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                                                                     EXHIBIT 4.1

                                                                         CLASS A
                                                                    COMMON STOCK
                                                        PAR VALUE $.01 PER SHARE

                             TIMBERLAND(R) [LOGO](R)

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                                     SHARES

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                             THE TIMBERLAND COMPANY

              INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
 THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA, JERSEY CITY, NJ AND NEW YORK,
                                       NY

                                CUSIP 887100 105
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                               THIS CERTIFIES THAT

                                 IS THE OWNER OF
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       FULLY PAID AND NONASSESSABLE SHARES OF THE CLASS A COMMON STOCK OF

The Timberland Company transferable only on the books of the Corporation by the
holder hereof in person or by attorney upon surrender of this Certificate duly
endorsed or assigned. This Certificate and the shares represented hereby are
subject to the laws of the State of Delaware and to the provisions of the
Certificate of Incorporation and By-Laws of the Corporation as from time to time
amended. This Certificate is not valid unless countersigned and registered by
the Transfer Agent and Registrar.

      Witness the seal of the Corporation and the signatures of its duly
authorized officers.

Dated:

                 [LOGO]

Danette Wineberg                       Jeffrey B. Swartz
SECRETARY                              PRESIDENT AND CHIEF
                                       EXECUTIVE OFFICER

COUNTERSIGNED AND REGISTERED:
      EQUISERVE TRUST COMPANY, N.A.
      TRANSFER AGENT AND REGISTRAR,
            BY
            /s/ Stephen Cesso


        AUTHORIZED SIGNATURE.

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                                                                               2
                                                          THE TIMBERLAND COMPANY

      The shares evidenced by this certificate represent one of three classes of
stock of the Corporation and are subject to the respective powers, designations,
preferences and relative participation, optional or other special rights of the
classes of the Corporation's stock, and the qualifications, limitations and
restrictions of such preferences and rights, set forth in the Certificate of
Incorporation, as amended. The Corporation will furnish a copy of such powers,
designations, preferences and relative participation, optional and other special
rights, and the qualifications, limitations and restrictions of such preferences
and rights, to the holder of this certificate without charge, upon request.

                                   ASSIGNMENT

      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 OF ASSIGNEE

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_______________________ Shares represented by the within Certificate, and do
hereby irrevocably constitute and appoint__________________________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 of this assignment must correspond with the name as
              written upon the face of the certificate, in every particular,
              without alteration enlargement or any change whatever.

Signature(s) Guaranteed:_____________________

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

Keep this certificate in a safe place. If it is lost, stolen, mutilated or
destroyed, the corporation will require a bond of indemnity as a condition to
the issuance of a replacement certificate.