BOEING CO — Director's Dealing 2012

Mar 6, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2012-03-02

Reporting Person: Sands Diana L (VP Fin. & Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-02	Common Stock	F	4.4200	$74.9550	Disposed	13047.7900	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	304.9400	Indirect
Common Stock	1893.0600	Indirect

Footnotes

F1: Shares withheld for payment of taxes on vesting of restricted stock units; not an open market transaction.

F2: Includes adjustments for dividends accrued.