SCHEDULE 14A

                              (Rule 14a-101)

                  INFORMATION REQUIRED IN PROXY STATEMENT
                         SCHEDULE 14A INFORMATION

             Proxy Statement Pursuant to Section 14(a) of the
                      Securities Exchange Act of 1934

Filed by the registrant  X
Filed by a party other than the registrant  __
[ ]_  Preliminary proxy statement            [ ] Confidential, For Use of the
                                                 Commission Only (as permitted
                                                 by Rule 14a-6(e)(2))
[ ]   Definitive proxy statement
[x]   Definitive additional materials
[_]   Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12

                       McDonnell Douglas Corporation
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             (Name of Registrant as Specified in Its Charter)
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       (Name of Person(s) Filing Proxy Statement, if other than Registrant)

Payment of filing fee (Check the appropriate box):

[X] No fee required
[ ] Fee computed on table below per Exchange Act Rules  14a-6(i)(l) and 0-11 (1)
  Title of each class of securities to which transaction applies:

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  (2)  Aggregate number of securities to which transaction applies:

- ----------------------------------------------------------------------------
  (3) Per unit price or other underlying value of transaction  computed pursuant
to  Exchange  Act Rule 0-11 (set  forth the  amount on which the  filing  fee is
calculated and state how it was determined):

- ----------------------------------------------------------------------------
  (4)  Proposed maximum aggregate value of transaction:

- ----------------------------------------------------------------------------
  (5)  Total fee paid:
- ----------------------------------------------------------------------------
[ ]    Fee paid previously with preliminary materials.

- ----------------------------------------------------------------------------
[ ] Check box if any part of the fee is offset as provided by Exchange  Act Rule
0-11(a)(2)  and  identify  the  filing  for  which the  offsetting  fee was paid
previously.  Identify the previous filing by registration  statement  number, or
the Form or Schedule and the date of its filing.

 (1)  Amount Previously Paid:

- -----------------------------------------------------------------------------
 (2)  Form, Schedule or Registration Statement No.:

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 (3)  Filing Party:
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  (4)  Date Filed:
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     The  following  articles  will  appear  in  various Company publications,
beginning July 7, 1997:

                         Vote Your Shares Before July 22

     If you own McDonnell Douglas stock, it's time to vote on the pending merger
with Boeing.

     A special shareholders meeting to consider the merger proposal has been set
for July 25 in St. Louis.  Voter  instruction cards and business reply envelopes
have  been  mailed,  with the joint  proxy  statement/prospectus  of Boeing  and
McDonnell Douglas,  to all shareholders.

     In order to vote stock you own  through one of the  company  savings  plans
(including  the Employee  Savings,  Investment and Thrift Plans) or the Employee
Payroll Stock Ownership Plan (PAYSOP,  which was in effect only from 1983-1986),
you must  complete,  sign and mail your voter  instruction  card in time for the
trustee  of your plan to receive  it by July 22.  

     Employees  with  stock in  these  plans  may  attend  the  July 25  special
shareholders  meeting but can vote only by mailing in signed  voter  instruction
cards  for  receipt  by the July 22  deadline.  

     To  attend  the July 25  meeting,  employees  should  send or FAX a written
request  for  an  admittance  ticket  to  Judi  Kapeller,  M/C  S100-1240,   FAX
314/777-1007. Include your name, address and employee number.





                            Not Voting on the Merger
                            Equals Either Voting `No'
                       Or Giving Your Vote to Someone Else

     Don't  forget,  July 22 is the  deadline  for the savings  plan  trustee to
receive your vote on the merger.

     To pass, the merger proposal must receive an affirmative vote by holders of
two-thirds of all outstanding  McDonnell  Douglas  shares.  The proposal will be
considered at a special shareholders meeting set for July 25 in St. Louis.

         The two-thirds  requirement means that a shareholder's  failing to vote
can have the same effect as either voting against the proposal or to giving that
vote to someone else, says Jim Palmer, chief financial officer.

         In order to vote stock owned  through one of the company  savings plans
(including  the Employee  Savings,  Investment and Thrift Plans) or the Employee
Payroll Stock Ownership Plan (PAYSOP,  which was in effect only from 1983-1986),
employees or retirees must complete, sign and mail their voter instruction cards
in time for the plans' trustee to receive them by July 22.

         Votes will be counted differently for the two plans.

         -    For savings plans  shares:  The trustee will vote all shares held
              by each plan in the  proportion as the votes cast by  participants
              who return  their  ballots by July 22.  Notes CFO Palmer:  "If you
              don't vote your shares, the savings plan trustee will."
          

         -    For PAYSOP  shares:  The trustee will vote only those  ballots it
              receives prior to casting its vote. "And because passage  requires
              two-thirds of all outstanding  shares,  no vote is equivalent to a
              'no' vote," Palmer adds.

         If you own  stock in your own name or  through  a bank or  broker,  you
should    follow   the   specific    instructions    mailed   with   the   proxy
statement/prospectus.  (If you own stock  both as an  individual  and  through a
savings plan, you will receive more than one proxy statement/prospectus.)









     The  following  message will appear on  employees'  payroll  check stubs on
Friday, July 11, 1997:

     Your vote  counts!  Promply  return your  proxy/voter  card for the 7/25/97
     Special Meeting of Shareholders.  To obtain an admittance ticket,  submit a
     request  providing  name,   address  and  employee  number  to  Shareholder
     Services, M/C 1001240.