BOEING CO — Director's Dealing 2014

Feb 7, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2014-02-05

Reporting Person: Smith Gregory D (EVP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-05	Common Stock	M	3911.0000	$35.5700	Acquired	43451.4700	Direct
2014-02-05	Common Stock	S	3911.0000	$120.7220	Disposed	39540.4700	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-05	Stock Option (Right to Buy)	$35.5700	M	3911.0000	Disposed	2019-02-23	Common Stock (3911.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	429.1400	Indirect
Common Stock	62.0000	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 $120.72 to $120.7289 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: The option was fully vested on February 23, 2012.