SEC FORM 3

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

OAKTREE CAPITAL MANAGEMENT LLC

(Last)

(First)

(Middle)

333 SOUTH GRAND AVENUE

28TH FLOOR

(Street)

LOS ANGELES

90071

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/11/2004

3. Issuer Name and Ticker or Trading Symbol
NES RENTALS HOLDINGS INC [ NLEQ ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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, par value $0.01 per share	3,674,698⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	I⁽²⁾⁽³⁾	See Footnotes

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. The OCM Funds and Accounts (as defined below) acquired 3,674,698 shares of common stock of the Issuer in connection with the reorganization of the Issuer under Chapter 11 of the United States Bankruptcy Code and pursuant to the Issuer's Plan of Reorganization, which plan was confirmed by the United States Bankruptcy Court for the District of Delaware pursuant to an order entered into on January 23, 2004. The OCM Funds and Accounts received such shares on the account of certain claims held by the OCM Funds and Accounts against the Issuer. On March 18, 2004 it came to the attention of the reporting person that subsequent to the Issuer's emergence from bankruptcy, the common stock of the Issuer has continued to be publicly traded and that the Issuer has continued to file reports under the Securities Exchange Act of 1934, as amended.

2. The reporting person is a registered investment adviser under the Investment Advisers Act of 1940, as amended, acting as (i) the general partner of the OCM High Yield Limited Partnership, which owns 161,854 shares of the common stock of the Issuer, (ii) the general partner of OCM High Yield Fund II, L.P., which owns 449,370 shares of common stock of the Issuer, (iii) the investment manager of OCM High Yield Trust, a subtrust of the OCM Group Trust, which owns 152,805 shares of the common stock of the Issuer and (iv) various third party separate accounts (the "Separate Accounts"), which collectively own 2,910,669 shares of common stock of the Issuer (none of the Separate Accounts individually own in excess of 10% of the outstanding shares of the common stock of the Issuer).

3. Except to the extent of its pecuniary interests therein, the reporting person disclaims beneficial ownership of these securities and the filing of this Form 3 shall not be construed as an admission that such person is the beneficial owner of any securities covered by this Form 3.

4. The reporting person is a limited liability company, the members of which are Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, D. Richard Masson, Larry W. Keele, Stephen A. Kaplan, Russel S. Bernard, Kevin Clayton, David Kirchheimer, John Moon, John B. Frank, OCM Equity Participation Plan, L.P. and OCM Equity Participation Plan II, L.L.C. Each of such persons may be deemed a beneficial owner of the securities listed herein by virtue of such status as members of the reporting person. Except to the extent of their respective pecuniary interests therein, each such person disclaims beneficial ownership of the shares listed herein and the filing of this Form 3 shall not be construed as an admission that such person is the beneficial owner of any securities covered by this Form 3.

	Oaktree Capital Management, LLC	03/19/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.