exv4w3






Exhibit 4.3




					
	 	 	 	 	 
	COMMON STOCK
WITHOUT PAR VALUE
	 	
	 	COMMON STOCK
WITHOUT PAR VALUE
	 
	 	 	 	 






	 	 	 
	
	 	
	THIS CERTIFICATE IS
	 	INCORPORATED UNDER
	TRANSFERABLE IN
	 	THE LAWS OF THE
	NEW YORK, NY OR
	 	STATE OF MISSOURI
	RIDGEFIELD PARK, N.J.
	 	 
	 
	 	SEE REVERSE FOR CERTAIN
	 
	 	DEFINITIONS
	 
	 	CUSIP 093671 10 5











FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK WITHOUT PAR VALUE OF 



H & R Block, Inc. transferable on the books of the Corporation in person or by duly authorized
attorney, upon surrender of this certificate properly endorsed. This certificate and the shares of
stock represented hereby are issued and shall be held subject to all of the provisions of the
Articles of Incorporation and Bylaws of the Corporation, and all amendments thereto, to all of
which the holder by accepting this Certificate, assents. This certificate is not valid until
countersigned by the Transfer Agent and registered by the Registrar.




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




Dated:




COUNTERSIGNED AND REGISTERED:

     MELLON INVESTOR SERVICES LLC

          TRANSFER AGENT AND REGISTRAR

BY



PRESIDENT




                AUTHORIZED SIGNATURE



SECRETARY




 









 




THIS CERTIFICATE ALSO EVIDENCES AND ENTITLES THE HOLDER HEREOF TO CERTAIN RIGHTS AS SET FORTH IN A
RIGHTS AGREEMENT BETWEEN H & R BLOCK, INC. (THE “COMPANY”) AND MELLON INVESTOR SERVICES LLC (THE
“RIGHTS AGENT”), DATED AS OF MARCH 25, 1998. AS IT MAY FROM TIME TO TIME BE SUPPLEMENTED OR
AMENDED (THE “RIGHTS AGREEMENT”), THE TERMS OF WHICH ARE INCORPORATED HEREIN BY REFERENCE AND A
COPY OF WHICH IS ON FILE AT THE PRINCIPAL EXECUTIVE OFFICES OF THE COMPANY. UNDER CERTAIN
CIRCUMSTANCES, AS SET FORTH IN THE RIGHTS AGREEMENT, SUCH RIGHTS MAY BE REDEEMED, MAY BE EXCHANGED,
MAY EXPIRE, OR MAY BE EVIDENCED BY SEPARATE CERTIFICATES AND NO LONGER BE EVIDENCED BY THIS
CERTIFICATE. THE COMPANY WILL MAIL TO THE HOLDER OF THIS CERTIFICATE A COPY OF THE RIGHTS
AGREEMENT WITHOUT CHARGE WITHIN FIVE DAYS AFTER RECEIPT OF A WRITTEN REQUEST THEREFORE. UNDER
CERTAIN CIRCUMSTANCES, RIGHTS ISSUED TO, OR HELD BY ACQUIRING PERSONS OR THEIR AFFILIATES OR
ASSOCIATES (AS DEFINED IN THE RIGHTS AGREEMENT) AND ANY SUBSEQUENT HOLDER OF SUCH RIGHTS MAY BECOME
NULL AND VOID.




     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 TRAN MIN ACT —
	 	 	 	Custodian	 	 	 	 
	 

	 	 	 	 	 	 	 	 	 	 

	 	 	 	 

	 	 
	 

	 	 	 	 	 	 	 	 	 	(Cast)
	 	 	 	(Minor)	 	 
	 	 	TEN ENT	 	—	 	as tenants by the entireties	 	 	 	under Uniform Transfers to Minors
	 	 
	 

	 	 	 	 	 	 	 	 	 	Act	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 
	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	(State)
	 	 
	 

	 	JT TEN
	 	—
	 	as joint tenants with
right of survivorship and not as
tenants in common	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	TOD
	 	—
	 	transfer on death
direction in event of owner’s
death, to person named on face and
subject to TOD rules referenced	 	 	 	 	 	 	 	 	 	 






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 postal zip code of assignee







	 	 	 
	 
	 

	 	Shares





of
the Common 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 Company with full power of substitution
in the premises.




Dated




	 	 	 	 	 
	 

	 	 	 	 
	NOTICE: THE SIGNATURE(S) TO

	 	 	 	Signature(s) Guaranteed:
	THIS ASSIGNMENT MUST CORRESPOND
WITH THE NAME(S) AS WRITTEN UPON
THE FACE OF THE CERTIFICATE IN
EVERY PARTICULAR WITHOUT ALTERATION
OR ENLARGEMENT OR ANY CHANGE
WHATEVER.
	 	 	 	 
	 	 	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.