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SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 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): August 31, 2007
 H&E EQUIPMENT SERVICES, INC.
  Delaware
(State or other jurisdiction 
of incorporation)
    
    000-51759
(Commission File Number)
    
    81-0553291
(IRS Employer
Identification No.)
 11100 Mead Road, Suite 200, Baton Rouge, Louisiana 70816
 (225) 298-5200
 Not Applicable
  o
 o
 o
 o




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TABLE OF CONTENTS  Item 1.01 Entry Into a Material Definitive AgreementItem 2.01 Completion of Acquisition or Disposition of AssetsItem 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a RegistrantItem 8.01 Other EventsItem 9.01 Financial Statements and ExhibitsSIGNATURESExhibit IndexAmendment No. 1 to Agreement and Plan of MergerSecond Amended And Restated Credit AgreementPress Release    Table of Contents  
 Item 1.01 Entry Into a Material Definitive Agreement.
    
 Item 2.01 Completion of Acquisition or Disposition of Assets
  
 Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
   
 Item 8.01 Other Events.
  
 Item 9.01 Financial Statements and Exhibits.
 (a)
    
    Financial Statements of Business AcquiredIn accordance with Item 9(a) of Form 8-K, the appropriate financial statements of the business acquired
required by Regulation S-X shall be provided not later than 71 days after the date on which this Current Report must be
filed with the Securities and Exchange Commission.




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(b)
    
    Pro Forma Financial InformationIn accordance with Item 9(b) of Form 8-K, the appropriate pro forma financial information required
pursuant to Article 11 of Regulation S-X shall be provided not later than 71 days after the
date on which this Current Report must be filed with the Securities and Exchange Commission.(d)
    
    Exhibits
 2.1
    
    Amendment No. 1 to Agreement and Plan of Merger, dated as of August 31, 2007, by
and among H&E Equipment Services, Inc., HE-JWB Acquisition, Inc., J.W. Burress,
Incorporated, the Burress Shareholders (as defined therein), and Richard S. Dudley, as
Burress Shareholders Representative (as defined therein).10.1
    
    Second Amended and Restated Credit Agreement, dated as of September 1, 2007, by
and among H&E Equipment Services, Inc., Great Northern Equipment, Inc., GNE Investments,
Inc., H&E Finance Corp., H&E Equipment Services (California), LLC, H&E California
Holdings, Inc., J.W. Burress, Incorporated, General Electric Capital Corporation, as
Agent, and the lenders party thereto.99.1
    
    Press Release, dated September 4, 2007.
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SIGNATURES
  H&E EQUIPMENT SERVICES, INC.Date: September 4, 2007/s/ LESLIE S. MAGEEBy: Leslie S. MageeIts: Chief Financial Officer
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Exhibit Index
 Exhibits

    Description of Exhibits2.1
    
    Amendment No. 1 to Agreement and Plan of Merger, dated as of August 31, 2007, by
and among H&E Equipment Services, Inc., HE-JWB Acquisition, Inc., J.W. Burress,
Incorporated, the Burress Shareholders (as defined therein), and Richard S. Dudley, as
Burress Shareholders Representative (as defined therein).10.1
    
    Second Amended and Restated Credit Agreement, dated as of September 1, 2007, by
and among H&E Equipment Services, Inc., Great Northern Equipment, Inc., GNE Investments,
Inc., H&E Finance Corp., H&E Equipment Services (California), LLC, H&E California
Holdings, Inc., J.W. Burress, Incorporated, General Electric Capital Corporation, as
Agent, and the lenders party thereto.99.1
    
    Press Release, dated September 4, 2007.