EZ BANCORP INC
SB-2/A, EX-4, 2001-01-16
STATE COMMERCIAL BANKS
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                                  COMMON STOCK

NUMBER ____                                                           10 SHARES



                                eZ BANCORP, INC.
                             GRAND RAPIDS, MICHIGAN

This certifies that



is the owner of

             fully paid and nonassessable shares of common stock of

eZ  Bancorp,  Inc.  (the  "Corporation"),  a  Michigan  corporation.  The shares
represented  by this  Certificate  are  transferable  only on the stock transfer
books  of the  Corporation  by the  holder  of  record  hereof,  or by his  duly
authorized  attorney  or  legal  representative,   upon  the  surrender  of  the
Certificate properly endorsed.

<TABLE>
<CAPTION>
<S>                                                             <C>

IN WITNESS WHEREOF, the Corporation has caused                  this Certificate to be executed by facsimile
signature of its duly authroized officers and has                caused a facsimile of its corporate seal to
be hereunto affixed.                                                                                   Dated


------------------------------------                            ------------------------------------
C. Wayne Weaver                                                 John W. Abbott
Secretary                                                       President

</TABLE>

<PAGE>


     The shares  represented by this  certificate  are issued subject to all the
provisions  of the  Articles of  Incorporation  and Bylaws of eZ Bancorp as from
time to time  amended  (copies of which are on file at the  principal  executive
office of the  Corporation),  to all of which the  holder by  acceptance  hereof
assents.

     eZ Bancorp will furnish without charge to each stockholder who so requests,
a  full  statement  of  the  powers,  designations,  preferences  and  relative,
participating, optional or other special rights of each class of stock or series
thereof and the qualifications,  limitations or restrictions of such preferences
and/or  rights.  Such  requests  shall be made in writing to the Secretary of eZ
Bancorp.

     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

TEN ENT -         as tenants by the entireties

JT TEN  -         as joint tenants with right of survivorship and not as tenants
                  in common

UNIF TRANSFERS MIN ACT - .....Custodian...... under Uniform Transfers to Minors
                         (Cust)         (Minor)
             Act.......................
                       (State)

         Additional abbreviations may also be used though not in the above list.

        FOR VALUE RECEIVED,_____________HEREBY SELL(S), ASSIGN(S) AND
        TRANSFER(S) 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  common    stock    evidenced   by   this certificate,   and   do hereby

irrevocably constitute and appoint _____________________, Attorney, to transfer

the said  shares on the  books of eZ  Bancorp, with full power of substitution.

Dated ______________________________

                                                     __________________________
                                                     Signature

                                                     __________________________
                                                     Signature

In presence of:_________________________________

                  SEE REVERSE SIDE FOR RESTRICTIONS ON TRANSFER

NOTE:  THE SIGNATURE TO THIS  ASSIGNMENT  MUST  CORRESPOND  WITH THE NAME OF THE
STOCKHOLDER(S)  AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR,
WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.



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