STOCK SPECIMEN



 
	 Front Page
 	 	  	 	 Exhibit 4.10
 
	  	 	 [Form of Common Stock Certificate]
 	 	  
	 
	             NUMBER
 	 	  	 	 SHARES    
 
	             MG 1628
 	 	  	 	  
	 
	 MEGA GROUP, INC.
 INCORPORATED UNDER THE LAWS OF THE STATE OF NEW YORK
 
	 
	             COMMON
 	 	  	 	 CUSIP 58514R 10 7
 
	  	 	  	 	 SEE REVERSE FOR CERTAIN DEFINITIONS
 
	 
	  	 	  	 	 CUSIP 58514R 30 5
 

 
  
  
 This
Certifies That 
 SPECIMEN 
  
 is the owner of 
  
 FULLY PAID AND NON-ASSESSABLE SHARES OF THE
COMMON STOCK OF THE PAR VALUE OF $.002 PER SHARE OF MEGA GROUP, INC. 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. 

This Certificate is not valid unless countersigned and registered by the Transfer Agent and Registrar. 
 WITNESS the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers. 
 THIS
CERTIFICATE REPRESENTS SHARES OF THE 
 PAR VALUE OF $.016 EACH OF 
  
 Dated 
  
 
	  	 	  	 	  	 	  	 	  	 	  
	 MEGA GROUP, INC.
 	 	  	 	  	 	     Countersigned and Registered:
 	 	  
	 CORPORATE SEAL
 	 	  	 	  	 	 AMERICAN STOCK TRANSFER & TRUST COMPANY
 
	 1983
 	 	  	 	  	 	  	 	 (NEW YORK)
 	 	 Transfer Agent
 
	 NEW YORK
 	 	  	 	  	 	 By        
 	 	  	 	 and Registrar,
 
	  	 	  	 	  	 	  	 	  	 	  
	  	 	  	 	  	 	  	 	  	 	 Authorized Signature
 
	  	 	 Secretary
 	 	  	 	 President
 	 	  	 	  

 
  







 Exhibit 4.10 
 Back Page

  
 MEGA GROUP, INC. 
  
 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 qualification, limitations, or restrictions of such preferences and/or rights. Such request may be made to the Corporation or the Transfer Agent. 
  
 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 COM
 	  	 -as tenants by the entireties
 	  	 (Cust)
                (Minor)
 under Uniform Gifts to Minors
 
	 
	 JT TEN
 	  	 -as joint tenants with right of survivorship and not as Tenants in common
 	  	 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 postal zip code of assignee 
 
 
 
 
                                      
                                        
                               Shares of the Common 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, 
  
 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.