===============================================================

                    U. S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                 ---------------

                                   FORM 10-K/A

            [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended September 30, 1999

            [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                        For the transition period from to
                                 ---------------

                         Commission File Number: 0-22026

                                 RENT-WAY, INC.
             (Exact name of registrant as specified in its charter)

                  Pennsylvania                      25-1407782
           (State of incorporation)    (I.R.S. Employer Identification No.)


                   One RentWay Place, Erie, Pennsylvania 16505
                    (Address of principal executive offices)

                                  814-455-5378
                         (Registrant's telephone number)

           Securities registered pursuant to Section 12(b) of the Act:

           Title of Class                 Name of Exchange on Which Registered
           --------------                 ------------------------------------
     Common Stock, no par value                New York Stock Exchange, Inc.

        Securities registered pursuant to Section 12(g) of the Act: None

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 [ ]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

Based on the closing sales price on December 6, 1999, the aggregate market value
of stock held by non-affiliates of the registrant was $372,103,705.

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

                 CLASS               OUTSTANDING AS OF DECEMBER 6, 1999
              Common Stock                       21,984,041
================================================================================
                       Documents Incorporated by Reference
Portions of the  registrant's  definitive proxy statement for the annual meeting
of shareholders to be held March 8, 2000 are incorporated by reference into Part
III of this Form 10-K



<PAGE>




                                 RENT-WAY, INC.

                                    PART III


     Item 14 EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

     (a)(3)  Exhibits


     The Company is filing a new consent of  independent  accountants to correct
the reference to the date of the audit report prepared by PricewaterhouseCoopers
LLP. The correct date of the audit report is December 22, 1999.



<PAGE>


                                 RENT-WAY, INC.

                                   SIGNATURES

    Pursuant  to the  requirements  of  Section  13 or 15 (d) of the  Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

Registrant: RENT-WAY, INC.

By:     /s/ WILLIAM E. MORGENSTERN          By:    /s/ JEFFREY A. CONWAY
--------------------------------------      ------------------------------------
Chairman of the Board, President            Senior Vice President
and Chief Executive Officer                 and Chief Financial Officer
(Principal Executive Officer)               (Principal Financial Officer)

January 14, 2000                            January 14, 2000
--------------------------------------      ------------------------------------
Date                                        Date


By:    /s/ MATTHEW J. MARINI
---------------------------------------
Controller and Chief Accounting Officer
(Principal Accounting Officer)

January 14, 2000
---------------------------------------
Date


    Pursuant to the  requirements  of the Securities  Exchange Act of 1934, this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
registrant and in the capacities and on the dates indicated.

         Signature                          Title               Date
------------------------------         ---------------    ----------------

/s/ GERALD A. RYAN                     Director           January 14, 2000
------------------
  Gerald A. Ryan

/s/ WILLIAM E. MORGENSTERN             Director           January 14, 2000
--------------------------
  William E. Morgenstern

/s/ VINCENT CARRINO                    Director           January 14, 2000
-------------------
  Vincent Carrino

/s/ ROBERT FAGENSON                    Director           January 14, 2000
-------------------
  Robert Fagenson

/s/ MARC W. JOSEFFER                   Director           January 14, 2000
--------------------
  Marc W. Joseffer

/s/ WILLIAM LERNER                     Director           January 14, 2000
------------------
  William Lerner

/s/ PAUL N. UPCHURCH                   Director           January 14, 2000
--------------------
  Paul N. Upchurch

/s/ JACQUELINE E. WOODS                Director           January 14, 2000
-----------------------
 Jacqueline E. Woods





<PAGE>








                               EXHIBIT INDEX

  Exhibit No.                        Description
  ------------------------------------------------------------------------------
  2.1(1)     Asset Purchase Agreement among the Company, AV Rentals/Warren,
             Inc., AV Rentals/Garystown, Inc., Best Rentals Northside, Inc. and
             C. Dennis Goldman, dated February 24, 1995.
  2.2(4)     Agreement   and  Plan  of  Merger  among  the Company, McKenzie
             Leasing Corporation,  Steve A.  McKenzie,  Brenda G. McKenzie and
             others, dated June 9, 1995.
  2.3(7)     Stock  Purchase  Agreement  by and  among the Company, Diamond
             Leasing Corporation, Kenneth H. Moye and Lee Brady, dated July 20,
             1996.
  2.4(9)     Stock Purchase Agreement by and among the Company, Bill Coleman TV,
             Inc. and David Coleman, dated January 2, 1997.
  2.5(6)     Stock Purchase Agreement by and among the Company, Perry
             Electronics, Inc., Robert L. Thomas, Norma J. Thomas, Randall D.
             Snyder and Niki L. Snyder, dated January 24, 1997.
  2.6(6)     Closing  Letter  Agreement  dated February 6, 1997 amending Stock
             Purchase Agreement by and among the Company,  Perry Electronics,
             Inc., Robert L. Thomas, Norma J. Thomas, Randall D. Snyder and
             Niki L. Snyder.
  2.7(10)    Asset Purchase Agreement by and among the Company, South Carolina
             Rentals, Inc., Paradise Valley Holdings, Inc., L & B Rents, Inc.
             and James S. Archer, dated November 21, 1997.
  2.8(11)    Stock Purchase Agreement by and among the Company, Champion
             Rentals, Inc., Bill C. Ogle, Sr. and others, dated as of
             January 30, 1998.
  2.9(12)    Agreement and Plan of Merger dated  September 1, 1998  between  the
  2.10(14)   Stock Purchase Agreement between the Company, RentaVision, Inc.
             and Robert Natoli dated September 15, 1999.
  3.1(13)    Articles of  Incorporation  of the Company,  as amended.  3.2(2)
             By-Laws of the  Company,  as  amended.
  4.1(1)     Form  of  Stock  Option  Agreement  between  the Company and
             each of the shareholders of McKenzie Leasing Corporation, dated
             July 21, 1995.
  4.2(1)     Registration Rights Agreement among the Company, Massachusetts
             Mutual Life Insurance Co. and affiliates thereof ("MassMutual"),
             dated July 15, 1995.
  4.3(9)     Shareholder's Agreement between the Company and Lee Brady, dated
             July 20, 1996.
  4.4(9)     Stock  Option  Agreement  between the Company and David Coleman,
             dated January 2, 1997.
  10.1(2)    Company's Stock Option Plan of 1992.
  10.2(1)    Company's 1995 Stock Option Plan.
  10.3(2)    Form of Non-Plan Stock Option Agreement.
  10.4(15)   Company's 1999 Stock Option Plan.
  10.4(16)   Employment   Agreement   between  William  E. Morgenstern and the
             Company, dated October 1, 1998.
  10.5(16)   Employment   Agreement   between  Jeffrey  A. Conway  and the
             Company,  dated  October  1, 1998.
  10.6(16)   Engagement  Agreement  between Gerald A. Ryan and the Company,
             dated  October 1, 1999.
  10.7(1)    Consulting  Agreement  between the Company and Marc Joseffer,
             dated May 18, 1994.
  10.8(1)    Non-Competition  Agreement  between  Marc Joseffer and the
             Company,  dated May 18, 1994.
  10.9(1)    Consulting  Agreement between the Company and McKenzie Development
             Corporation,  dated July 21, 1995.
  10.10(1)   Non-Competition Agreement between the Company and Steve A.
             McKenzie, dated July 21, 1995.
  10.11(1)   Non-Competition Agreement between the Company and Brenda G.
             McKenzie, dated July 21, 1995.
  10.12(4)   Subordinated  Note  Agreement  among  the Company  and  MassMutual,
             dated July 15, 1995.
  10.13(1)   Form of MassMutual Subordinated Note, dated July 15, 1995.
  10.14(1)   Form of MassMutual Warrant, dated July 15, 1995.
  10.15(12)  Non competition Agreement between the Company and George D.
             Johnson, Jr.
  10.16(16)  Credit Agreement by and among Rent-Way, Inc., RentaVision, Inc.,
             and Rent-Way of TTIG,  L.P. and the lenders party thereto   and
             National City Bank of Pennsylvania,  Bank of America, N.A. and Bank
             of  Montreal  and  Harris  Trust and  Savings Bank, as agents dated
             September 23, 1999, as amended   by   Amendment   No.  1  to
             Credit Agreement dated November 17, 1999.
  10.17(8)   Form of the Company's 7% Convertible Subordinated Debentures due
             2007 (the "Debentures").
  10.18(8)   Indenture,  dated  February 4, 1997,  between the  Company  and
             Manufacturers  and Traders Trust Company,  as Trustee, in respect
             of the Debentures.
  10.19(13)  Non-Compete Agreement between the Company, South Carolina Rentals,
             Inc. Paradise Valley Holdings, Inc., L & B Rents, Inc. and James S.
             Archer, dated January 7, 1998.
  10.20(13)  Non-Compete  Agreement  between Bill C. Ogle, Sr.,  Gary E.
             Jackson,  J. Lee Ogle,  Bill C. Ogle, Jr., Cindy Harper,  Teresa
             Ogle and the Company, dated February 5, 1998.
  10.21(13)  Consulting Agreement between Paul N. Upchurch and the Company,
             dated February 5, 1998.
  21(16)     Subsidiaries of the Company
  23*        Consent of PricewaterhouseCoopers LLP.
  27(16)     Financial Data Schedule.
----------

    * Filed herewith

     (1)  Previously  filed,  as of January 5, 1996,  pursuant to the  Company's
Registration Statement on Form SB-2 (No. 333-116).

     (2)  Previously  filed,  as of December 8, 1992,  pursuant to the Company's
Registration Statement on Form S-18 (No. 33-55562-NY).

     (3) Previously  filed,  as of July 9, 1993,  pursuant to Amendment No. 2 to
the Company's Registration Statement of Form S-18 (No. 33-55562-NY).

     (4) Previously filed, as of August 15, 1995, as an exhibit to the Company's
Current Report on Form 8-K.

     (5)  Previously  filed,  as of  December  28,  1995,  as an  exhibit to the
Company's Current Report on Form 10-KSB.

     (6)  Previously  filed,  as of  February  21,  1997,  as an  exhibit to the
Company's Current Report on Form 8-K.

     (7) Previously  filed, as of August 8, 1996, as an exhibit to the Company's
Current Report on Form 8-K.

     (8)  Previously  filed,  as of  May 9,  1997,  pursuant  to  the  Company's
Registration Statement on Form S-3 (No. 333-26835).

     (9)  Previously  filed,  as of  November  6,  1997,  as an  exhibit  to the
Company's Annual Report on Form 10-K.

     (10)  Previously  filed,  as of  January  20,  1998,  as an  exhibit to the
Company's Current Report on Form 8-K.

     (11)  Previously  filed,  as of  February  19,  1998,  as an exhibit to the
Company's Current Report on Form 8-K.

     (12) Previously  filed,  as of November 6, 1998,  pursuant to the Company's
Registration Statement on Form S-4 (No. 333-66955).

     (13)  Previously  filed,  as of  December  29,  1998,  as an exhibit to the
Company's Annual Report on Form 10-K.

     (14)  Previously  filed,  as of  October  12,  1999,  as an  exhibit to the
Company's Current Report on Form 8-K.

     (15)  Previously  filed,  as of  February  12,  1999,  as  Exhibit A to the
Company's Proxy Statement on Schedule 14A.

     (16)  Previously  filed,  as of  December  22,  1999,  as an exhibit to the
Company's Annual Report on Form 10-K.


<PAGE>


                                   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  Nos.  33-86090,  333-13355,  333-49355  and
333-87855)  of  our  report  dated  December  22,  1999  on  our  audits  of the
consolidated financial statements of Rent-Way, Inc. and its Subsidiaries,  as of
September 30, 1999 and 1998,  and for the years ended  September 30, 1999,  1998
and 1997, which report is included in this Annual Report on Form 10-K.



PricewaterhouseCoopers LLP


Cleveland, Ohio
December 22, 1999