Exhibit 4.2

 






					
	Number *0	 	 	 	Shares *0*
	

 	
 	
 	
 	
 SEE REVERSE FOR

IMPORTANT NOTICE

ON TRANSFER RESTRICTIONS

AND OTHER INFORMATION
	

 	
 	
THIS CERTIFICATE IS TRANSFERABLE

IN THE CITIES OF
                                    	
 	
CUSIP
                                    






 

 CHAMBERS STREET PROPERTIES

a Real Estate Investment Trust

Formed Under the Laws of the State of Maryland 


         THIS
CERTIFIES THAT **Specimen** 


is
the owner of **Zero (0)** 


fully
paid and nonassessable 7.125% Series A Cumulative Redeemable Preferred Shares, $0.01 par value per share, of 


CHAMBERS STREET PROPERTIES  


(the "Trust"), transferable on the books of the Trust by the holder hereof in person or by its duly authorized attorney upon surrender of this Certificate properly endorsed.
This Certificate and the shares represented hereby are issued and shall be held subject to all of the provisions of the Declaration of Trust and Bylaws of the Trust and any amendments thereto. This
Certificate is not valid unless countersigned and registered by the Transfer Agent and Registrar. 


         IN
WITNESS WHEREOF, the Trust has caused this Certificate to be executed on its behalf by its duly authorized officers. 

 






											
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Countersigned and Registered:	
 	
 	
 	
 	
 	
 	
 	
 
	

 	
 	
Transfer Agent

and Registrar	
 	
 	
 	







  President	
 	
(SEAL)	
 	
 
	
 By:	
 	
 	
 	
 	
 	
 	
 	
 	
 	
 
	










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	 	 	Authorized Signature	 	 	 	Secretary	 	 	 	 




 

 








 IMPORTANT NOTICE  


         THE TRUST WILL FURNISH TO ANY SHAREHOLDER ON REQUEST AND WITHOUT CHARGE A FULL
STATEMENT OF THE DESIGNATIONS AND ANY PREFERENCES, CONVERSION AND OTHER RIGHTS, VOTING POWERS, RESTRICTIONS, LIMITATIONS AS TO DIVIDENDS, QUALIFICATIONS, AND TERMS AND CONDITIONS OF REDEMPTION OF THE
SHARES OF EACH CLASS WHICH THE TRUST IS AUTHORIZED TO ISSUE, OF THE DIFFERENCES IN THE RELATIVE RIGHTS AND PREFERENCES BETWEEN THE SHARES OF EACH SERIES OF A PREFERRED OR SPECIAL CLASS IN SERIES WHICH
THE TRUST IS AUTHORIZED TO ISSUE, TO THE EXTENT THEY HAVE BEEN SET, AND OF THE AUTHORITY OF THE BOARD OF TRUSTEES TO SET THE RELATIVE RIGHTS AND PREFERENCES OF SUBSEQUENT SERIES OF A PREFERRED OR
SPECIAL CLASS OF SHARES OF BENEFICIAL INTEREST. SUCH REQUEST MAY BE MADE TO THE SECRETARY OF THE TRUST OR TO ITS TRANSFER AGENT. 


         THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON OWNERSHIP AND TRANSFER FOR THE
PURPOSE OF THE TRUST'S MAINTENANCE OF ITS STATUS AS A REAL ESTATE INVESTMENT TRUST (A "REIT") UNDER THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). EXCEPT AS OTHERWISE PROVIDED
PURSUANT TO THE DECLARATION OF TRUST, (i) NO PERSON MAY BENEFICIALLY OR CONSTRUCTIVELY OWN COMMON SHARES IN EXCESS OF 9.8% (IN VALUE OR NUMBER OF COMMON SHARES) OF THE OUTSTANDING COMMON
SHARES UNLESS SUCH PERSON IS AN EXCEPTED HOLDER (IN WHICH CASE THE EXCEPTED HOLDER LIMIT SHALL BE APPLICABLE); (ii) NO PERSON MAY BENEFICIALLY OR CONSTRUCTIVELY OWN PREFERRED SHARES IN EXCESS
OF 9.8% (IN VALUE OR NUMBER OF PREFERRED SHARES) OF THE OUTSTANDING SHARES OF ANY CLASS OR SERIES OF PREFERRED SHARES UNLESS SUCH PERSON IS AN EXCEPTED HOLDER (IN WHICH CASE THE EXCEPTED HOLDER
LIMIT SHALL BE APPLICABLE); (iii) NO PERSON MAY BENEFICIALLY OR CONSTRUCTIVELY OWN SHARES THAT WOULD RESULT IN THE TRUST BEING "CLOSELY HELD" UNDER SECTION 856(H) OF THE CODE OR
OTHERWISE CAUSE THE TRUST TO FAIL TO QUALIFY AS A REIT; AND (iv) ANY TRANSFER OF SHARES THAT, IF EFFECTIVE, WOULD RESULT IN SHARES BEING BENEFICIALLY OWNED BY FEWER THAN 100 PERSONS (AS
DETERMINED UNDER THE PRINCIPLES OF SECTION 856(A)(5) OF THE CODE) SHALL BE VOID AB INITIO, AND THE INTENDED TRANSFEREE SHALL ACQUIRE NO RIGHTS IN SUCH SHARES. ANY PERSON WHO BENEFICIALLY OR
CONSTRUCTIVELY OWNS OR ATTEMPTS TO BENEFICIALLY OR CONSTRUCTIVELY OWN SHARES WHICH CAUSE OR WILL CAUSE A PERSON TO BENEFICIALLY OR CONSTRUCTIVELY OWN SHARES IN EXCESS OR IN VIOLATION OF THE ABOVE
LIMITATIONS MUST IMMEDIATELY NOTIFY THE TRUST IN WRITING (OR, IN THE CASE OF AN ATTEMPTED TRANSACTION, GIVE AT LEAST 15 DAYS PRIOR WRITTEN NOTICE) AND SHALL PROVIDE TO THE TRUST SUCH OTHER INFORMATION
AS IT MAY REQUEST IN ORDER TO DETERMINE THE EFFECT OF ANY SUCH TRANSFER ON THE TRUST'S STATUS AS A REIT. IF ANY OF THE RESTRICTIONS ON TRANSFER OR OWNERSHIP AS SET FORTH IN (i), (ii) OR (iii) ABOVE
ARE VIOLATED, THE EXCESS SHARES WILL BE AUTOMATICALLY TRANSFERRED TO A CHARITABLE TRUST FOR THE BENEFIT OF ONE OR MORE CHARITABLE BENEFICIARIES. IN ADDITION, THE TRUST MAY REDEEM SHARES UPON THE TERMS
AND CONDITIONS SPECIFIED BY THE BOARD OF TRUSTEES IN ITS SOLE DISCRETION IF THE BOARD OF TRUSTEES DETERMINES THAT OWNERSHIP OR A TRANSFER OR OTHER EVENT MAY VIOLATE THE RESTRICTIONS DESCRIBED ABOVE.
FURTHERMORE, UPON THE OCCURRENCE OF CERTAIN EVENTS, ATTEMPTED TRANSFERS IN VIOLATION OF THE RESTRICTIONS DESCRIBED IN (i), (ii) OR (iii) ABOVE MAY BE VOID AB INITIO. ALL CAPITALIZED TERMS IN THIS
LEGEND HAVE THE MEANINGS DEFINED IN THE DECLARATION OF TRUST, A COPY OF WHICH, INCLUDING THE RESTRICTIONS ON TRANSFER AND OWNERSHIP, WILL BE FURNISHED TO EACH HOLDER OF SHARES ON REQUEST AND WITHOUT
CHARGE. 


KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN

OR DESTROYED, THE TRUST WILL REQUIRE A BOND OF INDEMNITY AS A

CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE. 



         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	 	 	 	 	 	(Custodian)	 	 	 	(Minor)	 	 
	 	 	JT TEN	 	-	 	as joint tenants with right	 	 	 	Under Uniform Gifts to Minors Act of	 	  







 	 	 
	 	 	 	 	 	 	of survivorship and not as	 	 	 	 	 	 	 	(State)	 	 
	 	 	 	 	 	 	tenants in common	 	 	 	 	 	 	 	 	 	 	 	 




 

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

 






							
	FOR VALUE RECEIVED,	 	 	 	HEREBY SELLS, ASSIGNS AND TRANSFERS UNTO	 	 
	 	 	





  	 	 	 	 
	
 	
 	

 	
 	

 	
 	

 
	











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	(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
	
 	
 	

 	
 	

 	
 	

 
	










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	PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE)






 

                                         
        
(                                    ) shares of beneficial
interest of the Trust represented by this Certificate and do hereby irrevocably
constitute and appoint
                                         
        attorney to transfer the said shares on the books of the Trust, 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 THIS CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE
WHATEVER.