BOEING CAPITAL CORP
8-K, 1999-10-04
FINANCE LESSORS
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                                 United States
                      Securities and Exchange Commission
                            Washington, D.C. 20549


- ----------------------------------------------------------------------------

                                   Form 8-K


                                Current Report


    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



- ----------------------------------------------------------------------------

                      Date of Report:  October 4, 1999

- ----------------------------------------------------------------------------


                        BOEING CAPITAL CORPORATION
           (Exact name of registrant as specified in its charter)



         Delaware                    95-2564584                  0-10795
(State or other jurisdiction of    (I.R.S. Employer        (Commission File No.)
 Incorporation or Organization)     Identification No.)


                   4060 Lakewood Boulevard, 6th Floor - Long Beach,
                             California 90808-1700
                     (Address of principal executive offices)

                                    (562) 627-3299
                   (Registrant's telephone number, including area code)

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<PAGE>


Item 5. Other Events

Detail  relating to the Other Event is set forth in the press  release set forth
as an Exhibit hereto.

Item 7.  Financial Statements, Pro Forma Financial Statements and Exhibits

         (a)   Financial statements of businesses acquired. Not applicable.

         (b)   Pro forma financial information. Not applicable.

          (c) Exhibits.
                The following is the Exhibit filed herewith.

         No.    Description

         20 Press Release issued by The Boeing Company on October 4, 1999.



<PAGE>





                                                      Signature


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, hereunto duly authorized.


                           Boeing Capital Corporation


October 4, 1999
                                       /s/  Thomas J. Motherway
                                       --------------------------------
                                       Thomas J. Motherway
                                       President and Principal Executive Officer







                                  EXHIBIT INDEX



     The following is the Exhibit filed herewith.

No.   Description

20 Press Release issued by The Boeing Company on October 4, 1999.


                  Boeing Reorganizes Product Financing Services

         SEATTLE,  Oct.  4,  1999  --  Boeing  announced  a  reorganization  and
consolidation  of its product  financing  activities  into a newly  restructured
subsidiary,  Boeing Capital  Corporation.  "This  reorganization  is intended to
enhance The Boeing  Company's  ability to address the financing  requirements of
its diverse  customer base and to capitalize on global growth  opportunities  to
increase  shareholder value for the company," said Walt Skowronski,  Boeing vice
president of finance and treasurer.  "As the world's largest aerospace  company,
we have  significant  capabilities to bring to this expanding  marketplace,  and
look forward to providing value-added services to all our customers."

         Boeing Capital  Corporation  will continue as a wholly owned subsidiary
of The Boeing Company,  but will now integrate the existing  financial  services
activities supporting commercial aircraft,  military aircraft and missiles,  and
space and  communication  markets.  Boeing Capital  Corporation will continue to
report in to the parent company's Treasury organization.

         "As the financial service arm of Boeing, our primary goal is to support
the sale of the company's products and services," said Tom Motherway,  president
of Boeing  Capital  Corporation.  "As in the past,  we will both  structure  and
arrange  financing.  Our  business  activities  will  encompass  a full range of
financing  services and  instruments.  We are excited about the opportunity this
presents for our customers and shareholders," Motherway said.

         The  headquarters  of Boeing Capital  Corporation  will move to Seattle
from Long Beach, Calif.




<PAGE>




                                                      Signature


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, hereunto duly authorized.


                           Boeing Capital Corporation


October 4, 1999
                                         ----------------------------------
                                         Thomas J. Motherway
                                         President (Principal Executive Officer)







                                  EXHIBIT INDEX



     The following is the Exhibit filed herewith.

No.   Description

20 Press Release issued by The Boeing Company on October 4, 1999.


                  Boeing Reorganizes Product Financing Services


         SEATTLE,  Oct.  4,  1999  --  Boeing  announced  a  reorganization  and
consolidation  of its product  financing  activities  into a newly  restructured
subsidiary,  Boeing Capital  Corporation.  "This  reorganization  is intended to
enhance The Boeing  Company's  ability to address the financing  requirements of
its diverse  customer base and to capitalize on global growth  opportunities  to
increase  shareholder value for the company," said Walt Skowronski,  Boeing vice
president of finance and treasurer.  "As the world's largest aerospace  company,
we have  significant  capabilities to bring to this expanding  marketplace,  and
look forward to providing value-added services to all our customers."

         Boeing Capital  Corporation  will continue as a wholly owned subsidiary
of The Boeing Company,  but will now integrate the existing  financial  services
activities supporting commercial aircraft,  military aircraft and missiles,  and
space and  communication  markets.  Boeing Capital  Corporation will continue to
report in to the parent company's Treasury organization.

         "As the financial service arm of Boeing, our primary goal is to support
the sale of the company's products and services," said Tom Motherway,  president
of Boeing  Capital  Corporation.  "As in the past,  we will both  structure  and
arrange  financing.  Our  business  activities  will  encompass  a full range of
financing  services and  instruments.  We are excited about the opportunity this
presents for our customers and shareholders," Motherway said.

         The  headquarters  of Boeing Capital  Corporation  will move to Seattle
from Long Beach, Calif.



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