SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 8-K/A
                                 Amendment No. 1

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


      Date of Report (Date of earliest event reported): September 27, 2002


                             RURAL/METRO CORPORATION
             (Exact name of registrant as specified in its charter)


                                    DELAWARE
                 (State or other jurisdiction of incorporation)


        0-22056                                            86-0746929
(Commission File Number)                       (IRS Employer Identification No.)


                          8401 East Indian School Road
                               Scottsdale, Arizona
                                      85251


                    (Address of Principal Executive Offices)
                                   (Zip Code)


                                 (480) 994-3886
              (Registrant's telephone number, including area code)

     The  undersigned  registrant,  Rural/Metro  Corporation,  hereby amends and
restates  Item 7 of its Current  Report on Form 8-K,  filed October 15, 2002, to
provide the financial information required by Item 7.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

     (a)  Not applicable.

     (b)  Pro forma  Condensed  Financial  Information.  The  required pro forma
          financial information is included as Exhibit 99.1 to this Report.

     (c)  Exhibits.

          EXHIBIT             DESCRIPTION
          -------             -----------

          10.64               Stock  Purchase  Agreement  for  the  sale  of our
                              Argentine and related Latin American subsidiaries,
                              effective as of September 27, 2002 (1)

          10.65               Stock  Purchase  Agreement  for  the  sale  of our
                              Bolivian  subsidiaries,  effective as of September
                              27, 2002 (1)

          99.1                Pro  Forma  financial  statements  of  Rural/Metro
                              Corporation (*)

----------
*    Filed herewith
(1)  Previously filed with the Commission on October 15, 2002 on Form 8-K.


                                   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.

                                        RURAL/METRO CORPORATION


Date:  December 9, 2002                 By: /s/ John S. Banas III
                                            ------------------------------------
                                            John S. Banas III
                                            Senior Vice President

                           CURRENT REPORT ON FORM 8-K

                                  EXHIBIT INDEX


          EXHIBIT NO.    EXHIBIT
          -----------    -------

             99.1        Pro forma condensed financial statements of Rural/Metro
                         Corporation