U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

     For the quarterly period ended June 30, 1999

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

     For the transition period from ____________ to ____________

                         Commission File Number 0-14819


                          RENT-A-WRECK OF AMERICA, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its Charter)


            Delaware                                             95-3926056
---------------------------------                            -------------------
  (State or other jurisdiction                                (I.R.S. Employer
of incorporation or organization)                            Identification No.)


11460 Cronridge Drive, Suite 120, Owings Mills, MD                 21117
--------------------------------------------------               ----------
    (Address of Principal Executive Offices)                     (Zip Code)


                   Issuer's telephone number: (410) 581-5755


              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

     Check whether the issuer (1) has filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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 [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

     State the number of shares  outstanding of each of the issuer's  classes of
common equity, as of the latest  practicable  date:  3,943,217 shares as of July
23, 1999.

     Transitional Small Business Disclosure Format (Check One): Yes [ ] No [X]
<PAGE>
                 RENT-A-WRECK OF AMERICA, INC. AND SUBSIDIARIES

                           FORM 10-QSB - JUNE 30, 1999

                                      INDEX


Part I. Financial Information                                             Page
                                                                          ----
Item 1. Financial Statements

        Consolidated Balance Sheets as of
          March 31, 1999 and June 30, 1999 (Unaudited)                     2-3

        Consolidated Statements of Earnings for
          the Three Months ended June 30, 1998 and 1999 (Unaudited)          4

        Consolidated Statements of Cash Flows for
          the Three Months ended June 30, 1998 and 1999 (Unaudited)          5

        Notes to Consolidated Financial Statements (Unaudited)             6-8

Item 2. Management's Discussion and Analysis of Financial Condition
          and Results of Operations                                       8-10

Part II. Other Information


Item 2. Changes in Securities and Use of Proceeds                           14

Item 3. Defaults Upon Senior Securities                                     14

Item 4. Submission of Matters to a Vote of Security Holders                 14

Item 5. Other Information                                                   14

Item 6. Exhibits and Reports on Form 8-K                                    14

Signatures                                                                  15
<PAGE>
PART I - FINANCIAL INFORMATION

Item 1 - Financial Statements

                 RENT-A-WRECK OF AMERICA, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS

                                                       March 31,      June 30,
                                                         1999           1999
                                                      -----------   -----------
                                                                    (Unaudited)
CURRENT ASSETS:
 Cash and Cash Equivalents                            $   861,794   $ 1,152,602
 Restricted Cash                                          718,543       720,565
 Accounts Receivable, net of allowance
  for doubtful accounts of $655,418 and $733,547 at
   March 31, 1999 and June 30, 1999, respectively:
    Continuing License Fees and Advertising Fees          336,242       350,511
    Current Portion of Notes Receivable                   388,812       393,689
    Current Portion of Direct Financing Leases              7,850         3,408
    Insurance Premiums Receivable                         635,532           721
    Other                                                  61,081        80,107
 Prepaid Expenses                                         166,421       160,293
 Deferred Taxes                                           199,028       227,690
                                                      -----------   -----------
   TOTAL CURRENT ASSETS                                 3,375,303     3,089,586
                                                      -----------   -----------
PROPERTY AND EQUIPMENT:
 Furniture                                                 93,505        93,505
 Computer Hardware and Software                           370,012       373,243
 Machinery and Equipment                                   82,650        82,650
 Leasehold Improvements                                    37,896        37,896
 Vehicles                                                  90,507        92,310
                                                      -----------   -----------
                                                          674,570       679,604
 Less: Accumulated Depreciation and Amortization         (388,887)     (415,705)
                                                      -----------   -----------
NET PROPERTY AND EQUIPMENT                                285,683       263,899
                                                      -----------   -----------
OTHER ASSETS:
 Intangible Assets, net of accumulated
   amortization of $126,192 and $131,510 at
   March 31, 1999 and June 30, 1999, respectively         192,872       203,413
 Long-term Portion of Notes and Direct Financing
   Lease Receivables                                       32,088        59,581
                                                      -----------   -----------
                                                          224,960       262,994

   TOTAL ASSETS                                       $ 3,885,946   $ 3,616,479
                                                      ===========   ===========

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

                                        2
<PAGE>
                 RENT-A-WRECK OF AMERICA, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                      LIABILITIES AND SHAREHOLDERS' EQUITY


                                                       March 31,     June 30,
                                                         1999          1999
                                                      -----------   -----------
                                                                    (Unaudited)
CURRENT LIABILITIES:
 Accounts Payable and Accrued Expenses                $   709,506   $   588,055
 Dividends Payable                                         22,782        22,600
 Insurance Financing Payable                              564,684       472,581
 Insurance Loss Reserves                                  366,022       418,453
 Income Taxes Payable                                     181,662         9,984
                                                      -----------   -----------
   TOTAL CURRENT LIABILITIES                            1,844,656     1,511,673
                                                      -----------   -----------
   TOTAL LIABILITIES                                    1,844,656     1,511,673
                                                      -----------   -----------
COMMITMENTS AND CONTINGENCIES                                  --            --

SHAREHOLDERS' EQUITY:

 Convertible Cumulative Series A Preferred Stock,
   $.01 par value; authorized 10,000,000 shares;
   issued and outstanding 1,139,125 and 1,130,000
   shares at March 31, 1999 and at June 30, 1999
   (aggregate  liquidation  preference $911,300
   and $904,000 at March 31, 1999 and June 30, 1999)       11,391        11,300
 Common Stock, $.01 par value; authorized
   25,000,000 shares; issued and outstanding
   3,934,092 shares at March 31, 1999 and
   3,943,217 shares at June 30, 1999                       39,340        39,432
 Additional Paid-In Capital                             2,209,182     2,209,182
 Accumulated Deficit                                     (218,623)     (155,108)
                                                      -----------   -----------
   TOTAL SHAREHOLDERS' EQUITY                           2,041,290     2,104,806
                                                      -----------   -----------
   TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY         $ 3,885,946   $ 3,616,479
                                                      ===========   ===========

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

                                        3
<PAGE>
                 RENT-A-WRECK OF AMERICA, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF EARNINGS
                                   (UNAUDITED)

                                                   Three Months Ended June 30,
                                                   ----------------------------
                                                       1998              1999
                                                    ----------       -----------
REVENUES:
 Initial License Fees                               $  312,000       $  362,001
 Continuing License Fees                               582,578          679,305
 Advertising Fees                                      191,455          220,784
 Insurance Premiums                                    162,043          175,849
 Other                                                  37,533           41,222
                                                    ----------       ----------
                                                     1,285,609        1,479,161
EXPENSES:
 Salaries, Consulting Fees and
   Employee Benefits                                   204,187          246,437
 Advertising and Promotion                             285,171          322,019
 Insurance Underwriting Expenses                       137,060          144,954
 Sales and Marketing                                   169,830          178,364
 General and Administrative                            245,456          234,361
 Depreciation and Amortization                          34,019           32,135
                                                    ----------       ----------
                                                     1,075,723        1,158,270

      OPERATING INCOME                                 209,886          320,891

OTHER INCOME (EXPENSE)
 Interest Income                                        21,286           24,393
 Interest Expense                                       (5,166)          (6,614)
                                                    ----------       ----------
                                                        16,120           17,779
                                                    ----------       ----------
      INCOME BEFORE INCOME TAX EXPENSE                 226,006          338,670

INCOME TAX EXPENSE                                      59,342          105,639
                                                    ----------       ----------
      NET INCOME                                    $  166,664       $  233,031

DIVIDENDS ON CONVERTIBLE CUMULATIVE
  PREFERRED STOCK                                       27,320           22,600
                                                    ----------       ----------
NET INCOME AFTER DIVIDENDS ON CONVERTIBLE
  CUMULATIVE PREFERRED STOCK                        $  139,344       $  210,431
                                                    ----------       ----------
EARNINGS PER COMMON SHARE

  Basic                                             $      .03       $      .05
                                                    ----------       ----------
Weighted average common shares                       4,162,888        3,940,409
                                                    ==========       ==========
  Diluted                                           $      .03       $      .04
                                                    ----------       ----------
Weighted average common shares plus
  options and warrants                               5,631,968        5,893,288
                                                    ==========       ==========

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

                                        4
<PAGE>
                 RENT-A-WRECK OF AMERICA, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                     Three Months Ended June 30,
                                                     --------------------------
                                                        1998           1999
                                                     -----------    -----------
Increase (decrease) in cash and cash equivalents
Cash flows from operating activities:
 Net income                                          $  166,664     $  233,031
 Adjustments to reconcile net income to net cash
   provided by operating activities:
   Depreciation and amortization                         34,019         32,135
   Deferred income taxes                                     --        (28,665)
   Provision for doubtful accounts                       44,091         78,129
 Changes in assets and liabilities:
   Accounts and notes receivable                        428,332        495,459
   Prepaid expenses                                      (4,753)         6,128
   Accounts payable and accrued
     expenses                                          (100,786)      (121,633)
   Income taxes payable                                (251,864)      (171,678)
   Insurance loss reserves                              (56,404)        52,431
                                                     ----------     ----------
      Net cash provided by operating activities         259,299        575,337
                                                     ----------     ----------
Cash flows from investing activities:
 (Increase) decrease in restricted cash                (354,949)        (2,022)
 Acquisition of property and equipment                  (55,771)        (5,892)
 Additions to intangible assets                          (2,005)       (14,815)
                                                     ----------     ----------
      Net cash used in investing activities            (412,725)       (22,729)
                                                     ----------     ----------
Cash flow from financing activities:
 Decrease in insurance financing payable                (23,256)       (92,103)
 Issuance of common stock                                16,000             --
 Retirement of common stock                             (84,543)            --
 Preferred dividends paid                               (71,622)      (169,697)
                                                     ----------     ----------
      Net cash used in financing activities            (163,421)      (261,800)
                                                     ----------     ----------
      Net increase (decrease) in cash and cash
         equivalents                                   (316,847)       290,808

Cash and cash equivalents at beginning of period      1,215,615        861,794
                                                     ----------     ----------
Cash and cash equivalents at end of period           $  898,768     $1,152,602
                                                     ----------     ----------
Supplemental disclosure of cash flow information:
 Interest paid                                       $    5,166          6,614
 Taxes paid                                          $  307,100     $  301,700

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

                                        5
<PAGE>
                 RENT-A-WRECK OF AMERICA, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 1999


1. CONSOLIDATED FINANCIAL STATEMENTS

     The consolidated financial statements presented herein include the accounts
of  Rent-A-Wreck  of  America,   Inc.  ("RAWA,   Inc.")  and  its  wholly  owned
subsidiaries,  Rent-A-Wreck Operations,  Inc. ("RAW OPS"), Rent-A-Wreck One Way,
Inc. ("RAW One Way"),  Consolidated American Rental Insurance Company, LTD ("CAR
Insurance") and Bundy American Corporation ("Bundy"),  and Bundy's subsidiaries,
Rent-A-Wreck Leasing, Inc. ("RAW Leasing").

     All of the above  entities are  collectively  referred to as the  "Company"
unless the context  provides or requires  otherwise.  All material  intercompany
balances and  transactions  have been eliminated in the  consolidated  financial
statements.

     The  consolidated  balance sheet as of June 30, 1999, and the  consolidated
statements of earnings and cash flows for the three-month periods ended June 30,
1998 and 1999 have been prepared by the Company without audit. In the opinion of
management,  all adjustments  which are necessary to present a fair statement of
the results of operations  for the interim  periods have been made, and all such
adjustments are of a normal recurring nature.  Certain  information and footnote
disclosures  normally  included in financial  statements  prepared in accordance
with generally  accepted  accounting  principles have been condensed or omitted.
These  financial  statements  should be read in  conjunction  with the financial
statements  and notes thereto  included in the Company's  March 31, 1999 audited
financial statements.  The results of operations for the interim periods are not
necessarily indicative of the results for a full year.

2. PREFERRED STOCK

     On May 7, 1999,  the Company  paid 100% of  remaining  dividend  arrearages
($146,915) on the Company's Convertible Cumulative Series A Preferred Stock. For
the quarter ended June 30, 1999, the Company declared dividends on the Preferred
Stock  totaling  $22,600 which are expected to be paid during the second quarter
of the Company's fiscal year.

                                        6
<PAGE>
3. EARNINGS PER SHARE

     A  reconciliation  of  the  numerators  and  denominators  utilized  in the
computation of basic and diluted earnings per share for the three-month  periods
ended June 30, 1998 and 1999 is as follows:

                                                       1998              1999
                                                    ----------        ----------
BASIC EPS COMPUTATION

Numerator:
  Net income applicable to common shares            $  139,344        $  210,431

Denominator:
  Weighted average common shares                     4,162,888         3,940,409
                                                    ----------        ----------
Basic EPS                                           $      .03        $      .05
                                                    ==========        ==========
DILUTED EPS COMPUTATION

Numerator:
  Net income applicable to common shares            $  139,344        $  210,431
  Dividends on convertible preferred stock              27,320            22,600
                                                    ----------        ----------
                                                       166,664           233,031
                                                    ----------        ----------
Denominator
  Weighted average common shares                     4,162,888         3,940,409
  Weighted average convertible preferred stock       1,366,000         1,132,808
  Weighted average options and warrants                103,080           820,071
                                                    ----------        ----------
                                                     5,631,968         5,893,288
                                                    ----------        ----------
Diluted EPS                                         $      .03        $      .04
                                                    ==========        ==========

4. LITIGATION

     The Company is party to legal  proceedings  incidental to its business from
time to time. Certain claims,  suits and complaints arise in the ordinary course
of business and may be filed  against the  Company.  Based on facts now known to
the Company,  management  believes all such matters are adequately provided for,
covered by insurance or, if not so covered or provided  for, are without  merit,
or  involve  such  amounts  that  would  not  materially  adversely  affect  the
consolidated results of operations or financial position of the Company.

                                        7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULT
        OF OPERATIONS

RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 1999 COMPARED TO JUNE 30, 1998

     Revenue from franchising  operations,  which includes initial license fees,
continuing  license fees and advertising fees,  increased by $176,057 (16%) over
the 1998  three  months  results  ended  June 30,  1998.  Initial  license  fees
increased  by $50,001  (16%) due to the addition of new  franchises.  Continuing
license fees  increased by $96,727  (17%),  and  advertising  fees  increased by
$29,329 (15%).  These increases resulted primarily from fleet growth at existing
franchises.

     Revenues from  insurance  premiums  increased by $13,806 (9%) due to higher
participation  by the  Company's  franchisees  in the  Company's  CAR  Insurance
program offered by a subsidiary that commenced operations in March 1997.

     Other  revenue  increased by $3,689  (10%) due  primarily to an increase in
promotional material purchased by the Company's franchisees.

     Total operating  expenses increased by $82,547 (8%) in this period compared
to the same period in the prior year.  Salary expense increased by $42,250 (21%)
primarily as a result of hiring  additional  employees in response to the growth
of the Company.  Advertising and promotion  expenses increased by $36,848 (13%),
which  resulted  primarily from an increase in national  advertising  expense to
promote the Company.  Insurance  underwriting  expenses increased by $7,894 (6%)
due to an  increase  in paid  losses  and loss  reserves  for  future  claims in
connection  with higher  participation  of the Company's  franchisees in its CAR
Insurance program.  Sales and marketing expenses increased by $8,534 (5%), which
resulted  primarily from a larger amount of franchise  sales made in this period
compared  to the same  period  in the prior  year.  General  and  administrative
expenses decreased by $11,095 (5%), which resulted primarily from a reduction in
legal and other professional fees.

     Depreciation  and  amortization  expense  decreased  by $1,884 (6%) in this
period  compared  to the same  period  in the  prior  year.  This  decrease  was
primarily due to disposal of assets offset by additional  investment in computer
software and hardware.

     The  Company  realized  operating  income  of  $320,891,  before  taxes and
interest,  for the three-month  period ended June 30, 1999 compared to operating
income of $209,886 for the same period in the prior year, reflecting an increase
of $111,005 (53%). This increase resulted primarily from the increase in initial
license fees and  continuing  license fees due to the addition of new franchises
and fleet growth at existing franchises.

                                        8
<PAGE>
     Net interest income increased $1,659 (10%). This increase was primarily due
to interest  earned on the increased  cash  deposits  which are held in interest
bearing accounts.

     Income tax expense for the three-month period ended June 30, 1999 increased
by $46,297 (78%) compared to the  three-month  period ended June 30, 1998 due to
higher  pre-tax  earnings,  partially  offset by a reduction in the deferred tax
asset valuation allowance.  The valuation allowance has been reduced in light of
favorable earnings and expected future earnings and is re-assessed quarterly.

LIQUIDITY AND CAPITAL RESOURCES

     At June 30, 1999, the Company had working capital of $1,577,913 compared to
$1,530,647 at March 31, 1999. This increase of $47,266  resulted  primarily from
the net profit earned during the three-month period ended June 30, 1999, reduced
by the payoff of all dividend arrearages on the Company's Preferred Stock.

     The Company  has  finalized  a  $1,000,000  letter of credit with The Chase
Manhattan  Bank  ("Chase")  in  connection  with  the  Company's  CAR  Insurance
subsidiary.  This  letter of credit is part of the  reinsurance  agreement  with
American  International  Group ("AIG") to secure payment of claims.  Funds drawn
against the letter of credit bear interest at 3% plus Chase's  prime  commercial
lending rate (which prime rate was 8% on July 23,  1999).  For the quarter ended
June 30,  1999,  AIG has not drawn any funds  from the  letter of  credit.  This
letter of credit is secured by a pledge of all of the Company's assets.

     The Company  rents its office  facilities  under the terms of an  operating
lease. The monthly office facilities lease commitments were $5,449 and $5,670 at
June 30, 1998 and 1999, respectively.

     Property  and  equipment  increased  by $5,034 (.8%) from March 31, 1999 to
June 30, 1999. This increase occurred primarily due to additional  investment in
computer software and hardware.

     Cash provided by  operations  was $575,337,  resulting  primarily  from net
income before  depreciation  plus the decrease in accounts and notes  receivable
and prepaid expenses and the increase in insurance loss reserves,  offset by the
decrease in the Company's accounts payable and accrued expenses and income taxes
payable. Accounts and notes receivable decreased primarily due to funds received
from AIG in  connection  with the  reinsurance  program.  Accounts  payable  and
accrued expenses decreased  primarily due to the payment of professional fees in
connection  with  the  reinsurance  program.   Income  taxes  payable  decreased
primarily due to estimated income taxes paid for the year ended March 31, 1999.

                                       9
<PAGE>
     Cash used in  investing  activities  of $22,729  related  primarily  to the
acquisition  of  computer  software,  hardware,  annual  costs  associated  with
renewing  trademarks  and an increase in  restricted  cash due to the  Company's
additional liability to the national advertising fund.

     Cash used in  financing  activities  during the same  period was  $261,800,
resulting  from a decrease  in  insurance  financing  payable and the payment of
preferred dividends.

     The  Company  believes  it has  sufficient  working  capital to support its
business plan through fiscal 2000.

IMPACT OF INFLATION

     Inflation  has had no  material  impact  on the  operations  and  financial
condition of the Company.

     The  statements  regarding  anticipated  future  performance of the Company
contained in this report are forward-looking  statements which are made pursuant
to the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. These  forward-looking  statements  involve risks and  uncertainties  that
could  cause  the  Company's  actual  results  to  differ  materially  from  the
forward-looking  statements.  Factors  which could cause or  contribute  to such
differences include, but are not limited to, the Company's limited experience in
the reinsurance  business and the potential for negative claims experience,  the
effects of  government  regulation  of the  Company's  franchise  and  insurance
programs  including  maintaining  properly  registered  franchise  documents and
making any required  alterations  in the Company's  franchise  program to comply
with changes in the laws,  competitive pressures from other motor vehicle rental
companies which have greater marketing and financial resources than the Company,
protection  of the  Company's  trademarks,  and the  dependence on the Company's
relationships with its franchisees. These risks and uncertainties are more fully
described under the caption,  "Item 6 - Management's  Discussion and Analysis of
Financial  Condition  and  Results of  Operations  -  Important  Factors" in the
Company's Annual Report on Form 10-KSB for the fiscal year ended March 31, 1999.
All forward-looking  statements should be considered in light of these risks and
uncertainties.

YEAR 2000 ISSUE

     The Year 2000 issue is a result of computer  programs  being  written using
two  digits  rather  than four to define  the  applicable  year.  The  Company's
computer equipment,  software and devices with embedded technology that are time
sensitive  may  recognize  the date using "00" as the year 1900  rather than the
year 2000.  This could  result in a system  failure or  miscalculations  causing
disruption of operations,  including,  among other things, a temporary inability
to process transactions or engage in ordinary business activities.

     The Company has undertaken various initiatives  intended to ensure that its
computer  equipment and software will function properly with respect to the year
2000  and  thereafter.  For  this  purpose,  the term  "computer  equipment  and
software"   includes  systems  that  are  commonly  thought  of  as  information
technology systems,  including  accounting,  data processing,  telephone and PBX
systems as well as alarm systems, fax machines and other miscellaneous  systems.
Both information  technology and non-information  technology systems may contain
embedded technology which complicates the year 2000 identification,  assessment,
remediation and testing efforts.

                                       10
<PAGE>
     Using both internal and external resources to identify the needed Year 2000
remediation,  the Company currently believes that its Year 2000  identification,
assessment,  remediation  and testing  efforts which began in 1998 are completed
and any additional  equipment  purchased  hereafter will be Year 2000 compliant.
Consequently,  and based upon independent  experts' review, the Company believes
that it is Year 2000 compliant.

     Most of the information  the Company  receives in the ordinary course is in
written form and entered by the Company into its computer records.  For example,
reports  from  franchisees  and others  are  prepared  in  written  form and not
received electronically.  The Company has orally confirmed with key vendors that
they either have addressed or expect to address all significant Year 2000 issues
on a timely basis.

     The  Company  believes  that  the  cost of its  Year  2000  identification,
assessment,  remediation  and  testing  efforts  as well as  those  current  and
anticipated costs to be incurred by the Company with respect to Year 2000 issues
of third parties will not exceed $5,000,  which expenditures will be funded from
operating  cash flows.  As of June 30, 1999,  the Company had incurred  costs of
approximately  $1,000.  The Company presently  believes that the Year 2000 issue
will not pose significant operational problems for the Company;  however, if all
Year 2000 issues are not properly  identified or if assessment,  remediation and
testing are not effected  timely,  there can be no assurances that the Year 2000
issue will not materially  adversely affect the Company's  results of operations
or  adversely  affect the  Company's  relationship  with  customers,  vendors or
others.  Additionally,  there can be no assurances  that the Year 2000 issues of
other entities will not have a material adverse effect on the Company's  systems
or results of operations.

     Because the Company believes that all items have been resolved, the Company
has not begun or  completed  an analysis of the  operational  problems and costs
(including  lost  revenues)  that would be  reasonably  likely to result  from a
failure of the Company and certain third parties to complete  efforts to achieve
Year  2000  compliance  on a  timely  basis,  nor has a  contingency  plan  been
developed for dealing with the most reasonably likely worst-case  scenario,  and
such  scenario  has not been  clearly  identified.  The Company does not plan to
complete  analysis  and  contingency  plans  because it believes it is Year 2000
compliant.

     During early 1998, the Company  engaged an  independent  expert to evaluate
its Year 2000 identification,  assessment,  remediation and testing efforts, and
such fees have been included in the amount spent to date.

     The above  information  is based upon  management's  best estimates and was
derived  using  numerous  assumptions  regarding  future  events,  including the
continued availability of third party remediation plans and other factors. There
can be no assurances that these estimates will prove to be accurate,  and actual
results  could differ  materially  from those  currently  anticipated.  Specific
factors that could cause such material  differences include, but are not limited
to,  availability and cost of personnel trained in Year 2000 issues, the ability
to  identify,  assess and  remediate  and test all relevant  computer  codes and
imbedded technology and similar uncertainties.

                                       11
<PAGE>
                            SELECTED FINANCIAL DATA

     Set  forth  below  are  selected   financial   data  with  respect  to  the
consolidated  statements of earnings of the Company and its subsidiaries for the
fiscal  quarters  ended June 30,  1998 and 1999 and with  respect to the balance
sheets thereof at June 30 in each of those years.

     The selected financial data have been derived from the Company's  unaudited
consolidated  financial  statements and should be read in  conjunction  with the
financial  statements and related notes thereto and other financial  information
appearing elsewhere herein.

                                                 Three Months ended June 30,
                                                 ---------------------------
                                                    1998             1999
                                                  --------         --------
                                                (in thousands except per share
                                               amounts and number of franchises)
                                                          (Unaudited)
FRANCHISEES' RESULTS

Franchisees' revenue (1)                           $9,710           $11,322
Number of franchised locations                        568               655

RESULTS OF OPERATIONS

Total revenue                                      $1,286           $ 1,479
Total expense                                       1,076             1,158
Income before income taxes                            226               339
Net income                                            167               233
Earnings per common share

  Basic                                            $  .03           $   .05
  Weighted average common shares                    4,163             3,940

  Diluted                                          $  .03           $   .04
  Weighted average common shares plus
    convertible preferred stock, and options
      and warrants                                  5,632             5,893

BALANCE SHEET DATA

Working capital                                    $1,532           $ 1,578
Total assets                                       $3,258           $ 3,616
Shareholders' Equity                               $2,055           $ 2,105

     (1) The franchisees'  revenue data have been derived from unaudited reports
provided by franchisees in paying license fees.

                                       13
<PAGE>
PART II. OTHER INFORMATION

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

     On April 29, 1999, a shareholder  converted 9,125 shares of preferred stock
to common stock. See also Item 5 below.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

     None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     None.

ITEM 5. OTHER INFORMATION

     During the quarter  ended June 30,  1999,  a  shareholder  converted  9,125
shares of preferred stock to common stock reducing total  outstanding  preferred
shares from  1,139,125 to 1,130,000  and  increasing  total  outstanding  common
shares from 3,934,092 to 3,943,217.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a) See Exhibit Index following the Signatures  page, which is incorporated
herein by reference.

     (b) No  reports on Form 8-K were filed  during the  quarter  for which this
report is filed.

                                       14
<PAGE>
                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

     Rent-A-Wreck of America, Inc.
     (Registrant)

By:                                     Date:


/s/ Mitra Ghahramanlou                  August 11, 1999
--------------------------              ----------------------
Mitra Ghahramanlou
Chief Accounting Officer




/s/ Kenneth L. Blum, Sr.                August 11, 1999
--------------------------              ----------------------
Kenneth L. Blum, Sr.
CEO and Chairman of
the Board

                                       15
<PAGE>
                                  EXHIBIT INDEX
                                       TO
                          RENT-A-WRECK of AMERICA, INC.
                 FORM 10-QSB FOR THE QUARTER ENDED JUNE 30, 1999





 Exhibit No.                Description
 -----------                -----------

  10.12       Franchise Agreement - Rent-A-Wreck Standard       Filed herewith.
              form as of June 30, 1999.

  10.13       Franchise Agreement - Priceless Auto Rental       Filed herewith.
              Standard form as of June 30, 1999.

  27          Financial Data Schedule                           Filed herewith.