<PAGE>
EXHIBIT 4.2
<PAGE>
COUNTERSIGNED AND REGISTERED:
REGISTRAR AND TRANSFER COMPANY
(Cranford. NJ)
TRANSFER AGENT AND REGISTRAR
BY
AUTHORIZED SIGNATURE
COMMON STOCK COMMON STOCK
------------ ------------
NUMBER SHARES
------------ ------------
--------------------------------------------
[LOGO] Pioneer Bankshares, Inc.
--------------------------------------------
Organized Under the Laws of the Commonwealth of Virginia
SEE REVERSE FOR
CERTAIN DEFINITIONS
CUSIP 723618 10 4
--------------------------------------------------------------------------------
This is to certify that
is the owner of
--------------------------------------------------------------------------------
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK OF
------------------ ---------------------
------------------------ Pioneer Bankshares Inc. ---------------------------
------------------ ---------------------
CERTIFICATE OF STOCK
transferable on the books of the Corporation by the holder hereof in person,
or by duly authorized Attorney upon surrender of this Certificate properly
endorsed. The par value shall be as stated in the Articles of Incorporation
of the Corporation from time to time.
Witness the ????????????????????? and the sigantures of its duly
authorized officer.
Dated:
/s/ Brenda B. Kite /s/ [ILLEGIBLE] ^^
------------------ ------------------
SECRETARY PRESIDENT
[CORPORATE SEAL]
<PAGE>
PIONEER BANKSHARES, INC.
AT SUCH TIME AS THE CORPORATION IS AUTHORIZED TO ISSUE SHARES OF MORE THAN
ONE CLASS, IT WILL FURNISH TO ANY STOCKHOLDER UPON REQUEST TO THE OFFICE OF THE
CORPORATION IN VIRGINIA, AND WITHOUT CHARGE, A FULL STATEMENT OF THE
DESIGNATIONS, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF THE SHARES OF EACH
CLASS AUTHORIZED TO BE ISSUED AND THE VARIATIONS IN THE RELATIVE RIGHTS AND
PREFERENCES BETWEEN THE SHARES OF EACH SERIES OF ANY PREFERRED OR SPECIAL CLASS
AUTHORIZED TO BE ISSUED IN SERIES, SO FAR AS THE SAME HAVE BEEN FIXED AND
DETERMINED, AND THE AUTHORITY OF THE BOARD OF DIRECTORS TO FIX AND DETERMINE THE
RELATIVE RIGHTS AND PREFERENCES OF SUBSEQUENT SERIES OF ANY PREFERRED OR SPECIAL
CLASS.
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:
<TABLE>
<S> <C>
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)
UNIF TRANS MIN ACT-________________Custodian_____________
(Cust) (Minor)
under Uniform Transfers to Minors
Act________________
(State)
</TABLE>
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 on the books of the within named
Corporation with full power of substitution in the premises.
Date_________________________
__________________________________________________
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(S) GUARANTEED: __________________________________________________
THE SIGNATURE(S) MUST 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.
KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR
DESTROYED, THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO
THE ISSUANCE OF A REPLACEMENT CERTIFICATE.
