Specimen Common Stock Certificate



 Exhibit 4.2 
 (Face of Certificate – UNITED REFINING ENERGY CORP.) 
 COMMON STOCK 
 C 
 UNITED REFINING ENERGY CORP. 
 INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 
 SEE REVERSE FOR CERTAIN DEFINITIONS 
 CUSIP 911360105 
 This Certifies that 
 is the owner of 
 FULLY PAID AND NON-ASSESSABLE SHARES, PAR VALUE OF $.0001
PER SHARE, OF THE COMMON STOCK OF 
 UNITED REFINING ENERGY CORP. 
 transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this certificate properly endorsed. This certificate is not valid unless countersigned by the Transfer Agent and registered by the
Registrar. Witness the seal of the Corporation and the facsimile signatures of its duly authorized officers. 
 Dated: 
 COUNTERSIGNED AND REGISTERED: 
 CONTINENTAL STOCK TRANSFER & TRUST
COMPANY 
 TRANSFER AGENT AND REGISTRAR 
 BY: 
 AUTHORIZED OFFICER 
 (Signature) 
 CHIEF EXECUTIVE OFFICER 







 (Seal) 
 (Signature)

 SECRETARY 
 (Reverse of Certificate) 
 UNITED REFINING ENERGY CORP. 
 The Corporation will furnish without charge
to each stockholder who so requests, the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock or series thereof of the Corporation and the qualifications, limitations, or restrictions
of such preferences and/or rights. This certificate and the shares represented thereby are issued and shall be held subject to all the provisions of the Certificate of Incorporation and all amendments thereto and resolutions of the Board of
Directors providing for the issue of shares of Preferred Stock (copies of which may be obtained from the secretary of the Corporation), to all of which the holder of this certificate by acceptance hereof assents. 
 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 GIFT MIN ACT —	 	  
	  	Custodian	  	  
	  		  	
		 	(Cust)	  		  	(Minor)	  		  	
	under Uniform Gifts to Minors Act	 	  
	  		  		  		  	
		 	(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 
  

	
	  









 (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 Company 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.


 Signature(s) Guaranteed: 
  

			
	By	 	 

 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). 
 The holder of this
certificate shall be entitled to receive funds from the trust account only in the event of the Company’s liquidation or if the holder seeks to redeem his respective shares into cash (i) upon an amendment to the amended and restate
certificate of incorporation of the Company to extend the Company’s corporate life beyond                     , 2009, which he voted
against and which is actually approved by the Company’s stockholders and filed with the Secretary of State of Delaware or (ii) upon a business combination, which he voted against and which is actually completed by the Company. In no other
circumstances shall the holder have any right or interest of any kind in or to the trust account.