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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF
THE SECURITIES EXCHANGE ACT OF 1934
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RENTAL SERVICE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 33-0569350
(State of incorporation or organization) (I.R.S. Employer Identification No.)
6929 E. GREENWAY PARKWAY, SUITE 200
SCOTTSDALE, ARIZONA 85254
(Address of Principal Executive Offices) (Zip Code)
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of exchange on which each
to be so registered class is to be registered
_____________________________________ ______________________________
9% Senior Subordinated Notes due 2008 New York Stock Exchange, Inc.
If this Form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this Form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [ ]
Securities Act registration statement file number to which this form
relates: 333-56653
Securities to be registered pursuant to Section 12(g) of the Act:
None
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Item 1. Description of Registrant's Securities to be Registered.
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Incorporated by reference to the section captioned "Description of
Exchange Notes" in the Registrant's Registration Statement (Registration No.
333-56653) on Form S-4, filed with the Securities and Exchange Commission on
June 12, 1998 as amended by Amendment No. 1 thereto, filed with the Securities
and Exchange Commission on August 20, 1998.
Item 2. Exhibits
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1. Amended and Restated Certificate of Incorporation of the Registrant,
incorporated by reference to the Registrant's Registration Statement on
Form S-1 (Registration No. 333-05949, effective September 18, 1996).
2. Certificate of Amendment of Certificate of Incorporation, incorporated
by reference to the Registrant's Registration Statement on Form S-1
(Registration No. 333-40707, effective December 16, 1997).
3. Form of Amended and Restated Bylaws of the Registrant, incorporated by
reference to the Registrant's Annual Report on Form 10-K, file number
001-12985, for the year ended December 31, 1996.
4. Indenture dated as of May 13, 1998 by and between the Registrant,
certain subsidiaries of the Registrant and Norwest Bank Minnesota,
National Association, as trustee for the 9% Senior Subordinated Notes,
incorporated by reference to the Registrant's Registration Statement on
Form S-4 (Registration No. 333-56653, effective August 21, 1998).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned hereunto duly authorized.
RENTAL SERVICE CORPORATION
Dated: November 2, 1998 By /s/ Robert M. Wilson
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Robert M. Wilson
Chief Financial Officer
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