Exhibit4

PACIFICNETTM.COMLOGO

|   | NUMBER | SHARES |
|--------|--------|--------|
| PN     |

PACIFICNET.COM,INC.

| COMMON  STOCK | INCORPORATED UNDER THE  LAWS OF THE STATE OF DELAWARE | CUSIP       |
|---------------|-------------------------------------------------------|-------------|
|          |                                                  | 69511V 10 8 |

SEEREVERSE FORCERTAIN DEFINITIONS

THIS CERTIFIES that:

is the owner of

FULLY PAID AND NON-ASSESSABLE SHARES OF$.0001 PAR VALUE EACH OF THE COMMON STOCK OF

 PACIFICNET.COM, INC.

transferable on the books of theCorporation in person or by attorney upon surrender of this certificate dulyendorsed or assigned. This certificate and the shares represented hereby aresubject to the laws of the State of Delaware and to the Certificate ofIncorporation and By-Laws of the Corporation as now or hereafter amended. Thiscertificate is not valid until countersigned and registered by the TransferAgent and Registrar.

WITNESS the facsimile seal of theCorporation and the facsimile signatures of its duly authorized officers.

Dated:

| /S/ Charles W. Mueller   |   | /S/ Tony Tong            |
|--------------------------|--------|--------------------------|
|                     | [SEAL] |                     |
| Chief Financial  Officer |   | Chief Executive  Officer |

SECURITY-COLUMBIAN  UNITED STATES BANKNOTE COMPANY 1960

COUNTERSIGNED AND REGISTERED:

AMERICAN STOCK TRANSFER & TRUST COMPANY

                           (NewYork, NY)

                                        TRANSFERAGENT                                        ANDREGISTRAR

BY

                                        AUTHORIZEDOFFICER

THE ARTICLES OF INCORPORATION OF THECORPORATION GRANT TO THE BOARD OF DIRECTORS THE POWER TO ESTABLISH MORE THANONE CLASS OR SERIES OF SHARES AND TO FIX THE RELATIVE RIGHTS AND PREFERENCES OFANY SUCH DIFFERENT CLASS OR SERIES. THE CORPORATION WILL FURNISH TO ANYSHAREHOLDER UPON REQUEST AND WITHOUT CHARGE A FULL STATEMENT OF THE DESIGNATIONS,PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF THE SHARES OF EACH CLASS ORSERIES AUTHORIZED TO BE ISSUED, SO FAR AS THEY HAVE BEEN DETERMINED, AND THEAUTHORITY OF THE BOARD TO DETERMINE THE RELATIVE RIGHTS AND PREFERENCES OFSUBSEQUENT CLASSES OR SERIES.

             Thefollowing abbreviations, when used in the inscription on the face of thiscertificate, shall be construed as though they were written out in fullaccording 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)                        |      |   |

                           Additionalabbreviations may also by 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                                                   |
|----------------------------------------------------------------------------------------------------------------------------|
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| (PLEASE PRINT OR  TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)                                             |
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|                                                                                                                            | Shares |
|                                                                                                                       |   |
| of  the capital 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 Corporation 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. |

Signature(s) Guaranteed:

----

THE SIGNATURES MUST BE GUARANTEED BY ANELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCK-BROKERS, SAVINGS AND LOANASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATUREGUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15. KEEP THISCERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR DESTROYED, THECORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OFA REPLACEMENT CERTIFICATE.