Form of Xcyte Therapies, Inc. Stock Certificate.



 Exhibit 4.1 
  


			
	[LOGO of Xcyte Therapies]	  	COMMON STOCK
SHARES
	 	  	 
	 	  	CUSIP 98389F 10 1
		
	 INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
	  	SEE REVERSE FOR
CERTAIN
DEFINITIONS

  
 FULLY PAID AND
NONASSESSABLE SHARES OF COMMON STOCK, PAR VALUE $.001 PER SHARE, OF 
  
 XCYTE THERAPIES, INC. 
  
 CERTIFICATE OF STOCK

  
 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 until countersigned by the transfer Agent and Registrar. 
  
 WITNESS the facsimile seal of the Corporation and the facsimile
signatures of its duly authorized officers. 
  

					
			
	Dated:	 	[Seal of Xcyte Therapies, Inc.]	 	 
			
	 /s/    Joanna S. Black
	 	 	 	/s/    Ronald Jay Berenson
	Secretary	 	 	 	President and Chief Executive Officer

  

			
	COUNTERSIGNED AND REGISTERED:
		
	 	 	AMERICAN STOCK TRANSFER AND TRUST COMPANY
		
	By:	 	 Transfer Agent
 And Registrar;

		
	 	 	Authorized Signature

  








					
	 NUMBER
 XT-
	  	[LOGO of Xcyte Therapies]	  	COMMON STOCK
SHARES
	 	  	 	  	 
	 	  	 	  	CUSIP 98389F 10 1
			
	 	  	INCORPORATED UNDER THE LAWS OF THE STATE OF
DELAWARE	  	SEE REVERSE FOR
CERTAIN
DEFINITIONS

  
 FULLY PAID AND
NONASSESSABLE SHARES OF COMMON STOCK, PAR VALUE $.001 PER SHARE, OF 
  
 XCYTE THERAPIES, INC. 
  
 CERTIFICATE OF STOCK

  
 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 until countersigned by the transfer Agent and Registrar. 
  
 WITNESS the facsimile seal of the Corporation and the facsimile
signatures of its duly authorized officers. 
  

					
			
	Dated:	 	[Seal of Xcyte Therapies, Inc.]	 	 
			
	/s/    Joanna S. Black	 	 	 	/s/    Ronald Jay Berenson
	Secretary	 	 	 	President and Chief Executive Officer

  

			
	COUNTERSIGNED AND REGISTERED:
		
	 	 	AMERICAN STOCK TRANSFER AND TRUST COMPANY
		
	By:	 	 Transfer Agent
 And Registrar;

		
	 	 	Authorized Signature








 XCYTE THERAPIES, INC. 
  
 THE CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUEST A STATEMENT OF 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. 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 ENT-
	  	as tenants by the entities	 	 	 	 (Cust)                          (Minor)

				
	 	  	 	 	 	 	Under Uniform Gifts to Minors
				
	 NT-
	  	as joint tenants with right of	 	 	 	Act
                                        
                    
	 	  	survivorship and not as	 	 	 	 (State)

	 	  	tenants in common	 	 	 	 
				
	 	  	 	 	UNIF TRF MIN ACT-	 	                     Custodian (until age 
                )
				
	 	  	 	 	 	 	    (Cust)
				
	 	  	 	 	 	 	              Under Uniform Transfers to Minors
	 	  	 	 	 	 	(Minor)
				
	 	  	 	 	 	 	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 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 Corporation with full power of substitution in the premises. 
  
 Dated,
                                        
    . 
  
 X .


	 	


 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 GUARANTEED:
                                        
                                    . 
  
 THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION
(BANKS, STOCKBROKERS, SAVING AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM) PURSUANT TO S.E.C. RULE 17 Ad-18.