Form of Stock Certificate


  
 EXHIBIT 4.1 
  
 FORM OF STOCK CERTIFICATE 
  
 INCORPORATED UNDER THE LAWS OF THE STATE OF WASHINGTON 
  
 TULLY’S 
 COFFEE 
 CORPORATION 
  

			
	 NUMBER
	 	SHARES

  
 Common Stock – No
Par Value 
  
 TULLY’S COFFEE CORPORATION 
  
 Authorized to issued 120,000,000 shares of Common Stock, no par value and 43,500,000 shares
of Preferred Stock in different series with each series having different designation, rights, preferences and limitations. 
  
 This Certifies that                         
                                                 
                                           
     is the owner of                                        
                                                 
                                        shares of Common Stock of the above
Corporation transferable only on the books of the Corporation by the holder hereof in person or by a duly authorized Attorney upon Surrender of this Certificate properly endorsed. 
  
 In witness whereof, the said Corporation has caused this Certificate to be signed by its duly authorized officers and to be
sealed with the Seal of the Corporation. 
  

					
	Dated
                            	 	 	 	 
			
	  	 	 	 	  
	Secretary	 	 	 	President

  








 RESTRICTIONS OF TRANSER: 
  
 These securities are not registered under the state or federal securities laws and are subject to certain restrictions upon their transfer
pursuant to such laws and may not be offered, or sold, pledged (except a pledge pursuant to the terms of which any offer or sale upon foreclosure would be made in a manner that would not violate the registration provisions of federal or state
securities laws) or otherwise distributed for value, nor may these securities be transferred on the books of the company, without opinion of counsel concurred in by counsel for the company, that no violation of said registration provisions would
result therefrom. 
  
 NOTICE OF COMMON AND
PREFERRED SHARES RIGHTS AND PREFERENCES: 
  
 The Board of Directors of the
Corporation is authorized to issue shares in two classes, common and preferred. The preferred stock may be issued in different series with each series having differing designations, rights, preferences and limitations. Upon receipt of a written
request for such information from a shareholder of record, the Corporation will furnish such shareholder additional information regarding the designations, rights, preferences and limitations of each class or series of shares it is authorized to
issue and/or the same information concerning any shares it has already issued. 
  
 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. Additional abbreviations may also be used
though not in the list. 
  

									
	TEN COM	 	-	  	as tenants in common	  	UNIF GIFT MIN ACT	  	 -                    
Custodian                      (Minor)
 under
Uniform Gifts to Minors
 Act                    (State)

	TEN ENT	 	-	  	as tenants by the entireties	  	 	  
	JT TEN	 	-	  	as joint tenants with right of survivorship and not as tenants in common	  	 	  

  

			
	 	  	 PLEASE INSERT SOCIAL SECURITY
 OR OTHER IDENTIFYING NUMBER OF
 ASSIGNEE

		
	 For value received, the undersigned hereby sells, assigns and
transfers unto
  
	  	 
	 PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS OF ASSIGNEE

	
	 


			
		
	 	  	Shares

 represented by the within Certificate, and hereby irrevocably constitutes and appoints
                                                
                                           
                                                 
                                            
              Attorney to transfer the said shares on the books of the within-named Corporation with full power of substitution in the premises. 
  

									
	 	 	 	 	 
					
	Dated, 	 	 	 	 	 	 	 	 
	 	 	In presence of