Rental Service Corporation
Ticker: RSVC 14505 N. Hayden Road, Suite 322
Exchange: NASDAQ-National Market Scottsdale, Arizona 85260
Industry: Service (602) 905-3300

Type of Shares:Common Shares Filing Date:6/13/96
U.S. Shares:5,500,000 Offer Date:9/19/96
Non-U.S. Shares:0 Filing Range:$14.00 - $16.00
Primary Shares:5,230,000 Offer Price:$16.00
Secondary Shares:270,000 Gross Spread:$1.12
Offering Amount: $82,500,000 Selling:$0.60
Expenses:$1,300,000 Reallowance:$0.10
Shares Out After:10,006,665

ManagerTierPhone
William Blair & CompanyLead Manager (312) 236-1600
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 504-4525

Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$65.92$58.46$24.54Assets:$199.84
Net Income:$1.52$0.11$1.07Liabilities:$192.31
EPS:$0.30$0.02$0.21Equity:$7.52

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The Company is a leading equipment rental company serving the needs of a wide variety of industrial, manufacturing, construction, government and homeowner markets. RSC rents a broad selection of equipment ranging from small items such as pumps, generators, welders and electric hand tools, to larger equipment such as backhoes, forklifts, air compressors, scissor lifts, aerial manlifts and skid-steer loaders. The Company also sells parts, supplies and used rental equipment, and acts as a distributor for new equipment on behalf of certain national equipment manufacturers. Depending upon market needs, RSC also offers its customers 24 hours a day, seven days a week support services, including onsite maintenance and repair. RSC's strategy is to expand its presence in existing markets and capitalize on opportunities to enter new geographic markets through a combination of acquisitions and start-up locations.

Use of Proceeds
Proceeds from the proposed offering will be used to redeem all outstanding shares of the company's Series A redeemable preferred stock, and to repay certain indebtedness.

Last updated: 10/28/96

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