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BOEING CO Director's Dealing 2003

Aug 4, 2003

14815_dirs_2003-08-04_ebf4fcdc-f52f-49f2-ad04-3c9a777e6c30.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2003-07-31

Reporting Person: SOODIK BONNIE W (Sr. VP, Pres. Shared Services)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2003-07-31 Deferred Compensation Units $0.000 A 15.52 Acquired 1988-08-08 Common (15.52) Indirect
2003-07-31 Deferred Compensation Units $0.000 A 3.88 Acquired 1988-08-08 Common (3.88) Indirect

Footnotes

F1: Phantom stock units acquired under the company's Deferred Compensation Plan through salary deferral.

F2: Salary match shares of phantom stock allocated to the reporting person's account under the Company's Deferred Compensation Plan.

F3: Phantom stock units acquired by reporting person pursuant to salary deferral. Units are payable in stock or cash following termination for retirement, death, disability or layoff. Employer match contributions are forfeited upon termination for any reason other than retirement, death, disability or layoff.