UNITED STATES

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

~~the~~Date ~~Securities~~of ~~Exchange~~Report ~~Act~~(Date of ~~1934~~ earliest event reported): April 16, 2013

Date of Report (Date of earliest event reported): February 26, 2013

UNITED RENTALS, INC.

UNITED RENTALS (NORTH AMERICA), INC.

(Exact name of registrant as specified in its charter)

Delaware	001-14387	06-1522496
Delaware	001-13663	86-0933835
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
Five Greenwich Office Park Greenwich, Connecticut		06831
(Address of Principal Executive Offices)		(Zip Code)


Five Greenwich Office Park
Greenwich, Connecticut		06831
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (203) 622-3131

(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.

Results of Operations and Financial Condition.

On April 16, 2013, United Rentals, Inc. (the “Company”) issued a press release reporting its results of operations for the quarter ended March 31, 2013. A copy of the press release is being furnished with this report as Exhibit 99.1.

Item 7.01.

Regulation FD Disclosure.

OnCertain ~~February 26,~~information ~~2013,~~concerning ~~United~~our ~~Rentals~~business, ~~Inc.~~financial ~~(the~~results ~~“Company”)~~and ~~issued~~2013 aoutlook ~~press~~that ~~release~~the ~~(attached~~Company ~~hereto~~expects asto ~~Exhibit~~use ~~99.1)~~at ~~announcing~~certain ~~that~~investor itmeetings ~~will~~and ~~participate~~presentations incan ~~the~~be ~~ISI~~accessed ~~Annual~~currently ~~Industrial~~on ~~Conference~~the onCompany’s ~~March 5~~website, ~~2013~~www.ur.com. AtSuch ~~the~~information ~~conference,~~will be ~~Michael~~maintained ~~Kneeland,~~on ~~chief executive officer of~~ the Company,’s ~~and~~website ~~William~~for ~~Plummer,~~at ~~chief~~least ~~financial~~the ~~officer,~~period ~~will~~of ~~present~~its ~~information~~use ~~regarding~~at ~~the~~such ~~Company,~~meetings ~~which~~and ~~may~~presentations ~~include~~or auntil ~~discussion~~superseded ofby ~~the~~more ~~Company’s~~current ~~business, financial performance and forward-looking~~ information.

The presentation isincludes ~~scheduled~~certain tofinancial ~~begin~~measures at— ~~2:15~~free pcash (usage) flow, earnings before interest, taxes, depreciation and amortization (“EBITDA”), adjusted EBITDA and adjusted earnings per share (“adjusted EPS”) — that are “non-GAAP financial measures” as defined under the rules of the Securities and Exchange Commission.m Free cash (usage) flow represents net cash provided by operating activities, less purchases of rental and non-rental equipment plus proceeds from sales of rental and non-rental equipment. EBITDA represents the sum of net income, ~~Eastern~~provision ~~Time~~for income taxes, interest expense, net, interest expense-subordinated convertible debentures, depreciation of rental equipment and ~~will~~non-rental bedepreciation ~~broadcast~~and ~~live~~amortization. ~~via~~Adjusted EBITDA represents EBITDA plus the ~~following~~sum of RSC merger related costs, restructuring charge, stock compensation expense, net, and the impact of the fair ~~link:~~value mark-up of acquired RSC fleet. Adjusted EPS represents EPS plus the sum of the RSC merger related costs, restructuring charge, asset impairment charge, pre-close RSC merger related interest expense, the impact on interest expense related to the fair value adjustment of acquired RSC indebtedness, the impact on depreciation related to acquired RSC fleet and property and equipment, the impact of the fair value mark-up of acquired RSC fleet, RSC merger related intangible asset amortization, and the loss on repurchase/redemption of debt securities and retirement of subordinated convertible debentures.

~~http~~The presentation includes reconciliations of these non-GAAP financial measures to their nearest generally accepted accounting principles financial measures. The Company believes that:~~//www~~ (i) free cash (usage) flow provides useful additional information concerning cash flow available to meet future debt service obligations and working capital requirements; (ii) EBITDA and adjusted EBITDA provide useful information about operating performance and period-over-period growth; and (iii) adjusted EPS provides useful information concerning future profitability.~~veracast~~ However, none of these measures should be considered as alternatives to net income, cash flows from operating activities or earnings per share under GAAP as indicators of operating performance or liquidity.~~com/webcasts/isi/industrial2013/25109178.cfm~~

The archived webcast will be available for 30 days following the conference directly through the Company’s website, www.ur.com.

The information in Item 7.01 of this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01.

Financial Statements and Exhibits.


99.1		Press Release of United Rentals, Inc.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, ~~the~~each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: ~~February~~April 2616, 2013


UNITED RENTALS, INC.

By:		/s/ Jonathan M. Gottsegen
		Name: Jonathan M. Gottsegen
		Title: Senior Vice President, General Counsel and Corporate Secretary

UNITED RENTALS (NORTH AMERICA), INC.

By:		/s/ Jonathan M. Gottsegen
		Name: Jonathan M. Gottsegen
		Title: Senior Vice President, General Counsel and Corporate Secretary

EXHIBIT INDEX

ExhibitNo.		Description
Exhibit No.		Description
99.1		Press Release of United Rentals, Inc.

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