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<S> <C> <C>
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INCORPORATED UNDER THE LAWS COMMON STOCK
OF THE STATE OF DELAWARE $.01 PAR VALUE
NUMBER SHARES
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C ADVANCE PARADIGM, INC.
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THIS CERTIFICATE IS TRANSFERABLE IN CUSIP 007491 10 3
DALLAS, TEXAS AND NEW YORK, NEW YORK SEE REVERSE FOR CERTAIN
DEFINITIONS
THIS CERTIFIES THAT
IS THE RECORD HOLDER OF
FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK OF
Advance Paradigm, Inc., a Delaware corporation (hereinafter referred to as the "Corporation"),
transferable on the books of the Corporation in person or by duly authorized attorney upon
surrender of this certificate properly endorsed. This certificate is not valid unless
countersigned by the transfer agent and registered by the registrar.
Witness the facsimile seal of the Corporation and the facsimile signatures of its duly
authorized officers.
[SIGCUT] Dated:
PRESIDENT
[SEAL] COUNTERSIGNED AND REGISTERED:
[SIGCUT] MELLON INVESTOR SERVICES LLC
TRANSFER AGENT
SECRETARY AND REGISTRAR
BY
AUTHORIZED SIGNATURE
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NAME CHANGED TO
ADVANCEPCS
AND
ISSUE DESIGNATION CHANGED TO
CLASS A COMMON
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ADVANCE PARADIGM, INC.
The Corporation will furnish without charge to each stockholder who so requests, a copy of the designations, powers,
preferences and relative, participating, optional or other special rights of each class of stock or series thereof of the
Corporation and the qualifications, limitations or restrictions of such preferences and/or rights. Such requests may be
made to the Secretary of the Corporation.
The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as
though they were written out in full according to applicable laws or regulations:
TEN COM -- as tenants in common UNIF GIFT MIN ACT -- .......... Custodian ..........
TEN ENT -- as tenants by the entireties (Cust) (Minor)
JT TEN -- as joint tenants with right of under Uniform Gifts to Minors
survivorship and not as tenants Act ............................
in common (State)
Additional abbreviations may also be used though not in the above list.
For value received, _______________________ hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
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of the common stock represented by the within Certificate, and do hereby irrevocably
constitute and appoint
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to transfer the said stock on the books of the within named Corporation with full
power of substitution in the premises.
Dated
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NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND
WITH THE NAME AS WRITTEN UPON THE FACE OF THE
CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION
OR ENLARGEMENT OR ANY CHANGE WHATEVER.
SIGNATURE GUARANTEED:
BY
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THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR
INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS
AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE
GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.
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