NUMBER	
                                                SHARES

            
	 ______C	 


    

                

     

    GLOBAL
      TECHNOLOGY INDUSTRIES, INC.

     

    INCORPORATED
      UNDER THE LAWS OF THE STATE OF DELAWARE

     

    COMMON
      STOCK

     

    SEE
      REVERSE FOR

    CERTAIN
      DEFINITIONS

     

    
      	 This Certifies
              that	
               
CUSIP

            
	 	 
	 	 
	 is the owner
              of	 


    

     

     

    FULLY
      PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $.0001 EACH OF THE COMMON
      STOCK OF

     

    GLOBAL
      TECHNOLOGY INDUSTRIES, INC.

     

    transferable
      on the books of the Corporation in person or by duly authorized attorney upon
      surrender of this certificate properly endorsed.

    This
      certificate is not valid unless countersigned by the Transfer Agent and
      registered by the Registrar.

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

     

    


     

    
      	                
              Dated:	 	 
	 	 	 
	                                                                                          	 	                                                                                          
              
	 PRESIDENT	
              


            	 SECRETARY


    

     

    
 

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    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 survivorship
                

            	 	under Uniform Gifts to Minors
              Act
	 	 	 	
              and
                not as tenants in common

            	 	 ______________
	 	 	 	 	  	          
              (State)


    

     

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

     

    Global
      Technology Industries, Inc.

     

    The
      Corporation will furnish without charge to each stockholder who so requests
      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. This certificate and the shares represented thereby are issued and
      shall
      be held subject to all the provisions of the Certificate of Incorporation and
      all amendments thereto and resolutions of the Board of Directors providing
      for
      the issue of shares of Preferred Stock (copies of which may be obtained from
      the
      secretary of the Corporation), to all of which the holder of this certificate
      by
      acceptance hereof assents.

     

    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 will 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.

            


    

     

     

    Signature(s)
      Guaranteed:

    


    
      
        

      

    

    THE
      SIGNATURE(S) SHOULD 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).

    


    The
      holder of this certificate shall be entitled to receive funds from the trust
      fund only in the event of the Company’s liquidation or if the holder seeks to
      convert his respective shares into cash upon a business combination which he
      voted against and which is actually completed by the Company. In no other
      circumstances shall the holder have any right or interest of any kind in or
      to
      the trust fund.