Form 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

April 28, 2008

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:

 

¨ Written communications 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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On April 28, 2008, the Board of Directors amended and restated the By-Laws of The Boeing Company (the “Company”), revising Article II, Section 1 to decrease the number of directors from twelve to eleven. A copy of the Company’s By-Laws, as amended and restated on April 28, 2008, is attached hereto as Exhibit 3.2 and is incorporated by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number

  

Description

3.2    By-Laws of The Boeing Company, as amended and restated on April 28, 2008.

 

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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/ Michael F. Lohr

Michael F. Lohr

Vice President, Corporate Secretary and Assistant General Counsel

Dated: April 29, 2008

 

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INDEX TO EXHIBITS

 

Exhibit
Number

  

Description

3.2    By-Laws of The Boeing Company, as amended and restated on April 28, 2008.