Exhibit 4.1


 


NUMBERUNITS

U-


 


SEE REVERSE FOR CERTAIN DEFINITIONS


 


CUSIP


 


THE MUSIC
ACQUISITION CORPORATION

UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-HALF OF ONE REDEEMABLE WARRANT,

EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK


 


THIS CERTIFIES THAT is the owner of Units.


 


Each Unit (“Unit”) consists of one
share of Class A common stock, par value $0.0001 per share (“Common Stock”), of The Music Acquisition
Corporation, a Delaware corporation (the “Company”), and one-half of one redeemable warrant (the “Warrant”).
Each whole Warrant entitles the holder to purchase one share of Common Stock for $11.50 per share (subject to adjustment). Only
whole Warrants are exercisable. Each whole Warrant will become exercisable on the later of (i) thirty (30) days after the Company’s
completion of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination
with one or more businesses (each a “Business Combination”), and (ii) twelve (12) months from the closing
of the Company’s initial public offering, and will expire unless exercised before 5:00 p.m., New York City Time, on the date
that is five (5) years after the date on which the Company completes its initial Business Combination, or earlier upon redemption
or liquidation (the “Expiration Date”). The Common Stock and Warrants comprising the Units represented
by this certificate are not transferable separately prior to [ ], 2021, unless Citigroup Global Markets Inc. and Cantor Fitzgerald
& Co. elect to allow separate trading earlier, subject to the Company’s filing of a Current Report on Form 8-K with the
Securities and Exchange Commission containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds
of the Company’s initial public offering and issuing a press release announcing when separate trading will begin. No fractional
Warrants will be issued upon separation of the Units. The terms of the Warrants are governed by a Warrant Agreement, dated as of
[ ], 2021, between the Company and Continental Stock Transfer & Trust Company, as Warrant Agent, and are subject to the terms
and provisions contained therein, all of which terms and provisions the holder of this certificate consents to by acceptance hereof.
Copies of the Warrant Agreement are on file at the office of the Warrant Agent at 1 State Street, 30th Floor, New York, New York
10004, and are available to any Warrant holder on written request and without cost.


 


Upon or after the Business Combination, the Company may provide
that the Units represented by this certificate shall automatically separate into the Common Stock and Warrants comprising such
Units.


 


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


 


This certificate shall be governed by and construed in accordance
with the internal laws of the State of New York.


 


Witness the facsimile signature of a duly authorized signatory
of the Company.


 


	 	 	 
	Authorized Signatory	 	Transfer Agent
	 	 	 
	 	 	 
	Authorized Signatory	 	Company


 



     


     


    

 


The Music Acquisition Corporation


 


The Company will furnish without charge to each unitholder who
so requests, a statement of the powers, designations, preferences and relative, participating, optional or other special rights
of each class of equity or series thereof of the Company 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 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 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)


 


Units represented by the within Certificate, and do hereby
irrevocably constitute and appoint


 


Attorney to transfer the said Units on the books of the within
named Company 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.


 






    2


     


    

  


	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 UNDER THE SECURITIES EXCHANGE ACT

OF 1934, AS AMENDED (OR ANY SUCCESSOR RULE)).	 



  


In each case, as more fully described in, and subject to the
terms and conditions described in, the Company’s final prospectus for its initial public offering dated [ ], 2021, 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 the Company’s initial public offering only in the event that (i) the Company redeems the shares of Common Stock sold
in the Company’s initial public offering and liquidates because it does not consummate an initial business combination by
the date set forth (the “Last Date”) in the Company’s Amended and Restated Certificate of Incorporation, as the
same may be amended from time to time (the “Charter”), (ii) the Company redeems the shares of Common Stock sold in
its initial public offering properly submitted in connection with a stockholder vote to amend the Charter to modify the substance
or timing of the Company’s obligation to redeem 100% of the Common Stock if it does not consummate an initial business combination
by the Last Date or with respect to any other material provisions relating to stockholders’ rights or pre-initial business
combination activity, or (iii) if the holder(s) seek(s) to redeem for cash his, her or its respective shares of 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.


 


 


3