EXHIBIT
        4.1

       

      
        	 	
                NUMBER

              	 	
                UNITS

              
	
                 

              	
                 

              	
                 

              	
                 

              
	
                U-

              	 	 	 	 
	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              
	
                SEE
                  REVERSE FOR

                CERTAIN
                  DEFINITIONS

              	
                INDUSTRIAL
                  SERVICES ACQUISITION CORP.

              	 	 
	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              


      

      


       

      


      CUSIP
        __________

      


       

      


      UNITS
        CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT EACH TO PURCHASE
        ONE
        SHARE OF COMMON STOCK

      


       

      THIS
        CERTIFIES
        THAT                                                                 is
        the owner
        of                                                                                                                                                                         
;          Units.

       


  Each
    Unit (“Unit”) consists of one (1) share of common stock, par value
    $.0001 per share (“Common Stock”), of Industrial Services Acquisition
    Corp., a Delaware corporation (the “Company”), and one warrant
    (the “Warrants”).  Each Warrant entitles the holder to purchase
    one (1) share of Common Stock for $6.00 per share (subject to adjustment). 
    Each Warrant will become exercisable on the later of (i)                   ,
    2006 or (ii) the earlier of the Company’s completion of a merger, capital
    stock exchange, asset acquisition or other similar business combination or
    the distribution of funds held by that certain trust account for the benefit
    of the Company’s public stockholders, and will expire unless exercised
    before 5:00 p.m., New York City Time, on                  ,
    2010, or earlier upon redemption (the “Expiration Date”). 
    The Common Stock and Warrants comprising the Units represented by this certificate
    are transferable separately within the first 20 trading days following the
    earlier to occur of the exercise in full or expiration of the underwriter's
    over-allotment option (as described in the Company's prospectus dated  ,
    2005).  The terms of the Warrants are governed by a Warrant Agreement,
    dated as of                    ,
    2005, 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 17 Battery Place, New York, New York
    10004, and are available to any Warrant holder on written request and without
    cost.

       

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

       

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

       

      
        	
                By

              	
                Industrial
            Services Acquisition Corp.

              	 
	 	
                CORPORATE

              	 
	 	 	
                DELAWARE

              	 	 
	
                  
                  Chairman of the Board

              	
                SEAL

              	
                Secretary

              
	 	
                2005

              	 
	
                 

              	
                 

              	
                 

              	
                 

              	
                 

              


      

      


       

       

      Industrial
        Services Acquisition Corp.

       

      The
        Company 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 of each class of stock 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

              	 	
                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.

       

      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 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).