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                                                                    EXHIBIT 23.2
 
                         INDEPENDENT AUDITORS' CONSENT
 
     We consent to the reference to our firm under the caption "Experts" in the
Registration Statement (Form S-4) and related Prospectus of The Boeing Company
for the registration of its common stock and to the incorporation by reference
therein of our reports dated January 22, 1997, with respect to the consolidated
financial statements of McDonnell Douglas Corporation incorporated by reference
in its Annual Report (Form 10-K) for the year ended December 31, 1996 and the
related financial statement schedule included therein, filed with the Securities
and Exchange Commission.
 
ERNST & YOUNG LLP
St. Louis, Missouri
June 18, 1997