Filed Pursuant to Rule 424(b)(3)
Registration No. 333-26835
PROSPECTUS SUPPLEMENT
(To Prospectus dated June 13, 1997)
RENT-WAY, INC.
$20,000,000 7.0% CONVERTIBLE SUBORDINATED DEBENTURES DUE 2007
(INTEREST PAYABLE FEBRUARY 1 AND AUGUST 1)
AND
1,495,886 SHARES OF COMMON STOCK
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This Prospectus Supplement supplements the Prospectus dated June 13,
1997 relating to $20,000,00 aggregate principal amount of 7.0% Convertible
Subordinated Debentures due 2007 (the "Debentures") of Rent-Way, Inc., a
Pennsylvania corporation (the "Company") and 1,495,886 shares of Common Stock,
without par value of the Company, issuable upon the conversion of the
Debentures, subject to adjustment under certain circumstances (the "Common
Stock" and, together with the Debentures, the "Securities"). The Securities may
be offered and sold from time to time by the holders named herein pursuant to
this Prospectus Supplement. This Prospectus Supplement is incorporated by
reference into the Prospectus and should be read in conjunction with the
Prospectus. All terms used herein shall have the meaning given them in the
Prospectus.
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SEE "RISK FACTORS" BEGINNING ON PAGE 3 OF THE ACCOMPANYING PROSPECTUS
FOR A DISCUSSION OF CERTAIN FACTORS RELEVANT TO AN INVESTMENT IN THE SECURITIES.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS
THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED
UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE ACCOMPANYING
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
The date of this Prospectus Supplement is November 17, 1998.
The information set forth under the caption "Selling Security
Holders" at pages 16 and 17 of the Prospectus is supplemented to add the
following to the list of Selling Security Holders:
<TABLE>
<CAPTION>
Principal Amount
Principal Amount of Debentures
of that May Be Percentage of
Debentures Sold Notes
Name Owned Outstanding
Donaldson, Lufkin & Jenrette Securities
<S> <C> <C> <C>
Corporation $ 200,000 $ 200,000 1.0%
SoundShore Holdings Ltd. 5,269,000 5,269,000 26.3%
</TABLE>
Other than as a result of the ownership of the Securities
offered hereby, none of the Selling Security Holders has had any material
relationship with the Company within the past three years, except as noted
herein.
Because the Selling Security Holders may, pursuant to this
Prospectus, offer all or some portion of the Debentures and the shares of Common
Stock issuable upon conversion thereof they presently hold, no estimate can be
given as to the amount of the Debentures or the shares of Common Stock issuable
upon conversion thereof that will be held by such Selling Security Holders upon
completion of any such offering. In addition, the Selling Security Holders may
have sold, transferred or otherwise disposed of all or a portion of the
Debentures or the shares of Common Stock issuable upon conversion thereof since
the date on which they provided the information set forth above to the Company.
See "Plan of Distribution."
CORPORATE:214800_1 (4LQO_1)
