Exhibit 4.2


 


NUMBER


	 	NUMBER
	 	C
	 	SHARES
	 	SEE REVERSE FOR
	 	CERTAIN DEFINITIONS
	 	CUSIP


 


EAGLE ACQUISITION CORP.

INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE

CLASS A COMMON STOCK


 


	This Certifies that	 
	 	 
	is the owner of	 


 


FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001
EACH OF THE CLASS A COMMON STOCK OF


 


EAGLE ACQUISITION CORP.

(THE “COMPANY”)


 


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


 


The Company will be forced to redeem all of its shares of Class
A common stock if it is unable to complete a business combination by [●], 2018 all as more fully described in the Company’s
final prospectus dated [●], 2016.


 


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


 


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


 


	 	[Corporate Seal]	 
	Secretary	Delaware	Chief Executive Officer
	 	 	 
	 	 	 
	 
	 


 


EAGLE ACQUISITION CORP.


 


The Company 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 Company 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 securities (copies
of which may be obtained from the secretary of the Company), to all of which the holder of this certificate by acceptance hereof
assents. 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)
	 	 	 	 	 
	(Cust)	 	 	 	 
	JT TEN	—	as joint tenants with right of	 
	 	 	survivorship and not as tenants in common	under Uniform Gifts to Minors Act
	 	 	 	 
	 	 	 	(State)


 


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


 


For value received,
__________________________________________________ hereby sells, assigns and transfers unto 


 


	 
	(PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER(S) OF ASSIGNEE(S))
	 
	(PLEASE PRINT OR TYPEWRITE NAME(S) AND ADDRESS(ES), INCLUDING ZIP CODE, OF ASSIGNEE(S))
	 
	 
	 
	Shares of the capital stock represented by the within Certificate, and do hereby irrevocably constitutes and appoints
	 
	Attorney to transfer the said stock on the books of the within named Company with full power of substitution in the premises.
	 
	Dated:                     
	 


 


NOTICE: THE SIGNATURE(S) 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:


 


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 UNDER THE SECURITIES ACT OF 1933, AS AMENDED).


 




     


     


    

 


In each case, as more fully described in the Company’s
final prospectus dated [●], 2016, the holder(s) of this certificate shall be entitled to receive a pro-rata portion of certain
funds held in the trust account established in connection with its initial public offering only in the event that (i) the Company
redeems the shares of Class A common stock sold in its initial public offering and liquidates because it does not consummate an
initial business combination by [●], 2018, (ii) the Company redeems the shares of Class A common stock sold in its initial
public offering in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation
to modify the substance and timing of the Company’s obligation to redeem 100% of the Class A common stock if it does not
consummate and initial business combination by [●], 2018, or (iii) if the holder(s) seek(s) to redeem for cash his, her or
its respective shares of Class A common stock in connection with a tender offer (or proxy solicitation, solely in the event the
Company seeks stockholder approval of the proposed initial business combination) setting forth the details of a proposed initial
business combination. In no other circumstances shall the holder(s) have any right or interest of any kind in or to the trust account.