Notice of 1999 Annual Meeting
of Shareholders
and Proxy Statement
Monday, April
26, 1999
10:00 A.M.
The Westin Los Angeles Airport Hotel
5400 West Century Boulevard
Los Angeles, California
The Boeing Company
Dear Shareholder:
I am pleased to invite you to attend the Company's 1999 Annual Meeting
of Shareholders.
It will be held on Monday, April 26, 1999, at The Westin Los Angeles
Airport Hotel, 5400 West Century Boulevard, Los Angeles, California.
The meeting will begin at 10:00 a.m. local time. A map
and directions to the meeting site are on the back of this proxy
statement. The Annual Meeting will be accessible to the hearing impaired
through the use of a sign language interpreter.
The matters we will address at the Annual Meeting are described in
the attached notice and proxy statement. There will also be reports
on the activities of the Company and an opportunity to submit questions
or comments on matters of interest to shareholders generally.
Your vote is important. Whether or not you plan to attend the Annual
Meeting in person, I urge you to vote your proxy as soon as possible.
This year you can vote over the Internet, as well as by telephone or
by mailing back a traditional proxy card. Voting over the Internet,
by telephone or by written proxy will ensure your representation at
the Annual Meeting if you do not attend in person. Please review the
instructions on the proxy card regarding each of these options.
Very truly yours,

Philip M. Condit
Chairman of the Board
and Chief Executive Officer
THE BOEING COMPANY
P.O. Box 3707
Seattle, Washington 98124
NOTICE OF ANNUAL MEETING
OF SHAREHOLDERS
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Time
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10:00 a.m. on Monday, April 26, 1999
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Place
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The Westin Los Angeles Airport Hotel
5400 West Century Boulevard, Los Angeles, California
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Items of Business
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- To elect four people to the Board of Directors for three-year
terms expiring in 2002;
- To vote on a shareholder proposal on criteria for military
contracts;
- To vote on a shareholder proposal on doing business in and
with China;
- To vote on a shareholder proposal on cumulative voting;
- To vote on a shareholder proposal on an independent lead
director;
- To vote on a shareholder proposal on annual election of
the entire Board of Directors; and
- To transact such other business as may properly come before
the Annual Meeting or any adjournment thereof.
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Record Date
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You are entitled to vote if you were a shareholder
at the close of business on Thursday, February 25, 1999.
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Meeting Admission
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If your Boeing stock is held in a brokerage
account or by a bank or other nominee, you are considered the
beneficial owner of shares held in street name and these proxy
materials are being forwarded to you by your broker or nominee.
Your name does not appear on the list of shareholders, and in
order to be admitted to the meeting, you must bring a letter
or account statement showing that you were the beneficial owner
of the stock on the record date.
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Voting by Proxy
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Please submit a proxy as soon as possible so
that your shares can be voted at the meeting. Submitting the
enclosed form of proxy will appoint John H. Biggs, Charles M.
Pigott, and Harry C. Stonecipher as your proxies.
You may submit your proxy (1) over the Internet,
(2) by telephone, or (3) by mail. For instructions, please refer
to page 2 of this proxy
statement or the proxy card.
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James C. Johnson
Vice President, Corporate Secretary
and Assistant General Counsel
March 19, 1999
Table
of Contents
The Boeing 1998 Annual Report
and 1999 Proxy Statement are also available as Adobe Acrobat files.
To download them, click below:
1998
Annual Report (1.54 MB)
1999 Proxy Statement (218 KB)
If you do not have Acrobat Reader version 3.0 or
later, it is available FREE
from Adobe.
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