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


                       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): July 15, 2003


                                McGRATH RENTCORP
             (Exact name of registrant as specified in its Charter)


                                   California
                 (State or other jurisdiction of incorporation)

               0-13292                                 94-2579843
      (Commission File Number)             (I.R.S. Employee Identification No.)


                 5700 Las Positas Road, Livermore, CA 94551-7800
                    (Address of principal executive offices)


                                 (925) 606-9200
              (Registrant's Telephone Number, Including Area Code)
================================================================================


Item 9.   REGULATION FD DISCLOSURE.

     On July 15, 2003, McGrath RentCorp (the "Company") announced via press
release the Company's revised guidance for the fiscal year ended December 31,
2003. A copy of the Company's press release is attached hereto as Exhibit 99.1.
This Form 8-K and the attached exhibit are provided under Item 9 of Form 8-K and
are furnished to, but not filed with, the Securities and Exchange Commission.











                                   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 hereunto duly authorized.


                                  McGRATH RENTCORP

Dated:  July 15, 2003             By: / s /  Thomas J. Sauer
                                      ------------------------------------------
                                      Thomas J. Sauer
                                      Vice President and Chief Financial Officer