Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Fenton Jeffrey J
2. Date of Event Requiring Statement (Month/Day/Year)
01/26/2016
3. Issuer Name and Ticker or Trading Symbol
UNITED RENTALS INC /DE [URI]
(Last)
(First)
(Middle)
C/O UNITED RENTALS, INC., 100 FIRST STAMFORD PL STE 700
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr. V.P., Business Development
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

STAMFORD, CT 06902
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock (1) (2) 20,191 (1) (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fenton Jeffrey J
C/O UNITED RENTALS, INC.
100 FIRST STAMFORD PL STE 700
STAMFORD, CT 06902
      Sr. V.P., Business Development  

Signatures

Jeffrey J. Fenton 02/04/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The total reported is comprised of: (i) 16,523 shares of common stock, (ii) an award of restricted stock units granted to the reporting person on March 7, 2013, of which 716 units are scheduled to vest on March 7, 2016, (iii) an award of restricted stock units granted on March 4, 2014, of which 442 units are scheduled to vest on each of March 4, 2016 and March 4, 2017, and (iv) an award of restricted stock units granted on March 10, 2015, of which 690 units are scheduled to vest on March 10, 2016, and 689 units are scheduled to vest on each of March 10, 2017 and March 10, 2018.
(2) Restricted stock units are settled with common shares on a one-for-one basis upon vesting and are subject to acceleration in certain circumstances.

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