RENT WAY INC
11-K, 1999-06-30
EQUIPMENT RENTAL & LEASING, NEC
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                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 11-K

     [X] FOR ANNUAL  REPORTS OF  EMPLOYEE  STOCK  PURCHASE,  SAVINGS AND SIMILAR
PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

     ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES ACT OF 1934

     For the fiscal year ended December 31, 1998

       [ ]2 TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

           For the transaction period from ____________ to __________

Commission file number: 000-22026

A. Full title of the plan and the  address of the  plan,if  different  from
   that of the issuer name below:

                  RENT-WAY, INC. 401(k) RETIREMENT SAVINGS PLAN

B. Name of issuer of securities held pursuant to the plan
   and the address of its principal executive office:


                                 RENT-WAY, INC.
                                ONE RENTWAY PLACE
                            ERIE, PENNSYLVANIA 16505



<PAGE>


                              REQUIRED INFORMATION

CONTENTS


<PAGE>



<TABLE>

<CAPTION>

<S>                                                                                                                   <C>
    Report of Independent Accountants                                                                                 3

    Financial Statements:

       Statement of Net Assets Available for Benefits, With Fund Information at
         December 31, 1998                                                                                            4

       Statement of Net Assets Available for Benefits, With Fund Information at
         December 31, 1997                                                                                            5

       Statement of Changes in Net Assets Available for Benefits, With Fund
         Information for the year ended December 31, 1998                                                             6

       Notes to Financial Statements                                                                                 7-9

    Supplemental Schedules:

       Item 27a - Schedule of Assets Held for Investment Purposes at
         December 31, 1998                                                                                           10

       Item 27d - Schedule of Reportable Transactions for the year ended
         December 31, 1998                                                                                           11

</TABLE>

<PAGE>


































                        REPORT OF INDEPENDENT ACCOUNTANTS


To the Employee Benefits Committee,
Participants and Administrator of
Rent-Way, Inc. 401(k) Retirement Savings Plan:

     In our opinion,  the  accompanying  statements of net assets  available for
benefits  and the  related  statements  of changes in net assets  available  for
benefits present fairly, in all material respects,  the net assets available for
benefits of the Rent-Way,  Inc. 401(k)  Retirement  Savings Plan (the "Plan") at
December 31, 1998 and December 31, 1997, and the changes in net assets available
for benefits for the year ended  December 31, 1998 in conformity  with generally
accepted   accounting   principles.   These   financial   statements   are   the
responsibility  of the Plan's  management;  our  responsibility is to express an
opinion on these  financial  statements  based on our audits.  We conducted  our
audits of these  statements  in  accordance  with  generally  accepted  auditing
standards which require that we plan and perform the audit to obtain  reasonable
assurance   about  whether  the  financial   statements  are  free  of  material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the  amounts  and  disclosures  in  the  financial  statements,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for the opinion expressed above.

     Our  audits  were  conducted  for the  purpose of forming an opinion on the
basic  financial  statements  taken as a whole.  The  supplemental  schedules of
Assets Held for Investment  Purposes and Reportable  Transactions  as of and for
the year ended  December 31, 1998,  are  presented for the purpose of additional
analysis and are not a required part of the basic  financial  statements but are
supplementary  information  required  by the  Department  of  Labor's  Rules and
Regulations for Reporting and Disclosure  under the Employee  Retirement  Income
Security Act of 1974.  The fund  information in the statements of changes in net
assets  available for benefits and statement of changes in net assets  available
for benefits is presented  for purposes of  additional  analysis  rather than to
present the net assets  available  for plan  benefits  and changes in net assets
available for plan benefits of each fund. These supplemental  schedules and fund
information are the  responsibility of the Plan's  management.  The supplemental
schedules and fund  information  have been subjected to the auditing  procedures
applied in the audits of the basic financial statements and, in our opinion, are
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.


PricewaterhouseCoopers LLP
June 18, 1999


















<PAGE>

<TABLE>
<CAPTION>



RENT-WAY, INC.
Statement of Net Assets Available for Benefits, With Fund Information for the
Year Ended December 31, 1998


                                                                  PUTNAM
                                                     THE          CONVERTIBLE
                                        PUTNAM       GEORGE       INCOME-            THE PUTNAM
                                        MONEY        PUTNAM       GROWTH             GROWTH AND     PUTNAM NEW         PUTNAM
                                        MARKET       FUND OF      TRUST              INCOME         OPPORTUNITIES      VOYAGER II
                                        FUND         BOSTON       FUND               FUND           FUND               FUND
   ---------------------------------- ------------ ------------- ----------------- ---------------- ------------------ -------------
    Investments:
<S>                                                   <C>         <C>               <C>              <C>               <C>
     Investments, at fair value                       $ 610,167   $  193,487        $  641,386       $    731,940      $  2,274,821
     Cash equivalents                     $ 287,234
     Employer contributions receivable
     Participants contributions receivable    5,754       8,090        4,398            28,238             34,582            32,379
     Participant notes receivable

            Total assets                  $ 292,988     618,257      197,885           669,624            766,522         2,307,200
                                          ---------    --------    ---------        ----------       ------------      ------------


    Net assets available for plan
        benefits                          $ 292,988   $ 618,257    $ 197,885        $  669,624       $    766,522      $  2,307,200
                                          =========   =========    =========        ==========       ============      ============
</TABLE>




<TABLE>
<CAPTION>



                                                  PUTNAM            PUTNAM
                                                  INTERNATIONAL     HIGH YIELD                      RENT-WAY
                                                  GROWTH            TRUST                LOAN        STOCK
                                                  FUND              FUND                 FUND        FUND            TOTAL
   ------------------------------------ --------------------------- --------------- ------------- ------------- -----------------
    Investments:


<S>                                             <C>                  <C>                           <C>           <C>
        Investments, at fair value              $  360,382           $ 49,751               -      $ 2,369,864   $   7,231,798
        Cash equivalents                                                                                         $     287,234
        Employer contribution receivable                                                                63,791          63,791
        Participants contributions receivable       13,653              4,711           1,881           25,783         159,469
        Participant notes receivable                     -                  -         236,247                -         236,247
                                                ----------           --------       ---------      -----------   -------------

            Total assets                           374,035             54,462         238,128        2,459,438       7,978,539
                                                ----------           --------       ---------      -----------   -------------


    Net assets available for plan benefits      $  374,035           $ 54,462       $ 238,128      $ 2,459,438   $   7,978,539
                                                ==========           ========       =========      ===========   =============






The accompanying notes are an integral part of these financial statements.


</TABLE>















 <TABLE>
<CAPTION>
                                                                                                                                4


RENT-WAY, INC.
Statement of Net Assets Available for Benefits, With Fund Information for the Year Ended December 31, 1997

                                                                  PUTNAM
                                                     THE          CONVERTIBLE
                                        PUTNAM       GEORGE       INCOME-            THE PUTNAM
                                        MONEY        PUTNAM       GROWTH             GROWTH AND     PUTNAM NEW          PUTNAM
                                        MARKET       FUND OF      TRUST              INCOME         OPPORTUNITIES       VOYAGER II
                                        FUND         BOSTON       FUND               FUND           FUND                FUND
   ---------------------------------- ------------ ------------- ----------------- ---------------- ------------------ -------------
    Investments:
<S>                                      <C>         <C>           <C>               <C>              <C>                <C>
      Investments, at fair value         $ 108,548   $ 97,304      $  45,815         $  366,545       $    384,368       $  848,907
      Cash equivalents
      Employer contributions receivable
      Participants contributions receivable  1,531      1,468            767             11,024             19,707           13,262
      Participant notes receivable

            Total assets                   110,079     98,772         46,582            377,569            404,075          862,169
                                         ---------   --------      ---------         ----------       ------------       ----------

    Net assets available for plan
         benefits                        $ 110,079   $ 98,772      $  46,582         $  377,569       $    404,075       $  862,169
                                         =========   ========      =========         ==========       ============       ==========



</TABLE>


<TABLE>
<CAPTION>




                                             PUTNAM                 PUTNAM
                                             INTERNATIONAL          HIGH YIELD                      RENT-WAY
                                             GROWTH                 TRUST              LOAN          STOCK
                                             FUND                   FUND               FUND          FUND       TOTAL
   ------------------------------------ --------------------------- --------------- ------------- ------------- -----------------
    Investments:
<S>                                            <C>                  <C>                           <C>           <C>
        Investments, at fair value             $   243,730          $ 34,058                 -    $ 1,548,346   $  3,569,073
        Cash equivalents                                                                                        $    108,548
        Employer contributions receivable                                                              26,839         26,839
        Participants contributions receivable        6,641             1,945        $    2,713          9,955         69,013
        Participant notes receivable                     -                 -           101,637              -        101,637
                                               -----------          --------        ----------    -----------   ------------

              Total assets                         250,371            36,003           104,350      1,585,140      3,875,110
                                               -----------          --------        ----------    -----------   ------------


    Net assets available for plan benefits     $   250,371          $ 36,003        $  104,350    $ 1,585,140   $  3,875,110
                                               ===========          ========        ==========    ===========   ============





The accompanying notes are an integral part of these financial statements.


</TABLE>














                                                                              5
<TABLE>
<CAPTION>


RENT-WAY, INC.
Statement of Changes in Net Assets Available for Benefits, With Fund Information
 for theYear Ended December 31, 1998

                                             THE         PUTNAM          THE
                                 PUTNAM      GEORGE      CONVERTIBLE     PUTNAM                                      PUTNAM
                                 MONEY       PUTNAM      INCOME-         GROWTH-     PUTNAM NEW        PUTNAM        INTERNATIONAL
                                 MARKET      FUND OF     GROWTH          INCOME      OPPORTUNITIES     VOYAGER II    GROWTH
                                 FUND        BOSTON      TRUST FUND      FUND        FUND              FUND          FUND
- ------------------------------ ------------- ----------- ------------- ------------ ------------------ ------------- --------------
<S>                                           <C>         <C>           <C>          <C>             <C>             <C>
 Net appreciation (depreciation)              $ (33,358)  $ (23,321)    $  19,002    $ 106,797       $   166,250     $ 41,890
  in fair market value of assets
   Interest                     $    1,462          403         168         1,460        3,166             2,964        1,355
   Dividends                        11,669       52,771      22,537        53,926       22,580            83,703       10,370
                                ----------    ---------   ---------     ---------    ---------        ----------     --------
                                    13,131       19,816        (616)       74,388      132,543           252,917       53,615

 Contributions:
   Participants                     63,853       53,565      31,798       269,882      317,311           308,307      118,668
      Employer's                         -            -           -             -            -                 -            -
      Transfer of assets           105,808      527,277     147,502             -            -         1,275,753            -
      Loan principal repayments     24,594        1,339         924        13,325       19,553            18,195       12,040
                                ----------    ---------   ---------     ---------    ---------       -----------     --------
                                   194,255      582,181     180,224       283,207      336,864         1,602,255      130,708
                                ----------    ---------   ---------     ---------    ---------       -----------     --------
         Total additions           207,386      601,997     179,608       357,595      469,407         1,855,172      184,323


Deductions:
     Withdrawals                   142,626       78,004      22,562        53,008       57,582           330,514        40,263
     Loans                           7,248        2,411       2,981        12,315       26,790            31,261         9,099
                                ----------    ---------   ---------     ---------    ---------       -----------      --------
         Total deductions          149,874       80,415      25,543        65,323       84,372           361,775        49,362


Net increase                        57,512      521,582     154,065       292,272      385,035         1,493,397       134,961
                                ----------    ---------   ---------     ---------    ---------       -----------      --------

Transfer between funds             125,397       (2,097)     (2,762)         (217)     (22,588)          (48,366)      (11,297)
                                ----------    ---------   ---------     ---------    ---------       -----------      --------
Net increases                      182,909      519,485     151,303       292,055      362,447         1,445,031       123,664
Beginning net assets               110,079       98,772      46,582       377,569      404,075           862,169       250,371
                                ----------    ---------   ---------     ---------    ---------       -----------      --------

Ending net assets               $  292,988    $ 618,257   $ 197,885     $ 669,624    $ 766,522       $ 2,307,200     $ 374,035
                                ==========    =========   =========     =========    =========       ===========     =========


</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                                         PUTNAM
                                         HIGH YIELD        LOAN         RENT-WAY
                                         TRUST FUND        FUND         STOCK FUND           TOTAL
     ----------------------------------- -------------- --------------- ---------------- ---------------


<PAGE>


    Additions to net assets attributed to:
      Net appreciation (depreciation) in
<S>                                          <C>          <C>            <C>              <C>
          fair value of assets               $ (7,623)    $  13,186      $  481,355       $  764,178
      Interest                                    160       (13,186)          2,048                -
      Dividends                                 4,066             -               8          261,630
                                             --------     ---------      ----------       ----------
                                               (3,397)            -         438,411        1,025,808

    Contributions:
      Participants                             30,926          (832)        252,792        1,446,270
      Employer's                                    -             -         454,848          454,848
      Transfer of assets                            -       132,180               -        2,188,520
      Loan principal repayments                   493      (101,331)         10,868                -
                                             --------     ---------      ----------       ----------
                                               31,419        30,017         718,508        4,089,638
                                             --------     ---------      ----------       ----------

                  Total additions              28,022        30,017       1,201,919        5,115,446

     Deductions:
       Withdrawals                              6,811        39,972         240,675        1,012,017
       Loans                                    2,140      (143,733)         49,488                -
                                             --------     ---------      ----------       ----------

              Total deductions                  8,951      (103,761)        290,163        1,012,017


        Net increase/decrease prior to
             interfund transfers               19,071       133,778         911,756        4,103,429
                                             --------      --------      ----------       ----------

        Transfer between funds                   (621)            -         (37,458)               -
                                             --------      --------      ----------       ----------
        Net increase/decrease                  18,459       133,778         874,298        4,103,429
        Net assets available for plan benefits,
             At beginning of year (Note 1)     36,003       104,350       1,585,140        3,875,110
                                             --------      --------      ----------       ----------

             At end of                       $ 54,462     $ 238,128     $ 2,459,438      $ 7,978,539


</TABLE>








                                                                              6




RENT-WAY, INC.
Notes to Financial Statements
December 31, 1998 and 1997

1.       DESCRIPTION OF PLAN:

     The following  description of the Rent-Way,  Inc. 401(k) Retirement Savings
Plan ("the Plan") provides only general  information.  Participants should refer
to the Plan agreement for a more complete description of the Plan's provisions.

     GENERAL:  The Plan is a defined  contribution  plan  covering all full-time
employees of Rent-Way, Inc. (the "Company") who are age eighteen or older. It is
subject to the provisions of the Employee Retirement Income Security Act of 1974
(ERISA).

     CONTRIBUTIONS: Each year, participants may contribute up to fifteen percent
of pre-tax annual  compensation,  as defined in the Plan.  Participants may also
contribute  amounts  representing  distributions  from other  qualified  defined
benefit or contribution  plans. The Company makes a matching  contribution equal
to a specified percentage of the participant's  contribution (up to a maximum of
six percent of a participants'  total  compensation).  Additional amounts may be
contributed at the Company's discretion. All employer contributions are invested
in the Company's  common stock,  with the exception that, to avoid the retention
of idle funds, such contributions may be invested in cash equivalent  securities
for periods generally not exceeding thirty days.

     PARTICIPANT  ACCOUNTS:  Each  participant's  account is  credited  with the
participant's  contribution  and allocations of (a) the Company's  contributions
and,  (b) Plan  earnings.  Allocations  are based on  participant  earnings,  as
defined in the Plan agreement. The benefit to which a participant is entitled is
the benefit that can be provided from the participant's vested account.

     VESTING:  Participants are immediately  vested in their  contributions plus
actual  earnings  thereon.  The  Company's  matching  contributions  plus actual
earnings  thereon vest based on years of continuous  service,  as defined in the
Plan agreement.  A participant's  employer  contributions vest in twenty percent
increments per year and are fully vested after five years of credited service.

     CASH  EQUIVALENTS:  Cash  equivalents  consist of short-term  highly liquid
investments,  with a three-month or less maturity, which are readily convertible
into cash.

     INVESTMENT  OPTIONS:  Upon enrollment in the Plan, a participant may direct
employee  contributions  in five  percent  increments  in any of the  investment
options:

     o PUTNAM MONEY MARKET FUND -- Putnam Money Market Fund seeks as high a rate
of current income as Putnam Investment  Management,  Inc. believes is consistent
with  preservation of capital and  maintenance of liquidity.  It is designed for
investors seeking current income with stability of principal.

     o THE  GEORGE  PUTNAM  FUND OF BOSTON -- The George  Putnam  Fund of Boston
seeks to provide a balanced investment composed of a well-diversified  portfolio
of stocks and bonds, which will produce both capital growth and current income.

     o  PUTNAM  CONVERTIBLE  INCOME-GROWTH  TRUST  FUND  --  Putnam  Convertible
Income-Growth  Trust  seeks,  with equal  emphasis,  current  income and capital
appreciation.  Its secondary  objective is conservation of capital. A particular
security  selected for the fund's  portfolio need not reflect all aspects of the
fund's investment objectives.

     o THE PUTNAM  GROWTH AND INCOME  FUND -- The Putnam  Growth and Income Fund
seeks  capital  growth and current  income.  The fund is designed for  investors
seeking a diversified  portfolio  offering the  opportunity  for capital  growth
while also providing current income.

     o PUTNAM  NEW  OPPORTUNITIES  FUND -- Putnam New  Opportunities  Fund seeks
long-term   capital   appreciation.   Current   income  is  only  an  incidental
consideration.

     o PUTNAM VOYAGER II FUND -- Putnam Voyager II Fund seeks  long-term  growth
of capital.  The fund is designed for investors willing to assume  above-average
risk in return for above-average capital growth potential.




                                                                              7


RENT-WAY, INC.
Notes to Financial Statements, continued
December 31, 1998 and 1997

1.       DESCRIPTION OF PLAN, CONTINUED:

     o PUTNAM  INTERNATIONAL  GROWTH  FUND -- Putnam  International  Growth Fund
seeks capital  appreciation.  The fund is designed for investors seeking capital
appreciation  primarily through a diversified  portfolio of equity securities of
companies located in a country other than the United Stated.

     o PUTNAM HIGH YIELD  TRUST FUND -- Putnam  High Yield  Trust is  registered
under the Investment company Act of 1940, as amended, as a diversified, open-end
management  investment company.  The fund seeks high current income by investing
primarily in high-yielding,  lower-rated  fixed-income securities constituting a
portfolio  that Putnam  Investment  Management,  Inc.  believes does not involve
undue risk to income or principal.

     o  RENT-WAY  STOCK  FUND -- This fund is  comprised  exclusively  of Common
Shares,  without  par value of the Company  (Common  Shares).  Each  participant
electing to purchase  Common Shares  through the Stock Fund is permitted to vote
such Common Shares in the same manner as any other  shareholder and is furnished
proxy materials to such effect.  If a participant does not vote their proxy, the
trustee  votes the proxy for the  participant's  Common  Shares.  Common  Shares
purchases under the account are generally purchased on the open market for cash.
The price of  Common  Shares  purchased  on the open  market is priced  for each
participant's account at an average purchase price of all shares purchased, plus
brokerage fees,  taxes,  commissions and expenses  incident to the purchase.  No
more than 50% of a  participant's  contributions  may be  invested  in the Stock
Fund.

     PARTICIPANT  LOANS:  Participants  may borrow  from  their fund  accounts a
minimum  of $1,000 up to a maximum  equal to the lesser of $50,000 or 50 percent
of their account balance.  Loan transactions are treated as a transfer to (from)
the investment fund from (to) the Loan Fund. Loan terms shall not exceed 5 years
except in the case of a loan for the purpose of acquiring any house,  apartment,
condominium,   or  in  certain  circumstances  a  mobile  home.  The  loans  are
collateralized by the balance in the participant's  account and bear interest at
a rate commensurate  with local prevailing rates as determined  quarterly by the
Plan administrator. Interest rates range from 6 percent to 10 percent. Principal
and interest are paid at least quarterly.

     PAYMENT OF BENEFITS: On termination of service due to death,  disability or
retirement, a participant or beneficiary receives a lump-sum amount equal to the
value  of  the  participant's  vested  interest  in  his  or  her  account.  For
termination of service due to other reasons, a participant may receive the value
of the vested interest in his or her account as a lump-sum distribution.

     FORFEITED  ACCOUNTS:  At December  31, 1998 and 1997,  forfeited  nonvested
accounts  totaled $53,523 and $38,436,  respectively.  These amounts are used to
fund administrative expenses otherwise funded by the Company.

     PLAN  TERMINATION:  Although the Company has not expressed any intent to do
so, the Company has the right under the Plan to discontinue its contributions at
any time and to terminate the Plan subject to the  provisions  of ERISA.  In the
event the Plan is  terminated,  participants  will  become  fully  vested in all
contributions and related earnings in their accounts.

     ADMINISTRATIVE  EXPENSES:  Administrative  expenses of the Plan are paid by
the Company.


2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

     BASIS OF  ACCOUNTING:  The  financial  statements  of the Plan are prepared
under the accrual basis of accounting.

     USE OF ESTIMATES:  The  preparation  of financial  statements in conformity
with  generally  accepted  accounting  principles  requires  management  to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the reported  amounts of  additions  and  deductions  during the
reporting period. Actual results could differ from those estimates.

     RISKS AND  UNCERTAINTIES:  The Plan provides for various investment options
in any combination of stocks and mutual funds. Investment securities are exposed
to various risks, such as interest rate, market and credit.  Due to the level of
risk associated with certain  investment  securities,  it is at least reasonably
possible that changes in risks in the near term could materially affect


                                                                             8

RENT-WAY, INC. 401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, continued
DECEMBER 31, 1998 and 1997


2.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED:

     participants'  account  balances and the amounts reported in the Statements
of Net Assets Available for Benefits and the Statements of Changes in Net Assets
Available for Benefits.

     INVESTMENT  VALUATION AND INCOME  RECOGNITION:  The Plan's  investments are
stated at fair value.  Shares of registered  investment  companies are valued at
quoted market  prices which  represent the net asset value of shares held by the
Plan at  year-end.  The  Company  stock is valued at the last sales price of the
last business day of the year.  Participant  notes receivable are valued at cost
which approximates fair value.

     Purchases  and sales of  securities  are  recorded on a  trade-date  basis.
Interest income is recorded on the accrual basis.  Dividends are recorded on the
ex-dividend date.

     The Plan presents in the  statement of changes in net assets  available for
plan  benefits,  the net  appreciation  (depreciation)  in the fair value of its
investment  which  consists of the realized  gains or losses and the  unrealized
appreciation (depreciation) on those investments.

PAYMENT OF BENEFITS:  Benefits are recorded when paid.


3.       RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500:

     There were no differences between net assets available for plan benefits at
December 31, 1998 and 1997 or between  changes in net assets  available for plan
benefits for the year ended  December 31, 1998 per the financial  statements and
the  respective  Form  5500's.  In addition,  investments  at fair value per the
financial  statements and Form 5500 agree in total.  However,  minor differences
(less than  $100) of the amount of  investments  at fair  value  within  certain
individual  investment funds exist between the 1998 financial statements and the
1998 Form 5500.

4.       TAX STATUS:

     The Internal  Revenue Service has determined and informed the Employer by a
letter dated  January 27, 1999,  that the Plan and related trust are designed in
accordance with applicable sections of the Internal Revenue Code ("IRC").

5.       TRANSFER OF ASSETS:

     In 1998, the Company acquired Champion Rentals, Inc. ("Champion"). The Plan
was  amended  to allow  employees  of  Champion,  who  have met the  eligibility
requirements of the Plan, to become  participants in the Plan effective June 30,
1998. Accordingly,  investments of $2,188,520 were transferred from the Champion
Rent to Own 401 (k) Plan to the Plan's investment funds in July, 1998.

















<TABLE>
<CAPTION>
                                                                                                                                  9


RENT-WAY, INC.
Schedule of Assets Held for Investment Purposes - Item 27a
December 31, 1998


                                                                                                                      CURRENT
                         ISSUE                      DESCRIPTION                                     COST               VALUE
                -------------------------- --------------------------------------------------- --------------- ---------------------
<S>                                                                                            <C>                     <C>
                 Putnam Investments        Putnam Money Market Fund*                           $     287,234           287,234
                                           The George Putnam Fund of Boston*                         635,567           610,167
                                           Putnam Convertible Income -Growth Trust Fund*                   -                 -
                                           Trust Fund                                                215,300           193,487
                                           The Putnam Growth and Income Fund*                        634,072           641,386
                                           Putnam New Opportunities Fund*                            605,654           731,940
                                           Putnam Voyager II Fund                                  1,967,722         2,274,821
                                           Putnam International Growth Fund*                         318,035           360,382
                                           Putnam High Yield Trust Fund*                              56,978            49,751
                                           Loan Fund                                                     N/A           236,247
                                           Rent-Way Stock Fund**                                   1,535,114         2,369,864


*        These  investment  options  are  interests  in  registered   investment
         companies therefore the securities do not have maturity dates, rates of
         interest, collateral, par or maturity values.

**       The  Rent-Way  Stock Fund  includes  sponsoring  company  common  stock
         therefore  maturity  dates,  rates  of  interest,  collateral,  par  or
         maturity values are not applicable.



</TABLE>

































<TABLE>
<CAPTION>
                                                                                                                                 10



RENT-WAY, INC.
Schedule of Reportable Transactions - Form 5500, Item 27d
Year Ended December 31, 1998



                                                                                                       CURRENT
                                                                            EXPENSE                    VALUE OF
                                                                            INCURRED WITH              ASSET ON
                                           PURCHASE   SELLING    LEASE      TRANSACTIONS    COST OF    TRANSACTION   NET GAIN
PARTY                DESCRIPTION           PRICE      PRICE      RENTAL                     ASSET      DATE          OR (LOSS)
- -------------------- -------------------- ---------- --------  ---------- -------------    ---------- -----------    --------

Individual
Purchase
Transactions
- ------------

None

Series of Purchase
/ Sale Transactions
- -------------------

Putnam Investments   The Putnam Growth and
<S>                                         <C>                                <C>           <C>         <C>         <C>
                     Income Fund            $ 354,508       N/A      N/A       $     -       $ 354,508   $  354,508  $      -

                     Putnam Voyager II Fund   427,232       N/A      N/A             -         427,232      427,232         -

                     Putnam Voyager II Fund       N/A   $  443,321   N/A             -         461,997      443,321         -

                     Putnam New Opportunities
                     Fund                     357,414       N/A      N/A             -         357,414      357,414         -

                     Rent-Way Stock Fund      834,637       N/A      N/A             -         834,637      834,637         -

                     Rent-Way Stock Fund          N/A      493,641   N/A             -         309,024      493,641   184,617

                     Putnam Money Market Fund 224,240       N/A      N/A             -         224,240      224,240         -


</TABLE>




































RENT-WAY, INC. 401(k) RETIREMENT SAVINGS PLAN

Signatures


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



                                            RENT-WAY, INC. 401(k) RETIREMENT
Date:  June 30, 1999                                 SAVINGS PLAN

                                                By: /s/ Jeffrey A. Conway
                                              -----------------------------
                                                Jeffrey A. Conway, Trustee










                               INDEX TO EXHIBITS


Exhibit No.           Name
- -----------           ----
    23                Consent of PricewaterhouseCoopers LLP










                                                                    EXHIBIT 23

                       Consent of Independent Accountants

We consent to the incorporation by reference in the registration statement
of Rent-Way, Inc. on Form S-8 (File Number 0-22026) of our report dated
June 18, 1999, on our audits of the financial statements and supplemental
schedules of Rent-Way, Inc. 401(k) Retirement Savings Plan as of December 31,
1998 and 1997 anf for the year ended December 31, 1998, which report is
included in this Annual Report on 11-K.


                                                   PricewaterhouseCoopers LLP

Cleveland, Ohio
June 29, 1999





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