BOEING CO — Director's Dealing 2011

Nov 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2011-11-02

Reporting Person: BELL JAMES A (EVP, Corp. Pres. & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-02	Common Stock	S	20000.0000	$64.5370	Disposed	127441.3800	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2413.4200	Indirect
Common Stock	12058.7800	Indirect

Footnotes

F1: The price shown is a weighted average sale price for shares sold in multiple transactions; the sale prices ranged from $64.46 to $64.61 per share. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

F2: Includes adjustments for dividends accrued.