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
- ---------------------------------------------------------------------------
(Name of Registrant as Specified in Its Charter)
- ---------------------------------------------------------------------------
(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:
- ---------------------------------------------------------------------------
(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.:
- -----------------------------------------------------------------------
(3) Filing Party:
- -----------------------------------------------------------------------
(4) Date Filed:
- -----------------------------------------------------------------------
<PAGE>
June 26, 1997
Since your organization is a substantial investor in McDonnell Douglas
Corporation, I am enclosing, with this letter, an advance copy of the joint
proxy statement/prospectus for the upcoming special meeting of stockholders. The
purpose of this special meeting is to consider a proposal to approve the merger
of the wholly-owned subsidiary of the Boeing Company ("Boeing") with and into
McDonnell Douglas, as a result of which McDonnell Douglas will become a
wholly-owned subsidiary of Boeing. This transaction is discussed in more detail
in the enclosed joint proxy statement prospectus. Knowing that distribution of
these materials is sometimes delayed, I thought you would appreciate receiving
directly your personal copy of the joint proxy statement/prospectus. A separate
mailing of the joint proxy statement/prospectus and proxy card has been made to
your company to the address listed in our shareholder records.
Any comments or questions you may have concerning the proposal described in the
proxy statement are welcome and I would very much appreciate the opportunity to
discuss them with you personally. Please do not hesitate to call me directly at
(314) 232-6358.
On behalf of our Board of Directors and management, thank you for your continued
interest and support.
Sincerely,
Robert M. Bokern
Director,
Investor Relations
Enclosure
RMB/ls
