Exhibit 10.2

VOTING AGREEMENT

This Voting Agreement (“ Agreement ”) is made and entered into as of July 18, 2007, by and between Ristretto Group S.a r.l., a Luxembourg  company (the “ Parent ”), and the undersigned stockholder (the “ Stockholder ”) in Williams Scotsman International, Inc., a Delaware corporation (the “ Company ”).  Certain capitalized terms used in this Agreement are defined in Section 6 hereof and certain other capitalized terms used in this Agreement that are not defined herein shall have the meaning given to such terms in the Merger Agreement (as defined below).

RECITALS

WHEREAS , the Stockholder is the holder of record and/or the “beneficial owner” (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended) of Company Common Stock;

WHEREAS , concurrently with the execution and delivery of this Agreement, the Company, Ristretto Holdings SCA, a Luxembourg company, Parent and Ristretto Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (the “ Merger Sub ”), are entering into an Agreement and Plan of Merger, dated as of the date hereof (the “ Merger Agreement ”), which provides, upon the terms and subject to the conditions set forth therein, for the merger of Merger Sub with and into the Company (the “ Merger ”); and

WHEREAS , as a condition and inducement to Parent’s willingness to enter into the Merger Agreement, the Stockholder has agreed to execute and deliver this Agreement.

AGREEMENT

NOW, THEREFORE , the parties to this Agreement, intending to be legally bound, agree as follows:

1.              Agreement to Vote Subject Securities .  Prior to the Termination Date, at every meeting of the stockholders of the Company called with respect to any of the following, and at every adjournment or postponement thereof, and on every action or approval by written consent of the stockholders of the Company with respect to any of the following, the Stockholder shall vote or cause to be voted the Subject Securities: (a) in favor of (i) adoption of the Merger Agreement and (ii) any other matter contemplated under the Merger Agreement or that could reasonably be expected to facilitate the Merger that is put to a vote of the stockholders of the Company and (b) against any proposal for any Company Acquisition Proposal (as defined in the Merger Agreement) other than the Merger, between the Company and any person or entity (other than Parent and Merger Sub) and (c) against any other action or agreement that would result in a breach of any covenant, representation or warranty or any other obligation or agreement of the Company under the Merger Agreement or which would result in any of the conditions to the consummation of the Merger under the Merger Agreement not being fulfilled or which would reasonably be expected to prevent, impede, frustrate, interfere with, delay, postpone or adversely affect the Merger and the other transactions contemplated by the Merger Agreement.

2.              Irrevocable Proxy .  Concurrently with the execution of this Agreement, the Stockholder agrees to deliver to Parent a proxy in the form attached hereto as Exhibit A (the “ Proxy ”), which shall be irrevocable, prior to the Termination Date and to the fullest extent permitted by law and except as otherwise set forth therein, with respect to the Subject Securities referred to therein.

3.             Agreement to Retain Subject Securities .

(a)           Restriction on Transfer .  During the period from the date of this Agreement until the earlier to occur of (i) the obtaining of the Requisite Stockholder Vote (as defined in the Merger Agreement) and (ii) the Termination Date, the Stockholder shall not, directly or indirectly, except as contemplated by this clause (a), cause or permit any Transfer of any of the Subject Securities to be effected other than pursuant to the Merger.  Notwithstanding the foregoing, the Stockholder may cause or permit any Transfer of any of the Subject Securities to any of its Affiliates (as defined in the Merger Agreement), provided that the effectiveness of any such Transfer shall be conditioned on the transferee agreeing in writing to be bound by the provisions of this Agreement in a form reasonably satisfactory to Parent.

(b)           Restriction on Transfer of Voting Rights .   During the period from the date of this Agreement through the Termination Date, the Stockholder shall ensure that, without Parent’s prior written consent: (a) none of the Subject Securities is deposited into a voting trust; and (b) no proxy (other than the Proxy granted herein) is granted, and no voting agreement or similar agreement is entered into, with respect to any of the Subject Securities.

4.             Representations, Warranties and Covenants of the Stockholder .  The Stockholder hereby represents and warrants to Parent as follows:

(a)           Due Authorization, Etc .  All consents, approvals, authorizations and orders necessary for the execution and delivery by such Stockholder of this Agreement and the Proxy have been obtained, and such Stockholder has all legal capacity, full right, power and authority to enter into this Agreement and the Proxy, and perform such Stockholder’s obligations hereunder.  This Agreement and the Proxy have been duly executed and delivered by such Stockholder and constitute valid and binding agreements of such Stockholder enforceable in accordance with their terms, except as the same may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws now or hereafter in effect relating to creditors’ rights generally and subject to general principles of equity.

(b)           No Conflict .  The execution and delivery of this Agreement and the Proxy by such Stockholder does not, and the performance of and under this Agreement and the Proxy by such Stockholder will not (i) conflict with or violate any Law applicable to the Subject Securities held by such Stockholder or (ii) result in, give rise to or constitute a violation or breach of or a default (or any event which with notice or lapse of time or both would become a violation, breach or default) under any of the terms of any understanding, agreement or other instrument or obligation to which such Stockholder is a party or by which such Stockholder or any of the Subject Securities may be bound.

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(c)           Title to Securities .  As of the date of this Agreement: (a) such Stockholder holds of record (free and clear of any encumbrances or restrictions) the number of outstanding shares of Company Common Stock set forth under the headings “Shares of Company Common Stock Held of Record” on the signature page hereof; (b) such Stockholder Owns the additional securities of the Company set forth under the heading “Additional Securities Beneficially Owned” on the signature page hereof; and (c) such Stockholder and its Affiliates (other than any other stockholder of the Company entering into a voting agreement with Parent substantially similar to this Agreement as of the date hereof) do not directly or indirectly Own any shares of capital stock or other securities of the Company, or any option, warrant or other right to acquire (by purchase, conversion or otherwise) any shares of capital stock or other securities of the Company, other than the shares and options, warrants and other rights set forth on the signature page hereof.

(d)           Reliance by Parent .  Such Stockholder understands and acknowledges that Parent is entering into the Merger Agreement in reliance upon the execution and delivery of this Agreement by such Stockholder, the performance by such Stockholder of its obligations hereunder and the compliance by such Stockholder with the terms hereof.

5.             Additional Covenants of the Stockholder .

(a)           Further Assurances .  From time to time and without additional consideration, the Stockholder shall execute and deliver, or cause to be executed and delivered, such additional instruments, and shall take such further actions, as Parent may reasonably request for the purpose of carrying out and furthering the intent of this Agreement.

(b)           Appraisal Rights .  The Stockholder hereby waives any rights of appraisal or rights to dissent from the Merger or the adoption of the Merger Agreement that it may have under applicable law and shall not permit any such rights of appraisal or rights of dissent to be exercised with respect to the Subject Securities.

(c)           No Solicitation .  The Stockholder shall not take any action that the Company is prohibited from taking under Section 6.5 of the Merger Agreement.  Notwithstanding the foregoing and the provisions of Section 6.5 of the Merger Agreement, the Stockholder shall be expressly entitled to take any action that the Company or the Board of Directors of the Company is entitled to take under Section 6.5 the Merger Agreement.

(d)           Board Duties .  Notwithstanding the foregoing, nothing in this Agreement shall limit, restrict or otherwise affect any actions taken in compliance with the Merger Agreement by any person affiliated with the Stockholder solely in his or her capacity as a member of the Board of Directors of the Company or any committee thereof.

6.             Certain Definitions .  For purposes of this Agreement,

(a)           “ Company Common Stock ” means the common stock, $.01 par value per share, of the Company.

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(b)           The Stockholder is deemed to “ Own ” or to have acquired “ Ownership ” of a security if such Stockholder is the “beneficial owner” of such security within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended.

(c)           “ Subject Securities ” means: (i