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EXHIBIT 4.1
NUMBER SHARES
P
PRIZE ENERGY CORP.
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
CUSIP 74267L 10 6
SEE REVERSE FOR CERTAIN DEFINITIONS
THIS CERTIFIES that
is the owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $.01 PAR VALUE, OF
PRIZE ENERGY CORP.
a Delaware Corporation (the "Corporation"), transferable on the books of
the Corporation by the registered holder hereof in person or by duly
authorized attorney, upon the surrender of this certificate properly
endorsed. This certificate and the shares represented hereby are issued,
and shall be held, subject to all the provisions of the Certificate of
Incorporation and Bylaws of the Corporation and any amendments thereof,
copies of which are on file with the Transfer Agent, to all of which each
holder hereof by acceptance of this certificate assents.
This Certificate is not valid until 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.
Dated:
/s/ PHILIP B. SMITH /s/ LON C. KILE /s/ MONICA L. GRIFFIN
CHAIRMAN AND CHIEF EXECUTIVE OFFICER PRESIDENT SECRETARY
[SEAL]
COUNTERSIGNED AND REGISTERED:
AMERICAN STOCK TRANSFER & TRUST COMPANY
TRANSFER AGENT AND REGISTRAR
BY
AUTHORIZED SIGNATURE
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PRIZE ENERGY CORP.
THE CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO
REQUESTS A DESCRIPTION OF THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE,
PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OF THE
CORPORATION OR SERIES THEREOF AND THE QUALIFICATIONS, LIMITATIONS OR
RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS. SUCH REQUEST MAY BE MADE TO THE
CORPORATION AT ITS PRINCIPAL OFFICE OR TO THE TRANSFER AGENT.
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:
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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 under Uniform Gifts to Minors
of survivorship and not as Act ________________
tenants 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 POSTAL ZIP CODE, OF ASSIGNEE
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______________________________________________________________________________________ Shares
of the capital stock represented by the within Certificate, and do hereby irrevocably constitute
and appoint __________________________________________________________________________ Attorney
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: X
THE SIGNATURE(S) TO THIS ---------------------------------------------------
ASSIGNMENT MUST (SIGNATURE)
CORRESPOND WITH THE
NAME(S) AS WRITTEN UPON
THE FACE OF THE X
CERTIFICATE WITHOUT ---------------------------------------------------
ALTERATION OR ANY CHANGE (SIGNATURE)
WHATEVER.
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THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR
INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN INSTITUTIONS
AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE
GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.
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SIGNATURE(S) GUARANTEED BY:
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