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EXHIBIT 3
EVERGREEN
INCORPORATED UNDER THE LAWS OF THE STATE OF COLORADO
CUSIP 299900 30 8
SEE REVERSE FOR CERTAIN DEFINITIONS
This Certifies that
Is The Owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF NO PAR VALUE COMMON STOCK OF
EVERGREEN RESOURCES, INC.
transferable only on the books of this Corporation in person or by attorney upon
surrender of this Certificate properly endorsed. This Certificate is not valid
until countersigned by the Transfer Agent.
IN WITNESS WHEREOF, the said Corporation has caused this Certificate to be
endorsed by the facsimile signatures of its duly authorized officers and to be
sealed with the facsimile seal of the Corporation.
Dated:
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[CORPORATE SEAL]
/s/ Keither Martin /s/ Mark S. Sexton
SECRETARY PRESIDENT
COUNTERSIGNED AND REGISTERED:
American Securities Transfer & Trust, Inc.
PO Box 1596
Denver, Colorado 80201
By ___________________________
Transfer Agent & Registrar Authorized Signature
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EVERGREEN RESOURCES, INC.
This certificate also evidences and entitles the holder hereof to certain
Rights as set forth in a Shareholder Rights Agreement between Evergreen
Resources, Inc., and American Securities Transfer & Trust, Inc., as Rights
Agent, dated as of July 7, 1997, as such is amended from time to time (the
"Rights Agreement"), the terms of which are hereby incorporated herein by
reference and a copy of which is on file at the principal offices of Evergreen
Resources, Inc. Under certain circumstances, as set forth in the Rights
Agreement, such Rights will be evidenced by separate certificates and will no
longer be evidenced by this certificate. Evergreen Resources, Inc. will mail to
the holder of this certificate a copy of the Rights Agreement, as in effect on
the date of mailing, without charge promptly after receipt of a written request
therefor. Under certain circumstances, Rights issued to Acquiring Persons or any
Affiliates or Associates thereof (as defined in the Rights Agreement) and any
subsequent holder of such Rights may become null and void.
The following abbreviations when used in the inscription on the face of
this certificate, shall be construed as through 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 under Uniform Gifts to Minors
of survivorship and not Act _____________
as tenants in common (State)
Additional abbreviations may also be used though not in the above list.
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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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Shares of the Common Stock represented by the within Certificate, and does
hereby irrevocably constitute and appoint __________________________
attorney-in-fact 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(S) TO THIS ASSIGNMENT MUST
CORRESPOND WITH THE NAME(S) AS WRITTEN UPON
THE FACE OF THE CERTIFICATE IN EVERY
PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT
OR ANY CHANGE WHATSOEVER.
Signature(s) Guaranteed:
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