BOEING CO — Director's Dealing 2006

May 10, 2006

SEC Form 3/A — Form 3/A

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2006-05-01

Reporting Person: Hill Shephard W (SVP, Business Dev. & Strategy)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	9988.26	Direct

Footnotes

F1: Includes an additional 5,666.26 shares that were omitted from the reporting person's original Form 3 filed on May 4, 2006 and an additional 1,499.26 shares that were omitted from the reporting person's Form 3A filed on May 9, 2006; these shares were also omitted from the Form 4 filed by the reporting person after his original Form 3 was filed.