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Exhibit 4.1
NUMBER SHARES
V
[VICTORY ENTERTAINMENT LOGO]
VICTORY ENTERTAINMENT CORP.
COMMON STOCK
SEE REVERSE FOR CERTAIN DEFINITIONS
CUSIP 920440 108
INCORPORATED UNDER THE LAWS OF THE STATE OF FLORIDA
This Certifies that
is the owner of
FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK OF $.001 PAR VALUE EACH OF
VICTORY ENTERTAINMENT CORP.
transferable on the books of the Corporation in person or by attorney upon
surrender of this certificate duly endorsed or assigned. This certificate and
the shares represented hereby are subject to the laws of the State of Florida,
and to the Articles of Incorporation and Bylaws of the Corporation, as now and
hereafter amended. This certificate is not valid until countersigned by the
Transfer Agent .
Witness the facsimile seal of the Corporation and the facsimile signatures
of its duly authorized officers.
Dated:
/s/ EDGAR N. MILLINGTON, JR. SEAL /s/ MICHAEL H. GERBER
---------------------------------- ----------------------------------
Edgar N. Millington, Jr. Michael H. Gerber
Vice President / Treasurer Chairman of the Board, President &
CEO
Countersigned and Registered:
FLORIDA ATLANTIC STOCK TRANSFER, INC
7130 NOB HILL ROAD, TAMARAC, FL 33321
Transfer Agent
By Authorized Signature
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The Corporation is authorized to issue shares of common stock and shares of
preferred stock. The Corporation will furnish to the holder of the shares
represented by this certificate the information required by Section
607.0625(3), Florida Statutes, regarding the designations, relative rights,
preferences, and limitations applicable to each class of its shares on
request and without charge.
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)
under Uniform Gifts to
JT TEN - as joint tenants with Minors Act _____________
right of survivorship (State)
and not as tenants
in common
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
- / / / / / / / / / / / / / / / / / /-
- / / / / / / / / / / / / / / / / / /- _________________________________________
________________________________________________________________________________
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE OF ASSIGNEE)
________________________________________________________________________________
_________________________________________________________________________ SHARES
OF THE CAPITAL STOCK REPRESENTED BY THE WITHIN CERTIFICATE, AND DO HEREBY
IRREVOCABLY CONSTITUTE AND APPOINT
_______________________________________________________________________ ATTORNEY
TO TRANSFER THE SAID STOCK OF THE BOOKS OF THE WITHIN-NAMED CORPORATION, WITH
FULL POWER OF SUBSTITUTION IN THE PREMISES.
DATED ____________________________
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, AND
MUST BE GUARANTEED BY A COMMERCIAL BANK
OR TRUST COMPANY OR A MEMBER FIRM OF A
NATIONAL OR REGIONAL OR OTHER RECOGNIZED
STOCK EXCHANGE IN CONFORMANCE WITH A
SIGNATURE GUARANTEE MEDALLION PROGRAM.