UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

                                                            SEC File No. 0-14819
                                                        CUSIP Number 760098 10 3

(CHECK ONE)
[ ] Form 10-K and Form 10-KSB  [ ] Form 20-F  [ ] Form 11-K   [X] Form 10-Q and
Form 10-QSB  [ ] Form N-SAR

     For Period Ended: June 30, 2002

     [ ]  Transition Report on Form 10-K
     [ ]  Transition Report on Form 20-F
     [ ]  Transition Report on Form 11-K
     [ ]  Transition Report on Form 10-Q
     [ ]  Transition Report on Form N-SAR

     For the Transition Period Ended:

     If the  notification  relates  to a portion of the  filing  checked  above,
identify the Item(s) to which the notification relates:

Part I--Registration Information

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

                                       N/A
                           (Former Name if Applicable)

                            10324 South Dolfield Road
                     (Address of Principal Executive Office)

                          Owings Mills, Maryland 21117
                           (City, State and Zip Code)

Part II--Rules 12b-25(b) and (c)

If the subject report could not be filed without  unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate.)

[X]  (a)  The reasons  described in  reasonable  detail in Part III of this form
          could not be eliminated without unreasonable effort or expense;

[X]  (b)  The subject annual report,  semi-annual  report,  transition report on
          Form 10-K,  Form 20-F,  11-K or Form N-SAR, or portion thereof will be
          filed on or before the fifteenth calendar day following the prescribed
          due date; or the subject quarterly report or transition report on Form
          10-Q, or portion thereof will be filed on or before the fifth calendar
          day following the prescribed due date; and

[ ]  (c)  The accountant's statement or other exhibit required by Rule 12b-25(c)
          has been attached if applicable.

Part III--Narrative

State below in reasonable  detail the reasons why Forms 10-K,  20-F, 11-K, 10-Q,
10-QSB,  N-SAR,  or the transition  report portion  thereof,  could not be filed
within the prescribed time period.

The Registrant cannot timely file its Form 10-QSB for the quarter ended June 30,
2002 because management needs additional time to prepare the report and complete
the  procedures  to support  the  certification  required  pursuant to 18 U.S.C.
Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley  Act of
2002.

                                      -2-

Part IV--Other Information

(1)  Name  and  telephone  number  of  person  to  contact  in  regard  to  this
     notification

     Mr. Kenneth Blum, Sr.                           (410)          581-5755
     ---------------------------------------------------------------------------
           (Name)                                 (Area Code) (Telephone Number)

(2)  Have all other periodic  reports  required under Section 13 or 15(d) of the
     Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
     of 1940 during the preceding 12 months or for such shorter  period that the
     registrant was required to file such report(s) been filed? If the answer is
     no, identify report(s).

                                                                  [X] Yes [ ] No

(3)  Is it anticipated that any significant change in results of operations from
     the corresponding  period for the last fiscal year will be reflected by the
     earnings  statements  to be  included  in the  subject  report  or  portion
     thereof?
                                                                  [X] Yes [ ] No

If so, attach an explanation of the  anticipated  change,  both  narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.

The Registrant expects to report net revenue of approximately $1.7 million,  net
income of approximately $51,000 and fully diluted earnings per share of $.01 for
the quarter  ended June 30,  2002.  For the same  period in the prior year,  the
Registrant  reported net revenue of  approximately  $2.0 million,  net income of
approximately $398,953 and fully diluted earnings per share of $.07. The changes
in the results of  operations  were  primarily  related to a reduction  in sales
volume as a result of decreased travel demands in the industry and certain costs
and  expenses  arising  from the  Company's  owned store  located in  Baltimore,
Maryland.

                          Rent-A-Wreck of America, Inc.
                  (Name of Registrant as Specified in Charter)

has  caused  this  notification  to be signed on its  behalf by the  undersigned
hereunto duly authorized.

Date: August 14, 2002                   By: /s/ Kenneth L. Blum, Sr.
                                            -------------------------------
                                            Kenneth L. Blum, Sr.
                                            CEO and Chairman of the Board

                                      -3-