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BOEING CO Director's Dealing 2006

Jan 13, 2006

14815_dirs_2006-01-13_dfde9960-468e-43bb-b2c7-251b737529a9.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2005-12-19

Reporting Person: SOODIK BONNIE W (Sr. V.P., Internal Governance)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2005-12-19 Common M 4616.46 Acquired 12312.46 Direct
2005-12-19 Common F 1728.46 $69.97 Disposed 10584.00 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-12-19 2004 Performance Shares $ M 4616.46 Disposed 2009-02-23 Common (4616.46) Direct
2005-12-19 2004 Performance Shares $ M 3077.65 Disposed 2009-02-23 Common (3077.65) Direct
2005-12-19 Deferred Compensation Units $ M 3068.66 Acquired Common (3068.66) Indirect
2005-12-19 Deferred Compensation Units $ A 767.16 Acquired Common (767.16) Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common 1322.56 Indirect
Common 108.28 Indirect
Common 10013.00 Indirect

Footnotes

F1: Includes an additional 34.49 shares that had been omitted from the reporting person's original Form 4 filed on December 20, 2005.

F2: Includes an additional 13.49 shares that had been omitted from the reporting persons Form 4 filed on December 20, 2005.

F3: Performance shares convert on 1 for 1 basis on vesting

F4: 2004 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 $60.94, 30% at $65.30, 45% at $69.65, 60% at $74.00, 75% at $78.35, 90% at $82.71, 100% at $87.06, 110% at $91.41, 120% at $95.77, and 125% at $97.94.

F5: Includes an additional 23 shares that had been omitted from the reporting person's original Form 4 filed on December 20, 2005.

F6: Includes adjustments for dividends accrued

F7: Phantom stock units are convertible into common stock on a 1-for-1 basis.

F8: Reflects deferral of phantom stock units by reporting person upon vesting of performance stock units. Units are calculated based upon the difference between the closing price and the fair market value on the date of the transaction.

F9: Includes an additional 22.93 shares that had been omitted from the reporting person's original Form 4 filed on December 20, 2005.

F10: Phantom stock units acquired by reporting person pursuant to the Company's Deferred Compensation Plan. Units are payable in stock or cash following termination for retirement, death, disability or layoff. Company match contributions are forfeited upon termination for any reason other than retirement, death, disability or layoff.

F11: Performance Share company match allocated to reporting person's performance share account under the deferred compensation plan.

F12: Includes an additional 5.73 shares that had been omitted from the reporting person's original Form 4 filed on December 20, 2005.