BOEING CO — Director's Dealing 2015

Nov 3, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2015-10-30

Reporting Person: Downey Thomas J (SVP, Communications)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-10-30	Common Stock	M	20000.0000	$83.9300	Acquired	81325.9600	Direct
2015-10-30	Common Stock	M	15000.0000	$89.6450	Acquired	96325.9600	Direct
2015-10-30	Common Stock	S	50000.0000	$148.5970	Disposed	46325.9600	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-10-30	Stock Option (Right to Buy)	$83.9300	M	20000.0000	Disposed	2018-02-25	Common Stock (20000.0000)	Direct
2015-10-30	Stock Option (Right to Buy)	$89.6450	M	15000.0000	Disposed	2017-02-26	Common Stock (15000.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4248.1500	Indirect
Common Stock	3934.1900	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 $148.3216 to $148.74 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 25, 2011.

F4: The option was fully vested on February 26, 2010.