8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

May 4, 2007

Date of Report (Date of earliest event reported)

The Boeing Company

(Exact Name of Registrant as Specified in Charter)

Delaware	1-442	91-0425694
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(IRS Employer Identification No.)

100 N. Riverside, Chicago, IL	60606-1596
(Address of Principal Executive Offices)	(Zip Code)

(312) 544-2000

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 4, 2007, The Boeing Company (the “Company”) announced that Richard D. Nanula resigned as a Director of the Company. Mr. Nanula was a member of the Audit, Finance and Special Programs Committees. Mr. Nanula has confirmed that his resignation was not due to a disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Mr. Nanula’s resignation is effective immediately.

The Company’s press release announcing Mr. Nanula’s resignation is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

        99.1 Press release dated May 4, 2007.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

THE BOEING COMPANY
By:	/s/ James C. Johnson
	James C. Johnson Vice President, Corporate Secretary and Assistant General Counsel

Dated: May 4, 2007

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INDEX TO EXHIBITS

Exhibit Number	Description
99.1	Press release dated May 4, 2007

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EX-99.1

	News Release
	Boeing Corporate Offices 100 N. Riverside Chicago, IL 60606 www.boeing.com

Boeing Director Nanula Resigns from Board

CHICAGO, May 4, 2007 – Richard D. Nanula today resigned from The Boeing Company’s board of directors. Nanula, former executive vice president and chief financial officer of Amgen, had served on the board since January 2005.

“We are grateful to Richard for his service to the board and we wish him well,” said Boeing Chairman, President and CEO Jim McNerney.

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Contact: Tim Neale, 312-544-2002