Filed Pursuant to
Rule 424(b)(3)
File No. 333-37635
PRICING SUPPLEMENT NO. 13 DATED
AUGUST 13, 1998 TO PROSPECTUS
DATED JULY 31, 1998 AND PROSPECTUS
SUPPLEMENT DATED JULY 31, 1998
BOEING CAPITAL CORPORATION
Series X Medium-Term Notes
Due Nine Months or More From Date of Issue
Except as set forth herein, the Series X Medium-Term Notes offered
hereby (the "Notes") have such terms as are described in the accompanying
Prospectus dated July 31, 1998, as amended and supplemented by the Prospectus
Supplement dated July 31, 1998 (the "Prospectus").
Aggregate Principal Amount: $10,000,000
Original Issue Date
(Settlement Date): August 18, 1998
Stated Maturity Date: June 20, 2000
Interest Rate: 5.78%
Interest Payment Dates: March 15 and September 15,
commencing September 15, 1998
Type of Notes Issued: [ X ] Senior Notes [ X ] Fixed Rate Notes
[ ] Subordinated Notes [ ] Floating Rate Notes
Optional Redemption: [ ] Yes
[ X ] No
Form of Notes Issued: [ X ] Book-Entry Notes
[ ] Certificated Notes
CUSIP Number: 09700WAY9
PURCHASE AS PRINCIPAL
This Pricing Supplement relates to $10,000,000 aggregate principal
amount of Notes that are being purchased, as principal, by Chase Securities Inc.
("Chase") for resale to one or more investors at varying prices related to
prevailing market conditions at the time or times of resale as determined by
Chase. Net proceeds payable by Chase to Boeing Capital Corporation (the
"Company") will be 99.929% of the aggregate principal amount of the Notes, or
$9,992,900 before deduction of expenses payable by the Company. In connection
with the sale of the Notes, Chase may be deemed to have received compensation
from the Company in the form of underwriting discounts in the amount of .071% or
$7,100.