BOEING CO — Director's Dealing 2012

Feb 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: Hill Shephard W (SVP, President, Boeing Int'l)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-03	Common Stock	I	127.4800	—	Disposed	4933.3700	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	56630.5300	Direct
Common Stock	9061.5400	Indirect

Footnotes

F1: Ownership in the issuer's 401(k) plan issuer common stock fund is represented by units rather than shares of common stock. The reported transaction represents the transfer of $14,700 out of the issuer common stock fund at a price per unit of $115.314 (based on the $76.34 closing price of the issuer's common stock on the February 3, 2012 transaction date).

F2: Reflects periodic contributions of additional units to the issuer's 401(k) plan.

F3: Includes adjustments for dividends accrued.