Specimen Class B Common Stock Certificate



 Exhibit 4.4 
  


			
	 NUMBER
	 	 SHARES           
  
 CLASS B          
 COMMON STOCK


  
 MERCATOR PARTNERS
ACQUISITION CORP. 
  
 INCORPORATED UNDER THE LAWS OF THE STATE
OF DELAWARE 
  
 CUSIP 
  

			
	 This
 certifies
 that
	 	 SEE REVERSE FOR    
 CERTAIN DEFINITIONS


  
 is the owner of 
  
 FULLY PAID AND NON-ASSESSABLE SHARES OF THE CLASS B COMMON STOCK, PAR VALUE

 $.0001 PER SHARE, OF 
  
 MERCATOR PARTNERS ACQUISITION CORP. 
  
 (hereinafter called the “Corporation”), transferable upon 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 and the shares represented hereby are issued under and shall be subject to all the provisions of the Certificate of Incorporation and By-Laws of the Corporation (copies of which are
on file at the office of the Transfer Agent of the Corporation), to all of which the holder by acceptance hereof assents. 
  
 This certificate is not valid unless countersigned by the Transfer Agent. 
  
 Witness the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers. 
  
 Dated: 
  

									
	 COUNTERSIGNED:
	  	By:	  	 	  	By:	  	 
					
	 AMERICAN STOCK TRANSFER & TRUST COMPANY,
	  	 	  	 	  	 	  	 
	as Transfer Agent	  	 	  	 	  	 	  	 
					
	Authorized Officer	  	 	  	SECRETARY	  	 	  	PRESIDENT

  
 MERCATOR PARTNERS
ACQUISITION CORP. 
 CORPORATE 
 SEAL 
 2005 
 DELAWARE 
 * 
  









  
 MERCATOR PARTNERS
ACQUISITION CORP. 
  
 The Corporation will furnish without
charge to each stockholder who so requests, a statement of the powers, designations, preferences and relative, participating, optional, or other special rights or each class of stock or series thereof and the qualifications, limitations or
restrictions of such preferences and/or rights. 
  
 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 entireties	  	 	  	(Cust)	  	 	  	(Minor)
	 JT TEN –
	  	as joint tenants with right of	  	 under Uniform Gifts to Minors

	 	  	survivorship and not as tenants	  	 Act_________________

	 	  	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
	 	 
		
	 	 	 
		
	(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, 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
                    
	 	 

  

			
	 	 	  


	 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.


  
 THE HOLDER OF THIS CERTIFICATE SHALL
BE ENTITLED TO RECEIVE FUNDS FROM THAT CERTAIN TRUST FUND ESTABLISHED ON BEHALF OF THE HOLDERS OF THE CORPORATION’S CLASS B COMMON STOCK ONLY IN THE EVENT THAT THE CORPORATION IS UNABLE TO COMPLETE A BUSINESS COMBINATION OR IF THE HOLDER SEEKS
TO CONVERT HIS OR HER RESPECTIVE SHARES INTO CASH UPON A BUSINESS COMBINATION WHICH HE OR SHE VOTED AGAINST AND WHICH IS ACTUALLY COMPLETED BY THE CORPORATION. IN NO OTHER EVENT SHALL THE HOLDER HAVE ANY RIGHT OR INTEREST OF ANY KIND IN OR TO THE
TRUST FUND.