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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                               -------------------

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported) March 1, 1999


                              RAINBOW RENTALS, INC.
                              ---------------------
             (Exact name of registrant as specified in its charter)



            OHIO                      0-24333                    34-1512520
            ----                      -------                    ----------
(State or other jurisdiction        (Commission               (I.R.S. Employer
      of incorporation)             File Number)             Identification No.)


         3711 Starr Centre Drive
             Canfield, Ohio                                        44406   
         -----------------------                                 ----------
(Address of principal executive offices)                         (Zip Code)


                                 (330) 533-5363
                                 --------------
               Registrant's telephone number, including area code




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Item 2.  Acquisition or Disposition of Assets
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Effective March 1, 1999, Rainbow Rentals, Inc. (the "Company") completed the
acquisition of substantially all of the assets of Blue Ribbon Rentals, Inc. and
Blue Ribbon Rentals II, Inc. (collectively, "Blue Ribbon"), consisting primarily
of 14,400 rental purchase agreements, the inventory of merchandise leased
thereunder and idle merchandise inventory, delivery vehicles and related store
furniture and fixtures. Blue Ribbon operated 15 rental stores in Ohio and
Pennsylvania. The Company intends to merge the business of some of the stores
into existing Company stores. The purchase price, which is subject to
post-closing adjustments, totaled approximately $10,300,000. The Company
financed the acquisition from funds available under the Company's existing
credit facility from Bank of America Illinois. In connection with the
acquisition, the size of the Company's credit facility has been increased from
$10 to $16 million.



Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits
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(a) Financial Statements of Business Acquired

It is impracticable to provide the required financial statements of Blue Ribbon
at the time of filing this report on Form 8-K. The required financial statements
will be filed as soon as practicable but not later than 60 days after the date
by which this report must be filed.

(b) Pro Forma Financial Information

It is impracticable to provide the required pro forma financial statements with
respect to the acquisition of Blue Ribbon at the time of filing this report on
Form 8-K. The required financial statements will be filed as soon as practicable
but not later than 60 days after the date by which this report must be filed.

(c) Exhibits

See Exhibit Index on page 4 of this report.


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                                   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.

                                                RAINBOW RENTALS, INC.
                                                (Registrant)


Date: March 15, 1999                       By:  /s/ WAYLAND J. RUSSELL
                                                --------------------------------
                                                Wayland J. Russell, Chairman and
                                                Chief Executive Officer



                                           By:  /s/ MICHAEL A. PECCHIA
                                                --------------------------------
                                                Michael A. Pecchia,
                                                Chief Financial Officer



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                              RAINBOW RENTALS, INC.

                             FORM 8-K CURRENT REPORT

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

 4.1              Consent and Amendment No. 11 to Loan and Security Agreement  
                  between Rainbow Rentals, Inc. and Bank of America National 
                  Trust & Savings Association, dated March 1, 1999

10.1              Amended and Restated Asset Purchase Agreement dated March 1, 
                  1999 among Rainbow Rentals, Inc., Blue Ribbon Rentals,
                  Inc., Blue Ribbon Rentals II, Inc. and William Wendell