BOEING CO — Director's Dealing 2012

Dec 19, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2012-12-17

Reporting Person: Conner Raymond L. (EVP, Pres. & CEO, BCA)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-17	Common Stock	A	40000.0000	$0.0000	Acquired	72271.7500	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	405.6800	Indirect
Common Stock	8513.1800	Indirect

Footnotes

F1: Represents restricted stock units that will vest and settle in shares of the Company's common stock on a one-for-one basis on December 17, 2016.

F2: Includes adjustments for dividends accrued.