Summary of BOEING CO - Yahoo! Finance

Change in Directors or Principal Officers, Financial Statements and Exhibits

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

At its scheduled meeting on October 25, 2009, the Compensation Committee of the Board of Directors of The Boeing Company (the "Company") approved an amendment to the restricted stock unit grant effective June 22, 2009 (the "Amended Award") to James A. Bell, Executive Vice President, Corporate President and Chief Financial Officer. The amendment reduces the restricted stock units to 42,000 and changes the vesting date of the original award. The Amended Award is effective October 26, 2009.

The Amended Award was made under the Company's 2003 Incentive Stock Plan (the "2003 Plan") and is subject to the terms and conditions of the 2003 Plan. The Amended Award will vest 100% and settle in common stock (on a one-for-one basis) on December 31, 2011 and is subject to other terms contained in the Amended Form of Notice of Terms of Restricted Stock Units listed as Exhibit 10.1 hereto and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

       Exhibit
       Number    Description

       10.1      Amended Form of Notice of Terms of Restricted Stock Units.