BOEING CO — Director's Dealing 2008

May 2, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2008-04-30

Reporting Person: COOK LINDA Z (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-04-30	Common	P	100	$84.9476	Acquired	600.00	Direct
2008-04-30	Common	P	100	$84.9976	Acquired	700.00	Direct
2008-04-30	Common	P	100	$85.0076	Acquired	800.00	Direct
2008-04-30	Common	G	100	—	Disposed	700.00	Direct
2008-04-30	Common	G	100	—	Disposed	600.00	Direct
2008-04-30	Common	G	100	—	Disposed	500.00	Direct
2008-04-30	Common	G	100	—	Acquired	100.00	Indirect
2008-04-30	Common	G	100	—	Acquired	100.00	Indirect
2008-04-30	Common	G	100	—	Acquired	100.00	Indirect

Footnotes

F1: The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial ownership of these shares for purposes of Section 16 or for any other purpose.