BOEING CO — Director's Dealing 2005

Aug 5, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2005-08-04

Reporting Person: MULALLY ALAN R (Exec VP, Pres & CEO BCA)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-08-04	Common	S	37494	$66.06	Disposed	58870.58	Direct
2005-08-04	Common	M	20000	$41.00	Acquired	78870.58	Direct
2005-08-04	Common	S	5000	$66.43	Disposed	73870.58	Direct
2005-08-04	Common	S	300	$66.44	Disposed	73570.58	Direct
2005-08-04	Common	S	4000	$66.45	Disposed	69570.58	Direct
2005-08-04	Common	S	2400	$66.46	Disposed	67170.58	Direct
2005-08-04	Common	S	5000	$66.47	Disposed	62170.58	Direct
2005-08-04	Common	S	3100	$66.49	Disposed	59070.58	Direct
2005-08-04	Common	S	200	$66.48	Disposed	58870.58	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-08-04	Stock Option (Right to Buy) 93-13 & 93-14	$41.00	M	20000	Disposed	2006-02-26	Common (20000.00)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	100.00	Indirect
Common	26441.57	Indirect

Footnotes

F1: Options become exercisable approximately 40% on the 1st anniversary and 30% on each of the 3rd and 5th anniversary of the grant date.