Since only your latest dated proxy card will count, we urge you not to return any proxy card you receive from the Company. Even if you return the management proxy card marked "withhold" as a protest against the incumbent directors, it will revoke any proxy card you may have previously sent to us. Remember, you can vote for our Nominees only on our GOLD proxy card. So please make certain that the latest dated proxy card you return is the GOLD proxy card.

The following is a chronology of material events leading up to this proxy solicitation.

We believe that urgent change is needed on the Board of Essex Rental Corp. We have little confidence that the Board, as currently composed, is committed to taking the steps necessary to enhance stockholder value at the Company. Therefore, we are soliciting your support to elect our Nominees at the Annual Meeting, who we believe would bring significant and relevant experience, new insight and fresh perspectives to the Board.

Over the last four years Essex stockholders have suffered an unacceptable decline in the value of their shares of Common Stock. In April 2011, shares of Essex Common Stock traded for as much as $7.64 per share. In March 2015, shares of Essex Common Stock traded for as little as $0.64 per share. We believe the Company has lost the confidence of Wall Street due to missing its disclosed earnings guidance, restating financial statements and maintaining the related party transactions discussed below, which have caused low daily trading activity and a depressed stock price. As a result of this destruction of investor confidence, the Company's value is severely discounted versus its orderly liquidation value of $330.1 million, as disclosed in the Company's Form 10-K filed with the SEC on March 31, 2015. In addition, the Company's enterprise value is now just 4x its subsidiaries' prior peak EBITDA, which surpassed $60 million, as stated by Essex management on the Company's fourth quarter 2015 earnings call on March 25, 2015.

As noted below, certain investors will not invest in companies that engage in related party transactions. We believe eliminating the Company's related party transactions will open up a new group of potential investors in the Company's Common Stock and ultimately result in higher daily trading activity and an increase in the stock price.

If elected at the Annual Meeting, our Nominees will, subject to their fiduciary duties as directors, endeavor to work with the other members of the Board to review the Company's operating business and identify opportunities to address the valuation discrepancy between the intrinsic value of the business and the current enterprise value of the Company. However, since the Nominees would comprise only three members of the Board if elected, there can be no assurance that any actions or changes proposed by the Nominees will be adopted or supported by the Board. It is our hope, however, that if stockholders vote to elect our Nominees at the Annual Meeting, then the Board will give serious consideration to any ideas, plans or proposals for enhancing stockholder value that the Nominees may recommend to the full Board.

The following table illustrates the stark contrast between changes in the Company's director compensation and shareholder returns.  The Company's egregious director compensation and poor shareholder returns are discussed in further detail below.

(*)  As of December 31.

We believe our Nominees will bring a fresh perspective into the boardroom and would be extremely helpful in evaluating and executing on initiatives to unlock value at the Company. Further, we believe Essex Rental Corp.'s continued underperformance and undervaluation warrant the addition of direct stockholder representation on the Board to ensure that all decisions are made with the best interests of all stockholders as the primary objective.

The Board is currently composed of six directors, which are classified as either Class A directors or Class B directors. The terms of the three Class A directors expire at the Annual Meeting. We are seeking your support at the Annual Meeting to elect our Nominees in opposition to the Company's incumbent directors. Your vote to elect the Nominees will have the legal effect of replacing the incumbent directors with the Nominees. If elected, the Nominees will represent only one half of the members of the Board, and therefore it is not guaranteed that they can implement the actions that they believe are necessary to enhance stockholder value.

The following information sets forth the name, age, business address, present principal occupation, and employment and material occupations, positions, offices, or employments for the past five years of the Nominees. The nomination was made in a timely manner and in compliance with the applicable provisions of the Company's governing instruments. The specific experience, qualifications, attributes and skills that led us to conclude that the Nominees should serve as directors of the Company is set forth below. This information has been furnished to us by the Nominees. Mr. Kravetz and Mr. Climaco are each citizens of the United States of America and Mr. Keddie is a Canadian citizen.

Mr. Keddie, age 46, is the CEO of Value Creation Management Group LLC.   As CEO, Mr. Keddie invests in and provides consulting to, companies that need operational improvement.   Before becoming an investor in and consultant to companies that need operational improvement in August 2013,   Mr. Keddie was the President and General Manager of HKX from November 2005 to August 2013.   Before that he was the General Manager of HKX from June 2000 to November 2005. 

HKX is a manufacturer and distributor of specialized hydraulic equipment used in the construction industry.  Between the start of Mr. Keddie's tenure as General Manager in June 2000 and his promotion to President and General Manager in November 2005, Mr. Keddie grew sales of HKX more than 4X.   This more than 4X growth in sales was all organic, it was not the result of acquisitions. 

Between the start of Mr. Keddie's tenure as President and General Manager of HKX in November 2005 and his exit from HKX in August 2013, Mr. Keddie grew sales of HKX more than 2X.   This more than 2X growth in sales was all organic, it was not the result of acquisitions. 

Mr. Keddie's overall track record is one of growing sales of HKX more than 8X from June 2000 to August 2013.

During Mr. Keddie's leadership of HKX, he implemented numerous operating improvements.  Such improvements allowed HKX to add value to its customers and this added value enabled HKX to stay profitable even while growing rapidly.  By 2013, HKX was selling more than six thousand different SKUs while maintaining strict operating discipline.   As the part-owner of HKX, Mr. Keddie profited from the successful sale of HKX to an acquirer.

From June 2000 to August 2013, the US construction industry suffered two deep recessions.   Many companies that participate in the US Construction Industry reported operating losses during one or more of the years between 2000 and 2013.  In contrast to many other companies in the industry, HKX was able to generate a net profit for every single year between 2000 and 2013.  Such profitability was the product of the constant and continuous operating improvements that Mr. Keddie implemented throughout the organization.  

Mr. Keddie is a Professional Engineer with a Bachelor of Science in Mechanical Engineering from University of Waterloo.  He currently serves on the Boards of Directors of two companies that are not traded on stock exchanges.  

The fourteen years Mr. Keddie spent focused on the construction equipment industry, and his success in growing a construction equipment company while maintaining strict cost discipline make him well suited to serve on the Board of Essex.  Mr. Keddie understands how to grow construction equipment businesses organically and profitably.  Mr. Keddie knows that a board of Directors must lead by example, by embracing a culture of frugality, discipline, and focus.

Mr. Kravetz, age 45, is President and Chief Investment Officer of Esplanade Capital LLC, an investment management company he founded in 1999.  Esplanade Capital LLC manages capital for institutions and for other types of clients.

Prior to founding Esplanade, Mr. Kravetz was a corporate executive and strategic advisor, including:  Principal at The Parthenon Group, a leading strategy consulting boutique, where he advised chief executives on corporate strategy; Director of Strategic Planning and Corporate Development at The CML Group (NYSE traded), where he oversaw activities at subsidiaries including NordicTrack, The Nature Company, and Smith & Hawken; Consultant with Monitor Company, a leading strategy consulting firm.

Mr. Kravetz received an MBA with High Distinction from Harvard Business School in 1995, where he was awarded the following: The Thomas M. and Edna E. Wolfe Award; The Henry Ford II Scholar Award; and a Baker Scholarship.  Mr. Kravetz received an A.B. in Economics from Harvard University, magna cum laude, in 1991. 

As an investor, advisor, and executive, Mr. Kravetz has a demonstrated record of creating value for his investors, clients, and companies.  His expertise in the analysis of financial statements qualifies him to serve on the Audit Committee of Essex.   His deep and long-standing banking relationships make him well suited to work with management to refinance outstanding debt of Essex. 

Mr. Climaco, age 46, is a consultant to a number of companies.  He is also a board member and the Chairman of the Strategic Advisory Committee at Digirad (NASDAQ: DRAD).    Mr. Climaco was named to the Board of Digirad in December 2012.   He also is a member of the board of directors of Perma-Fix Environmental Services, Inc. (NASDAQ: PESI), an environmental solutions business, a position he has held since October 2013. Previously, he was a member of the board of directors of PDI, Inc. (PDII), an outsourced sales and marketing company, a position he held from December 2013 to October 2014.   From April 2012 to April 2013, he was a member of the board of directors of InfuSystem Holdings, Inc. (INFU), a medical device and services company.

From 2003 to 2012, he was the President and Chief Executive Officer, as well as member of the board of directors, of Axial Biotech, Inc., a molecular diagnostics company specializing in spine disorders, which he co-founded in 2003. Under Mr. Climaco's leadership, and through partnerships he created with companies including Medtronic, Johnson & Johnson and Smith & Nephew, Axial successfully developed and commercialized the first molecular prognostic test in the orthopaedic industry.

Mr. Climaco holds a Bachelor of Arts cum laude, from Middlebury College and a Juris Doctorate from the University of California, Hastings College of Law.

Each of the Nominees presently is, and if elected as directors of the Company would be, an "independent director" within the meaning of (i) applicable Nasdaq listing standards applicable to board composition, including Rule 5605(a)(2) and (ii) Section 301 of the Sarbanes-Oxley Act of 2002.

We do not expect that the Nominees will be unable to stand for election, but, in the event either Nominee is unable to serve or for good cause will not serve, the shares of Common Stock represented by the enclosed GOLD proxy card will be voted for substitute nominee(s), to the extent this is not prohibited under the Bylaws of the Company and applicable law. In addition, we reserve the right to nominate substitute person(s) if the Company makes or announces any changes to its Bylaws or takes or announces any other action that has, or if consummated would have, the effect of disqualifying any Nominee, to the extent this is not prohibited under the Bylaws and applicable law. In any such case, shares of Common Stock represented by the enclosed GOLD proxy card will be voted for such substitute nominee(s). In the event we identify or nominate a substitute nominee prior to the Annual Meeting, we will file an amended proxy statement that discloses the required information about the substitute nominee. We reserve the right to nominate additional person(s), to the extent this is not prohibited under the Bylaws and applicable law, if the Company increases the size of the Board above its existing size or increases the number of directors whose terms expire at the Annual Meeting. Additional nominations made pursuant to the preceding sentence are without prejudice to the position of Casey Capital that any attempt to increase the size of the current Board constitutes an unlawful manipulation of the Company's corporate machinery.

Only stockholders of record on the Record Date will be entitled to vote at the Annual Meeting. Stockholders who sell their shares of Common Stock before the Record Date (or acquire them without voting rights after the Record Date) may not vote such shares of Common Stock. Stockholders of record on the Record Date will retain their voting rights in connection with the Annual Meeting even if they sell such shares of Common Stock after the Record Date. Based on publicly available information, Casey Capital believes that the only outstanding class of securities of the Company entitled to vote at the Annual Meeting are the shares of Common Stock.

Shares of Common Stock represented by properly executed GOLD proxy cards will be voted at the Annual Meeting as marked and, in the absence of specific instructions, will be voted FOR the election of the Nominees, FOR the ratification of _____________ LLP as the Company's independent registered public accounting firm for the 2015 fiscal year, and AGAINST the approval of the Say-on-Pay Proposal, as described herein.

Based on the Company's proxy statement, the current Board intends to nominate three candidates for election as Class A directors at the Annual Meeting. This Proxy Statement is soliciting proxies to elect our Nominees. Stockholders will therefore be able to vote for the total number of directors up for election at the Annual Meeting. The names, backgrounds and qualifications of the Company's nominees, and other information about them, can be found in the Company's proxy statement.

A quorum is the minimum number of shares of Common Stock that must be represented at a duly called meeting in person or by proxy in order to legally conduct business at the meeting. For the Annual Meeting, the presence, in person or by proxy, of the holders of a majority of the Common Stock outstanding as of the Record Date will be considered a quorum allowing votes to be taken and counted for the matters before the stockholders.

Abstentions and "broker non-votes" are included in the determination of the number of shares present at the Annual Meeting for quorum purposes. "Broker non-votes" are not counted in the tabulations of the votes cast on any of the proposals. A "broker non-vote" occurs when a nominee holding shares for a beneficial owner does not vote on a particular proposal because the nominee does not have discretionary voting power with respect to that item and has not received instructions from the beneficial owner (a "broker non-vote").

If you are a stockholder of record, you must deliver your vote by mail or attend the Annual Meeting in person and vote in order to be counted in the determination of a quorum.

If you are a beneficial owner, your broker will vote your shares pursuant to your instructions, and those shares will count in the determination of a quorum. Brokers do not have discretionary authority to vote on any of the matters to be presented at the Annual Meeting. Accordingly, unless you vote via proxy card or provide instructions to your broker, your shares of Capital Stock will not count for purposes of attaining a quorum.

Election of Directors—The affirmative vote of a plurality of the shares present at the Annual Meeting and entitled to vote on the election of directors is required to elect the director nominees. Abstentions will not have an effect on the election of directors because directors are elected by a plurality of the votes cast. Broker non-votes are not counted in the tabulations of the votes cast on the election of directors.

Other Proposals—A majority of the shares present at the Annual Meeting and entitled to vote on the subject matter is required to (1) ratify the selection of _____________ LLP as the Company's independent registered public accounting firm for the 2015 fiscal year; (2) approve, on an advisory basis, the compensation of the Company's named executive officers and to approve any other business which may properly come before the Annual Meeting. Abstentions will count as a vote against these proposals.

If you sign and submit your GOLD proxy card without specifying how you would like your shares voted, your shares will be voted in accordance with Casey Capital's recommendations specified herein and in accordance with the discretion of the persons named on the GOLD proxy card with respect to any other matters that may be voted upon at the Annual Meeting.

Stockholders of the Company may revoke their proxies at any time prior to exercise by attending the Annual Meeting and voting in person (although attendance at the Annual Meeting will not in and of itself constitute revocation of a proxy) or by delivering a written notice of revocation. The delivery of a subsequently dated proxy which is properly completed will constitute a revocation of any earlier proxy. The revocation may be delivered to Casey Capital at the address set forth on the back cover of this Proxy Statement or to the Company at 1110 Lake Cook road, Suite 220, Buffalo Grove, IL 60089 or any other address provided by the Company. Although a revocation is effective if delivered to the Company, we request that either the original or photostatic copies of all revocations be mailed to Casey Capital at the address set forth on the back cover of this Proxy Statement so that we will be aware of all revocations and can more accurately determine if and when proxies have been received from the holders of record on the Record Date of a majority of the outstanding shares of Common Stock. Additionally, we may use this information to contact stockholders who have revoked their proxies in order to solicit later dated proxies for the election of the Nominees.

The participants in this solicitation include Casey Capital, KC Gamma, Kevin M. Casey, Lee D. Keddie, Shawn W. Kravetz and John M. Climaco. It is anticipated that certain staff members of Casey Capital will participate in the solicitation of proxies in support of our Nominees set forth in this Proxy Statement. Such staff members will receive no additional consideration if they assist in the solicitation of proxies. Casey Capital has also retained D. F. King & Co., Inc. to assist in the distribution of proxy materials and the solicitation of proxies at an estimated cost of $50,000 plus reimbursement for customary costs and expenses. Solicitations of proxies may be made in person, by telephone, by email, through the internet, by mail and by facsimile. Although no precise estimate can be made at the present time, it is estimated that the total expenditures in furtherance of, or in connection with, the solicitation of stockholders will be approximately $100,000, of which approximately $30,000 has been spent to date.

Costs related to this solicitation of proxies, including expenditures for attorneys, accountants, public relations and financial advisors, proxy solicitors, advertising, printing, transportation and related expenses will be borne by Casey Capital. Casey Capital intends to seek reimbursement from the Company for those expenses if any of our Nominees are elected. Casey Capital does not currently intend to submit the question of such reimbursement to a vote of the stockholders.

The shares of Common Stock beneficially owned by Casey Capital were purchased with funds that were provided through the accounts of certain investment advisory clients. KC Gamma, Casey Capital and Mr. Casey beneficially own 1,461,634 shares of Common Stock. Mr. Casey also is the beneficial owner of 1,000 shares and is the owner of record of 500 of those 1,000 shares of Common Stock. Mr. Keddie is the record holder of 500 shares of Common Stock. Neither of the other Nominees beneficially owns shares of Common Stock. For information regarding purchases and sales of securities of the Company during the past two years by the participants in this solicitation, see Schedule I. Casey Capital's, KC Gamma's and Kevin M. Casey's business address is 112 Route 39 North, Sherman, Connecticut 06784. Mr. Keddie's business address is 8719 258^th Avenue NE, Redmond, Washington, 98053. Mr. Kravetz's business address is One International Place, 46th Floor, Boston, Massachusetts 02110. Mr. Climaco's business address is P.O. Box 326 Park City, Utah 84060. For information regarding the address and employment of each of the Nominees, see Proposal No. 1.

Except as set forth in this Proxy Statement (including the Schedules hereto), (i) during the past 10 years, no participant in this solicitation has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); (ii) no participant in this solicitation directly or indirectly beneficially owns any securities of the Company; (iii) no participant in this solicitation owns any securities of the Company which are owned of record but not beneficially; (iv) no participant in this solicitation has purchased or sold any securities of the Company during the past two years; (v) no part of the purchase price or market value of the securities of the Company owned by any participant in this solicitation is represented by funds borrowed or otherwise obtained for the purpose of acquiring or holding such securities; (vi) no participant in this solicitation is, or within the past year was, a party to any contract, arrangements or understandings with any person with respect to any securities of the Company, including, but not limited to, joint ventures, loan or option arrangements, puts or calls, guarantees against loss or guarantees of profit, division of losses or profits, or the giving or withholding of proxies; (vii) no associate of any participant in this solicitation owns beneficially, directly or indirectly, any securities of the Company; (viii) no participant in this solicitation owns beneficially, directly or indirectly, any securities of any parent or subsidiary of the Company; (ix) no participant in this solicitation or any of his or its associates was a party to any transaction, or series of similar transactions, since the beginning of the Company's last fiscal year, or is a party to any currently proposed transaction, or series of similar transactions, to which the Company or any of its subsidiaries was or is to be a party, in which the amount involved exceeds $120,000; (x) no participant in this solicitation or any of his or its associates has any arrangement or understanding with any person with respect to any future employment by the Company or its affiliates, or with respect to any future transactions to which the Company or any of its affiliates will or may be a party; and (xi) no participant in this solicitation has a substantial interest, direct or indirect, by securities holdings or otherwise in any matter to be acted on at the Annual Meeting.

There are no material proceedings to which any participant in this solicitation or any of his or its associates is a party adverse to the Company or any of its subsidiaries or has a material interest adverse to the Company or any of its subsidiaries. With respect to the Nominees, none of the events enumerated in Item 401(f)(1)-(8) of Regulation S-K of the Exchange Act occurred during the past ten years.

Each of Casey Capital and Lee D. Keddie is unaware of any other matters to be considered at the Annual Meeting. However, should other matters which Casey Capital and Mr. Keddie are is not aware of within a reasonable time before this solicitation be brought before the Annual Meeting, the persons named as proxies on the enclosed GOLD proxy card will vote on such matters in their discretion.

WE HAVE OMITTED FROM THIS PROXY STATEMENT CERTAIN DISCLOSURE REQUIRED BY APPLICABLE LAW THAT IS INCLUDED IN THE COMPANY'S PROXY STATEMENT RELATING TO THE ANNUAL MEETING. THIS DISCLOSURE INCLUDES, AMONG OTHER THINGS, CURRENT BIOGRAPHICAL INFORMATION ON THE COMPANY'S DIRECTORS, INFORMATION CONCERNING EXECUTIVE COMPENSATION, THE PROCEDURES FOR SUBMITTING PROPOSALS FOR INCLUSION IN THE COMPANY'S PROXY STATEMENT AT THE 2016 ANNUAL MEETING AND OTHER IMPORTANT INFORMATION. SEE SCHEDULE II FOR INFORMATION REGARDING PERSONS WHO BENEFICIALLY OWN MORE THAN 5% OF THE COMMON STOCK AND THE OWNERSHIP OF THE COMMON STOCK BY THE DIRECTORS AND MANAGEMENT OF THE COMPANY.

The information concerning the Company contained in this Proxy Statement and the Schedules attached hereto has been taken from, or is based upon, publicly available information.

The undersigned appoints each of Kevin M. Casey and Lee D. Keddie, as attorney and agent with full power of substitution to vote all shares of common stock or preferred stock of Essex Rental Corp. (the "Company") which the undersigned would be entitled to vote if personally present at the 2015 Annual Meeting of Stockholders of the Company scheduled to be held at the offices Hyde Park Holdings, LLC, 500 Fifth Ave., 50^th Floor, New York, New York 10110, on Thursday, June 4, 2015 at 10:00 A.M (local time) (including any adjournments or postponements thereof and any meeting called in lieu thereof, the "Annual Meeting").

The undersigned hereby revokes any other proxy or proxies heretofore given to vote or act with respect to the shares of common stock or preferred stock of the Company held by the undersigned, and hereby ratifies and confirms all action the herein named attorneys and proxies, their substitutes, or any of them may lawfully take by virtue hereof. If properly executed, this Proxy will be voted as directed on the reverse and in the discretion of the herein named attorneys and proxies or their substitutes with respect to any other matters as may properly come before the Annual Meeting that are unknown to Casey Capital, LLC, KC Gamma Opportunity Fund, LP and Kevin M. Casey (collectively, "Casey Capital") and Lee D. Keddie a reasonable time before this solicitation.

This Proxy will be valid until the completion of the Annual Meeting. This Proxy will only be valid in connection with Casey Capital's solicitation of proxies for the Annual Meeting.

1. Casey Capital's proposal to elect Lee D. Keddie, Shawn W. Kravetz, and John M. Climaco to serve as Class A directors of the Company until the 2017 annual meeting of stockholders.

Each of Casey Capital and Lee D. Keddie does not expect that the Nominees will be unable to stand for election, but, in the event that any Nominee is unable to serve or for good cause will not serve, the shares of Common Stock represented by this proxy card will be voted for substitute nominee(s), to the extent this is not prohibited under the Company's Bylaws and applicable law. In addition, each of Casey Capital and Lee D. Keddie has reserved the right to nominate substitute person(s) if the Company makes or announces any changes to its Bylaws or takes or announces any other action that has, or if consummated would have, the effect of disqualifying any Nominee, to the extent this is not prohibited under the Bylaws and applicable law. In any such case, shares of Common Stock represented by this proxy card will be voted for such substitute nominee(s).

Each of Casey Capital and Lee D. Keddie intends to use this proxy to vote "FOR" Mr. Lee, Mr. Kravetz, and Mr. Climaco. The names, background and qualification of the candidates who have been nominated by the Company, and other information about them, can be found in the Company's proxy statement.

Note: If you do not wish for your shares of Common Stock to be voted "FOR" a particular nominee, mark the "FOR ALL EXCEPT" box and write the name of the Nominee you do not support on the line below. Your shares will be voted for the remaining nominee.

2. Company's proposal to ratify the appointment of _____________ LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2015.

3. Company's proposal to cast a non-binding advisory vote to approve executive compensation.