BOEING CO — Director's Dealing 2008

Feb 12, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2008-02-11

Reporting Person: BRYSON JOHN E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-02-11	Common	M	2400	$50.70	Acquired	7400.00	Direct
2008-02-11	Common	S	1539	$79.47	Disposed	5861.00	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-02-11	Stock Option (Right to Buy) NED-0007	$50.7000	M	2400	Disposed	2008-04-27	Common (2400.00)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	1600.00	Indirect

Footnotes

F1: Options were granted on April 27, 1998 with an expiration date of April 27, 2008; options became exercisable approximately 40% on the 1st anniversary and 30% on each of the 3rd and 5th anniversary of the grant date.