EX-4.1



 






Exhibit 4.1




WARREN RESOURCES, INC.




	 	 	 
	W                     
	 	 
	COMMON STOCK

	 	CUSIP 93564A   10 0






TOTAL AUTHORIZED ISSUE

100,000,000 SHARES PAR VALUE $.0001 EACH




SEE REVERSE FORCERTAIN DEFINITIONS




INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND



_______________IS THE OWNER OF___________________________________________________________________________

fully paid and non-assessable shares of the above Corporation transferable only 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.




Dated                                                  




WARREN RESOURCES, INC.




 




			
	SECRETARY
	 	CHIEF EXECUTIVE OFFICER
	/s/ DAVID E. FLEMING
	 	/S/ NORMAN F. SWANTON





THIS IS TO CERTIFY THAT COMMON STOCK COUNTERSIGNED AND REGISTERED: AMERICAN STOCK TRANSFER & TRUST
COMPANY (NEW YORK, N.Y.)




TRANSFER AGENT AND REGISTRAR




BY:                                                             

AUTHORIZED SIGNATURE



 









 





[BACK]



The Corporation shall furnish without charge to each stockholder who so requests a statement of the
powers, designations, preferences and relative, participating, optional or other special rights of
each class of stock of the Corporation or series thereof and the
qualifications, limitations or restrictions of such preferences and/or rights. Such requests shall
be made to the Corporation’s Secretary at the principal office of the Corporation.
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)

UNIF TRF MIN ACT– .                     Custodian (until age........) (Cust)                                          under Uniform Transfers

(Minor) to Minors Act                                          (State)



Additional abbreviations may also be used though not in the above list.




PLEASE INSERT SOCIAL SECURITY OR OTHER

IDENTIFYING NUMBER OF ASSIGNEE


FOR VALUE RECEIVED,                                          hereby sell, assign and transfer unto
                                         (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING 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                                         
	 	                                                            
	
	 	Signature





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.