Exhibit
        4.2

   

  	NUMBER [●] 	[●] SHARES
	SEE REVERSE FOR CERTAIN DEFINITIONS	 
	CUSIP: 769395 104


  RIVERVIEW
        ACQUISITION CORP. 

  A
        DELAWARE CORPORATION

  CLASS
        A COMMON STOCK

  	This Certifies that	 	 
	 	 	 
	is the owner of	 	 


  FULLY
      PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK, $0.001 PAR VALUE

      PER SHARE EACH, OF

  RIVERVIEW
        ACQUISITION CORP. 

  (THE
        “CORPORATION”)

  transferable
      on the books of the Corporation in person or by duly authorized attorney upon surrender of this certificate properly endorsed.

   

  The
      Corporation must redeem all of its shares of Class A common stock and liquidate if it is unable to complete an initial business
      combination within 24 months from the date of the completion of the Corporation’s initial public offering (excluding any
      overallotment exercise), as more fully described in the Corporation’s final prospectus relating to the initial public offering
      of its Class A common stock as a part of the units being offered by it dated April [●], 2021.

   

  This
      certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar of the Corporation.

   

  Witness
      the facsimile signatures of its duly authorized officers. 

  	 	 	 	 	 
	President	 	Delaware	 	Secretary


   

  Transfer
      Agent:

  	 	 
	Name:

            Title:


   

  
      

    
      
 

  

   

  RIVERVIEW
        ACQUISITION 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 shares or series thereof of the Corporation and the qualifications,
      limitations, or restrictions of such preferences and/or rights. This certificate and the shares represented hereby 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 securities (copies of which may be obtained from the secretary of the Corporation),
      to all of which the holder(s) of this certificate by acceptance hereof assent(s).

  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)
	JT TEN	 	—	 	as joint tenants with right of survivorship and not as tenants in common	 	 	
          Under Uniform

          Gifts to Minors

        


   

  	 	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(S) OF ASSIGNEE(S))
	(PLEASE PRINT OR TYPEWRITE NAME(S) AND ADDRESS(ES), INCLUDING ZIP CODE, OF ASSIGNEE(S))
	
	______________________ Shares of the capital stock represented by the within Certificate, and do(es) hereby irrevocably
            constitute(s) and appoint(s) __________________________ attorney to transfer the said shares on the books of the within named Corporation with full power of substitution in the premises
	Dated:
	 
	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 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).

  As
      more fully described in the Corporation’s final prospectus dated April [●], 2021, the holder(s) of this certificate
      shall be entitled to receive a pro-rata portion of funds from the trust account referred to therein only in the event that (a)
      the Corporation redeems the shares of Class A Common Stock sold in its initial public offering because it does not acquire, engage
      in a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination, involving
      the Corporation and one or more businesses (a “Business Combination”) within 24 months from the date
      of the completion of the Corporation’s initial public offering (excluding any overallotment exercise), or (b) the holder(s)
      seek(s) to redeem for cash his, her or its respective shares of Class A Common Stock sold in the Corporation’s initial public
      offering (“Public Shares”) in connection with (i) a tender offer (or proxy, solely in the event the
      Corporation is required to seek stockholder approval of the proposed Business Combination) setting forth the details of a proposed
      Business Combination or (ii) the Corporation seeking stockholder approval of an amendment to its Certificate of Incorporation
      (x) to modify the timing or substance of its obligation to repurchase 100% of Public Shares if the Corporation does not complete
      an initial Business Combination within the 24 month timeframe or (y) with respect to any other provisions relating to stockholders’
      rights or pre-initial Business Combination activity. In no other circumstances shall the holder(s) have any right or interest
      of any kind in or to the trust account.