BOEING CO — Director's Dealing 2013

Aug 9, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2013-08-08

Reporting Person: Muilenburg Dennis A (EVP, Pres. & CEO, BDS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-08	Common Stock	M	17197.0000	$63.8300	Acquired	137366.7600	Direct
2013-08-08	Common Stock	M	4898.0000	$35.5700	Acquired	142264.7600	Direct
2013-08-08	Common Stock	S	22095.0000	$106.4200	Disposed	120169.7600	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-08	Stock Option (Right to Buy)	$63.8300	M	17197.0000	Disposed	2020-02-22	Common Stock (17197.0000)	Direct
2013-08-08	Stock Option (Right to Buy)	$35.5700	M	4898.0000	Disposed	2019-02-23	Common Stock (4898.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1084.1700	Indirect
Common Stock	20.0000	Indirect
Common Stock	4369.2300	Indirect

Footnotes

F1: Includes adjustments for dividends accrued.

F2: The price shown is a weighted average sale price for shares sold in multiple transactions; the sale prices ranged from $105.99 to $106.89 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.

F3: Represents an option grant for the purchase of 34,395 shares vesting over a period of three years from the date of grant (February 22, 2010), with 34% vesting on February 22, 2011, 33% vesting on February 22, 2012, and 33% vesting on February 22, 2013.

F4: Represents an option grant for the purchase of 14,838 shares vesting over a period of three years from the date of grant (February 23, 2009), with 34% vesting on February 23, 2010, 33% vesting on February 23, 2011, and 33% vesting on February 23, 2012.