Filed Pursuant to
                                                                 Rule 424(b)(3)
                                                             File No. 333-82391


                         PRICING SUPPLEMENT NO. 6 DATED
                          AUGUST 16, 2001 TO PROSPECTUS
                      DATED AUGUST 31, 2000 AND PROSPECTUS
                        SUPPLEMENT DATED AUGUST 31, 2000

                           BOEING CAPITAL CORPORATION

                           Series XI Medium-Term Notes
                   Due Nine Months or More From Date of Issue

         Except as set forth herein, the Series XI Medium-Term Notes offered
hereby (the "Notes") have such terms as are described in the accompanying
Prospectus dated August 31, 2000, as amended and supplemented by the Prospectus
Supplement dated August 31, 2000 (the "Prospectus").

Aggregate Principal Amount:  $200,000,000

Original Issue Date          August 21, 2001
(Settlement Date):

Stated Maturity Date:        August 20, 2004

Interest Rate:               4.88%

Interest Payment Dates:      March 15 and September 15
                             commencing September 15, 2001

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:                09700WDP5


                           PURCHASE AS AGENTS

        This Pricing Supplement relates to $200,000,000 aggregate principal
amount of Notes that are being purchased, as Agents, in the amount of
$50,000,000 each by Credit Suisse First Boston Corporation ("CSFB"), J. P.
Morgan Securities Inc. ("JPMorgan"), Merrill Lynch, Pierce, Fenner and Smith,
Incorporated ("Merrill Lynch"), and Morgan Stanley & Co. Incorporated ("Morgan
Stanley") (collectively, the "Agents"). Net proceeds payable by the Agents to
Boeing Capital Corporation (the "Company") will be 99.814% of the aggregate
principal amount of the Notes, or $199,628,000 before deduction of expenses
payable by the Company. In connection with the sale of the Notes, the Agents
may be deemed to have received compensation from the Company in the form of
underwriting discounts in the aggregate amount of .186% or $372,000.