March 12, 2019

Charles Barrantes
Chief Financial Officer
General Finance CORP
39 East Union Street
Pasadena, CA. 91103

       Re: General Finance CORP
           Form 10-Q for the period ended December 31, 2018
           Filed on February 11, 2019
           File No. 001-32845

Dear Mr. Barrantes:

       We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments. In some of our comments, we may
ask you to
provide us with information so we may better understand your disclosure.

       Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.

Form 10-Q for the period ended December 31, 2018

Note 5. Senior and Other Debt, page 15

1.    We note your disclosure that the conversion of the convertible note into
shares of common
      stock and reversal of the bifurcated conversion derivative on September
10, 2018 resulted
      in a benefit to equity of $44.5 million in FY 2019. Please help reconcile
the apparent
      difference between the $44.5 million per your disclosure to the $35.6
million related to the
      forced conversion reflected in your condensed consolidated statements of
equity on page
      6. Please also help us better understand how you determined that the
conversion and
      reversal of the bifurcated conversion derivative should result in a
benefit to equity. Refer
      to ASC 815 and ASC 470.
2.    As a result of the forced conversion of the convertible note, you
determined that the
      minimum return provision was an embedded derivative that required
bifurcation on a
      standalone basis. Please help us better understand how you accounted for
this provision
      prior to the conversion in September 2018 pursuant to ASC 815. In this
regard, we note
 Charles Barrantes
General Finance CORP
March 12, 2019
Page 2
         your disclosure in the Form 10-K for the year ended June 30, 2018
which states that the
         minimum rate of return will be recorded at $806,000 per year or
$201,500 per quarter as
         an accretion in the consolidated statement of operations. Please
advise your basis for
         accreting this amount.
       In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.

       You may contact Ameen Hamady at 202-551-3891 or in his absence, Nudrat
Salik
at 202-551-3692 with any questions.



                                                             Sincerely,
FirstName LastNameCharles Barrantes
                                                             Division of
Corporation Finance
Comapany NameGeneral Finance CORP
                                                             Office of
Manufacturing and
March 12, 2019 Page 2                                        Construction
FirstName LastName