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): May 20, 2003


                             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)

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

     (c)  EXHIBITS       DESCRIPTION
          --------       -----------

            99.1         Press Release of Rural/Metro Corporation, dated
                         May 20, 2003.

ITEM 9. REGULATION FD DISCLOSURE

     On May 20,  2003,  Rural/Metro  Corporation,  a Delaware  corporation  (the
"Company"),  issued a press release  announcing that it has postponed its fiscal
2003 third-quarter  announcement  scheduled for Wednesday,  May 21, 2003. On May
15,  2003,  the  Company  filed a Form 8-K with the SEC  announcing  the need to
increase its  allowance  for Medicare,  Medicaid and  contractual  discounts and
doubtful  accounts  in the  range of $35 to $45  million.  The  Company  has now
determined  that  the  charge  will  require  a  restatement  of  its  financial
statements of prior years.  A copy of the May 20, 2003 release is filed herewith
as Exhibit 99.1.

     The Registrant is making this disclosure  under Item 12 of Form 8-K, but in
accordance  with  SEC  Release  33-8216,  it is set  forth  under  Item  9.  The
information in this Form 8-K, including the exhibits,  shall not be deemed to be
"filed" for purposes of the Securities and Exchange Act of 1934, as amended (the
"Exchange Act"), or otherwise subject to the liabilities  thereof,  nor shall it
be deemed to be  incorporated  by reference in any filing under the Exchange Act
or  under  the  Securities  Act of  1933,  as  amended,  except  to  the  extent
specifically provided in any such filing.

                                    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 hereunto duly authorized.

                                        RURAL/METRO CORPORATION


Date: May 21, 2003                      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             Press Release of Rural/Metro Corporation, dated May 20, 2003

EX-99.1

                                                                    Exhibit 99.1

CONTACT: Liz Merritt, Rural/Metro Corporation
         (480) 606-3337
         FD Morgen-Walke, Investor Relations
         Jim Byers (investors), (415) 439-4504
         Christopher Katis (media), (415) 439-4515

                RURAL/METRO POSTPONES THIRD-QUARTER ANNOUNCEMENT

     SCOTTSDALE, ARIZ. (May 20, 2003) - Rural/Metro Corporation (Nasdaq: RURL),
a leading national provider of ambulance and fire protection services, announced
today that it has postponed its fiscal 2003 third-quarter announcement scheduled
for Wednesday, May 21, 2003.

     The company previously announced the need to increase its allowance for
Medicare, Medicaid and contractual discounts and doubtful accounts in the range
of $35 to $45 million and has now determined that the charge will require a
restatement of its financial statements of prior years. The company is working
to determine the final amount of the charge as well as the fiscal years to which
the charge relates.

     Jack Brucker, President and Chief Executive Officer, said, "While our
analysis has taken longer than expected to complete, we are pleased that the
anticipated adjustment will have no impact on our current cash balances or cash
flows from operating activities. This process in no way diminishes the
fundamental strength of the company or the progress we have made in recent years
to enhance the quality of our revenue and strengthen our billing and collections
process."

     After the company completes its determination, it will release the results
of the restatement and results for the third fiscal quarter ended March 31,
2003. The company will file its Form 10-Q for the third quarter promptly
thereafter.

     The delay in filing the10-Q has caused the company to be out of compliance
with regulatory filing obligations under its amended credit facility and its
bond indenture. The company anticipates this situation will be remedied upon
filing the 10-Q or that an appropriate waiver or other resolution can be
negotiated. As previously announced, a charge in the range of $35 to $45 million
will cause the company to be out of compliance with three financial covenants
under its amended credit facility and the company is working with its lenders on
a variety of alternatives to structure an amended credit agreement.

     Rural/Metro Corporation provides emergency and non-emergency medical
transportation, fire protection, and other safety services in 26 states and more
than 400 communities throughout the United States.

     EXCEPT FOR HISTORICAL INFORMATION HEREIN, THIS PRESS RELEASE CONTAINS
FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES THAT COULD CAUSE
ACTUAL RESULTS TO DIFFER MATERIALLY. THESE RISKS AND UNCERTAINTIES INCLUDE,
AMONG OTHERS, THE FINAL DETERMINATION OF THE RESTATEMENT ADJUSTMENTS RELATING TO
THE ALLOWANCE FOR MEDICARE, MEDICAID AND CONTRACTUAL DISCOUNTS AND DOUBTFUL
ACCOUNTS; THE COMPANY'S ABILITY TO COLLECT ITS ACCOUNTS RECEIVABLE; COMPETITORS'
ACTIONS; LITIGATION MATTERS; AND THE COMPANY'S ABILITY TO SUSTAIN OPERATING CASH
FLOW, SECURE NEW CONTRACTS, RETAIN EXISTING CONTRACTS, IMPROVE EARNINGS AND
OPERATING MARGINS, FURTHER ENHANCE THE EFFICIENCY OF THE COLLECTION PROCESS,
EFFECTIVELY MANAGE COLLATERAL REQUIREMENTS AND COSTS RELATED TO ITS INSURANCE
COVERAGE, AND THE COMPANY'S ABILITY TO CURE OR OBTAIN A WAIVER OF COVENANT
NON-COMPLIANCE OR AN AMENDMENT TO ITS CREDIT FACILITY OR INDENTURE. ADDITIONAL
FACTORS THAT COULD AFFECT THE COMPANY ARE DESCRIBED IN ITS FORM 10-K AS AMENDED
FOR THE YEAR ENDED JUNE 30, 2002 UNDER THE CAPTION "RISK FACTORS" IN THE
MANAGEMENT'S DISCUSSION AND ANALYSIS SECTION, AND OTHER FACTORS AS DESCRIBED
FROM TIME TO TIME IN THE COMPANY'S SEC FILINGS. THE COMPANY DISCLAIMS ANY
OBLIGATION TO UPDATE ITS FORWARD-LOOKING STATEMENTS.