<PAGE>
<PAGE> 1 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
X Filed by the registrant
Filed by a party other than the registrant
__ Preliminary proxy statement
__ Definitive proxy statement
X Definitive additional materials
__ Soliciting material pursuant to Rule 14-a11(c) or Rule 14a-12
McDonnell Douglas Corporation
- -----------------------------------------------------------------------
(Name of Registrant as Specified in Its Charter)
Steven N. Frank
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(Name of Person(s) Filing Proxy Statement)
Payment of filing fee (Check the appropriate box): NO FEE REQUIRED
__ 125 per Exchange Act Rule 0-11(c)(l)(ii), 14a-6(i)(l), or 14a-6(j)(2)
__ $500 per each party to controversy pursuant to Exchange Act Rule
14a-6(i)(3)
__ Fee computed on table below per Exchange Act Rules 14a-6(i)(4) 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:
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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:
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(4) Proposed maximum aggregate value of transaction:
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__ 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:
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(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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<PAGE> 2
NEWS FROM MCDONNELL DOUGLAS
Contact: Ellen LeMond-Holman
McDonnell Douglas Corporation
(314) 232-6496
FOR IMMEDIATE RELEASE
RONALD THOMPSON NOMINATED FOR ELECTION TO
MCDONNELL DOUGLAS BOARD OF DIRECTORS
ST. LOUIS, March 25, 1994 -- Ronald L. Thompson, 44, has been
nominated for election to the board of directors of McDonnell Douglas
Corp. If elected, his position would become effective April 22, 1994.
Thompson has been chairman of the board and president of The GR
Group Inc. since acquiring the company, then known as General Railroad
Equipment and Services Inc., in 1980.
Thompson also is currently chairman and chief executive officer of
Midwest Stamping and Manufacturing Co., a subsidiary of The GR Group
Inc., in Bowling Green, Ohio.
After purchasing The GR Group, Thompson successfully repositioned
the company as a holding company in new markets and operations. Prior
to 1980 he served as chairman and chief executive officer of Evaluation
Technologies Inc., a professional and technical services firm. In
addition, Thompson has served on the faculty of Old Dominion
University, Virginia State College and the University of Michigan.
Born and raised in Michigan, Thompson received a bachelor's degree
in business administration from the University of Michigan. He also
received a master's degree and doctorate in philosophy in agricultural
economics from Michigan State University.
In October 1989, Thompson was presented with the U.S. Department
of Commerce's National Minority Entrepreneur of the Year Award by
President George Bush. Other honors include the Distinguished Service
To Education Award, presented by Harris-Stowe State College in 1991,
and the Distinguished Community Service Award, presented by Southern
Illinois University at Edwardsville in 1990.
Thompson is on the board of directors of Illinois Power Co. and
the National Association of Manufacturers. In addition, he is active
in numerous civic organizations serving on the board of trustees of
Washington University, as a director of Parents As Teachers National
Center Inc., the Urban League of Metropolitan St. Louis and St. Louis
Children's Hospital.
<PAGE> 3
March 28, 1994
Securities and Exchange Commission
Operations Center
Stop 0-7
6432 General Green Way
Alexandria, VA 22312
Re: Proxy Solicitation Materials for McDonnell Douglas Corporation's
(the "Company") 1994 Annual Meeting of Shareholders
Ladies and Gentlemen:
Pursuant to Rule 14a-6(b), enclosed (via EDGAR transmission) please
find a copy of a press release relating to the nomination of Ronald L.
Thompson for election to the Company's Board of Directors.
Copies of the press release are also being mailed to the New York and
Pacific Stock Exchanges today. If you have any questions regarding the
enclosed material, please call me at (314) 232-2158.
Very truly yours,
Eric R. Fencl
Counsel
cc: New York Stock Exchange (5 copies of enclosure)
Pacific Stock Exchange (4 copies of enclosure)
