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BOEING CO Director's Dealing 2005

Mar 10, 2005

14815_dirs_2005-03-10_17e1749f-8856-4c0d-b088-bec08e0a0824.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: 2005-03-08

Reporting Person: MCGEE HARRY S III (Corporate Controller)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-03-08 Common M 1115.4 Acquired 5005.40 Direct
2005-03-08 Common F 329.4 $58.150 Disposed 4676.00 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-03-08 2003 Performance Shares $ M 1115.4 Disposed 2008-02-23 Common (1115.40) Direct
2005-03-08 Boeing Stock Units $ D 263.57 Disposed Common (263.57) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common 2099.79 Indirect
Common 2726.74 Indirect

Footnotes

F1: Performance shares convert on 1 for 1 basis on vesting

F2: 2003 Performance Shares vest in the following installments when the average daily closing price of Boeing stock reaches, for a specified period, the following dollar levels: 15% at $42.38, 30% at $45.41, 45% at $48.43, 60% at $51.46, 75% at $54.49, 90% at $57.51, 100% at $60.54, 110% at $63.57, 120% at $66.59, and 125% at $68.11.

F3: Boeing Stock Units convert on a 1-for-1 basis if settled in stock

F4: Vested Boeing Stock Units paid out in cash

F5: Phantom stock units allocated to the reporting persons Boeing Stock Unit (BSUs) account under the Incentive Compensation Plan. BSUs vest and are payable in cash or stock three years after the award.