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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
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                                    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): November 3, 2005

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                                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)

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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):


|_|  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

|_|  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

|_|  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))

|_|  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))

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Item 2.02  Results of Operations and Financial Condition.

     On November 3, 2005,  McGrath RentCorp (the "Company")  announced via press
release the Company's  results for its third quarter ended September 30, 2005. 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 Items 2.02 and 9.01 of Form
8-K and are  furnished  to, but not filed  with,  the  Securities  and  Exchange
Commission.


Item 9.01  Financial Statements and Exhibits.

           (c)  Exhibits.

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

              99.1               Press Release of McGrath RentCorp, dated
                                 November 3, 2005.



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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 hereunto duly authorized.


                                      McGRATH RENTCORP

Dated: November 3, 2005               By: /s/ Thomas J. Sauer
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                                              Thomas J. Sauer
                                              Vice President and Chief Financial
                                              Officer


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