Exhibit 4.1


 


	
        NUMBER

        U-__________
	 	UNITS
	SEE REVERSE FOR CERTAIN DEFINITIONS	1347 CAPITAL CORP.	 


 


CUSIP 68245V 202


 


UNITS CONSISTING OF ONE SHARE OF COMMON
STOCK, ONE RIGHT TO RECEIVE ONE-TENTH OF ONE SHARE OF COMMON STOCK AND ONE WARRANT


 


THIS CERTIFIES THAT ________________________________________________________________________


 


is the owner of ___________________________________________________________________________
Units.


 


Each Unit (“Unit”) consists
of one (1) share of common stock, par value $0.0001 per share (“Common Stock”), of 1347 Capital Corp., a Delaware corporation
(the “Company”), one (1) right (“Right”) to receive one-tenth of one share of Common Stock upon the Company’s
completion of a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business
combination with one or more businesses or entities (a “Business Combination”) and one (1) warrant (“Warrant”).
Each Warrant entitles the holder thereof to purchase one-half of one share of Common Stock. The Company will not issue fractional
shares of Common Stock. As a result, holders of Warrants must exercise Warrants in multiples of two Warrants, at a price of $11.50
per full share of Common Stock, subject to adjustment as described in the prospectus relating to the Company’s initial public
offering (“Prospectus”), to validly exercise Warrants. The Common Stock, Warrant(s) and Right(s) comprising the Unit(s)
represented by this certificate are not transferable separately prior to the ninetieth day after the date of the Prospectus, unless
EarlyBirdCapital, Inc. determines that an earlier date is acceptable, subject to certain items occurring as described in the Prospectus.
The rights of holders of Common Stock are set forth in the Amended and Restated Certificate of Incorporation of 1347 Capital Corp.
The rights of holders of Rights and Warrants are set forth in the Prospectus and the applicable Rights Agreement and Warrant Agreement
between the Company and Continental Stock Transfer & Trust Company, as Rights Agent and Warrant Agent, respectively.


 


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 signatures of its duly authorized officers.


 





	By	 	 
	 	 	 
		 	
	Chairman 	 	Secretary





 




    	 



    	 



    




 


1347 Capital Corp.


 


The Company will furnish without charge
to each shareholder 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 	UNIF GIFT MIN ACT - __________ Custodian __________
	TEN ENT – as tenants by the entireties 	                                      (Cust)
                              (Minor)
	JT TEN – as joint tenants with right of survivorship  	                                      under Uniform Gifts to Minors
	and not as tenants in common 	                                          Act __________
	 	                                                          (State)


 


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 ZIP CODE, OF ASSIGNEE)





 


 






 


 



  


_____________________________________________________________________________________
Units represented by the within Certificate, and do hereby irrevocably constitute and appoint


 


___________________________________________________________________________________
       Attorney to transfer 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).