Specimen Unit Certificate



 Exhibit 4.1 
  
 SPECIMEN UNIT CERTIFICATE 
  

					
	NUMBER:                     	  	 	  	UNITS:                     -U
			
	 	  	 	  	    SEE REVERSE FOR
	 	  	 	  	    CERTAIN DEFINITIONS

  
 OAKMONT ACQUISITION
CORP. 
  
 CUSIP:
             
  
 UNIT 
  
 UNITS CONSISTING OF
ONE SHARE OF COMMON STOCK AND TWO 
 WARRANTS 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 Oakmont Acquisition Corp., a Delaware corporation (the “Company”), and two warrants (the
“Warrants”). Each Warrant entitles the holder to purchase one (1) share of Common Stock for $5.00 per share (subject to adjustment). Each Warrant will become exercisable on the later of (i) the Company’s completion of a
merger, capital stock exchange, asset acquisition or other similar business combination or (ii)                     , 2006 and will expire
unless exercised before 5:00 p.m., New York City local time, on                     , 2009, or earlier upon redemption (the
“Expiration Date”). The Common Stock and Warrants comprising the Units represented by this certificate are not transferable separately prior to
                    , 2005, subject to earlier separation in the discretion of Morgan Joseph & Co. Inc. 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. 
  
  

			
	Dated:
                            

  

					
	
	 	 	 	

	Chief Executive Officer	 	 	 	Secretary
	 	 	 	 	 

  
 OAKMONT ACQUISITION
CORP. 
 CORPORATE SEAL 
 2005

 DELAWARE 







 OAKMONT 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 
 “TEN ENT” - as tenants by the entireties 
 “JT TEN” - as joint tenants with right of survivorship and not as
tenants in common 
 “UNIF GIFT MIN ACT” -              Custodian
             
                                        
     (Cust)                    (Minor) 
                                 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 PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)


  

	
	

	(PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER 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).