---

# UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

# FORM 10-Q

# [X]  QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For The Quarterly
Period Ended September 30, 2005

or

# [   ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition
Period from __________ to ______________

Commission file number
333-114115

NATIONSRENT
COMPANIES, INC.
(Exact name of registrant as specified in the charter)

|Delaware                                                        | 14-1875911                             
|--------------------------------------------------------------- | ---------------------------------------
|(State or other jurisdiction of 
incorporation or organization) | (I.R.S. Employer Identification Number)
|                                                                |                                        

|450 East Las Olas Blvd., Suite 1400,
Fort Lauderdale, Florida | 33301     
|------------------------------------------------------------- | ----------
|(Address of principal executive offices)                      | (Zip Code)

(954)760-6550
(Registrants telephone number including area code)

Indicate by check |X|whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject to such
filing requirement for the past 90 days. Yes |X| No |_|

Indicate by check mark whether the registrant is an accelerated filer (as
defined in the Exchange Act Rule 12b-2). Yes |_| No |X| Indicate by check mark
whether the registrant is a shell company (as defined in the Exchange Act Rule
12b-2). Yes |_| No |X|

APPLICABLE
ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING
FIVE YEARS

Indicate by check mark whether the
registrant has filed all documents and reports required to be filed by Section 12, 13 or
15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confirmed by a court. Yes |X| No |_|

As of October 31, 2005, there were
1,729,091 shares of common stock, $0.01 par value, outstanding.

# DRAFT 11/11/05

# NATIONSRENT COMPANIES,
INC.

# INDEX

|                                                                               | Page
No.
|------------------------------------------------------------------------------ | --------
|PART I - FINANCIAL INFORMATION                                                 | 1       
|Item 1: Financial Statements                                                   | 1       
|Condensed Consolidated Balance Sheets as of September 30, 2005 (unaudited) and
|December 31, 2004                                                              | 1       
|Unaudited Condensed Consolidated Statements of Operations for the Three Months
|Ended September 30, 2005 and 2004                                              | 2       
|Unaudited Condensed Consolidated Statements of Operations for the Nine Months 
|Ended September 30, 2005 and 2004                                              | 3       
|Unaudited Condensed Consolidated Statements of Cash Flows for the Nine Months 
|Ended September 30, 2005 and 2004                                              | 4       
|Notes to Condensed Consolidated Financial Statements                           | 5       
|Item 2: Management's Discussion and Analysis of Financial Condition and       
|Results of Operations                                                          | 16      
|Item 3: Quantitative and Qualitative Disclosures About Market Risk             | 30      
|Item 4: Controls and Procedures                                                | 31      
|PART II - OTHER INFORMATION                                                    | 32      
|Item 4:  Submission of Matters to a Vote of Security Holders                   | 31      
|Item 6:  Exhibits                                                              | 32      
|Signatures                                                                     | 37      
|Certifications                                                                 | 43      

---

# PART I - FINANCIAL
INFORMATION

Item 1: Financial
Statements

# NATIONSRENT COMPANIES,
INC.

# CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)

|                                                                | September 30,
2005 | December 31,
2004
|--------------------------------------------------------------- | ------------------ | -----------------
|
|
|Cash and cash equivalents                                       |                    | $   30,591       
|Marketable securities                                           |                    | 33               
|Accounts receivable, net                                        |                    | 97,303           
|Inventories, net                                                |                    | 60,696           
|Prepaid expenses and other assets                               |                    | 14,879           
|Debt issuance costs, net                                        |                    | 6,952            
|Rental equipment, net                                           |                    | 506,653          
|Property and equipment, net                                     |                    | 76,379           
|Goodwill                                                        |                    | 307              
|Intangible assets, net                                          |                    | 8,160            
|                                                                |                    |                  
|Total Assets                                                    |                    | $ 801,953        
|                                                                |                    |                  
|LIABILITIES AND STOCKHOLDERS' EQUITY                            |                   
|Accounts payable                                                |                    | $ 128,821        
|Accrued compensation and related taxes                          |                    | 13,409           
|Accrued insurance claims                                        |                    | 17,038           
|Accrued expenses and other liabilities                          |                    | 40,986           
|Debt (Notes 4 and 11)                                           |                    | 389,649          
|                                                                |                    |                  
|Total Liabilities                                               |                    | 589,903          
|                                                                |                    |                  
|Commitments and Contingencies                                   |                   
|Stockholders' Equity:                                           |                   
|Preferred stock-- $0.01 par value, 1,000,000 shares authorized, |                   
|Series A, $72,002 liquidation preference, 72,002 shares issued  |                   
|and outstanding at September 30, 2005 and December 31, 2004     |                    | 1                
|Common stock-- $0.01 par value, 3,000,000 shares authorized,    |                   
|1,729,091 and 1,669,588 shares issued and outstanding at        |                   
|September 30, 2005 and December 31, 2004, respectively          |                    | 17               
|Additional paid-in capital                                      |                    | 217,239          
|Deferred stock compensation                                     |                    | (637             
|Accumulated deficit                                             |                    | (4,570           
|                                                                |                    |                  
|Total Stockholders' Equity                                      |                    | 212,050          
|                                                                |                    |                  
|Total Liabilities and Stockholders' Equity                      |                    | $ 801,953        
|                                                                |                    |                  

The
accompanying notes are an integral part of these condensed consolidated financial
statements.

# NATIONSRENT COMPANIES,
INC.

# UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands)

|                                                                     | Three Months
Ended
September 30, 2005 | Three Months
Ended
September 30, 2004
|-------------------------------------------------------------------- | ------------------------------------- | -------------------------------------
|Revenue:                                                             |                                       |                                      
|Equipment rentals                                                    |                                       |                                      
|Sales of equipment, merchandise, service, parts and supplies         |                                       |                                      
|                                                                     |                                       |                                      
|Total revenue                                                        |                                       |                                      
|                                                                     |                                       |                                      
|Cost of revenue:                                                     |                                       |                                      
|Cost of equipment rentals                                            |                                       |                                      
|Rental equipment and vehicle depreciation                            |                                       |                                      
|Cost of sales of equipment, merchandise, service, parts and supplies |                                       |                                      
|                                                                     |                                       |                                      
|Total cost of revenue                                                |                                       |                                      
|                                                                     |                                       |                                      
|Gross profit                                                         |                                       |                                      
|Operating expenses:                                                  |                                       |                                      
|Selling, general and administrative expenses                         |                                       |                                      
|Other depreciation and amortization                                  |                                       |                                      
|                                                                     |                                       |                                      
|Operating income                                                     |                                       |                                      
|                                                                     |                                       |                                      
|Other (income) expense:                                              |                                       |                                      
|Interest expense, net                                                |                                       |                                      
|Increase in (reversal of) pre-petition tax liabilities               |                                       |                                      
|Other, net                                                           |                                       |                                      
|                                                                     |                                       |                                      
|Income before provision for income taxes                             |                                       |                                      
|Provision for income taxes                                           |                                       |                                      
|                                                                     |                                       |                                      
|Net income                                                           |                                       |                                      
|                                                                     |                                       |                                      

The
accompanying notes are an integral part of these condensed consolidated financial
statements.

# NATIONSRENT COMPANIES,
INC.

# UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands)

|                                                                         | Nine Months
Ended
September 30, 2005 | Nine Months
Ended
September 30, 2004
|------------------------------------------------------------------------ | ------------------------------------ | ------------------------------------
|Revenue:                                                                 |                                      |                                     
|Equipment rentals                                                        |                                      |                                     
|Sales of equipment, merchandise, service, parts and supplies             |                                      |                                     
|                                                                         |                                      |                                     
|Total revenue                                                            |                                      |                                     
|                                                                         |                                      |                                     
|Cost of revenue:                                                         |                                      |                                     
|Cost of equipment rentals                                                |                                      |                                     
|Rental equipment and vehicle depreciation                                |                                      |                                     
|Cost of sales of equipment, merchandise, service, parts and supplies     |                                      |                                     
|                                                                         |                                      |                                     
|Total cost of revenue                                                    |                                      |                                     
|                                                                         |                                      |                                     
|Gross profit                                                             |                                      |                                     
|Operating expenses:                                                      |                                      |                                     
|Selling, general and administrative expenses                             |                                      |                                     
|Other depreciation and amortization                                      |                                      |                                     
|                                                                         |                                      |                                     
|Operating income                                                         |                                      |                                     
|                                                                         |                                      |                                     
|Other (income) expense:                                                  |                                      |                                     
|Interest expense, net                                                    |                                      |                                     
|Reversal of pre-petition tax liabilities                                 |                                      |                                     
|Other, net                                                               |                                      |                                     
|                                                                         |                                      |                                     
|Income (loss) before reorganization items and provision for income taxes |                                      |                                     
|Reorganization items, net                                                |                                      |                                     
|                                                                         |                                      |                                     
|Income (loss) before provision for income taxes                          |                                      |                                     
|Provision for income taxes                                               |                                      |                                     
|                                                                         |                                      |                                     
|Net income (loss)                                                        |                                      |                                     
|                                                                         |                                      |                                     

The accompanying notes
are an integral part of these condensed consolidated financial statements.

# NATIONSRENT COMPANIES,
INC.

# UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

|                                                                                  | Nine Months Ended
September 30, 2005 | Nine Months Ended
September 30, 2004
|--------------------------------------------------------------------------------- | ------------------------------------ | ------------------------------------
|CASH FLOWS FROM OPERATING ACTIVITIES:                                             |                                      |                                     
|Net income (loss)                                                                 |                                      |                                     
|Adjustments to reconcile net income (loss) to net cash provided by                |                                      |                                     
|operating activities:                                                             |                                      |                                     
|Depreciation and amortization                                                     |                                      |                                     
|Provision for doubtful accounts                                                   |                                      |                                     
|Non-cash reorganization items                                                     |                                      |                                     
|Amortization of deferred stock compensation                                       |                                      |                                     
|Amortization of deferred issuance costs and debt discount                         |                                      |                                     
|Loss on disposal of non-rental equipment                                          |                                      |                                     
|Gain on disposal of rental equipment                                              |                                      |                                     
|Changes in operating assets and liabilities:                                      |                                      |                                     
|Accounts receivable                                                               |                                      |                                     
|Inventories                                                                       |                                      |                                     
|Prepaid expenses and other assets                                                 |                                      |                                     
|Accounts payable                                                                  |                                      |                                     
|Accrued expenses and other liabilities                                            |                                      |                                     
|Income taxes payable                                                              |                                      |                                     
|                                                                                  |                                      |                                     
|Net cash provided by operating activities                                         |                                      |                                     
|                                                                                  |                                      |                                     
|CASH FLOWS FROM INVESTING ACTIVITIES:                                             |                                      |                                     
|Acquisition of business                                                           |                                      |                                     
|Change in marketable securities                                                   |                                      |                                     
|Purchases of rental equipment                                                     |                                      |                                     
|Purchases of property and equipment                                               |                                      |                                     
|Proceeds from disposal of rental equipment and vehicles                           |                                      |                                     
|                                                                                  |                                      |                                     
|Net cash used in investing activities                                             |                                      |                                     
|                                                                                  |                                      |                                     
|CASH FLOWS FROM FINANCING ACTIVITIES:                                             |                                      |                                     
|Proceeds from debt issuance                                                       |                                      |                                     
|Redemption of convertible notes                                                   |                                      |                                     
|Payment of debt issuance costs                                                    |                                      |                                     
|Repayments of debt                                                                |                                      |                                     
|                                                                                  |                                      |                                     
|Net cash provided by (used in) financing activities                               |                                      |                                     
|                                                                                  |                                      |                                     
|Net decrease in cash and cash equivalents                                         |                                      |                                     
|Cash and cash equivalents, beginning of period                                    |                                      |                                     
|                                                                                  |                                      |                                     
|Cash and cash equivalents, end of period                                          |                                      |                                     
|                                                                                  |                                      |                                     
|SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:                                 |                                      |                                     
|Cash paid for interest                                                            |                                      |                                     
|                                                                                  |                                      |                                     
|Cash paid for income taxes                                                        |                                      |                                     
|                                                                                  |                                      |                                     
|SUPPLEMENTAL SCHEDULE OF NON-CASH                                                 |                                      |                                     
|INVESTING AND FINANCING ACTIVITIES:                                               |                                      |                                     
|Property and equipment acquired under financial obligations                       |                                      |                                     
|                                                                                  |                                      |                                     
|Issuance of restricted stock                                                      |                                      |                                     
|                                                                                  |                                      |                                     
|Issuance of common stock on conversion of convertible notes and accrued
 interest |                                      |                                     
|                                                                                  |                                      |                                     
|Reclassification of redeemed convertible notes to accrued expenses                |                                      |                                     
|                                                                                  |                                      |                                     

The accompanying notes
are an integral part of these condensed consolidated financial statements.

# NATIONSRENT COMPANIES,
INC.

# NOTES TO CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2005

1. General

Reporting Entity

NationsRent Companies, Inc. together with its subsidiaries (the
Company) is one of the largest full-service equipment rental
companies in the United States. The Company offers a comprehensive line of
equipment for rent to a broad range of construction, industrial and homeowner
customers. The Company also sells new and used equipment, parts, merchandise and
supplies, and provides maintenance and repair services.

Reorganization
Under Chapter 11

On
June 13, 2003 (the Effective Date), NationsRent, Inc., a Delaware corporation,
together with its subsidiaries (the Predecessor Company or the
Debtors) emerged from proceedings under Chapter 11 (the Chapter 11
Cases) of the United States Bankruptcy Code (the Bankruptcy Code) in the
United States Bankruptcy Court for the District of Delaware (the Bankruptcy
Court) pursuant to the terms of the First Amended Joint Plan of Reorganization of
NationsRent, Inc. and its debtor subsidiaries dated February 7, 2003, as modified (the
Plan). On the Effective Date, the Predecessor Company merged into an indirect
subsidiary of the Company. In connection with its emergence from bankruptcy, the Company
reflected the terms of the Plan in its consolidated financial statements by adopting the
principles of Fresh Start Reporting in accordance with the American Institute of Certified
Public accountants (AICPA) Statement of Position (SOP) 90-7,
Financial Reporting by Entities in Reorganization under the Bankruptcy Code.
For accounting purposes, the effects of the consummation of the Plan, as well as
adjustments for Fresh-Start Reporting, were recorded in the consolidated financial
statements as of June 1, 2003. Under Fresh-Start Reporting, a new entity is deemed to be
created for financial reporting purposes and the recorded amounts of assets and
liabilities are adjusted to reflect their estimated fair values.

Restatements

The
Companys unaudited condensed consolidated financial statements for the three and
nine months ended September 30, 2004 have been restated for the matters described in the
Companys Quarterly Report on Form 10-Q/A, for the period ended September 30, 2004 as
filed with the United States Securities and Exchange Commission (SEC) in March
2005. The accompanying unaudited condensed consolidated financial statements included in
this report reflect such restatements.

Basis
of Presentation

The
unaudited condensed consolidated financial statements have been prepared in accordance
with accounting principles generally accepted in the United States and with rules and
regulations of the SEC for interim financial reporting. In the opinion of management, the
financial information included herein reflects all adjustments considered necessary for a
fair presentation of interim results and all such adjustments are of a normal recurring
nature. The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that affect
the amounts reported in the financial statements and accompanying notes. Actual results
could differ from those estimates. Certain information and footnote disclosures normally
included in complete financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such SEC rules and
regulations. These unaudited interim condensed consolidated financial statements should be
read in conjunction with the consolidated financial statements and the notes thereto
included in our Annual Report on Form 10-K for the year ended December 31, 2004. The
results of operations for interim periods are not necessarily indicative of the results
which may be reported for the year ending December 31, 2005.

The
unaudited interim condensed consolidated financial statements include the accounts of the
Company and its 100% wholly owned subsidiaries. All material intercompany transactions and
balances have been eliminated in consolidation. Comprehensive income (loss) was equal to
net income (loss) for all periods presented. Certain prior period amounts presented herein
have been reclassified to conform to the current periods presentation.

Impact
of Recently Issued Accounting Standards

In
October 2005, the FASB issued FASB Staff Position (FSP) 13-1, Accounting
for Rental Costs Incurred during a Construction Period.  The FSP concludes that
rental costs incurred during and after a construction period are for the right to control
the use of a leased asset during and after construction of a lessed asset and that there
is no distinction between the right to use a leased asset during the construction period
and the right to use that asset after the construction period. Therefore, rental costs
associated with ground or building operating leases that are incurred during a
construction period should be recognized as rental expense. The guidance in this FSP shall be
applied to the first reporting period beginning after December 15, 2005. Early adoption is
permitted for financial statements or interim financial statements that have not yet been
issued. A lessee shall cease capitalizing rental costs as of the effective date of this
FSP for operating lease arrangements entered into prior to the effective date of this FSP.
The Company does not expect the adoption of this FSP to have any impact on the financial
condition or results of operations as the Company has been recognizing rental costs
incurred during a construction period as rental expense.

In
May 2005, the Financial Accounting Standards Board (FASB) issued SFAS
No. 154, Accounting Changes and Error Corrections  A Replacement of APB
Opinion No. 20 and FASB Statement No. 3. SFAS No. 154 requires
retrospective application to prior periods financial statements for a change in
accounting principle, unless it is impracticable to determine either the period-specific
effects or the cumulative effect of the change. Additionally, retrospective application is
not required when explicit transition requirements specific to newly adopted accounting
principles exist. Retrospective application requires the cumulative effect of the change
on periods prior to those presented to be reflected in the carrying amounts of assets and
liabilities as of the beginning of the first period presented and the offsetting
adjustments to be recorded to opening retained earnings. SFAS No. 154 retains the
guidance contained in APB Opinion No. 20 for reporting both the correction of an
error in previously issued financial statements and a change in accounting estimate. SFAS
No. 154 will become effective for accounting changes and corrections of errors made
in fiscal years beginning after December 15, 2005. The Company is required to adopt
the provisions of SFAS No. 154, as applicable, beginning in fiscal year 2006.

In
June 2005, the FASBs Emerging Issues Task Force reached a consensus on Issue
No. 05-6, Determining the Amortization Period for Leasehold Improvements
(EITF 05-6). This guidance requires that leasehold improvements acquired in a
business combination or purchased subsequent to the inception of a lease be amortized over
the lesser of the useful life of the assets or the term of the lease, including renewals
that are reasonably assured at the date of the business combination or purchase. This
guidance is effective for interim reporting periods beginning after June 29, 2005,
and is applicable only to leasehold improvements that are purchased or acquired in
reporting periods beginning after the effective date. We do not expect that the adoption
of EITF 05-6 will have a significant effect on our financial condition or results of
operations.

Inventories

Inventories
are stated at the lower of cost or market. Cost is determined using the first-in,
first-out method. A provision is made to reduce excess or obsolete inventories to
estimated net realizable value. Inventories, net consist of the following:

|                                                      | September 30, 2005 | December 31, 2004
|----------------------------------------------------- | ------------------ | -----------------
|
|New and used equipment                                |                    |                  
|Merchandise, parts and supplies, net of allowances of |                    |                  
|$3,845 and $636, respectively                         |                    |                  
|                                                      |                    |                  
|Inventories, net                                      |                    |                  
|                                                      |                    |                  

2. Revenue Recognition

The
Company recognizes revenue when all of the following criteria are met: (i) persuasive
evidence of an arrangement exists; (ii) delivery has occurred; (iii) the price is fixed or
determinable; and (iv) collectibility is probable.

Equipment
rentals in the accompanying condensed consolidated statements of operations include
revenue earned on equipment rentals, rental equipment pick-up and delivery fees, loss
damage waiver fees and fuel sales. Revenue earned on equipment rentals, rental equipment
pick-up and delivery fees, and loss damage waiver fees are recognized on a straight-line
basis over the rental contract period which may be daily, weekly or monthly. Fuel sales
are recognized at the end of the rental contract period.

Revenue
from the sales of equipment, parts and supplies and retail merchandise is recognized at
the time of delivery to, or pick-up by, the customer. When rental equipment is sold, the
related cost and accumulated depreciation are removed from the respective accounts.
Proceeds from the sale and the related book value of the equipment sold are reported as
revenue from sales of equipment, merchandise, service, parts and supplies and cost of
sales of equipment, merchandise, service, parts and supplies, respectively, in the
accompanying consolidated statements of operations.

Revenue
from the sale of equipment includes revenue earned in connection with sale/purchase
agreements between the Company and certain manufacturers from whom the Company purchases
new equipment. The Company accounts for these exchanges at fair value as monetary
exchanges under Accounting Principles Board (APB) No. 29, Accounting for
Nonmonetary Transactions, and Statement of Financial and Accounting Standards
(SFAS) No. 153, Exchange of Nonmonetary Assets, and revenue is
recognized at the time of delivery to, or pick up by, the manufacturer. In certain
instances, the sale transaction may contain a limited subjective right of return which
extends the date of revenue recognition to the date the subjective right of return period
lapses. The Company establishes fair market value for each unit of equipment sold in
sale/purchase agreements based on independent appraisals and records sale/purchase revenue
up to but not exceeding such fair market value. Any excess sale price over the estimated
fair market value of the used equipment sold is accounted for as a reduction of the cost
of new equipment purchased by the Company from the same manufacturer and is amortized as a
reduction to depreciation expense over the average useful life of the new equipment
purchased from the same manufacturer. The following table sets forth the amounts related
to the sale/purchase agreements (in thousands):

|                                           | Three months ended
September 30, | Nine months ended
September
|------------------------------------------ | -------------------------------- | ---------------------------
|
|Sale/Purchase revenue                      |                                  |                            
|Excess sale price recorded as reduction of |                                  |                            
|new equipment cost                         |                                  |                            
|Amortization of excess sale price          |                                  |                            

At September 30, 2005 and
December 31, 2004, the unamortized balance of excess sale price recorded in
the condensed consolidated balance sheet was approximately $1,408,000 and
$904,000, respectively.

3. Business Acquisition

In
January 2005, the Company acquired substantially all of the assets of an equipment rental
company for total consideration of approximately $7,617,000, including acquisition costs.
The Company did not assume any liabilities. Of the total purchase price, $500,000 was
retained by the Company pending any post closing adjustments related to deficiencies in
the acquired assets. As a result of the Companys post closing review, in July 2005,
the Company paid approximately $412,000 after post closing adjustments. Also, in
connection with the acquisition, the Company agreed to pay 50%, up to a maximum of
$200,000, to the former owner for certain potential income tax implications related to
the tax allocation of purchase price. The final amount will be determined upon review of
the former owners completed income tax returns. Any future payments made related to
this contingency will be considered additional purchase price and allocated accordingly
to goodwill.

The
purchase price of approximately $7,417,000 (excluding $200,000 of contingent purchase
price) was allocated to the assets acquired, primarily rental equipment, based on their
estimated fair values at the date of acquisition. The excess purchase price over the fair
values of assets acquired of $307,000 was allocated to goodwill.
The purchase price allocation is preliminary and will be adjusted once the outcome of all
purchase price contingencies are resolved. In accordance with SFAS No. 142, Goodwill
and Other Intangible Assets, goodwill is no longer amortized, but is tested at
least annually for impairment.

The
results of operations of the acquired business have been included in the Companys
consolidated statement of operations since the acquisition date and did not have a
material impact on the Companys results of operations. The pro forma results of
operations, assuming the acquisition took place at the beginning of the periods
presented, were not significantly different from the Companys reported results of
operations.

4. Debt

Debt consists of the following (in
thousands):

|                                                                      | September 30,
2005 | December 31,
2004
|--------------------------------------------------------------------- | ------------------ | -----------------
|Senior secured notes, net of unamortized debt discount                |                    |                  
|of $6,189 at September 30, 2005  and $7,080 at December 31, 2004,     |                    |                  
|bearing interest at 9.5%, interest payable semi-annually and          |                    |                  
|principal payable in October 2010                                     |                    |                  
|Senior unsecured notes, net of unamortized debt discount of $4,162 at |                    |                  
|September 30, 2005, bearing interest at 9.5%, interest                |                    |                  
|payable semi-annually and principal payable in May 2015               |                    |                  
|Postpetition notes, bearing interest at prime, interest and principal |                    |                  
|payable on or before January 2007                                     |                    |                  
|Capital lease obligations                                             |                    |                  
|Convertible subordinated notes                                        |                    |                  
|                                                                      |                    |                  
|Total debt                                                            |                    |                  
|                                                                      |                    |                  

Senior
Secured Notes

In October 2003, the Company
completed a private offering of $250,000,000 aggregate principal amount of 9.5%
senior secured notes due 2010 (the Original Senior Secured Notes).
The Company pays interest on the notes semi-annually in cash, in arrears, on
October 15 and April 15, at an annual interest rate of 9.5%. The notes mature on
October 15, 2010. The net proceeds were used to repay amounts outstanding under
the Credit Facility (as defined below), equipment-related purchase money
obligations, equipment leases and for other general corporate purposes.

In
April 2004, the Company filed a registration statement on Form S-4 (Registration No.
333-114115), as amended, with the SEC with respect to the 9.5% senior secured notes (the
New Notes, and together with the Original Senior Secured Notes, the Senior
Secured Notes) that have substantially identical terms as the Original Senior
Secured Notes, except that the New Notes are freely transferable. The registration
statement was declared effective by the SEC on July 28, 2004 and promptly thereafter, the
Company commenced an exchange offer, pursuant to which holders of the Original Senior
Secured Notes were able to exchange Original Senior Secured Notes for the New Notes. The
New Notes evidence the same debt as the Original Senior Secured Notes, are entitled to
the benefits of the indenture governing the Original Senior Secured Notes and are treated
under the indenture as a single class with the Original Senior Secured Notes. In
September 2004, the Company completed the exchange offer with 100% of the Original Senior
Secured Notes being exchanged for New Notes.

The
Company may redeem all of the Senior Secured Notes on or after October 15, 2007. The
Company may also redeem up to 35% of the notes prior to October 15, 2006 with the net
proceeds of an equity offering at 109.5% of their principal amount, plus accrued
interest; provided that at least 65% of the aggregate principal amount of the notes
issued must remain outstanding after such redemption.

The
Senior Secured Notes were issued by NationsRent Companies, Inc. and are guaranteed by all
of its direct and indirect subsidiaries. NationsRent Companies, Inc. has no independent
assets or operations, the guarantees are full and unconditional and joint and several,
and there are no other subsidiaries other than the guarantors. There are no significant
restrictions on the ability of NationsRent Companies, Inc. to obtain funds from its
subsidiaries.

The
Senior Secured Notes and the guarantees are secured by a first priority lien on
substantially all of the Companys and its subsidiaries rental equipment
(other than titled vehicles), subject to certain permitted liens. The Company is required
to certify each December and June during the term of the Senior Secured Notes that its
collateral value coverage ratio, as defined, is at least 2.0 to 1.0. At September 30,
2005, the Company was in compliance with this requirement.

The
indenture governing the Senior Secured Notes contains various affirmative and negative
covenants, subject to a number of important limitations and exceptions, including
limitations on the Companys ability to incur additional indebtedness or enter into
sale and leaseback transactions; limitations on the Companys ability to repay or
prepay subordinated indebtedness; certain restrictions on dividends, stock redemptions
and other distributions; restrictions on making certain investments or acquisitions; and
restrictions on the Companys ability to grant liens on assets, enter into
transactions with stockholders and affiliates, merge, consolidate or transfer assets. The
indenture also contains various customary events of default.

On
April 14, 2005, the Company launched a consent solicitation seeking the consent of the
holders of the Senior Secured Notes to amend the indenture governing the Senior Secured
Notes to allow the Company to redeem all of its outstanding 6.5% Convertible Subordinated
Notes due 2008. On April 20, 2005, the Company received the requisite number of consents
and on April 26, 2005 entered into a supplemental indenture to effect the amendment. In
June 2005, the Company redeemed its convertible subordinated notes. See  Convertible
Subordinated Notes Payable.

Credit
Facility

In
June 2003, the Company entered into a senior secured revolving credit facility (the Credit
Facility) with an aggregate commitment of up to $150,000,000 with a syndicate of
lenders. The Credit Facility was used to provide the exit financing for the Company
pursuant to the Plan, to pay transaction expenses incurred in connection therewith and to
refinance then existing indebtedness. In October 2003, the Company amended and restated
the Credit Facility to reduce the aggregate commitments to up to $75,000,000 (including a
$30,000,000 sub-limit for letters of credit) and repaid all amounts outstanding under the
Credit Facility with the proceeds of the offering of Senior Secured Notes. In December
2004, the Company entered into a second amendment to the Credit Facility to amend certain
items including extending the maturity date. In April 2005, the Company amended and
restated the Credit Facility (the Amended and Restated Credit Facility) to,
among other things, increase the availability from $75,000,000 up to $100,000,000
(including a $40,000,000 sub-limit for letters of credit) and extend the maturity of the
facility to April 2010.

Under
the terms of the Amended and Restated Credit Facility, availability is subject to a
borrowing base test based upon eligible trade accounts receivable, titled vehicles and
real estate. Borrowings under the Amended and Restated Credit Facility bear interest at
floating rates equivalent to either a base rate, as defined therein, plus a margin
ranging from 0.25% to 1.00% or the London Interbank Offered Rate (LIBOR) plus
a margin ranging from 1.50% to 2.50%; provided, however, that until June 30, 2005, the
applicable margin shall be no less than 0.50% for the base rate loans and 2.50% for the
LIBOR loans. Letters of credit fees range from 1.50% to 2.50%. There is an unused
commitment fee ranging from 0.375% to 0.50% and a letter of credit fronting fee of
0.125%. The Amended and Restated Credit Facility is secured by a first lien on the Companys
assets, except for the Companys rental equipment and inventory. The facility is
also secured by a pledge of the capital stock of the Companys subsidiaries. The
Company may also grant to the lenders under such facility certain mortgages and other
security interests on certain real property owned by the Company.

The
Amended and Restated Credit Facility is available to (i) refinance existing indebtedness,
(ii) finance ongoing capital expenditures and working capital needs, (iii) issue standby
letters of credit and (iv) fund other general corporate purposes. The facility contains
various affirmative and negative covenants customary for similar working capital
facilities. The Amended and Restated Credit Facility also contains certain customary
events of default. In addition, the Company must maintain a debt to cash flow ratio, as
defined, of not greater than 3.00 to 1.00 for the trailing 12-month period for each
fiscal quarter. At September 30, 2005, the Company was in compliance with this
requirement.

As
of September 30, 2005, the Company had no cash borrowings under the Amended Credit
Facility and had approximately $23,098,000 in outstanding letters of credit.

Senior
Unsecured Notes

On
April 26, 2005, the Company completed a private offering of $150,000,000 aggregate
principal amount of 9.5% senior unsecured notes due 2015 (the Original Senior
Unsecured Notes). The Company will pay interest on the notes semi-annually in cash,
in arrears, on May 1 and November 1, beginning on November 1, 2005, at an annual rate of
interest of 9.5%. The Senior Unsecured Notes will mature on May 1, 2015. The Company used
a portion of the proceeds from the offering to redeem the Companys outstanding 6.5%
Convertible Subordinated Notes due 2008 and the Company will use the remaining net
proceeds from the offering for general corporate purposes. See Convertible
Subordinated Notes Payable.

In
June 2005, the Company filed a registration statement on Form S-4 (Registration No.
333-125519) with the SEC with respect to the 9.5% senior unsecured notes (the New
Unsecured Notes, and together with the Original Senior Unsecured Notes, the Senior
Unsecured Notes) that have substantially identical terms as the Original Senior
Unsecured Notes, except that the New Unsecured Notes are freely transferable. The
registration statement was declared effective by the SEC on June 17, 2005 and promptly
thereafter, the Company commenced an exchange offer, pursuant to which holders of the
Original Senior Unsecured Notes were able to exchange Original Senior Unsecured Notes for
the New Unsecured Notes. The New Unsecured Notes evidence the same debt as the Original
Senior Unsecured Notes, are entitled to the benefits of the indenture governing the
Original Senior Unsecured Notes and are treated under the indenture as a single class
with the Original Senior Unsecured Notes. In July 2005, the Company completed the
exchange offer with 100% of the Original Senior Unsecured Notes being exchanged for New
Unsecured Notes.

The
Company may redeem all of the Senior Unsecured Notes on or after May 1, 2010. The Company
may also redeem up to 35% of the Senior Unsecured Notes prior to May 1, 2009 with the net
proceeds of an equity offering at 109.5% of their principal amount, plus accrued
interest; provided that at least 65% of the aggregate principal amount of the notes
issued must remain outstanding after such redemption.

The
Senior Unsecured Notes were issued by NationsRent Companies, Inc. and are guaranteed by
all of its direct and indirect subsidiaries. NationsRent Companies, Inc. has no
independent assets or operations, the guarantees are full and unconditional and joint and
several, and there are no other subsidiaries other than the guarantors. There are no
significant restrictions on the ability of NationsRent Companies, Inc. to obtain funds
from its subsidiaries.

The
indenture governing the Senior Unsecured Notes contains various customary affirmative and
negative covenants, subject to a number of important limitations and exceptions,
including, limitations on the Companys ability to incur additional indebtedness or
enter into sale and leaseback transactions; limitations on the Companys ability to
repay or prepay subordinated indebtedness; certain restrictions on dividends, stock
redemptions and other distributions; restrictions on making certain investments or
acquisitions; and restrictions on the Companys ability to grant liens on assets,
enter into transactions with stockholders and affiliates, merge, consolidate or transfer
assets. The indenture also contains various customary events of default.

Convertible
Subordinated Notes Payable

On
the Effective Date, the Company issued $45,211,000 aggregate principal amount of 6.5%
Convertible Subordinated Notes due 2008 in accordance with the terms of the Plan. The
convertible subordinated notes had features that allowed the holder to convert the
principal of the note, or a portion thereof, into common stock at a conversion price of
$242 per share. In September 2003, the Company gave notice to the note holders that it
was deferring interest payments on the notes until further notice in accordance with the
terms of the notes. At December 31, 2004, the deferred interest payments amounted to
$4,753,000 and were included in accrued expenses and other liabilities in the
accompanying condensed consolidated balance sheets.

On
June 30, 2005, the Company redeemed $30,812,000 aggregate principal amount of its 6.5%
Convertible Subordinated Notes for cash at 100% of their principal amount together with
approximately $4,347,000 in accrued and unpaid interest. Prior to the effective time of
the redemption, holders of notes representing approximately $14,399,000 of aggregate
principal amount elected to convert the principal amount of their notes together with
approximately $2,031,000 of accrued and unpaid interest into 59,503 shares of the Companys
common stock. The note redemption was funded using a portion of the proceeds from the
offering of the Senior Unsecured Notes.

At
September 30, 2005, the Company had approximately $829,000 of unpaid principal plus
$117,000 of accrued interest related to the redeemed Convertible Subordinated Notes
included in accrued expenses and other liabilities in the accompanying condensed
consolidated balance sheets. Such amounts are expected to be paid in 2005.

Immediately
prior to the above redemption and conversion, the unamortized deferred financing costs
related to the issuance of the 6.5% Convertible Subordinated Notes was approximately
$471,000. Upon redemption of such notes, the Company charged to interest expense the pro
rata portion of the remaining balance of the unamortized debt issuance costs, which was
$320,000 and the pro rata portion of the remaining balance of the unamortized debt
issuance costs related to the notes which were converted amounted to approximately
$151,000 and was reflected as a reduction in additional paid-in capital.

5. Floor Plan Payable

During
2005, the Company entered into equipment floor plan arrangements with CNH Capital America
LLC, an affiliate of Case Corporation, for Case equipment and with LBX Company LLC for
Link-Belt equipment. The terms of these arrangements generally include up to six months
interest free payment terms followed by a term during which interest is charged at
prevailing market rates. Principal payments are generally due at the earlier of sale of
the equipment or up to twenty-four months from the invoice date. Additionally, the
Company is required to pay curtailments on equipment that is placed in the Companys
rental fleet, based upon the original cost of the equipment and hourly usage.
Curtailments are applied against the outstanding principal of the equipment obligation.
The floor plan obligations are collateralized by the specific equipment. At September 30,
2005, the Company had approximately $8,496,000 outstanding under these floor plan
arrangements, which is included in accounts payable in the accompanying condensed
consolidated balance sheets.

6. Reorganization Items,
Net

Reorganization
income of $180,000 for the nine months ended September 30, 2005 resulted from changes in
estimates related to accrued professional fees related to the Companys emergence
from bankruptcy.

7. Taxes

The
Companys provision for income taxes was $322,000 in the three and nine months ended
September 30, 2005 and zero in the three and nine months ended September 30, 2004. The
Companys calculation of its interim provision for income taxes takes into account the
estimated effective tax rate for the year, the
geographic distribution of the Companys taxable income for state purposes and
changes to the Companys valuation allowance for deferred tax assets for federal and
state purposes and, therefore, results in a significantly different provision for income
taxes than would be obtained by applying the federal statutory tax rate of 35% to the
Companys pre-tax income (loss).

During
the nine months ended September 30, 2005 and 2004, the Company recorded zero and
$893,000, respectively, in other income to reflect the settlement of certain tax claims
related to the period before bankruptcy for amounts that were less than was originally
anticipated and accrued when the Company emerged from bankruptcy.

8. Restricted Stock

In
June 2003, the Company adopted a restricted stock plan (the Restricted Stock Plan),
pursuant to which directors, officers, management and key employees of the Company are
eligible to receive grants of restricted shares of common stock. Under the Restricted
Stock Plan, the Company may grant up to an aggregate of 141,000 shares of common stock.
Such restricted shares are not transferable (except under limited circumstances) and
subject to forfeiture upon such terms and conditions as the Companys Board of
Directors or any committee thereof (if so delegated by the Board) shall determine. The
Company accounts for restricted stock awards in accordance with Accounting Principles
Board Opinion (APB) No. 25, Accounting for Stock Issued to Employees, and
related interpretations.

As
of September 30, 2005, there were an aggregate of 128,909 Shares of restricted stock
outstanding which were valued at $71.59 per share at the time of issuance to certain of
its officers and directors under the Restricted Stock Plan. Deferred compensation was
charged for the difference between the market value of the restricted shares and the
sales price of the shares and was recorded as a reduction of stockholders equity in
the accompanying condensed consolidated balance sheets. Deferred compensation for such
shares of restricted stock is amortized as compensation expense over the vesting period
of such shares which range from immediate vesting to a four-year vesting schedule. The
Company recognizes compensation expense for these shares as they vest and accordingly
recognized expense of approximately $101,000 and $335,000 during the three months ended September 30,
2005 and 2004, respectively. The Company recognized compensation expense for these shares
of approximately $527,000 and approximately $3,418,000 during the nine months ended
September 30, 2005 and 2004, respectively. Compensation expense is included in selling,
general and administrative expenses in the accompanying unaudited condensed consolidated
statements of operations.

9. Rental Equipment, net

Rental equipment, net consists of the
following:

|                               | September 30, 2005 | December 31, 2004
|------------------------------ | ------------------ | -----------------
|
|Rental equipment               |                    |                  
|Less: accumulated depreciation |                    |                  
|                               |                    |                  
|Rental equipment, net          |                    |                  
|                               |                    |                  

10. Property and
Equipment, net

Property and equipment, net consists
of the following:

|                                                | September 30, 2005 | December 31, 2004
|----------------------------------------------- | ------------------ | -----------------
|
|Land, buildings and building improvements       |                    |                  
|Leasehold improvements                          |                    |                  
|Vehicles                                        |                    |                  
|Furniture, fixtures and office equipment        |                    |                  
|Shop equipment                                  |                    |                  
|Construction in progress                        |                    |                  
|                                                |                    |                  
|                                                |                    |                  
|Less: accumulated depreciation and amortization |                    |                  
|                                                |                    |                  
|Property and equipment, net                     |                    |                  
|                                                |                    |                  

At
September 30, 2005 and December 31, 2004, construction in progress included approximately
$1,161,000 and $2,000,000 of software development and software related costs and
approximately $24,000 and $94,000 of capitalized interest, respectively.

11. Related Party
Transactions

In
June 2005, in connection with the Companys redemption of its 6.5% Convertible
Subordinated Promissory Notes due 2008, the Company redeemed approximately $17,713,000
principal amount of such notes for cash at 100% of their principal amount together with
approximately $2,500,000 of accrued and unpaid interest from certain entities affiliated
with The Baupost Group, L.L.C. (the Baupost Group).

In
June 2005, in connection with the Companys redemption of its 6.5% Convertible
Subordinated Promissory Notes due 2008, the Company redeemed approximately $2,844,000
principal amount of such notes for cash at 100% of their principal amount together with
approximately $401,000 of accrued and unpaid interest from Phoenix Rental Partners, LLC.

In
November 2003, the Company created a limited housing assistance program for certain of
its non-executive officers, which consisted of certain short-term bridge loans and
long-term loans to assist with relocation to Ft. Lauderdale, Florida. In the first
quarter of 2005, the remaining outstanding short-term bridge loan under this program was
repaid. The aggregate remaining outstanding balance of the three long-term loans under
such program was approximately $2,373,000 and $2,509,000 at September 30, 2005 and
December 31, 2004, respectively. These amounts are included in prepaid expenses and
other assets in the accompanying condensed consolidated balance sheets.

In
2005, the Baupost Group provided consulting and advisory services primarily related to
our business acquisition. As a result of these services, the Company paid fees of
approximately $101,000 in May 2005. The fees related to the business acquisition are
reflected as part of the purchase price. See Note 3  Business Acquisition.

12. Impact of Hurricanes

In
the third quarter of 2005, hurricanes Katrina and Rita struck the Gulf Coast of the
United States and the State of Florida causing business interruption to six of the Companys
rental locations. The Company identified customers impacted by the hurricanes and
provided a variety of solutions to divert operations to alternate facilities and restore
operations. While the rental locations initially impacted by the storms were fully
operational within a matter of days, the Company did sustain property damage to the
affected rental locations as well as damage to certain equipment. The Company has
completed a preliminary assessment of the damage to its equipment and facilities as well
as the impact to its customers. In addition, the Company maintains insurance coverage to
mitigate the financial impact of these types of catastrophic events that are subject to
various deductibles. In most instances, insurance carrier adjusters have been able to
inspect impacted locations to determine the nature and cause of the losses and establish
loss estimates. Based on these inspections, the Company expects to recover a portion of
its hurricane losses from insurance coverage. Although the hurricanes disrupted third
quarter operations, the Company does not expect these events to have a material adverse
effect on its future financial condition, cash flows or results of operations.

Based
on preliminary assessments, the Company recorded the following reserves as of September
30, 2005 as a direct result of these storms:

|                                              | 
|--------------------------------------------- | 
|Rental equipment damaged or destroyed         | 
|Repairs to facilities                         | 
|Increase to allowance for doubtful accounts   | 
|Customer credit memos                         | 
|                                              | 
|Gross exposure                                | 
|Less: Estimated insurance recovery receivable | 
|                                              | 
|Net impact of hurricanes                      | 
|                                              | 
|Net impact recorded in:                       | 
|Selling, general and administrative expenses  | 
|Equipment rentals revenue                     | 
|                                              | 
|Net impact of hurricanes                      | 
|                                              | 

In
October 2005, hurricane Wilma impacted the Companys operations in Florida. Several
of the Companys rental stores sustained damage. All of the affected rental stores
were open for business within a few days after the storm. The Company is currently in the
process of assessing the extent of damage and does not believe this event will have a
material adverse effect on its financial condition, cash flows or results of operations.

Item 2: Management's
Discussion and Analysis of Financial Condition and Results of Operations

You
should read the following discussion of our results of operations and financial condition
in conjunction with our financial statements and related notes.

Overview

In
June 2003 we emerged from bankruptcy with the long-term objective of becoming a premier
competitor in the construction equipment industry in terms of safety, reputation and
financial performance. Since then, our new management team has focused on rebuilding our
customer relationships, repositioning and renewing our rental fleet, and providing the
motivation and training to our people to make them more effective.

Our
results of operations for the first nine months of 2005 continue to reflect several key
initiatives launched during 2003 that were designed to improve our profitability and
leverage our infrastructure over the next several years. They include:

| |  |  | focusing
on diversifying our revenue mix to increase sales of new and used equipment, in-shop and
on-site maintenance and repairs for our customers, and sales of parts and merchandise;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | implementing
a new incentive compensation plan for our sales people that rewards higher volumes of
revenue at higher margins; and
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------

| |  |  | focusing
on strengthening our relationships with key manufacturers to leverage pricing and payment
terms, service and manufacturer training.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------

In
the first nine months of 2005 as compared to the same period in 2004, we achieved growth
in both rental and non-rental revenue. The growth was driven by an improved industry
environment and our key initiatives. Non-rental revenue accounted for the majority of the
overall revenue growth as higher volume and better pricing drove increases in new and
used equipment sales. The higher volume of sales was largely the result of continuing to
re-emphasize sales of equipment through training, targeted incentive compensation
programs and increasing inventories of equipment available for sale.

Rental
revenue grew in the first nine months of 2005 as compared to the same period in 2004
partly as a result of the growth of our rental fleet reflected in an increase in the
average first cost of our rental fleet and partly due to increased utilization of our
rental fleet. The average first cost of our rental fleet increased by approximately 2.8%
to $972.8 million in the first nine months of 2005 as compared to the same period in
2004.

We
believe better pricing for sales and rentals is, in part, a function of industry and
economic conditions. Increased non-residential construction activity in the first nine
months of 2005 as compared to the same period in 2004 and continued strong demand for
construction equipment in the U.S. market, relative to supply, has led to a greater
demand for our services which, in turn, has had a positive impact on the revenue we
generate from rentals, and from sales of new and used equipment.

One
of our channels for disposing of used equipment is through auctions and therefore, we
have benefited from a trend of increasing auction prices year over year.

While
the increased demand for construction equipment has resulted in higher demand for our
services, it has also resulted in an increase in the delivery times, and in some cases
the prices, for the equipment that we purchase from manufacturers. Projected delivery
schedules affect us most when planning our equipment needs for the spring and summer
months, when demand for our equipment is greatest. When equipment and parts are not
received as planned it can result in a loss of rental and equipment sales revenue. If
manufacturer delivery times lengthen further, we will have to plan our equipment
purchases for our peak periods earlier than we have in the past. Management believes,
however, that our focus on reducing the number of equipment suppliers we buy from will
not only enable us to negotiate better pricing, but also may enable us to become a
preferred customer with these vendors. We believe preferred customer status may help us
obtain better-than-average delivery times in some cases.

Worldwide
price increases for raw materials and energy have led to an increase in our equipment
costs from some manufacturers. Our sales prices and rental rates generally have increased
in advance of these cost increases. We believe that as long as the demand for
construction equipment exceeds the supply, rental rates and the resale value of used
equipment will continue to rise, thereby offsetting much of the increased equipment
costs. If construction activity begins to weaken and competition intensifies, however, we
cannot be certain that we will be able to continue to offset increased equipment costs
through price increases or to continue to maintain existing pricing.

We
purchase a significant quantity of off-road and on-road diesel and gasoline fuel.
Off-road fuel is primarily sold to customers for use in our rental equipment, and on-road
fuels are consumed primarily in the operation of our delivery vehicles. Recent
significant increases in the cost of fuel in the United States, most particularly in the
third quarter of 2005, have led to increased expense for both off-road and on-road fuel.
In response to these increases, we raised the price we charge our customers for use of
off-road fuels. Increased costs for on-road fuels, however, are not as directly offset by
increased prices to our customers. Competitive pressures often do not allow us to pass on
these increased costs to our customers, and we must therefore absorb a portion of the
increased costs of fuel. While the impact to our operating results in the third quarter
of 2005 was not significant, further significant fuel price increases may potentially
reduce our gross profit margin on rentals to the extent we are unable to pass these
higher fuel costs on to our customers.

During
the first half of 2005, we completed the implementation of a new point of sale system to
better support our key initiatives. We believe that the distractions associated with this
implementation coupled with the ramp up time in getting the system to operate as expected
have negatively impacted our operating results for the first nine months of 2005. We
believe that most of the disruptions caused by the transition to this new point of
sale system are now largely behind us.

In
the third quarter of 2005, hurricanes Katrina and Rita struck the Gulf Coast of the
United States and the State of Florida causing business interruption to six of our rental
locations. We identified customers impacted by the hurricanes and provided a variety of
solutions to divert operations to alternate facilities and restore operations. While the
rental locations initially impacted by the storms were fully operational within a matter
of days, we did sustain property damage to the affected rental locations as well as
damage to certain equipment. We have completed a preliminary assessment of the damage to
our equipment and facilities as well as the impact to our customers. In addition, we
maintain insurance coverage to mitigate the financial impact of these types of
catastrophic events that are subject to various deductibles. In most instances, insurance
carrier adjusters have been able to inspect impacted locations to determine the nature
and cause of the losses and establish loss estimates. Based on these inspections, we
expect to recover a portion of our hurricane losses from insurance coverage. Although the
hurricanes disrupted third quarter operations, we do not expect these events to have a
material adverse effect on our future financial condition, cash flows or results of
operations. After taking into account our existing insurance coverage for property and
equipment damage, the estimated pre-tax net impact of hurricane losses on the Companys
third quarter results was $652,000, of which $531,000 was recorded in selling, general
and administrative expenses and $121,000 was recorded as a reduction to equipment rental
revenue. For a more detailed discussion of the impact of these hurricanes on our results
of operations, see Note 12  Impact of Hurricanes to our financial
statements included elsewhere in this report.

Impact of Fresh-Start Reporting

On
June 13, 2003 (the Effective Date), NationsRent emerged from bankruptcy
proceedings under Chapter 11 of Title 11 of the U.S. Bankruptcy Code pursuant to a
consensual plan of reorganization (the Plan of Reorganization). We recognized
the effects of the reorganization for accounting purposes on June 1, 2003. Accounting for
the reorganization had a significant effect on the carrying value of our assets and
liabilities, which makes comparing and understanding the results of our operations from
prior to the Effective Date to after the Effective Date more difficult.

In
connection with our emergence from bankruptcy, we determined the fair value of our assets
and liabilities pursuant to the American Institute of Certified Public Accountants Statement
of Position (SOP) 90-7, Financial Reporting by Entities in
Reorganization Under the Bankruptcy Code. The excess of the fair value of our
assets, net of the fair value of our liabilities, over our reorganization value (negative
goodwill) at the Effective Date was recorded as a pro rata reduction of the carrying
value of our long-lived assets in accordance with SFAS No. 141, Business
Combinations. Accordingly, on the Effective Date, our rental fleet and property and
equipment was written down by approximately 44% below fair value, representing a
write-down of approximately $179.1 million and $34.4 million, respectively.

Until
these assets are disposed, the write-downs recorded as a result of fresh-start reporting
increase our operating income (or decrease our operating loss), because:

| |  |  | they
increase the gain, or reduce the loss, on sale or disposal of these assets;
| | - |  | --------------------------------------------------------------------------------

| |  |  | they
reduce the depreciation expense we record on these assets while in our rental fleet; and
| | - |  | ---------------------------------------------------------------------------------------------

| |  |  | they
reduce depreciation expense on non-rental assets, such as our delivery vehicles, our
leasehold improvements and our information systems.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------

These
favorable effects on our results of operation will continue until all of the assets
written down have been sold, disposed or fully depreciated. We expect that most of the
rental assets written down in 2003 will be disposed of in the ordinary course of business
through 2010. As the assets continue to be depreciated and sold off the impact will
diminish. These impacts are discussed individually in the review of our results of
operations which follows.

Results of Operations

Three Months Ended September 30,
2005 as Compared to Three Months Ended September 30, 2004

|                                               | Three Months Ended
September 30, | Variance
favorable/(unfavorable)
|---------------------------------------------- | -------------------------------- | --------------------------------
|
|
|Revenue:                                       |                                  |                                 
|Equipment rentals                              |                                  |                                 
|Sales of rental equipment                      |                                  |                                 
|Sales of new equipment                         |                                  |                                 
|Sales of merchandise, service, parts and       |                                  |                                 
|supplies                                       |                                  |                                 
|                                               |                                  |                                 
|Total revenue                                  |                                  |                                 
|                                               |                                  |                                 
|Cost of revenue:                               |                                  |                                 
|Cost of equipment rentals                      |                                  |                                 
|Rental equipment and vehicle depreciation      |                                  |                                 
|Cost of sales of equipment,                    |                                  |                                 
|merchandise, service, parts and supplies       |                                  |                                 
|                                               |                                  |                                 
|Total cost of revenue                          |                                  |                                 
|                                               |                                  |                                 
|Gross profit:                                  |                                  |                                 
|Gross profit on equipment                      |                                  |                                 
|rentals                                        |                                  |                                 
|Gross profit on sales of equipment,            |                                  |                                 
|merchandise, service, parts and supplies       |                                  |                                 
|                                               |                                  |                                 
|Total gross profit                             |                                  |                                 
|                                               |                                  |                                 
|Operating expenses:                            |                                  |                                 
|Selling, general and administrative expenses . |                                  |                                 
|Other depreciation                             |                                  |                                 
|and amortization                               |                                  |                                 
|                                               |                                  |                                 
|Operating income                               |                                  |                                 
|                                               |                                  |                                 
|Interest expense, net                          |                                  |                                 
|Increase in (reversal of) pre-petition tax     |                                  |                                 
|liabilities                                    |                                  |                                 
|Other, net                                     |                                  |                                 
|                                               |                                  |                                 
|                                               |                                  |                                 
|                                               |                                  |                                 
|Income before provision for income taxes       |                                  |                                 
|Provision for income taxes                     |                                  |                                 
|                                               |                                  |                                 
|Net income                                     |                                  |                                 
|                                               |                                  |                                 

Revenue.
Equipment rentals revenue was impacted positively in the third quarter of 2005 as
compared to the same period in 2004 primarily by improved pricing and higher deployment,
which resulted from:

| |  |  | a
period-over-period improvement in non-residential construction activity;
| | - |  | --------------------------------------------------------------------------

| |  |  | continued
strong demand for our equipment;
| | - |  | ------------------------------------------

| |  |  | increased
investment through the purchase of new fleet and repair of older fleet.
| | - |  | ---------------------------------------------------------------------------------

Utilization
for the third quarter of 2005 was 53.6% compared to 54.8% for the same period in 2004.
While the dollar amount of our fleet on rent increased in the third quarter of 2005 as
compared to the same period in 2004, we believe that the lower utilization percentage
quarter over quarter reflects the lead time to put on rent the large increase in fleet in
the third quarter of 2005.

Utilization,
measured as total rental revenue divided by the average first cost of the rental fleet
over the applicable period, is used as a relative measure of financial return on the
investment in our rental fleet. For equipment acquired new or used, first cost is the
purchase price paid for the equipment. For equipment acquired in connection with business
acquisitions, first cost is the estimated fair value of such equipment. Utilization is
affected by changes in pricing, deployment and average first cost of rental fleet.
Pricing is affected by changes in rental rates, contract length and mix of fleet on rent.

The
primary drivers for the increase in sales of equipment are described above in the Overview.

Gross
profit. Gross profit margin on equipment rentals, including rental equipment and
vehicle depreciation, increased from 28.8% in the third quarter of 2004 to 29.5% in the
same period in 2005.

Gross
profit margin on sales of equipment, merchandise, service, parts and supplies increased
from 39.4% in the third quarter of 2004 to 43.3% for the same period in 2005. The
increase was primarily a result of the increase in gross profit margin on rental
equipment sales.

Gross
profit on rental equipment sales was positively impacted primarily by continued
improvement in pricing.

In
addition, our gross profit on the sale of rental equipment was positively impacted as a
result of implementing fresh start reporting. The following table presents normalized
gross profit and gross profit margins for rental equipment sales after removing the
effect of fresh-start reporting ($ in thousands):

|                                      | Three months ended September 30,
|------------------------------------- | --------------------------------
|
|Gross profit                          |                                 
|Write-down on Effective Date(1)       |                                 
|Additional depreciation expense(2)    |                                 
|                                      |                                 
|Net change resulting from fresh-start |                                 
|Normalized gross profit               |                                 

|(1) | Represents the write-down on the Effective Date as a result of fresh start
          reporting on rental fleet sold in the respective periods.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------

|(2) | Represents the additional depreciation expense on the rental fleet sold in the
          respective periods that would have been recorded since the Effective Date had
          such equipment not been written down on the Effective Date.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Operating
expenses. Operating expenses increased in the third quarter of 2005 as compared to the
same period in 2004 primarily as a result of:

| |  |  | a
$2.2 million increase in compensation and other administrative expenses primarily related
to our increased headcount supporting our key initiatives; and
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | a
$0.5 million increase in expense related to reserves established as a result of
hurricanes Katrina and Rita which impacted our stores in the Gulf Coast region.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------

Selling,
general and administrative expenses as a percentage of total revenue were 17.1% and 17.6%
in the third quarter of 2005 and 2004, respectively.

Interest
Expense, net. The increase in interest expense in the third quarter of 2005 as compared
to the same period in 2004 primarily relates to interest accruing on our 9.5% Senior
Unsecured Notes due 2015 which were issued in April 2005. The increase was partially
offset by a decrease in interest expense related to our 6.5% Convertible Subordinated
Notes due 2008 which were redeemed and/or converted into the
Company's common stock in June 2005.

Nine Months Ended
September 30, 2005 Compared to Nine Months Ended September 30, 2004

|                                                  | Nine Months Ended September 30, | Variance
Favorable/(Unfavorable)
|------------------------------------------------- | ------------------------------- | --------------------------------
|
|
|Revenue:                                          |                                 |                                 
|Equipment rentals                                 |                                 |                                 
|Sales of rental equipment                         |                                 |                                 
|Sales of new equipment                            |                                 |                                 
|Sales of merchandise, service, parts and supplies |                                 |                                 
|                                                  |                                 |                                 
|Total revenue                                     |                                 |                                 
|                                                  |                                 |                                 
|Cost of revenue:                                  |                                 |                                 
|Cost of equipment rentals                         |                                 |                                 
|Rental equipment and vehicle depreciation         |                                 |                                 
|Cost of sales of equipment, merchandise, service, |                                 |                                 
|parts and supplies                                |                                 |                                 
|                                                  |                                 |                                 
|Total cost of revenue                             |                                 |                                 
|                                                  |                                 |                                 
|Gross profit:                                     |                                 |                                 
|Gross profit  on equipment rentals                |                                 |                                 
|Gross profit on sales of equipment, merchandise,  |                                 |                                 
|service, parts and supplies                       |                                 |                                 
|                                                  |                                 |                                 
|Total gross profit                                |                                 |                                 
|                                                  |                                 |                                 
|Operating expenses:                               |                                 |                                 
|Selling, general and administrative expenses      |                                 |                                 
|Other depreciation and amortization               |                                 |                                 
|                                                  |                                 |                                 
|Operating income                                  |                                 |                                 
|                                                  |                                 |                                 
|Interest expense, net                             |                                 |                                 
|Reversal of pre-petition tax liabilities          |                                 |                                 
|Other, net                                        |                                 |                                 
|                                                  |                                 |                                 
|                                                  |                                 |                                 
|                                                  |                                 |                                 
|Income (loss) before reorganization items and     |                                 |                                 
|provision for income taxes                        |                                 |                                 
|Reorganization items, net                         |                                 |                                 
|                                                  |                                 |                                 
|Income (loss) before provision for income taxes   |                                 |                                 
|Provision for income taxes                        |                                 |                                 
|                                                  |                                 |                                 
|Net income (loss)                                 |                                 |                                 
|                                                  |                                 |                                 

Revenue. Revenue from equipment rentals was positively impacted for the first
nine months of 2005 compared to the same period of 2004 primarily by improved
pricing and higher deployment, which resulted from:

| |  |  | a
period-over-period improvement in non-residential construction activity;
| | - |  | --------------------------------------------------------------------------

| |  |  | continued
strong demand for our equipment;
| | - |  | ------------------------------------------

| |  |  | increased
investment through the purchase of new fleet and repair of old fleet.
| | - |  | -------------------------------------------------------------------------------

Utilization
for the first nine months of 2005 was 49.3% compared to 48.2% for the same period in
2004. We believe that the better pricing as discussed above was a key factor in the
increase.

The
primary drivers for the increase in sales of equipment are described above in the Overview.

Gross profit. Gross profit margin on equipment
rentals, including rental equipment and vehicle depreciation, decreased from 20.8% in the
first nine months of 2004 to 20.5% for the same period in 2005.

Gross
profit margin on sales of equipment, merchandise, service, parts and supplies increased
from 38.0% for the first nine months of 2004 to 44.3% for the same period in 2005. The
increase was primarily a result of the increase in gross profit margin on rental
equipment sales.

Gross
profit on rental equipment sales was positively impacted primarily by continued
improvement in pricing.

In
addition, our gross profit on the sale of rental equipment was positively impacted as a
result of implementing fresh start reporting. The following table presents normalized
gross profit and gross profit margins for rental equipment sales after removing the
effect of fresh-start reporting ($ in thousands):

|                                      | Nine months ended September 30,
|------------------------------------- | -------------------------------
|
|Gross profit                          |                                
|Write-down on Effective Date(1)       |                                
|Additional depreciation expense(2)    |                                
|                                      |                                
|Net change resulting from fresh-start |                                
|Normalized gross profit               |                                

|(1) | Represents the write-down on the Effective Date as a result of fresh start
reporting on rental fleet sold in the respective periods.
|--- | ------------------------------------------------------------------------------------------------------------------------------------

|(2) | Represents the additional depreciation expense on the rental fleet sold in the
respective periods that would have been recorded since the Effective Date had
such equipment not been written down on the Effective Date.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Operating
expenses. Operating expenses increased in the first nine months of 2005 as compared
to the same period in 2004 primarily as a result of:

| |  |  | a
$4.9 million increase in compensation and other administrative expenses primarily related
to our increased headcount supporting our key initiatives;
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | a
$3.2 million increase in compensation and sales commissions expense related to our
increase in revenue and an incentive compensation plan supporting our key initiatives;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | a
$2.4 million increase in bad debt expense primarily as a result of the increase in
revenue; and
| | - |  | -------------------------------------------------------------------------------------------------

| |  |  | a
$1.7 million increase in professional fees primarily related to our 2004 audit.
| | - |  | ---------------------------------------------------------------------------------

The
increase in operating expenses was partially offset by a $2.9 million decrease in
the amortization of deferred stock compensation that reflects the vesting of fewer restricted stock awards in the
first nine months of 2005 as compared to the same period in 2004.

Selling,
general and administrative expenses as a percentage of total revenue were 18.7% and 19.2%
for the first nine months of 2005 and 2004, respectively.

Interest
Expense, net. The increase in interest expense in the first nine months of 2005 as
compared to the same period in 2004 primarily relates to interest accruing on our 9.5%
Senior Unsecured Notes due 2015 which were issued in April 2005.

Other, net. The increase in other income in the first nine months of 2005 as
compared to the same period in 2004 primarily relates to $0.6 million of
discounts received as a result of pre-paying certain obligations in advance of
their due dates with the proceeds of our 9.5% Senior Unsecured Notes due 2015
which were issued in April 2005.

Liquidity and Capital Resources

In
our statements of cash flows included elsewhere in this report, cash flows from
operating activities do not include purchases of rental equipment and proceeds from the sale of
rental equipment, which are included in cash flows from investing activities. When
evaluating our cash flow it is important to consider cash flows from the purchase and
sale of our rental equipment in conjunction with operating cash flow. Purchasing and
selling rental fleet is an integral part of our business and failure to consider cash
flows from these activities would not accurately reflect the operating cash needs of our
business.

Sources and Uses of Cash

Our
business is highly capital intensive as a result of our significant investment in rental
equipment and delivery vehicles. The annual capital expenditures necessary to maintain,
replace and grow our fleet are substantial. While we can manage the replacement
requirements to a degree, by reducing or increasing the amount of used equipment we sell,
the annual cash needs are nonetheless considerable. In addition, while less significant,
we must make annual expenditures to maintain and invest in new and improved information
systems, and to upgrade and maintain our store locations.

From
1998 through 2000, we purchased a substantial amount of rental equipment as we rapidly
grew our rental fleet. Our financial difficulties before and during our Chapter 11
reorganization restricted our ability to replace rental fleet assets in 2001, 2002 and
early 2003. As a result, when we emerged from our reorganization in 2003, a portion of
our rental fleet had not been replaced and maintained on normal cycles. While we have
repaired and replaced a portion of this fleet since that time, we have approximately
$85.0 million in expected replacement cost of fleet still remaining from those earlier
model years. We expect to replace this fleet over the course of the next one to two
years.

In
connection with the completion of our reorganization, certain of our current stockholders
invested $80.0 million through the purchase of a combination of common stock, preferred
stock and convertible subordinated notes. These funds, along with funds obtained from our
credit facility, were used to pay the costs of our reorganization, to purchase rental
fleet previously financed under leases, and for general working capital purposes. In
October 2003, we issued $250.0 million in senior secured notes and used the net proceeds
to fund the purchase of new and replacement rental fleet, and to retire then existing
other indebtedness. In April 2005, we issued $150.0 million in senior unsecured notes and
used the net proceeds for general corporate purposes and to redeem a portion of our
outstanding convertible subordinated notes. Detailed descriptions of our Credit Facility,
Senior Secured Notes and Senior Unsecured Notes are included in the discussion under
Debt and Other Obligations which follows.

Our
historical sources of cash have been cash generated from operations, proceeds from the
sale of rental equipment, borrowings under credit facilities, and proceeds from the
issuance of debt and equity securities.

Cash Flows

In
the first nine months of 2005, we had sufficient cash on hand and cash generated from
operations and financing activities to meet our cash needs. We generated cash from
operations of $80.7 million and cash from the sale of rental equipment and vehicles of
$85.8 million. Our capital expenditures in such period were principally for purchases of
$257.9 million of new and replacement rental equipment, purchases and improvements of
$24.5 million for other property and equipment, and the acquisition of a business for
$7.4 million. We generated cash from financing activities of $113.4 million primarily as a
result of proceeds of $143.9 million from the senior unsecured debt issuance, net of
issuance costs, which was partially offset by the $30.0 million redemption of convertible
notes. As of October 1, 2005, we had no borrowings under our credit facility, and our
availability under this facility was $69.4 million, after taking into account $23.1
million of outstanding letters of credit.

In
the first nine months of 2004, we generated cash from operations of $97.0 million and
cash from the sale of rental equipment and vehicles of $50.1 million. Our capital
expenditures in such period were principally for purchases of $150.4 million of new and
replacement rental equipment and purchases and improvements of $11.9 million for other
property and equipment.

Adequacy of Capital
Resources

Our
sources of cash over the next twelve months are expected to be cash on hand, cash
generated from operations, proceeds from the sale of rental equipment and borrowings
under our credit facility.

Our
uses of cash over the next twelve months are expected to be principally for the purchase
of new and replacement rental equipment and other non-rental capital expenditures, for
working capital needs and for debt service. We are currently planning rental equipment
expenditures over the next twelve months, net of proceeds from sales of rental equipment,
of between $95.0 million and $110.0 million. We estimate that capital expenditures for
non-rental assets over the next twelve months will range between $15.0 million and $20.0
million, primarily for delivery vehicles, information systems and store improvements.
Capital expenditures in future years will depend on several factors, including economic
conditions and our growth prospects at the time.

We
believe that our existing infrastructure of stores, service bays and personnel is largely
sufficient to support our current and near-term operating activities. In addition, while
we are presently focused primarily on internal growth, we may explore additional new
store openings and strategic acquisitions that may be available at favorable prices. If
these activities are significant, we may be required to raise additional capital through
debt or equity financing.

We
believe we can fund our planned business activities during the next twelve months with a
combination of cash on hand, cash generated from operations, proceeds from the sale of
rental equipment and funds from our credit facility.

Debt and Other Obligations

Senior Secured Notes. In October 2003, we completed a private offering of $250.0
million aggregate principal amount of 9.5% senior secured notes due 2010 (the
Original Senior Secured Notes). We pay interest on the notes
semi-annually in cash, in arrears, on October 15 and April 15, at an annual
interest rate of 9.5%. The notes mature on October 15, 2010. The net proceeds
were used to repay amounts outstanding under the Credit Facility (as defined
below), equipment-related purchase money obligations, equipment leases, and for
other general corporate purposes.

In
April 2004, we filed a registration statement on Form S-4 (Registration No. 333-114115),
as amended, with the SEC with respect to the 9.5% senior secured notes (the New
Notes, and together with the Original Senior Secured Notes, the Senior
Secured Notes) that have substantially identical terms as the Original Senior
Secured Notes, except that the New Notes are freely transferable. The registration
statement was declared effective by the SEC in July 2004 and promptly thereafter, we
commenced an exchange offer, pursuant to which holders of the Original Senior Secured
Notes were able to exchange Original Senior Secured Notes for the New Notes. The New
Notes evidence the same debt as the Original Senior Secured Notes, are entitled to the
benefits of the indenture governing the Original Senior Secured Notes and will be treated
under the indenture as a single class with the Original Senior Secured Notes. In
September 2004, we completed the exchange offer with 100% of the Original Senior Secured
Notes being exchanged for New Notes.

We can redeem all of the Senior
Secured Notes on or after October 15, 2007. We may also redeem up to 35% of the notes
prior to October 15, 2006 with the net proceeds of an equity offering at 109.5% of their
principal amount, plus accrued interest; provided that at least 65% of the aggregate
principal amount of the notes issued must remain outstanding after such redemption.

The Senior Secured Notes were issued
by NationsRent Companies, Inc. and are guaranteed by all of our direct and indirect
subsidiaries. NationsRent Companies, Inc. has no independent assets or operations, the
guarantees are full and unconditional and joint and several, and there are no other
subsidiaries other than the guarantors. There are no significant restrictions on our
ability to obtain funds from our subsidiaries.

The
Senior Secured Notes and the guarantees are secured by a first priority lien on
substantially all of our rental equipment (other than titled vehicles), subject to
certain permitted liens. We are required to certify each December and June during the
term of the Senior Secured Notes that our collateral value coverage ratio is at least 2.0
to 1.0. At September 30, 2005, we were in compliance with this requirement.

The
indenture governing the notes contains various affirmative and negative covenants,
subject to a number of important limitations and exceptions, including, limitations on
our ability to incur additional indebtedness or enter into sale and leaseback
transactions; limitations on our ability to repay or prepay subordinated indebtedness;
certain restrictions on dividends, stock redemptions and other distributions;
restrictions on making certain investments or acquisitions; and restrictions on our
ability to grant liens on assets, enter into transactions with stockholders and
affiliates, merge, consolidate or transfer assets. The indenture also contains various
customary events of default.

On
April 14, 2005, we launched a consent solicitation seeking the consent of the holders of
the Senior Secured Notes to amend the indenture governing the Senior Secured Notes to
allow us to redeem all of our outstanding 6.5% Convertible Subordinated Notes due 2008.
On April 20, 2005, we received the requisite number of consents and on April 26, 2005
entered into a supplemental indenture to effect the amendment. In June 2005, we redeemed
our convertible subordinated notes using a portion of the proceeds of our offering of
Senior Unsecured Notes.  SeeSenior Unsecured Notes.

Credit
Facility. In June, 2003, we entered into a senior secured revolving credit facility
(the Credit Facility) with an aggregate commitment of up to $150.0 million
with a syndicate of lenders. The Credit Facility was used to provide the exit financing
for the Company pursuant to the Plan of Reorganization, to pay transaction expenses
incurred in connection therewith and to refinance the Companys then existing
indebtedness. In October 2003, we amended and restated the Credit Facility to reduce the
aggregate commitments to up to $75.0 million (including a $30.0 million sub-limit for
letters of credit) and repaid all amounts outstanding under the Credit Facility with the
proceeds of the offering of the Senior Secured Notes. In December 2004, we entered into a
second amendment to the Credit Facility to amend certain items including extending the
maturity date. In April 2005, we amended and restated the Credit Facility (the Amended
and Restated Credit Facility) to, among other things, increase the availability
from $75.0 million up to $100.0 million (including a $40.0 million sub-limit for letters
of credit) and extend the maturity of the facility to April 2010.

Under
the terms of the Amended and Restated Credit Facility, availability is subject to a
borrowing base test based upon eligible trade accounts receivable, titled vehicles and
real estate. Borrowings under the Amended and Restated Credit Facility bear interest at
floating rates equivalent to either a base rate, as defined therein, plus a margin
ranging from 0.25% to 1.00% or the London Interbank Offered Rate (LIBOR) plus
a margin ranging from 1.50% to 2.50%; provided, however, that until June 30, 2005, the
applicable margin shall be no less than 0.50% for the base rate loans and 2.50% for the
LIBOR loans. Letters of credit fees range from 1.50% to 2.50%. There is an unused
commitment fee ranging from 0.375% to 0.50% and a letter of credit fronting fee of
0.125%. The Amended and Restated Credit Facility is secured by a first lien on our
assets, except for our rental equipment and inventory. The facility is also secured by a
pledge of the capital stock of our subsidiaries. We may also grant to the lenders under
such facility certain mortgages and other security interests on certain of our real
property.

The
Amended and Restated Credit Facility is available to (i) refinance existing indebtedness,
(ii) finance ongoing capital expenditures and working capital needs, (iii) issue standby
letters of credit and (iv) fund other general corporate purposes. The facility contains
various affirmative and negative covenants customary for similar working capital
facilities. The Amended and Restated Credit Facility also contains certain customary
events of default. In addition, we must maintain a debt to cash flow ratio, as defined,
of not greater than 3.00 to 1.00 for the trailing 12-month period for each fiscal
quarter. At September 30, 2005, we were in compliance with this requirement.

Senior Unsecured Notes. On April 26, 2005, we completed a private offering of
$150,000,000 aggregate principal amount of 9.5% senior unsecured notes due 2015
(the Original Senior Unsecured Notes). We will pay interest on the
notes semi-annually in cash, in arrears, on May 1 and November 1, beginning on
November 1, 2005, at an annual rate of interest of 9.5%. The Senior Unsecured
Notes will mature on May 1, 2015. We used a portion of the proceeds from the
offering to redeem our outstanding 6.5% Convertible Subordinated Notes due 2008
that had not been converted and we will use the remaining net proceeds from the
offering for general corporate purposes

In
June 2005, we filed a registration statement on Form S-4 (Registration No. 333-125519)
with the SEC with respect to the 9.5% senior unsecured notes (the New Unsecured
Notes, and together with the Original Senior Unsecured Notes, the Senior
Unsecured Notes) that have substantially identical terms as the Original Senior
Unsecured Notes, except that the New Unsecured Notes are freely transferable. The
registration statement was declared effective by the SEC on June 17, 2005 and promptly
thereafter, we commenced an exchange offer, pursuant to which holders of the Original
Senior Unsecured Notes were able to exchange Original Senior Unsecured Notes for the New
Unsecured Notes. The New Unsecured Notes evidence the same debt as the Original Senior
Unsecured Notes, are entitled to the benefits of the indenture governing the Original
Senior Unsecured Notes and are treated under the indenture as a single class with the
Original Senior Unsecured Notes. In July 2005, the Company completed the exchange offer
with 100% of the Original Senior Unsecured Notes being exchanged for new Unsecured Notes.

We
may redeem all of the Senior Unsecured Notes on or after May 1, 2010. We may also redeem
up to 35% of the Senior Unsecured Notes prior to May 1, 2009 with the net proceeds of an
equity offering at 109.5% of their principal amount, plus accrued interest; provided that
at least 65% of the aggregate principal amount of the notes issued must remain
outstanding after such redemption.

The
Senior Unsecured Notes were issued by NationsRent Companies, Inc. and are guaranteed by
all of its direct and indirect subsidiaries. NationsRent Companies, Inc. has no
independent assets or operations, the guarantees are full and unconditional and joint and
several, and there are no other subsidiaries other than the guarantors. There are no
significant restrictions on the ability of NationsRent Companies, Inc. to obtain funds
from its subsidiaries.

The
indenture governing the Senior Unsecured Notes contains various customary affirmative and
negative covenants, subject to a number of important limitations and exceptions,
including, limitations on our ability to incur additional indebtedness or enter into sale
and leaseback transactions; limitations on our ability to repay or prepay subordinated
indebtedness; certain restrictions on dividends, stock redemptions and other
distributions; restrictions on making certain investments or acquisitions; and
restrictions on our ability to grant liens on assets, enter into transactions with
stockholders and affiliates, merge, consolidate or transfer assets. The indenture also
contains various customary events of default.

We used a portion of the proceeds from the offering of the Senior Unsecured
Notes to redeem $30.8 million aggregate principal amount of our 6.5% Convertible
Subordinated Notes due 2008 plus accrued and unpaid interest of $4.3 million, of
which $0.9 million was unpaid as of September 30, 2005. Upon redemption of such
notes, we wrote off the remaining balance of unamortized debt issuance costs
related to the issuance of such notes, which was $320,000 at June 30, 2005.
Prior to the effective time of the redemption, holders of notes representing
approximately $14.4 million of aggregate principal amount elected to convert the
principal amount of their notes together with approximately $2.0 million of
accrued and unpaid interest into 59,503 shares of our common stock. Upon
conversion of such notes, approximately $151,000 of unamortized debt issuance
costs related to the issuance of such notes is reflected as a reduction in
additional paid in capital.

Seasonality and
Fluctuations in Operating Results

Our
revenue and income are dependent upon activity in the construction industry, which is
dependent upon weather and other seasonal factors affecting construction in the
geographic areas where we have operations. Because of this variability in demand, our
revenue and income fluctuates. Accordingly, quarterly or other interim results should not
be considered indicative of results to be expected for any other quarter or for a full
year.

Operating results may fluctuate due
to other factors including, but not limited to:

| |  |  | changes
in general economic conditions including changes in national, regional or local
construction or industrial activities;
| | - |  | ------------------------------------------------------------------------------------------------------------------------------

| |  |  | the
timing of expenditures for new rental equipment and the disposition of used equipment;
| | - |  | ------------------------------------------------------------------------------------------

| |  |  | competitive
pricing pressures; and
| | - |  | ----------------------------------

| |  |  | changes
in interest rates.
| | - |  | --------------------------

When
we purchase new rental equipment, the depreciation related to such equipment may
contribute to near-term margin decline because such equipment may not initially generate
revenue at a rate that is sufficient to match such increased depreciation expense. As
such, the purchase of rental equipment may reduce our operating margins during a start-up
period.

Factors That May
Affect Future Results

From
time to time we make statements concerning our expectations, beliefs, plans, objectives,
goals, strategies, future events or performance and underlying assumptions and other
statements that are not historical facts. These statements are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements include statements concerning our expectations, plans,
objectives, goals, strategies, future events, future revenue or performance, capital
expenditures, financing needs, plans or intentions relating to acquisitions, business
trends and other information that is not historical information and, in particular,
appear under the headings Managements Discussion and Analysis of Financial
Condition and Results of Operations. The words could, estimate, expect,anticipate, project, plan, intend,believe, goal, forecast and
variations of such words or similar expressions are intended to identify forward-looking
statements. All forward-looking statements, including, without limitation, managements
examination of historical operating trends, are based upon our current expectations and
various assumptions. Our expectations, beliefs and projections are expressed in good
faith and we believe there is a reasonable basis for them. However, there can be no
assurance that our expectations, beliefs and projections will result or be achieved.

There
may be factors not presently known to us or which we currently consider to be immaterial
that may cause our actual results to differ materially from the forward-looking
statements. Some of the risks and uncertainties that could cause our actual results to
differ materially from the forward-looking statements are described below and elsewhere
in this report as well as in our Annual Report on Form 10-K for the year ended December
31, 2004 and other filings with the SEC, and include, among others:

| |  |  | Since
emerging from bankruptcy, we have not yet achieved positive operating cash flow net of
capital expenditures on an annual basis, which could limit our ability to reinvest in our
business, primarily for the purchase of new rental equipment, and may cause us not to
have enough funds to satisfy our debt obligations.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | Our
substantial level of indebtedness could materially adversely affect our ability to
execute our business strategy.
| | - |  | ---------------------------------------------------------------------------------------------------------------------

| |  |  | Disruptions
in our information technology systems could limit our ability to effectively monitor and
control our operations.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------

| |  |  | Hurricanes
or other severe weather events or other natural disasters may cause significant
disruptions to our operations and may adversely affect the economy, including by
increasing fuel costs and limiting fuel availability.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | Increases
in fuel prices or limited availability of fuel may adversely affect our business and
operating results.
| | - |  | -----------------------------------------------------------------------------------------------------------------

| |  |  | Failure
to achieve and maintain effective internal controls and procedures could adversely impact
our business and operating results.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------

| |  |  | As
we dispose of our rental fleet in the ordinary course of business, we may not realize as
much cash as we anticipate which could negatively impact our cash flow. As we operate a
capital-intensive business, reductions in operating cash flow could severely impact our
ability to purchase new rental fleet, which in turn could put us at a competitive
disadvantage in the marketplace.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | Contraction
in the private non-residential construction industry may weaken demand and pricing for
our equipment.
| | - |  | -----------------------------------------------------------------------------------------------------------------

| |  |  | Implementing
our new business strategy may cause significant disruptions, which could cause customer
dissatisfaction and affect our cash flows and profitability.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | All
of our existing leases for our NationsRent at Lowes locations expire on the same
date in October 2008 with an option to renew through October 2010 and an additional
option, subject to Lowes approval, through October 2012. If we are not able to
further renew these leases we may be forced to close or relocate up to 100 locations at
or around the same time.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | Competitors
with greater financial resources may have a competitive advantage over us by being able
to sustain reduced rental rates for longer periods of time and being able to offer a
broader range and volume of rental equipment. If they employ such strategies, our cash
flows and profitability may be reduced.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | Although
we are actively negotiating to establish dealership and distributor relationships with
equipment manufactures to diversify our revenue base, our strategy may not succeed as
quickly as anticipated, or at all.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | We
have made, and will likely continue to make, strategic acquisitions. If we are not
successful in operating or integrating these newly acquired businesses in an effective
and timely manner, our ability to take advantage of further growth opportunities and our
revenue and gross margins could be adversely affected.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | Costs
associated with compliance with, and changes in, environmental laws and regulations could
subject us to increased liabilities and expenses.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | Potential
and certain existing claims against the Company may not be covered by our insurance.
Additionally, we may not be able to renew our coverage on terms favorable to us that
could lead to increased costs in the event of future claims.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  |  | Our
adoption of fresh-start reporting and related accounting rules may limit your ability to
accurately compare our financial results.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------

All
forward-looking statements and projections attributable to us or persons acting on our
behalf apply only as of the date of the particular statement, and are expressly qualified
in their entirety by the cautionary statements included in this report and our other
filings with the SEC. We undertake no obligation to publicly update or revise
forward-looking statements, including any of the projections presented herein, to reflect
events or circumstances after the date made or to reflect the occurrence of unanticipated
events.

Item 3: Quantitative and Qualitative Disclosures About Market Risk

The
inherent risk in market risk sensitive instruments and positions primarily relates to
potential losses arising from adverse changes in foreign currency exchange rates and
interest rates. Our exposure to market risk is limited primarily to the fluctuating
interest rates associated with our Amended Credit Facility. Our variable interest rates
are subject to interest rate changes in the United States and the Eurodollar market. At
September 30, 2005, we did not have any variable rate debt outstanding.

Item 4: Controls and Procedures

Our
management, including the Chief Executive Officer and Chief Financial Officer, conducted
an evaluation of the effectiveness of disclosure controls and procedures. Based on that
evaluation and notwithstanding the items described below, the Chief Executive Officer and
Chief Financial Officer concluded that the disclosure controls and procedures are
effective in ensuring that all material information required to be filed in this report
has been made known to them in a timely fashion.

In
2004, as part of our review of our internal controls over financial reporting, we
determined that we had certain significant deficiencies, which when assessed in the
aggregate, constituted a material weakness in controls relating to our financial
statement closing process. To correct the errors related to these significant
deficiencies, we restated certain of our financial statements in March 2005. In addition,
during the audit of our 2004 financial statements, we determined that we had a material
weakness regarding our failure to properly assess the impact of not consistently
obtaining a written customer acknowledgement of the terms of certain rental and sales
transactions on open account. We have taken and are continuing to take remedial measures
to strengthen our internal controls and to address such deficiencies and weaknesses.

We
continue to document and test our internal control procedures in order to satisfy the
requirements of Section 404 of the Sarbanes-Oxley Act. During the course of our testing,
we may identify deficiencies which we may not be able to remediate prior to the reporting
deadline imposed by the Sarbanes-Oxley Act. In addition, if we fail to achieve and
maintain the adequacy of our internal controls, as such standards are modified,
supplemented or amended from time to time, we may not be able to conclude on an ongoing
basis that we have effective internal controls over financial reporting in accordance
with Section 404 of the Sarbanes-Oxley Act and therefore, we may report additional
material weaknesses in internal controls in the future.

We
believe that our efforts are addressing the material weaknesses and significant
deficiencies in internal controls over financial reporting. However, for the reasons
stated above, we cannot give any assurances that all material weaknesses and significant
deficiencies have been entirely corrected or that internal control weaknesses will not be
identified from time to time in the future. Effective internal controls are necessary for
us to produce reliable financial reports. If we cannot produce reliable financial
reports, our ability to effectively manage our business and raise capital and the market
value of our outstanding securities may be impaired.

# PART II OTHER
INFORMATION

Item 4:  Submission of
Matters to a Vote of Security Holders

In
July 2005, we distributed written consents to the holders of common stock of the Company
for the election of directors of the Company. Pursuant to such written consents the
following individuals were elected as directors of the Company as follows:

|Director               | Votes For  | Votes Against | Abstentions orNon-Votes
|---------------------- | ---------- | ------------- | -----------------------
|Thomas J. Putman       | 1,587,087  | --            | 142,004                
|Bryan T. Rich          | 1,587,087  | --            | 142,004                
|Douglas M. Suliman, Jr | 1,587,087  | --            | 142,004                
|Thomas W. Blumenthal   | 1,587,087  | --            | 142,004                
|Andrew P. Hines        | 523,399(1) | --            | 142,004                
|Irving M. Levine       | 1,587,087  | --            | 142,004                
|Greg A. Rosenbaum      | 1,587,087  | --            | 142,004                

|(1) |  | Pursuant to the terms of the Companys Stockholders Agreement, Mr.
Hines, as the minority representative, is selected by a majority of the
outstanding shares of common stock, not including shares held by The Baupost
Group, L.L.C., Phoenix Rental Partners, LLC or any of their affiliates.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Item 6:  Exhibits

(a)    
Exhibits:

|ExhibitNumber | Description
|------------- | -----------

|2.1 | First
Amended Joint Plan of Reorganization of NationsRent, Inc. and its Debtor Subsidiaries,
dated February 7, 2003, as filed in the United States Bankruptcy Court District of
Delaware on February 11, 2003 *(1)
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|2.1.1 | Modifications
to First Amended Joint Plan of Reorganization of NationsRent, Inc. and its Debtor
Subsidiaries(1)
|----- | ---------------------------------------------------------------------------------------------------------------

|2.1.2 | Modifications
(Second) to First Amended Joint Plan of Reorganization of NationsRent, Inc. and its
                  Debtor Subsidiaries(1)
|----- | ------------------------------------------------------------------------------------------------------------------------------------------

|2.1.3 | Modifications
(Third) to First Amended Joint Plan of Reorganization of NationsRent, Inc. and its
                  Debtor Subsidiaries(1)
|----- | -----------------------------------------------------------------------------------------------------------------------------------------

|3.1 | Certificate
of Incorporation of the Company(1)
|--- | ----------------------------------------------

|3.2 | Certificate
of Amendment of Certificate of Incorporation of the Company(1)
|--- | --------------------------------------------------------------------------

|3.3 | Certificate
of Amendment of Certificate of Incorporation of the Company(1)
|--- | --------------------------------------------------------------------------

|3.4 | Certificate
of Designation for Series A Preferred Stock of the Company(1)
|--- | -------------------------------------------------------------------------

|3.5 | Certificate
of Amendment to Certificate of Designation for Series A Preferred Stock(1)
|--- | --------------------------------------------------------------------------------------

|3.6 | By-Laws
of the Company(1)
|--- | -------------------------

|3.7 | Certificate
of Incorporation of NationsRent, Inc.(1)
|--- | ----------------------------------------------------

|3.8 | By-Laws
of NationsRent, Inc.(1)
|--- | -------------------------------

|3.9 | Certificate
of Incorporation of Las Olas Fourteen Corporation(1)
|--- | ----------------------------------------------------------------

|3.10 | By-Laws
of Las Olas Fourteen Corporation(1)
|---- | -------------------------------------------

|3.11 | Certificate
of Incorporation of Las Olas Twelve Corporation(1)
|---- | --------------------------------------------------------------

|3.12 | By-Laws
of Las Olas Twelve Corporation(1)
|---- | -----------------------------------------

|3.13 | Certificate
of Incorporation of NRGP, Inc., as amended(1)
|---- | ---------------------------------------------------------

|3.14 | By-Laws
of NRGP, Inc.(1)
|---- | ------------------------

|3.15 | Certificate
of Incorporation of NationsRent USA, Inc.(1)
|---- | --------------------------------------------------------

|3.16 | By-Laws
of NationsRent USA, Inc.(1)
|---- | -----------------------------------

|3.17 | Certificate
of Incorporation of NationsRent West, Inc.(1)
|---- | ---------------------------------------------------------

|3.18 | By-Laws
of NationsRent West, Inc.(1)
|---- | ------------------------------------

|3.19 | Certificate
of Incorporation of Logan Equipment Corp., as amended(1)
|---- | --------------------------------------------------------------------

|3.20 | By-Laws
of Logan Equipment Corp.(1)
|---- | -----------------------------------

|3.21 | Certificate
of Incorporation of NationsRent Transportation Services, Inc.(1)
|---- | ----------------------------------------------------------------------------

|3.22 | By-Laws
of NationsRent Transportation Services, Inc.(1)
|---- | -------------------------------------------------------

|3.23 | Articles
of Incorporation of BDK Equipment Company, Inc.(1)
|---- | -----------------------------------------------------------

|3.24 | Amended
and Restated Bylaws of BDK Equipment Company, Inc.(1)
|---- | -------------------------------------------------------------

|3.25 | Certificate
of Incorporation of NR Delaware, Inc.(1)
|---- | ----------------------------------------------------

|3.26 | By-Laws
of NR Delaware, Inc.(1)
|---- | -------------------------------

|3.27 | Certificate
of Limited Partnership of NationsRent of Texas, LP(1)
|---- | -----------------------------------------------------------------

|3.28 | Amended
and Restated Agreement of Limited Partnership of NationsRent of Texas, LP(1)
|---- | ------------------------------------------------------------------------------------

|3.29 | Certificate
of Formation of NationsRent Dealer Group, LLC(6)
|---- | ------------------------------------------------------------

|3.30 | Limited
Liability Company Agreement of NationsRent Dealer Group, LLC(6)
|---- | -----------------------------------------------------------------------

|4.1 | Form
of 9.5% Senior Secured Notes due 2010(1)
|--- | ---------------------------------------------

|4.2 | Indenture,
dated as of October 23, 2003, by and among Company, the Guarantors and Wilmington Trust
                  Company, governing the Company's 9.5% Senior Secured Notes due 2010(1)
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.2.1 | First
Supplement, dated as of July 27, 2004, to the Indenture, dated as of October 23, 2003, by
                 and among Company, the Guarantors and Wilmington Trust Company(1)
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.2.2 | Second
Supplemental Indenture, dated as of March 31, 2005, to the Indenture, dated as of October
                  23, 2003, by and among Company, the guarantors named therein and
Wilmington Trust Company(6)
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.2.3 | Third
Supplemental Indenture, dated as of April 26, 2005, to the Indenture, dated as of October
                  23, 2003, by and among Company, the guarantors named therein and
Wilmington Trust Company(5)
|----- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.3 | Registration
Rights Agreement, dated as of October 23, 2003, by and among the Company, the
                  guarantors named therein and the initial purchasers(1)
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.4 | Form
of 6.5% Unsecured Convertible Subordinated Promissory Note due 2008(1)
|--- | ---------------------------------------------------------------------------

|4.5 | Form
of 9.5% Senior Unsecured Notes due 2015(6)
|--- | -----------------------------------------------

|4.6 | Indenture,
dated April 26, 2005, by and among the Company, the guarantors party thereto and
                  Wilmington Trust Company, governing the Company's 9.5% Senior Unsecured
Notes due 2015(5)
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.7 | Registration
Rights Agreement, dated April 26, 2005, by and among the Company, the guarantors
                  named therein and Jefferies & Company, Inc.(5)
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.1 | NationsRent
Liquidating Trust Agreement, dated as of June 13, 2003, by and among NationsRent, Inc.
                  and its subsidiaries, as settlors, and Perry Mandarino, as trustee of
the NationsRent Unsecured                   Creditor's Liquidating Trust(1)
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.2 | Call
Agreement, dated as of June 13, 2003, by and between NR Holdings, Inc. and Perry
Mandarino,                   as trustee on behalf of NationsRent Unsecured Creditor's
Liquidating Trust(1 )
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.3 | 2003
Restricted Stock Plan of NR Holdings, Inc.(1)
|---- | --------------------------------------------------

|10.4 | Stockholders'
Agreement, dated as of June 13, 2003, by and among NR Holdings, Inc. and the
                  stockholders party thereto(1)
|---- | ------------------------------------------------------------------------------------------------------------------------------------------

|10.5 | First
Amendment to Stockholders' Agreement, dated as of July 9, 2003, by and among NR Holdings,
                  Inc. and the stockholders party thereto(1)
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.5.1 | Second
Amendment to Stockholders' Agreement, dated as of December 10, 2004, by and among
                  NationsRent Companies, Inc. and the stockholders party thereto(4)
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.5.2 | Third
Amendment to Stockholders' Agreement, dated as of September 14, 2005, by and among
                  NationsRent Companies, Inc. and the stockholders party thereto(8)
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.6 | Amended
and Restated Indemnification Agreement, dated as of June 13, 2003, by and among
                  NationsRent Companies, Inc. and the indemnities signatory thereto(2)
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.7 | Employment
Agreement, effective June 13, 2003, by and between the Company and Thomas J. Putman(1)
|---- | -------------------------------------------------------------------------------------------------

|10.8 | Employment
Agreement, effective July 9, 2003, by and between the Company and Bryan T. Rich(1)
|---- | ---------------------------------------------------------------------------------------------

|10.9 | Employment
Agreement, effective July 9, 2003, by and between the Company and Douglas M. Suliman,
                  Jr.(1)
|---- | -------------------------------------------------------------------------------------------------------------------------

|10.10 | Employment
Agreement, effective June 23, 2003, by and between the Company and Thomas J. Hoyer(1)
|----- | ------------------------------------------------------------------------------------------------

|10.11 | Employment
Agreement, effective June 13, 2003, by and between the Company and Joseph H. Izhakoff(1)
|----- | ---------------------------------------------------------------------------------------------------

|10.12 | Employment
Agreement, effective July 9, 2003, by and between the Company and John Scherer(1)
|----- | --------------------------------------------------------------------------------------------

|10.13 | Form
of Key Employee Housing Assistance Program(1)
|----- | --------------------------------------------------

|10.14 | Indenture,
dated March 1, 1998, between Francis P. Richard/or Catherine L. Rich and Logan
                  Equipment Corporation(1)
|----- | ------------------------------------------------------------------------------------------------------------------------------------

|10.15 | First
Amendment to Lease, dated April 21, 2000, between Francis P. Rich and/or Catherine L.
Rich                   and NationsRent USA, Inc. (successor-in-interest to Logan
Equipment Corporation)(1)
|----- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.16 | Lease
Agreement, dated December 14, 1998, between Jim Joy Holdings, LLC and NationsRent of New
                  Hampshire, Inc.(1)
|----- | -----------------------------------------------------------------------------------------------------------------------------------

|10.17 | Lease
Assignment, dated September 17, 1999, between Jim Joy Holdings, LLC and 1216 West Hammond
                  Street, LLC(1)
|----- | --------------------------------------------------------------------------------------------------------------------------------

|10.18 | First
Amendment to Lease, dated January 10, 2000, between 1216 Hammond Street, LLC and
NationsRent                   USA, Inc.(successor-in-interest to NationsRent of New
Hampshire, Inc.)(1)
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.19 | Lease
Agreement, dated March 15, 2000, between Jim Joy Holdings, LLC and NationsRent USA,
Inc.(1)
|----- | -------------------------------------------------------------------------------------------------

|10.20 | Lease
Agreement, dated December 7, 1999, between TREC, LLC and NationsRent USA, Inc.(1)
|----- | ---------------------------------------------------------------------------------------

|10.21 | Lease
Agreement, dated December 14, 1998, between TREC, LLC and NRI/LEC Merger Corp., Inc.(1)
|----- | ---------------------------------------------------------------------------------------------

|10.22 | Lease
Agreement, dated March 1, 2000, between TREC, LLC and NationsRent USA, Inc.(1)
|----- | ------------------------------------------------------------------------------------

|10.23 | First
Amendment to Lease, dated May 24, 2001, between TREC, LLC and Nations Rent USA, Inc.(1)
|----- | ---------------------------------------------------------------------------------------------

|10.24 | Subscription
Agreement, dated June 13, 2003, among NR Holdings, Inc. and the subscribers party
                  thereto(1)
|----- | ---------------------------------------------------------------------------------------------------------------------------

|10.25 | Asset
Purchase Agreement, dated June 13, 2003, among Boston Rental Partners, LLC, NationsRent,
                  Inc. and its subsidiaries(1)
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------

|10.26 | Rental
Agreement, dated January 31, 2003, by and between Boston Rental Partners, LLC, and
                  NationsRent, Inc. and Term Sheet Regarding Settlement Program
referenced therein(1)
|----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.27 | Strategic
Alliance Agreement, dated October 12, 2000, between NationsRent, Inc. and Lowe's
                  Companies, Inc.(1)
|----- | -------------------------------------------------------------------------------------------------------------------------------

|10.28 | Employment
agreement, effective May 20, 2004, by and between the Company and Gary N. Golden(1)
|----- | ----------------------------------------------------------------------------------------------

|10.29 | Employment
agreement, effective July 9, 2003, by and between the Company and Robert W. Schiller(1)
|----- | --------------------------------------------------------------------------------------------------

|10.30 | Amended
and Restated Credit Agreement, dated as of October 23, 2003, by and among the Company,
                  certain of its subsidiaries, Wachovia Bank, National Association, as
administrative agent and as a                   lender, and the other lending
institutions party thereto(1)
|----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.30.1 | First
Amendment, dated as of December 22, 2003, to Amended and Restated Credit Agreement, by
and                   among the Company, certain of its subsidiaries, Wachovia Bank,
National Association, as                   administrative agent and a lender, and the
other lending institutions party thereto(1)
|------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.30.2 | Second
Amendment, dated as of December 20, 2004, to Amended and Restated Credit Agreement, by
and                   among the Company, certain of its subsidiaries, Wachovia Bank,
National Association, as                   administrative agent and a lender and the
other lending institutions party thereto(4)
|------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.30.3 | Third
Amendment, dated as of April 21, 2005, to the Amended and Restated Credit Agreement, by
and                   among the Company, certain of its subsidiaries, Wachovia Bank,
National Association, as                   administrative agent and a lender and the
other lending institutions party therein(5)
|------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.31 | Amended
and Restated Security Agreement, dated as of October 23, 2003, between the Company,
                  certain of its subsidiaries, and Wachovia Bank, National Association,
as administrative agent(1)
|----- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.32 | First
Amendment to Lease Agreement, dated as of November 3, 2005, by and between NationsRent,
                  Inc., through its operating subsidiaries, (each as to the particular
leases or subleases as to                   which they are a party) and Lowe's Centers,
Inc. and Lowe's HIW, Inc.(7)
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|31.1 | Certification
of Thomas J. Putman pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(8)
|---- | ----------------------------------------------------------------------------------------------

|31.2 | Certification
of Thomas J. Hoyer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(8)
|---- | ---------------------------------------------------------------------------------------------

|32.1 |  | Certification
of Thomas J. Putman pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002(8)
|---- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------

|32.2 |  | Certification
of Thomas J. Hoyer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002(8)
|---- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------

_________________

|(1) |  | Filed as an exhibit to the Companys Registration Statement on Form S-4
(Registration No. 333-114115), filed April 1, 2004, as amended, and incorporated
herein by reference.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) |  | Filed as an exhibit to the Companys Quarterly Report on Form 10-Q for the
               quarterly period ended June 30, 2004, and incorporated herein by reference.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) |  | Filed as an exhibit to the Companys Quarterly Report on Form 10-Q for the
               quarterly period ended September 30, 2004, and incorporated herein by reference.
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | Filed as an exhibit to the Companys Annual Report on Form 10-K for the
               year ended December 31, 2004, and incorporated herein by reference.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Filed as an exhibit to the Companys Current Report on Form 8-K filed on
               April 27, 2005, and incorporated herein by reference.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------

|(6) |  | Filed as an exhibit to the Companys Quarterly Report on Form 10-Q for the
               quarterly period ended March 31, 2005, and incorporated herein by reference.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(7) |  | Filed as an exhibit to the Companys Current Report on Form 8-K filed on
               November 9, 2005, and incorporated herein by reference.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------

|(8) |  | Filed herewith.
|--- |  | ---------------

|(*) |  | The Company agrees to furnish supplementally a copy of any omitted schedule to
               the Commission upon request.
|--- |  | --------------------------------------------------------------------------------------------------------------------------

---

---

SIGNATURES

Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant
has duly caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.

| | NATIONSRENT COMPANIES, INC.
(Registrant)
| | ----------------------------------------

|Date: November 14, 2005 |  | By:   /s/ Thomas J. Putman
Name: Thomas J. Putman
Title: President and Chief Executive Officer
|----------------------- |  | ----------------------------------------------------------------------------------------------

|Date: November 14, 2005 |  | By:   /s/ Thomas J. Hoyer
Name: Thomas J. Hoyer
Title: Executive Vice President and
          Chief Financial Officer
|----------------------- |  | ---------------------------------------------------------------------------------------------------------------------

|Date: November 14, 2005 |  | By:   /s/ Robert W. Schiller
Name: Robert W. Schiller
Title: Vice President and Controller
|----------------------- |  | ------------------------------------------------------------------------------------------

Exhibits Index

|Exhibit
Number | Description
|-------------- | -----------

|2.1 | First
Amended Joint Plan of Reorganization of NationsRent, Inc. and its Debtor
                   Subsidiaries, dated February 7, 2003, as filed in the United States
Bankruptcy                    Court District of Delaware on February 11, 2003 *(1)
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|2.1.1 | Modifications
to First Amended Joint Plan of Reorganization of NationsRent, Inc. and its Debtor
                   Subsidiaries(1)
|----- | ----------------------------------------------------------------------------------------------------------------------------------

|2.1.2 | Modifications
(Second) to First Amended Joint Plan of Reorganization of NationsRent, Inc. and
                   its Debtor Subsidiaries(1)
|----- | -------------------------------------------------------------------------------------------------------------------------------------------

|2.1.3 | Modifications
(Third) to First Amended Joint Plan of Reorganization of NationsRent, Inc. and
                   its Debtor Subsidiaries(1)
|----- | ------------------------------------------------------------------------------------------------------------------------------------------

|3.1 | Certificate
of Incorporation of the Company(1)
|--- | ----------------------------------------------

|3.2 | Certificate
of Amendment of Certificate of Incorporation of the Company(1)
|--- | --------------------------------------------------------------------------

|3.3 | Certificate
of Amendment of Certificate of Incorporation of the Company(1)
|--- | --------------------------------------------------------------------------

|3.4 | Certificate
of Designation for Series A Preferred Stock of the Company(1)
|--- | -------------------------------------------------------------------------

|3.5 | Certificate
of Amendment to Certificate of Designation for Series A Preferred Stock(1)
|--- | --------------------------------------------------------------------------------------

|3.6 | By-Laws
of the Company(1)
|--- | -------------------------

|3.7 | Certificate
of Incorporation of NationsRent, Inc.(1)
|--- | ----------------------------------------------------

|3.8 | By-Laws
of NationsRent, Inc.(1)
|--- | -------------------------------

|3.9 | Certificate
of Incorporation of Las Olas Fourteen Corporation(1)
|--- | ----------------------------------------------------------------

|3.10 | By-Laws
of Las Olas Fourteen Corporation(1)
|---- | -------------------------------------------

|3.11 | Certificate
of Incorporation of Las Olas Twelve Corporation(1)
|---- | --------------------------------------------------------------

|3.12 | By-Laws
of Las Olas Twelve Corporation(1)
|---- | -----------------------------------------

|3.13 | Certificate
of Incorporation of NRGP, Inc., as amended(1)
|---- | ---------------------------------------------------------

|3.14 | By-Laws
of NRGP, Inc.(1)
|---- | ------------------------

|3.15 | Certificate
of Incorporation of NationsRent USA, Inc.(1)
|---- | --------------------------------------------------------

|3.16 | By-Laws
of NationsRent USA, Inc.(1)
|---- | -----------------------------------

|3.17 | Certificate
of Incorporation of NationsRent West, Inc.(1)
|---- | ---------------------------------------------------------

|3.18 | By-Laws
of NationsRent West, Inc.(1)
|---- | ------------------------------------

|3.19 | Certificate
of Incorporation of Logan Equipment Corp., as amended(1)
|---- | --------------------------------------------------------------------

|3.20 | By-Laws
of Logan Equipment Corp.(1)
|---- | -----------------------------------

|3.21 | Certificate
of Incorporation of NationsRent Transportation Services, Inc.(1)
|---- | ----------------------------------------------------------------------------

|3.22 | By-Laws
of NationsRent Transportation Services, Inc.(1)
|---- | -------------------------------------------------------

|3.23 | Articles
of Incorporation of BDK Equipment Company, Inc.(1)
|---- | -----------------------------------------------------------

|3.24 | Amended
and Restated Bylaws of BDK Equipment Company, Inc.(1)
|---- | -------------------------------------------------------------

|3.25 | Certificate
of Incorporation of NR Delaware, Inc.(1)
|---- | ----------------------------------------------------

|3.26 | By-Laws
of NR Delaware, Inc.(1)
|---- | -------------------------------

|3.27 | Certificate
of Limited Partnership of NationsRent of Texas, LP(1)
|---- | -----------------------------------------------------------------

|3.28 | Amended
and Restated Agreement of Limited Partnership of NationsRent of Texas, LP(1)
|---- | ------------------------------------------------------------------------------------

|3.29 | Certificate
of Formation of NationsRent Dealer Group, LLC(6)
|---- | ------------------------------------------------------------

|3.30 | Limited
Liability Company Agreement of NationsRent Dealer Group, LLC(6)
|---- | -----------------------------------------------------------------------

|4.1 | Form
of 9.5% Senior Secured Notes due 2010(1)
|--- | ---------------------------------------------

|4.2 | Indenture,
dated as of October 23, 2003, by and among Company, the Guarantors and Wilmington
                   Trust Company, governing the Company's 9.5% Senior Secured Notes due
2010(1)
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.2.1 | First
Supplement, dated as of July 27, 2004, to the Indenture, dated as of October 23, 2003, by
                   and among Company, the Guarantors and Wilmington Trust Company(1)
|----- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.2.2 | Second
Supplemental Indenture, dated as of March 31, 2005, to the Indenture, dated as of
                   October 23, 2003, by and among Company, the guarantors named therein
and Wilmington Trust                    Company(6)
|----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.2.3 | Third
Supplemental Indenture, dated as of April 26, 2005, to the Indenture, dated as of October
                   23, 2003, by and among Company, the guarantors named therein and
Wilmington Trust Company(5)
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.3 | Registration
Rights Agreement, dated as of October 23, 2003, by and among the Company, the
                   guarantors named therein and the initial purchasers(1)
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.4 | Form
of 6.5% Unsecured Convertible Subordinated Promissory Note due 2008(1)
|--- | ---------------------------------------------------------------------------

|4.5 | Form
of 9.5% Senior Unsecured Notes due 2015(6)
|--- | -----------------------------------------------

|4.6 | Indenture,
dated April 26, 2005, by and among the Company, the guarantors party thereto and
                   Wilmington Trust Company, governing the Company's 9.5% Senior
Unsecured Notes due 2015(5)
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.7 | Registration
Rights Agreement, dated April 26, 2005, by and among the Company, the guarantors
                   named therein and Jefferies & Company, Inc.(5)
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.1 | NationsRent
Liquidating Trust Agreement, dated as of June 13, 2003, by and among NationsRent,
                   Inc. and its subsidiaries, as settlors, and Perry Mandarino, as
trustee of the NationsRent                    Unsecured Creditor's Liquidating Trust(1)
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.2 | Call
Agreement, dated as of June 13, 2003, by and between NR Holdings, Inc. and Perry
                   Mandarino, as trustee on behalf of NationsRent Unsecured Creditor's
Liquidating Trust(1 )
|---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.3 | 2003
Restricted Stock Plan of NR Holdings, Inc.(1)
|---- | --------------------------------------------------

|10.4 | Stockholders'
Agreement, dated as of June 13, 2003, by and among NR Holdings, Inc. and the
                   stockholders party thereto(1)
|---- | -------------------------------------------------------------------------------------------------------------------------------------------

|10.5 | First
Amendment to Stockholders' Agreement, dated as of July 9, 2003, by and among NR Holdings,
                   Inc. and the stockholders party thereto(1)
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.5.1 | Second
Amendment to Stockholders' Agreement, dated as of December 10, 2004, by and among
                   NationsRent Companies, Inc. and the stockholders party thereto(4)
|------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.5.2 | Third
Amendment to Stockholders' Agreement, dated as of September 14, 2005, by and among
                   NationsRent Companies, Inc. and the stockholders party thereto(8)
|------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.6 | Amended
and Restated Indemnification Agreement, dated as of June 13, 2003, by and among
                   NationsRent Companies, Inc. and the indemnities signatory thereto(2)
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.7 | Employment
Agreement, effective June 13, 2003, by and between the Company and Thomas J.
                   Putman(1)
|---- | --------------------------------------------------------------------------------------------------------------------

|10.8 | Employment
Agreement, effective July 9, 2003, by and between the Company and Bryan T. Rich(1)
|---- | ---------------------------------------------------------------------------------------------

|10.9 | Employment
Agreement, effective July 9, 2003, by and between the Company and Douglas M.
                   Suliman, Jr.(1)
|---- | --------------------------------------------------------------------------------------------------------------------------

|10.10 | Employment
Agreement, effective June 23, 2003, by and between the Company and Thomas J. Hoyer(1)
|----- | ------------------------------------------------------------------------------------------------

|10.11 | Employment
Agreement, effective June 13, 2003, by and between the Company and Joseph H.
                   Izhakoff(1)
|----- | ----------------------------------------------------------------------------------------------------------------------

|10.12 | Employment
Agreement, effective July 9, 2003, by and between the Company and John Scherer(1)
|----- | --------------------------------------------------------------------------------------------

|10.13 | Form
of Key Employee Housing Assistance Program(1)
|----- | --------------------------------------------------

|10.14 | Indenture,
dated March 1, 1998, between Francis P. Richard/or Catherine L. Rich and Logan
                   Equipment Corporation(1)
|----- | -------------------------------------------------------------------------------------------------------------------------------------

|10.15 | First
Amendment to Lease, dated April 21, 2000, between Francis P. Rich and/or Catherine L.
                   Rich and NationsRent USA, Inc. (successor-in-interest to Logan
Equipment Corporation)(1)
|----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.16 | Lease
Agreement, dated December 14, 1998, between Jim Joy Holdings, LLC and NationsRent of New
                   Hampshire, Inc.(1)
|----- | ------------------------------------------------------------------------------------------------------------------------------------

|10.17 | Lease
Assignment, dated September 17, 1999, between Jim Joy Holdings, LLC and 1216 West Hammond
                   Street, LLC(1)
|----- | ---------------------------------------------------------------------------------------------------------------------------------

|10.18 | First
Amendment to Lease, dated January 10, 2000, between 1216 Hammond Street, LLC and
                   NationsRent USA, Inc.(successor-in-interest to NationsRent of New
Hampshire, Inc.)(1)
|----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.19 | Lease
Agreement, dated March 15, 2000, between Jim Joy Holdings, LLC and NationsRent USA,
                   Inc.(1)
|----- | --------------------------------------------------------------------------------------------------------------------

|10.20 | Lease
Agreement, dated December 7, 1999, between TREC, LLC and NationsRent USA, Inc.(1)
|----- | ---------------------------------------------------------------------------------------

|10.21 | Lease
Agreement, dated December 14, 1998, between TREC, LLC and NRI/LEC Merger Corp., Inc.(1)
|----- | ---------------------------------------------------------------------------------------------

|10.22 | Lease
Agreement, dated March 1, 2000, between TREC, LLC and NationsRent USA, Inc.(1)
|----- | ------------------------------------------------------------------------------------

|10.23 | First
Amendment to Lease, dated May 24, 2001, between TREC, LLC and Nations Rent USA, Inc.(1)
|----- | ---------------------------------------------------------------------------------------------

|10.24 | Subscription
Agreement, dated June 13, 2003, among NR Holdings, Inc. and the subscribers party
                   thereto(1)
|----- | ----------------------------------------------------------------------------------------------------------------------------

|10.25 | Asset
Purchase Agreement, dated June 13, 2003, among Boston Rental Partners, LLC, NationsRent,
                   Inc. and its subsidiaries(1)
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------

|10.26 | Rental
Agreement, dated January 31, 2003, by and between Boston Rental Partners, LLC, and
                   NationsRent, Inc. and Term Sheet Regarding Settlement Program
referenced therein(1)
|----- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.27 | Strategic
Alliance Agreement, dated October 12, 2000, between NationsRent, Inc. and Lowe's
                   Companies, Inc.(1)
|----- | --------------------------------------------------------------------------------------------------------------------------------

|10.28 | Employment
agreement, effective May 20, 2004, by and between the Company and Gary N. Golden(1)
|----- | ----------------------------------------------------------------------------------------------

|10.29 | Employment
agreement, effective July 9, 2003, by and between the Company and Robert W.
                   Schiller(1)
|----- | ---------------------------------------------------------------------------------------------------------------------

|10.30 | Amended
and Restated Credit Agreement, dated as of October 23, 2003, by and among the Company,
                   certain of its subsidiaries, Wachovia Bank, National Association, as
administrative agent and                    as a lender, and the other lending
institutions party thereto(1)
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.30.1 | First
Amendment, dated as of December 22, 2003, to Amended and Restated Credit Agreement, by
                   and among the Company, certain of its subsidiaries, Wachovia Bank,
National Association, as                    administrative agent and a lender, and the
other lending institutions party thereto(1)
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.30.2 | Second
Amendment, dated as of December 20, 2004, to Amended and Restated Credit Agreement, by
                   and among the Company, certain of its subsidiaries, Wachovia Bank,
National Association, as                    administrative agent and a lender and the
other lending institutions party thereto(4)
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.30.3 | Third
Amendment, dated as of April 21, 2005, to the Amended and Restated Credit Agreement, by
                   and among the Company, certain of its subsidiaries, Wachovia Bank,
National Association, as                    administrative agent and a lender and the
other lending institutions party therein(5)
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.31 | Amended
and Restated Security Agreement, dated as of October 23, 2003, between the Company,
                   certain of its subsidiaries, and Wachovia Bank, National Association,
as administrative agent(1)
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.32 | First
Amendment to Lease Agreement, dated as of November 3, 2005, by and between NationsRent,
                   Inc., through its operating subsidiaries, (each as to the particular
leases or subleases as to                    which they are a party) and Lowe's Centers,
Inc. and Lowe's HIW, Inc.(7)
|----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|31.1 | Certification
of Thomas J. Putman pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(8)
|---- | ----------------------------------------------------------------------------------------------

|31.2 | Certification
of Thomas J. Hoyer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(8)
|---- | ---------------------------------------------------------------------------------------------

|32.1 | Certification
of Thomas J. Putman pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                   Section 906 of the Sarbanes-Oxley Act of 2002(8)
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------

|32.2 | Certification
of Thomas J. Hoyer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
                   Section 906 of the Sarbanes-Oxley Act of 2002(8)
|---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------

_________________

|(1) |  | Filed as an exhibit to the Companys Registration Statement on Form S-4
               (Registration No. 333-114115), filed April 1, 2004, as amended, and incorporated
               herein by reference.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) |  | Filed as an exhibit to the Companys Quarterly Report on Form 10-Q for the
               quarterly period ended June 30, 2004, and incorporated herein by reference.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) |  | Filed as an exhibit to the Companys Quarterly Report on Form 10-Q for the
               quarterly period ended September 30, 2004, and incorporated herein by reference.
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | Filed as an exhibit to the Companys Annual Report on Form 10-K for the
               year ended December 31, 2004, and incorporated herein by reference.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Filed as an exhibit to the Companys Current Report on Form 8-K filed on
               April 27, 2005, and incorporated herein by reference.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------

|(6) |  | Filed as an exhibit to the Companys Quarterly Report on Form 10-Q for the
               quarterly period ended March 31, 2005, and incorporated herein by reference.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(7) |  | Filed as an exhibit to the Companys Current Report on Form 8-K filed on
               November 9, 2005, and incorporated herein by reference.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------

|(8) |  | Filed herewith.
|--- |  | ---------------

|(*) |  | The Company agrees to furnish supplementally a copy of any omitted schedule to
               the Commission upon request.
|--- |  | --------------------------------------------------------------------------------------------------------------------------