SECURITIES AND EXCHANGE COMMISSION
                         Washington, DC 20549

                            FORM 10 - K/A
                          (Amendment No. 1)

  X      Annual Report Pursuant to Section 13 or 15 (d) of the
         Securities Exchange Act of 1934 for fiscal year ended
         March 31, 1998 or

         Transition report pursuant to Section 13 or 15(d) of the
         Securities Exchange Act of 1934

                   Commission file number D-15159

                         RENTRAK CORPORATION
       (exact name of registrant as specified in its charter)

         Oregon                          93-0780536
    (State or other jurisdiction of    (IRS Employer
    incorporation or organization)      Identification Number.)

    7700 NE Ambassador Place, Portland, Oregon     97220
    (Address of Principal Executive Offices)    (Zip Code)

   Registrant's telephone number, including area code:(503)284-7581

  Securities registered pursuant to Section 12 (b) of the Act:  None

     Securities registered pursuant to Section 12 (g) of the Act:

                      Common stock $.001 par value
                           (Title of Class)

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.

                       Yes   X       No

Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part
III of this Form 10-K, or any amendment to this Form 10-K [   ]

As of June 1, 1998, the aggregate market value of the voting stock
held by non-affiliates of the registrant, based on the last sales
price as reported by NASDAQ was $43,577,022.

(Excludes value of shares of Common Stock held of record by
directors and officers and by shareholders whose record ownership
exceeded five percent of the shares outstanding at June 1, 1998.
Includes shares held by certain depository organizations.)

As of June 1, 1998, the Registrant had 11,006,224 shares of Common
Stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

PORTIONS OF THE DEFINITIVE PROXY STATEMENT FOR THE 1998 ANNUAL
MEETING OF THE SHAREHOLDERS ARE INCORPORATED BY REFERENCE INTO PART
III OF THIS FORM 10-K
    





                              PART II
    
    
    ITEM 5.   MARKET FOR REGISTRANT'S COMMON STOCK AND
              RELATED STOCKHOLDER MATTERS
    
        The Company's common stock, $.001 par value, is
    traded on the Nasdaq National Market, where its prices
    are quoted under the symbol "RENT".   As of June 1, 1998
    there were approximately 375 holders of record of the
    Company's common stock.  On June 1, 1998, the closing
    sales price of the Company's common stock as quoted on
    the Nasdaq National Market was $5.438.
    
         The following table sets forth the reported high
    and low sales prices of the Company's common stock for
    the period indicated as regularly quoted on the Nasdaq
    National Market.  The over-the-counter market quotations
    reflect inter-dealer prices, without retail mark-up,
    mark-down or commissions and may not necessarily
    represent actual transactions.
    


     QUARTER ENDED         HIGH                 LOW

                                        
     JUNE 30, 1996       $ 5.625              $4.250
     SEPTEMBER 30, 1996  $ 4.875              $3.844
     DECEMBER 31, 1996   $ 4.375              $3.125
     MARCH 31, 1997      $ 3.500              $2.625
     JUNE 30, 1997       $ 4.313              $2.438
     SEPTEMBER 30, 1997  $ 4.750              $3.563
     DECEMBER 31, 1997   $ 5.938              $3.281
     MARCH 31, 1998      $10.375              $4.250

    
    DIVIDENDS:
    
      Holders of the Company's common stock are entitled to
    receive dividends if, as, and when declared by the Board
    of Directors out of funds legally available therefor,
    subject to the dividend and liquidation rights of any
    preferred stock that may be issued and subject to the
    dividend restrictions in the Company's bank credit
    agreement described in Note 5 of the Notes to the
    Consolidated Financial Statements.
    
      No cash dividends have been paid or declared during
    the last five fiscal years.  The present policy of the
    Board of Directors is to retain earnings to provide
    funds for operation and expansion of the Company's
    business.  The Company's bank credit agreement limits
    the payment of dividends in the Company's stock.  The
    Company does not intend to pay cash dividends in the
    foreseeable future.

                              SIGNATURE

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 thereunto duly authorized.

Dated this 14th day of July, 1998


            RENTRAK CORPORATION:


            /s/ Carolyn A. Pihl

            Carolyn A. Pihl
            Vice President Finance

            Signing on behalf of the registrant