SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549 -4631

DIVISION OF
CORPORATION FINANCE
         November 7 , 2013

Via Facsimile
Mr. Keith E. Pratt
Chief Financial Officer
McGrath Rentcorp
5700 Las Positas Road
Livermore, CA  94551 -7800

 Re: McGrath Rentcorp
  Form 10 -K for Fiscal Year Ended December 31, 2012
Filed February 22, 2013
Response  Letter Dated October 11, 2013
  File No.  0-13292

Dear Mr.  Pratt :

We have reviewed your response  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 this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response .  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these comments, we may have  additional comments.

Form 10 -K for  Fiscal Year Ended December 31, 2012

Financial Statements

Note 1 – Summary of Significant Accounting Policies

Revenue Recognition, page 65
1. We are continuing to evaluate your response to our prior comment number 1 in your
letter dated October 11, 2013, and request the following additional information:

Mr. Keith E. Pratt
McGrath Rentcorp
November 7 , 2013
Page 2

 Please provide us with an analysis of your rental related service revenues and
associated cost of services, broken down by category including:  delivery,
installation, dismantlement and return delivery for every period presented.

 Please explain to us why you separately present “Rental Related Services”
separately on the face of your Consolidated Statement of Income, if you believe
these services are an integral component of your leases.

 Please confirm  whether or not your lease agreements continue to allow for the
customer to opt for the return delivery and dismantle to be built into the rental rate
and billed over the lease term.  To the extent this option continues to exist, please
clarify whether or not your billings separately break out the components of the
rental rate charged.

Closing Comments

You may  contact Kevin Stertzel at (202) 551 -3723, if you have questions regarding
comments on the financial statements and related matters.  Please contact me at (202) 551 -3768
with any other questions.

        Sincerely,

        /s/ Terence O ’Brien for

        W. John Cash
        Branch Chief