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 ACTOF 1934

December 17, 2012

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.)	(I.R.S. Employer Identification Number)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

Item 8.01 Other Events

On December 17, 2012, The Boeing Company issued a press release announcing an increase in its quarterly dividend and the resumption of its share repurchase program. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release dated December 17, 2012.

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/ Michael F. Lohr

Michael F. Lohr

Vice President, Assistant General Counsel and Corporate Secretary

Dated:  December 17, 2012

INDEX TO EXHIBITS

Exhibit Number	Description
99.1	Press Release dated December 17, 2012.

EX-99.1

		Exhibit 99.1
	News Release
	Boeing Corporate Offices 100 N. Riverside Chicago, IL 60606-1596 www.boeing.com

Boeing Raises Dividend 10 Percent and Resumes $3.6 Billion Share Repurchase Program

CHICAGO, Dec. 17, 2012 - Boeing [NYSE: BA] Chairman, President and Chief Executive Officer Jim McNerney announced a 10 percent increase in the company's regular quarterly dividend to 48.5 cents per share and the resumption of its stock repurchase program with repurchases currently expected to total between $1.5 billion and $2.0 billion in 2013.

“Strong cash generation, consistently solid core operating performance and a positive growth outlook enable us to take these steps to deliver value for our shareholders,” McNerney said. “As returns accelerate on the investments we made in innovative new products, we plan to continue our balanced cash deployment strategy, increasing returns to shareholders, investing in our core businesses and our workforce, and maintaining a strong balance sheet with healthy credit ratings.”

The repurchase program is expected to use the remaining $3.6 billion previously authorized by the Boeing board of directors in October 2007. Boeing plans to begin repurchasing shares following its fourth-quarter earnings announcement in late January 2013.

Boeing plans to make the share repurchases on the open market. The number and timing of shares to be purchased will be based on the level of cash balances, general business conditions and other factors, including alternative investment opportunities. The repurchase program also may be suspended or discontinued at any time.

The dividend is payable March 8, 2013, to shareholders of record as of Feb. 15, 2013.

Caution Concerning Forward-Looking Statements

Statements in this press release relating to the company's intention to repurchase shares of its common stock under the stock repurchase program are forward-looking statements. There are a number of important factors that could cause actual events to differ materially from those suggested or indicated by such forward-looking statements. These include, among others, the market price of the company's stock prevailing from time to time, the company's cash flows, general economic conditions and other factors identified in the company's filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Any forward-looking statement speaks only as of the date on which it is made, and the company assumes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law.

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Contact: Boeing Communications (312) 544-2002