BOEING CO — Director's Dealing 2017

May 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOEING CO (BA)
CIK: 0000012927
Period of Report: 2017-05-02

Reporting Person: Allen Bertrand Marc (SVP, President, Boeing Int'l)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-02	Common Stock	M	6881.0000	$75.9650	Acquired	43800.8200	Direct
2017-05-02	Common Stock	M	3140.0000	$75.3950	Acquired	46940.8200	Direct
2017-05-02	Common Stock	S	15470.0000	$183.6200	Disposed	31470.8200	Direct
2017-05-02	Common Stock	G	1000.0000	$0.0000	Disposed	30470.8200	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-02	Stock Option (Right to Buy)	$75.9650	M	6881.0000	Disposed	2023-02-25	Common Stock (6881.0000)	Direct
2017-05-02	Stock Option (Right to Buy)	$75.3950	M	3140.0000	Disposed	2022-02-27	Common Stock (3140.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	717.7800	Indirect

Footnotes

F1: The price shown is a weighted average sale price for shares sold in multiple transactions; the sale prices ranged from $183.41 to $183.81 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.

F2: The option was fully vested on February 25, 2016.

F3: The option was fully vested on February 27, 2015.