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                                                                    EXHIBIT 99.3
 
                     CONSENT OF J.P. MORGAN SECURITIES INC.
 
     We hereby consent to (i) the use of our opinion letter dated December 14,
1996 to the Board of Directors of McDonnell Douglas Corporation (the "Company")
included in Annex III to the Joint Proxy Statement/ Prospectus relating to the
proposed merger of the Company and The Boeing Company, and (ii) the references
to such opinion in such Joint Proxy Statement/Prospectus. In giving such
consent, we do not admit that we come within the category of persons whose
consent is required under Section 7 of the Securities Act of 1933, as amended,
or the rules and regulations of the Securities and Exchange Commission
thereunder, nor do we hereby admit that we are experts with respect to any part
of such Joint Proxy Statement/Prospectus within the meaning of the term
"experts" as used in the Securities Act of 1933, as amended, or the rules and
regulations of the Securities and Exchange Commission thereunder.
 
                                          J.P. MORGAN SECURITIES INC.
 
                                          By: /s/ TODD R. MARIN
 
                                            ------------------------------------
                                            Name: Todd R. Marin
                                            Title: Vice President
 
June 18, 1997