EX-4.4
                        FORM OF COMMON STOCK CERTIFICATE

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                            AT COMM CORPORATION LOGO

NUMBER                                                                    SHARES


THIS CERTIFICATE IS TRANSFERABLE IN    SEE THE REVERSE FOR A STATEMENT AS TO THE
NEW YORK, N.Y.                              RIGHTS, PREFERENCES, PRIVILEGES AND
AND RIDGEFIELD PARK, NJ                 RESTRICTIONS OF THE CORPORATION'S SHARES

              INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE



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This is to certify that                                      CUSIP 00208K  10  5



is the owner of
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FULLY-PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, WITH
                              PAR VALUE OF $.01, OF

                               AT COMM CORPORATION

Transferable  on the share  register  of the  Corporation,  in person or by duly
authorized  Attorney,  upon surrender of this Certificate  properly  endorsed or
assigned.

This  Certificate  is not valid until  countersigned  by the transfer  agent and
Registered by the registrar.

WITNESS the facsimile  seal of Corporation  and the facsimile  signatures of its
duly authorized officers.

Dated:

/s/                                                  /s/
CHIEF FINANCIAL OFFICER AND SECRETARY        CHAIRMAN OF THE BOARD AND PRESIDENT

                            AT COMM CORPORATION SEAL
                                    GOES HERE

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<PAGE>

                               AT COMM CORPORATION

A full  statement  of the  rights,  preferences,  privileges,  and  restrictions
granted to or imposed upon the respective  classes of shares of the Corporation,
including  the  Common  Stock,   ownership  of  which  is  represented  by  this
certificate,  and the Preferred Stock, and upon the respective  holders thereof,
may be  obtained by any  shareholder  upon  request and without  charge from the
Secretary of the Corporation, at the principal office of the Corporation.

The Board of  Directors  has the  authority  to fix the  number of shares of any
series of Preferred  Stock,  to determine the  designation of such series and to
determine or alter the rights, preferences, privileges and restrictions upon any
wholly unissued series of Preferred Stock.


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 GIT 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 as                       Act.................
           tenants in common                                             (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

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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 do hereby
irrevocably constitute and appoint


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Attorney  to  transfer  the  said  shares  on  the  books  of the  within  named
Corporation with full power of substitution in the premises.

Dated
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                              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.


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