SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C.   20549


                                 FORM 10-Q


                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTER ENDED FEBRUARY 28, 1999

                         COMMISSION FILE NUMBER 0-9061


                             ELECTRO RENT CORPORATION          
              Exact name of registrant as specified in its charter


        CALIFORNIA                                    95-2412961      
(State or other jurisdiction of                   (I.R.S. Employer  
incorporation or organization)                   Identification No.) 


       6060 SEPULVEDA BOULEVARD
         VAN NUYS, CALIFORNIA                          91411-2501    
(Address of principal executive offices)             (Zip code)

                                 (818)  786-2525               
              (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

                            Yes       X    NO        

At April 7, 1999 registrant had 24,456,749 shares of common stock
outstanding.

<PAGE>
                              ELECTRO RENT CORPORATION

                                      FORM 10-Q

                                  FEBRUARY 28, 1999

                                  TABLE OF CONTENTS


                                                                           Page
Part I:     FINANCIAL INFORMATION

      Condensed Consolidated Statements of Income for the Three Months
       and Nine Months Ended February 28, 1999 and 1998                       3

      Condensed Consolidated Balance Sheets at
       February 28, 1999 and May 31, 1998                                     4

      Condensed Consolidated Statements of Cash Flows for the
       Nine Months Ended February 28, 1999 and 1998                           5

      Notes to Condensed Consolidated Financial Statements                    6

      Management's Discussion and Analysis of Financial
        Condition and Results of Operations                                   7

Part II:    OTHER INFORMATION                                                11

SIGNATURES                                                                   12


                                     Page 2  
<PAGE>
<TABLE>
Part I.  FINANCIAL INFORMATION
-----------------------------------

                              ELECTRO RENT CORPORATION

                     CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                   (Unaudited) (000 omitted except per share data)
<CAPTION>
                                    Three Months Ended      Nine Months Ended  
                                   February 28             February 28
                                     1999        1998        1999        1998  
                                   --------    --------    ---------   ---------
<S>                                <C>         <C>         <C>         <C>
Revenues:
  Rentals and leases             $  56,382   $  73,313   $  179,086  $  150,099
  Sales of equipment
    and other revenues               8,430      11,879       27,320      24,486
                                   --------    --------    ---------   ---------
    Total revenues                  64,812      85,192      206,406     174,585
                                   --------    --------    ---------   ---------
Costs and expenses:
  Depreciation of equipment         27,092      31,362       81,111      58,093
  Costs of revenues other
    than depreciation                6,287       9,513       25,589      21,805
  Selling, general and
    administrative expenses         17,164      22,057       60,770      47,245
  Interest                           2,708       4,224        9,908       5,320
                                   --------    --------    ---------   ---------
    Total costs and expenses        53,251      67,156      177,378     132,463
                                   --------    --------    ---------   ---------
Income before income taxes          11,561      18,036       29,028      42,122

Income taxes                         4,740       7,396       11,901      17,270
                                   --------    --------    ---------   ---------
Net income                       $   6,821   $  10,640   $   17,127  $   24,852
                                   ========    ========    =========   =========
Earnings per share:
  Basic                          $    0.28   $    0.44   $     0.70        1.02
  Diluted                        $    0.27   $    0.42   $     0.68  $     0.99

Average shares used in 
  per share calculation:
  Basic                             24,453      24,321       24,434      24,273
  Diluted                           24,941      25,168       25,032      25,077


                                               

<FN>
                              See accompanying notes to
                    condensed consolidated financial statements.
</TABLE>
                                     Page 3  
<PAGE>
<TABLE>
                              ELECTRO RENT CORPORATION

                        CONDENSED CONSOLIDATED BALANCE SHEETS
                              (Unaudited) (000 omitted)

                                       ASSETS
<CAPTION>
                                                          February 28,  May 31,
                                                              1999        1998
                                                           ---------   ---------
<S>                                                        <C>         <C>
Cash                                                     $      891  $    2,281
Accounts receivable, net 
  of allowance for doubtful accounts                         53,921      66,518
Rental and lease equipment, net
  of accumulated depreciation                               245,652     293,048
Other property, net of accumulated
  depreciation and amortization                              22,801      25,867
Goodwill and intangibles, net of amortization                61,906      63,346
Other                                                         6,351       6,836
                                                           ---------   ---------
                                                         $  391,522  $  457,896
                                                           =========   =========

                        LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities:
  Bank borrowings                                        $  146,700  $  226,900
  Accounts payable                                           16,686      20,733
  Accrued expenses                                           22,804      21,749
  Deferred income taxes                                      16,149      16,505
                                                           ---------   ---------
    Total liabilities                                       202,339     285,887
                                                           ---------   ---------
Shareholders' equity:
  Common stock                                               10,457      10,410
  Retained earnings                                         178,726     161,599
                                                           ---------   ---------
    Total shareholders' equity                              189,183     172,009
                                                           ---------   ---------
                                                         $  391,522  $  457,896
                                                           =========   =========
<FN>
                              See accompanying notes to
                    condensed consolidated financial statements.

</TABLE>
                                     Page 4  
<PAGE>
                              ELECTRO RENT CORPORATION

                   CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (Unaudited) (000 omitted)
<TABLE>
<CAPTION>
                                                           Nine Months Ended  
                                                           February 28,
                                                              1999        1998 
                                                           ---------   ---------
<S>                                                        <C>         <C>
Cash flows from operating activities:
  Net income                                             $   17,127  $   24,852
  Adjustments to reconcile net income to net cash
    provided by operating activities:
    Depreciation and amortization                            84,822      60,814
    Provision for losses on accounts receivable               2,362       3,022
    Gain on sale of equipment                                (2,698)     (4,934)
    Change in operating assets and liabilities:
      (Increase) decrease in accounts receivable             10,235     (47,049)
      (Increase) decrease in other assets                       485      (3,977)
      Increase (decrease) in accounts payable                   541      (4,080)
      Increase in accrued expenses                            1,055       1,765
      Decrease in deferred income taxes                        (356)       (518)
                                                           ---------   ---------
      Net cash provided by operating activities             113,573      29,895
                                                           ---------   ---------
Cash flows from investing activities:
  Payment for acquisition of business                            -     (239,212)
  Proceeds from sale of equipment                            23,480      21,659
  Payments for purchase of rental and lease equipment       (57,963)    (59,228)
  Payments for purchase of other property                      (327)     (1,422)
                                                           ---------   ---------
      Net cash used in investing activities                 (34,810)   (278,203)
                                                           ---------   ---------
Cash flows from financing activities:
  Increase (decrease) in short-term bank borrowings         (80,200)    246,000
  Proceeds from issuance of common stock                         47         149
                                                           ---------   ---------
      Net cash provided by (used in) financing activities   (80,153)    246,149
                                                           ---------   ---------
Net increase in cash                                         (1,390)     (2,159)
Cash at beginning of period                                   2,281       2,207
                                                           ---------   --------- 
Cash at end of period                                    $      891  $       48
                                                           =========   =========
<FN>
                              See accompanying notes to
                    condensed consolidated financial statements.
                                     Page 5  
</TABLE>
<PAGE>
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                (UNAUDITED)

Note 1 -- Basis of Presentation
-----------------------------------
The unaudited consolidated financial statements are condensed and do not 
contain all information required by generally accepted accounting 
principles to be included in a full set of financial statements.  The 
condensed consolidated financial statements include Electro Rent 
Corporation and the accounts of its wholly owned subsidiaries. 

All intercompany balances and transactions have been eliminated.  The 
information furnished reflects all adjustments which are, in the opinion of 
management, necessary to a fair statement of the financial position and the 
results of operations of the Company.  All such adjustments are of a normal 
recurring nature. 

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 liabilities and 
disclosure of contingent assets and liabilities at the date of the 
financial statements and the reported amounts of revenues and expenses 
during the reporting period.  Actual results could differ from those 
estimates.


Note 2 -- Net Income Per Share
-----------------------------------
Shares outstanding for the three and nine month periods ended February 28, 
1999 have been restated to give effect to the two-for-one stock split 
effected in the form of a 100% stock dividend on April 30, 1998.

Note 3 -- Interest and Income Taxes Paid
-------------------------------------------
Total interest paid during the nine month periods ended February 28, 1999 
and 1998 was $11,057,000 and $3,443,000, respectively.  Total income taxes 
paid during the nine month period ended February 28, 1999 were $8,399,000 
compared to $18,340,000 during the same period in the prior year.  Interest 
and income taxes paid will vary from amounts recorded in the financial 
statements.

Note 4 -- Noncash Investing and Financing Activities 
------------------------------------------------------- 
The Company acquired equipment totaling $14,642,000 and $19,231,000 as of 
February 28, 1999 and May 31, 1998, respectively, and $7,148,000 and 
$19,405,000 as of February 28, 1998 and May 31, 1997, respectively, payable 
during subsequent quarters.  

Note 5 -- Capital Leases
----------------------------
The Company has certain customer leases providing bargain purchase options 
with a portion of lease revenue deferred until option exercise.   At 
February 28, 1999 investment in sales-type leases of $993,000 net of 
deferred interest of $62,000 is included in other assets.  Interest income 
is recognized over the life of the lease using the interest method.

                                     Page 6  
<PAGE>
Item 2.     Management's Discussion and Analysis of Financial Condition and   
                  Results of Operations                                

The following discussion addresses the financial condition of the Company 
as of February 28, 1999 and the results of operations for the nine month 
periods ended February 28, 1999  and 1998.  This discussion should be read 
in conjunction with the Management's Discussion and Analysis section 
included in the Company's Annual Report on Form 10-K (pages  13-14) to 
which the reader is directed for additional information.

On November 14, 1997, the Company acquired the computer and test and 
measurement rental business of GE Capital Technology Management Services 
(TMS), a competitor of Electro Rent, for a purchase price of approximately 
$240.8 million.  

Results of Operations

Comparison of Three Months Ended February 28, 1999 and 1998

Total revenues for the three months ended February 28, 1999 decreased 24% 
to $64.8 million from $85.2 million, primarily as a result of higher than 
expected attrition of TMS customers and a generally weak market following 
the acquisition of TMS.  Rental and lease revenues decreased 23% to $56.4 
million and sales of equipment and other revenues decreased 29% to $8.4 
million, largely for the reasons noted above. It is not possible to 
accurately determine the effects of the TMS acquisition on revenues because 
of the almost immediate integration of all TMS operations.   

Depreciation of equipment increased from 43% of rental and lease revenues 
in the third quarter of fiscal 1998 to 48% of rental and lease revenues in 
the third quarter of fiscal 1999.  This increase is primarily due to lower 
equipment utilization since the TMS acquisition, an increased proportion of 
lower yield personal computer operating leases in the acquired TMS 
equipment pool and an acceleration of depreciation for personal computers 
which was implemented at the beginning of fiscal 1999.

Costs of revenues other than depreciation primarily includes the cost of 
equipment sales, which decreased from 77% of equipment sales in the third 
quarter of fiscal 1998 to 69% of equipment sales in the third quarter of 
fiscal 1999.  This decrease is primarily attributable to a firming in the 
continuing volatile market for used equipment sales, a profitable large 
buyout in the current quarter and the revaluation of the acquired TMS 
equipment pool which was completed in the second quarter of fiscal 1999.  

Selling, general and administrative expenses totaled $17.2 million for the 
third quarter of fiscal 1999 as compared to $22.1 million for the third 
quarter of fiscal 1998, representing 26% of total revenues for both 
periods.  The continuity of the expense ratio reflects revenue declines 
experienced during the last twelve months, offset by cost savings resulting 
from the integration of TMS, including the elimination of redundant 
functions and facilities.

As a result of the changes in revenues, operating costs and expenses 
discussed above, earnings before interest and taxes were $14.3 million or 
22% of total revenues in the third quarter of fiscal 1999 compared to $22.3 
million or 26% of total revenues in the third quarter of fiscal 1998.

Interest expense decreased to $2.7 million in the third quarter of fiscal 
1999 from $4.2 million in the third quarter of fiscal 1998.  This decrease 
is a result of repayments of the Company's loans with various banks, and to 
a lesser extent, a reduction in the effective interest rate on those loans.

Comparison of Nine Months Ended February 28, 1999 and 1998

Total revenues for the nine months ended February 28, 1999 increased 18% to 
$206.4 million from $174.6 million in the prior year comparable period, 
primarily reflecting the acquisition of TMS.  Rental and lease revenues 
increased 19% to $179.1 million and sales of equipment and other revenues 
increased 12% to $27.3 million.  These increases primarily relate to the 
full year effect in fiscal 1999 of the TMS acquisition.  It is not possible 
to accurately determine the effects of the TMS acquisition on revenues 
because of the almost immediate integration of all TMS operations.  
Partially offsetting the additional revenue base initially provided by the 
TMS acquisition were the effects of a higher than expected attrition of TMS 
customers and a generally weak market following the acquisition of TMS.

Depreciation of equipment increased from 39% of rental and lease revenues 
in the first nine months of fiscal 1998 to 45% of rental and lease revenues 
in the first nine months of fiscal 1999.  This increase is primarily due to 
lower equipment utilization since the TMS acquisition, an increased 
proportion of lower yield personal computer operating leases in the 
acquired TMS equipment pool and an acceleration of depreciation for 
personal computers which was implemented at the beginning of fiscal 1999.

Costs of revenues other than depreciation primarily includes the cost of 
equipment sales, which increased from 77% of equipment sales in the first 
nine months of fiscal 1998 to 89% of equipment sales in the nine months of 
fiscal 1999.  This increase is primarily attributable to a weak market for 
both personal computers and test and measurement equipment and an increased 
proportion of personal computer sales in the first half of fiscal 1999. 

Selling, general and administrative expenses totaled $60.8 million or 29% 
of total revenues for the first nine months of fiscal 1999 as compared to 
$47.2 million or 27% of total revenues for the first nine months of fiscal 
1998.  The increase in the expense ratio reflects revenue declines 
experienced during the last twelve months, partially offset by cost savings 
resulting from the integration of TMS, including the elimination of 
redundant functions and facilities.

As a result of the changes in revenues, operating costs and expenses 
discussed above, earnings before interest and taxes were $38.9 million or 
19% of total revenues in the first nine months of fiscal 1999 compared to 
$47.4 million or 27% of total revenues in the first nine months of fiscal 
1998.

Interest expense increased to $9.9 million in the first nine months of 
fiscal 1999 from $5.3 million in the first nine months of fiscal 1998. The 
increase is a result of additional bank borrowings used to finance the TMS 
acquisition.


Liquidity and Capital Resources

The Company's primary capital requirements are purchases of rental and 
lease equipment and debt service.  The Company purchases equipment 
throughout each year to replace equipment which has been sold and to 
maintain adequate levels of rental equipment to meet existing and new 
customer needs.  The market for personal computers and test and measurement 
equipment has declined during the last twelve months.  In spite of the 
larger equipment pool after the TMS acquisition, expenditures decreased in 
the first nine months of fiscal 1999 as compared with the comparable prior 
year period and are expected to continue at a lower level for the remainder 
of the year.  As a result, bank borrowings are expected to continue 
declining.

During the nine months ended February 28, 1999 and 1998 net cash provided 
by operating activities was $113.6 million and $29.9 million, respectively.  
The increase in fiscal 1999 results primarily from the effects of the TMS 
acquisition and a decrease in accounts receivable.  During the nine months 
ended February 28, 1999 and 1998 net cash used in investing activities was 
$34.8 million and $278.2 million, respectively.  This decrease is 
attributable to the TMS acquisition in the prior year, partly offset by  a 
lower level of equipment purchases and increased equipment sales in fiscal 
1999.  During the first nine months of fiscal 1999 net cash used in 
financing activities was $80.2 million, reflecting decreased bank 
borrowings primarily from the increase in net cash provided by operating 
activities, while in the first nine months of fiscal 1998 net cash provided 
by financing activities was $246.1 million, reflecting increased bank 
borrowings for the TMS acquisition.

The Company has available a revolving line of credit of $180 million, 
subject to certain borrowing base restrictions, to meet acquisition needs 
as well as working capital and general corporate requirements.  The Company 
had borrowings of $146.7 million under the Credit Facility at February 28, 
1999.


Year 2000 Compliance

General.  The computer systems issue relating to dates beyond 1999 is the 
result of many computer programs being written to use and store dates with 
only the last two digits of the applicable year.  As a result, these 
programs may assume that all two digit dates are twentieth century dates.  
This could result in system failure, anomalous system behavior or incorrect 
system reporting. System failure could, in turn, temporarily affect the 
Company's ability to process customer transactions, interface with vendors 
and engage in similar normal business activities.

The Company has assessed how it may be impacted.  The Company has 
formulated and begun implementation of a plan to address all known aspects 
of the issue. The Company has already completed a substantial portion of 
this plan and is on schedule to fully complete the plan by May 1999.

Software Information Systems.  Software information systems consist of the 
Company's base financial and operations system (internally-developed 
PERFECT system), other smaller scale software applications and other 
programs developed internally.  All of these systems were found to be 
substantially year 2000 compliant with immaterial associated costs.

Vendor Provided Computer Hardware and Operating Systems.  Vendor provided 
computer hardware and operating systems include all data center equipment 
(Sun Microsystems Enterprise 6000) and networks (Novell and Microsoft NT).  
All of these systems were found to be substantially year 2000 compliant 
with the exception of the Sun 6000 operating system.  This was upgraded in 
February 1999 with immaterial associated costs.

Communications Systems.  Communications systems include all data center 
equipment and software systems used to support external communications with 
customers, employees, suppliers and business partners, and all corporate 
equipment and software systems used to support internal business management 
communications.  Corporate communications systems have been recently 
replaced and/or upgraded.  Each significant component of these 
communications systems has been tested and all were found to be 
substantially year 2000 compliant with immaterial associated costs.  The 
Company is currently evaluating communications systems at each of its field 
offices and will make any necessary replacements and/or upgrades by May 
1999.  The Company does not expect any associated costs to be material.

Suppliers and Other Business Partners.  This area of the plan called for 
all significant suppliers and other business partners to be monitored for 
year 2000 readiness.  The Company is not currently aware of any single 
vendor or business partner with year 2000 compliance issues that could have 
a material impact on the Company.  Year 2000 business transaction tests of 
all direct interfaces with vendors and other business partners will be 
completed by May 1999.  The Company can provide no assurance that year 2000 
compliance will be successfully implemented by all of its suppliers.

Contingency Planning.  The Company has not yet developed a comprehensive 
contingency plan to address the risk of operational problems and costs 
likely to result from a failure by the Company or by a supplier or business 
partner to address year 2000 readiness.  This plan will be developed by the 
end of May 1999.  It will list specific action plans for failure in any of 
the identified areas of the year 2000 compliance plan. The Company believes 
that failure to complete any of the remaining work to be done will not 
alone adversely affect the continuity of the core business.  The Company 
believes its current state of readiness is on schedule with a conservative 
plan to be fully year 2000 compliant by May 1999 and that business risks 
have been minimized.  However, there can be no guarantee that year 2000 
compliance issues not yet identified or fully addressed will not materially 
affect the Company's operations or expose it to third party liability.

<PAGE>
Part II.  OTHER INFORMATION
----------------------------

Items 1. through 3.
----------------------------
      Nothing to report.   


Item 4.  Submission of Matters to a Vote of Security Holders
-----------------------------------------------------------
      Nothing to report.   


Item 5.
----------------------------
      Nothing to report.   


Item 6.    Exhibits and Reports on Form 8-K
-------------------------------------------
      Nothing to report.   

<PAGE> 

SIGNATURES 

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 thereto duly authorized.

                                         ELECTRO RENT CORPORATION

DATED:        April 13, 1999            /s/ Craig R. Jones

                                          Craig R. Jones
                                          Vice President and
                                          Chief Financial Officer

                                     Page 13  
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