. (The disclosures of Seller and its lower tier subcontractors required by paragraph (c) shall be submitted to Buyer's Material Representative.)

52.215-2 Audit and Records-Negotiation (Applies only if contract is other than Firm-Fixed-Price, if cost or pricing data was required or if cost, funding or performance reports will be furnished.)

52.223-2 Clean Air and Water (Also applicable if Seller's facility has been the subject of a conviction under the Clean Air Act or Federal Water Pollution Control Act.)

52.227-2 Notice and Assistance Regarding Patent and Copyright Infringement. ("Contracting Officer" means Buyer.)

252.203-7001 Special Prohibition on Employment

252.209-7000 Acquisition from Subcontractors Subject to On-Site Inspection Under the Intermediate - Range Nuclear Forces (INT) Treaty

252.223-7007 Safeguarding Sensitive Conventional Arms, Ammunition, and Explosives.

252.225-7026 Reporting of Contract Performance Outside the United States (not applicable if only commercial products are involved.)

252.247-7023 Transportation of Supplies by Sea

The following clauses also apply if the contract price exceeds $500,000:

52.215-39 Reversion or Adjustment of Plans for Post-Retirement Benefits other than Pensions. (Applicable only if certified cost or pricing data is provided.)

52.219-9 Small, Small Disadvantaged and Women-Owned Small Business Subcontracting Plan. (Applies only if Seller is not a small business. "Contracting Officer" in paragraphs (b) and (c) means Buyer.)

The following clause also applies if the contract price exceeds $1,000,000:

252.211-7000 Acquisition Streamlining

The following clauses also apply if Technical Data or Computer Software will be Generated or Delivered:

252.227-7013 Rights in Technical Data--Noncommercial Items

252.227-7014 Rights in Noncommercial Software and Noncommercial Software Documentation

252.227-7019 Validation of Asserted Restrictions - Computer Software

252.227-7036 Declaration of Technical Data Conformity

252.227-7037 Validation of Restrictive Markings on Technical Data

The following Air Force FAR Supplement clauses are applicable as indicated:

5352.204-9000 Notification of Government Security Activity (Applies only if work will be performed on a Government installation.)

5352.223-9001 Safety and Accident Prevention (Applies only if work will be performed on a Government installation.)

________________

A = ADDED

D = DELETED

R = REVISED

________________