8-K

                       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):

                                November 30, 2000

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


                               RENTRAK CORPORATION
               (Exact name of registrant as specified in charter)

                                     Oregon
                 (State or other jurisdiction of incorporation)

                                     0-15159
                                (SEC File Number)

                                   93-0780536
                        (IRS Employer Identification No.)

           One Airport Center
           7700 N.E. Ambassador Place
           Portland, Oregon                                          97220
           (Address of principal executive offices)                 (Zip Code)

               Registrant's telephone number, including area code:

                                 (503) 284-7581





Item 9.  Regulation FD Disclosure.

               Rentrak Corporation ("Rentrak") is furnishing this report on Form
8-K pursuant to Regulation FD in connection with its distribution of a letter to
shareholders from its Chairman and Chief Executive  Officer,  Paul A. Rosenbaum,
on November 30, 2000, included as Exhibit 99.1 to this report.

               The  information  in  this  report  (including  the  exhibit)  is
furnished  pursuant  to Item 9 and shall not be  deemed  to be  "filed"  for the
purposes  of  Section 18 of the  Securities  Exchange  Act of 1934 or  otherwise
subject to the  liabilities  of that section.  This report will not be deemed an
admission  as to the  materiality  of any  information  in the  report  that  is
required to be disclosed solely by Regulation FD.

Forward-Looking Statements

               Certain  information  included  in the  exhibit  to  this  report
constitutes  forward-looking  statements  that  involve  a number  of risks  and
uncertainties.   Forward-looking   statements  are  identified  by  the  use  of
forward-looking   words   such   as   "may,"   "will,"   "expects,"   "intends,"
"anticipates," "estimates," or "continues" or the negative thereof or variations
thereon or comparable  terminology.  The following factors are among the factors
that could cause actual results to differ  materially  from the  forward-looking
statements:  Rentrak's  ability to  continue  to market the Pay Per  Transaction
("PPT") System successfully,  the financial stability of participating retailers
and their performance of their  obligations under the PPT System,  nonrenewal or
early termination of Rentrak's line of credit; business conditions and growth in
the  video  industry  and  general  economic   conditions,   both  domestic  and
international;  competitive factors, including increased competition,  expansion
of revenue sharing programs other than the PPT System by program suppliers,  new
technology and the continued  availability  of prerecorded  videocassettes  from
program suppliers. We refer you to the documents that Rentrak files from time to
time with the Securities and Exchange  Commission,  such as Rentrak's Forms 10-Q
and 10-K, which contain additional important factors that could cause its actual
results to differ from its  current  expectations  and from the  forward-looking
statements contained in the information in this report (including the exhibit).

               Rentrak does not have, and expressly disclaims, any obligation to
release  publicly  any updates or any changes in Rentrak's  expectations  or any
changes in events,  conditions  or  circumstances  on which any  forward-looking
statement is based.



                                       -2-



                                   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 thereunto duly authorized.

                                    RENTRAK CORPORATION


Dated: November 30, 2000            By:   /s/ Mark L. Thoenes
                                         ---------------------------------------
                                            Mark L. Thoenes
                                            Chief Financial Officer



                                       -3-


                                  EXHIBIT INDEX


99.1    Letter to shareholders dated November 30, 2000.

EX-99.1

Nov. 30, 2000


Dear Shareowners:

As  part of our  efforts  to be more  open  and  communicative,  your  board  of
directors has asked me as Chairman to update you personally on events at Rentrak
since the change of control vote at the Rentrak  Annual  Shareowners  Meeting on
Sept. 19th. At the meeting,  shareowners  overwhelmingly  approved a proposal to
replace the  previous  board with an  entirely  new one  consisting  of Cecil D.
Andrus, George H. Kuper, Joon S. Moon, James G. Petcoff, and Paul A. Rosenbaum.

Each member of the new board  received more than 60 percent of the votes cast at
the  meeting.  Subsequently,  I was elected as Chairman  and  installed as Chief
Executive  Officer of Rentrak.  On behalf of the board,  I want to thank each of
you who voted for the new board  members and express  our  appreciation  for the
confidence and trust you have placed in us. Each of us has accepted your mandate
to be  more  responsive  to  shareowners  and to  increase  the  value  of  your
investment  in Rentrak.  For myself,  I want to assure you of my  commitment  to
increasing shareholder value.

Working with and through Rentrak's  management  structure,  we intend to provide
the  strategic  vision  for the  company  and then make sure that the  vision is
implemented. Our vision includes the following:

o Install strict financial controls;
o Add the  products of more  studios for  distribution  through  PPT;
o Increase transaction  processing and auditing work for studios;
o Add more retail stores to the PPT network;
o Grow 3PF revenues;
o Separate 3PF from Rentrak;
o Leverage existing  software  into new markets or new sectors;  and
o Fully utilize human resources.

Financial Controls

One of our very first acts as a new board was to  discontinue  the Retailer Loan
Program  that  has  been so  costly  to  Rentrak  over  the  years  in  terms of
write-offs.  Though we took some additional  write-offs  during the quarter just
ended,  we do not expect to see  further  red ink from this  program.  We are no
longer in the lending business at Rentrak.

We have reinforced other financial  controls and going forward intend to tightly
manage credit as well as selling, general and administrative (SG&A) expenses. To
be specific  we have  already  cut SG&A  expenses  by  $100,000  per month since
October of 2000.



New Studio

Recently,  we announced signing an agreement adding the video rental products of
Artisan Home Entertainment to Rentrak's PPT system in the United States. Rentrak
will  begin  distributing  Artisan's  titles to its  customer  base in  January.
Artisan  titles are popular with home video  consumers  and will add depth to an
expected  strong  slate of titles in the  January-March  quarter.  An  important
additional  feature of the agreement  names  Rentrak as Artisan's  processor and
auditor of data for certain  video retail  chains that receive  rental  products
directly from Artisan on a revenue-sharing basis.

We are optimistic about signing other studio agreements in the future.

Processing and Auditing

You have probably read press reports  indicating that Warner Home Video recently
selected  Rentrak as a provider of  revenue-sharing  information  processing and
auditing services for Warner's new Rental Direct program, which makes all Warner
home video products available directly to video rental outlets.  When a retailer
chooses a revenue-sharing option, all rental and used sale data must be captured
and processed to accurately apportion both the studio's and the retailer's share
of the revenues generated for each copy of a rental title.

Rentrak will process data and provide  auditing  services on Warner's behalf for
video  retailers that elect to revenue share through  Rentrak for Warner product
and  for  other  video   retail   chains,   including   Blockbuster,   Hollywood
Entertainment,  Movie Gallery and Hastings. Because Warner is a premier provider
of home  video  products,  this  opportunity  is  expected  to  have a  positive
incremental effect on both revenues and earnings.

Also,  we expect a number of new retail  outlets to join PPT in order to receive
Warner  products on a  revenue-sharing  basis,  giving us an opportunity to also
cross-sell other PPT titles to these new stores.

Add Retail Stores

Video rental retailing continues to be very competitive. Revenue sharing through
Rentrak  remains the best method for video  specialty  outlets and grocery store
video  departments to obtain  low-cost  video rental  products to drive consumer
traffic and ensure  profitability.  As we move  forward,  we intend to capture a
significant  number  of  rental  outlets  that  have  never  used  PPT.  We have
re-focused  our sales  efforts and the  financial  incentives we offer our sales
staff to not just sign new  stores,  but to sign high  quality  new stores  that
order PPT products immediately and pay their bills on time.

Grow 3PF Revenues

3PF  currently  operates  two  distribution   centers--one  on  the  grounds  of
Airborne's  private air park in  Wilmington,  Ohio and one in Grove City,  Ohio.
Soon after we  complete  the  important  Holiday  season,  we intend to move our
Wilmington  operations  from our current 102,000  square-foot  building to a new
building that also is in the air park. The new building  better suits our needs,
allows for more automation and is somewhat larger at 120,000 square feet.


Soon  after  the  first  move has been  completed,  we intend to move out of the
facility in Grove City to a new building in Obetz,  Ohio. The current Grove City
location  contains  220,000  square feet,  but has a short-term  lease.  The new
building  being built by our same landlord  contains  388,000 square feet and is
better suited to our needs.

In other words,  over the course of the next several  months,  we expect to move
from a total of approximately  322,000 square feet of distribution  center space
to more than a half-million  square feet of space.  These moves will allow us to
meet the expansion  needs of current  clients and add new ones.  The most recent
quarter  produced a 165 percent  increase in 3PF  revenues,  and we want to keep
that momentum going.

In the  last  60 days  we  have  changed  management's  goal  from  focusing  on
increasing  revenue to more emphasis on  profitability.  Contracts  with several
customers  have been reworked and our  marketing  effort has been refined from a
"shotgun" approach to more select targeted marketing.

Separate 3PF from Rentrak

We believe that establishing 3PF as a separate,  independent company is the best
way to  maximize  shareowner  value for  Rentrak and 3PF. We continue to explore
ways to accomplish  this goal. We anticipate  that Rentrak will continue to fund
the growth and development of 3PF for some time.

Leverage Existing Software

Rentrak's proprietary software for capturing,  storing,  analyzing and reporting
rental and used sales data is the core of our PPT  business.  That same software
has been transferred with some  modifications  into other markets in Canada, the
United  Kingdom and Brazil.  We believe it has potential  application in several
other international markets as well.

We  also  believe  that  this  software  has  further  application  in the  home
entertainment  industry for processing  transaction data for the online delivery
of movies.  Though  currently in their infancy,  video on demand (VOD) and video
streaming  through the  Internet  both likely will be done on a  revenue-sharing
basis and require a processor and auditor of data for the studios.

Thinking outside the box, we also believe that the software  developed for video
retailers may have  applications in other retail sectors that would benefit from
aggregating and reporting data for management analysis and decision making.

The very powerful online software  suite,  "Essentials,"  that we have developed
for 3PF also may have value for other business sectors.

We  will  be  exploring  opportunities  to  capitalize  on  our  investments  in
technology and report back to you on developments as they occur.


Human Resources

One of the  most  pleasing  discoveries  we have  made to date at  Rentrak  is a
talented work force poised to respond to new  leadership.  Rentrak's  management
team and the members of the work force have  responded very favorably to the new
direction we have  outlined.  Applying  their  collective  skills and  abilities
toward a vision of improved  performance  for Rentrak  provides a solid platform
for future success.

The previous few months at Rentrak had been very difficult for employee  morale.
With a proxy fight and fear of layoffs  overshadowing  daily activities,  morale
was at a low  when we took  over.  Since  September  19th , there  have  been no
layoffs,  and we are proud that the steps we have taken to improve  morale  have
been quite successful to date.

We reported our fiscal second quarter results on Nov. 9th,, which included a net
loss of $9.6 million.  We experienced a number of one-time events that adversely
impacted  our  financial   performance.   Write-offs   during  the  quarter  for
discontinuing the Retailer Loan Program amounted to a total of $6.1 million. The
proxy contest during the second quarter that resulted in the election of the new
board  produced  expenses of $2.4  million and included  costs for legal,  proxy
solicitation  and severance  payments to the company's former chairman and chief
executive officer.  Also, the company recorded a net loss of $0.5 million on the
sale of 200,000 shares of Hollywood  Entertainment  Corp. stock that it acquired
in January of this year as part of the settlement of a lawsuit with Hollywood.

As a board, we certainly were disappointed with our company's performance during
the quarter; however, we believe that we have turned the corner and anticipate a
profitable  third quarter that ends on Dec. 31st. On behalf of our employees,  I
invite current and future suppliers,  customers and investors to join with us in
our steps toward future success.

Sincerely,




Paul A. Rosenbaum
Chairman and Chief Executive Officer