EXHIBIT 4.4

THE REGISTERED  HOLDER OF THIS UNIT PURCHASE  OPTION BY ITS  ACCEPTANCE  HEREOF,
AGREES  THAT IT WILL NOT SELL,  TRANSFER  OR ASSIGN  THIS UNIT  PURCHASE  OPTION
EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS UNIT PURCHASE OPTION
AGREES THAT IT WILL NOT SELL, TRANSFER,  ASSIGN, PLEDGE OR HYPOTHECATE THIS UNIT
PURCHASE  OPTION FOR A PERIOD OF ONE HUNDRED  EIGHTY  (180) DAYS  FOLLOWING  THE
EFFECTIVE  DATE (DEFINED  BELOW) TO ANYONE OTHER THAN (I)  I-BANKERS  SECURITIES
INCORPORATED,  NEWBRIDGE SECURITIES CORPORATION, OR AN UNDERWRITER OR A SELECTED
DEALER IN CONNECTION  WITH THE OFFERING,  OR (II) A BONA FIDE OFFICER OR PARTNER
OF I-BANKERS OR NEWBRIDGE OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.

THIS  UNIT  PURCHASE  OPTION  IS  NOT  EXERCISABLE  PRIOR  TO THE  LATER  OF THE
CONSUMMATION  BY COASTAL  BANCSHARES  ACQUISITION  CORP.  (THE  "COMPANY")  OF A
MERGER,  CAPITAL STOCK  EXCHANGE,  ASSET  ACQUISITION OR OTHER SIMILAR  BUSINESS
COMBINATION  (THE  "BUSINESS  COMBINATION")  (AS  DESCRIBED  MORE  FULLY  IN THE
COMPANY'S  REGISTRATION  STATEMENT  (DEFINED HEREIN)) OR February 13, 2006. VOID
AFTER 5:00 P.M. EASTERN TIME, February 13, 2010.

                              UNIT PURCHASE OPTION

                               FOR THE PURCHASE OF

                                  325,000 UNITS

                                       OF

                      COASTAL BANCSHARES ACQUISITION CORP.

     1. Unit Purchase Option.

     THIS CERTIFIES THAT, in  consideration of $100 duly paid by or on behalf of
I-Bankers  Securities   Incorporated   ("I-Bankers")  and  Newbridge  Securities
Corporation  ("Newbridge") (each, a "Holder"),  as registered owner of this Unit
Purchase Option, to Coastal Bancshares Acquisition Corp. (the "Company"), Holder
is entitled, at any time or from time to time upon the later of the consummation
of a Business Combination or February 13, 2006 (the "Commencement Date"), and at
or before 5:00 p.m.,  Eastern Time,  February 13, 2010 (the "Expiration  Date"),
but not thereafter, to subscribe for, purchase and receive, in whole or in part,
up to Three Hundred  Twenty-Five  Thousand  (325,000) units (the "Units") of the
Company,  each Unit consisting of one share of common stock of the Company,  par
value $0.01 per share (the "Common Stock"),  and two warrants (the "Warrant(s)")
expiring  five  years  from the  effective  date (the  "Effective  Date") of the
registration  statement (the "Registration  Statement")  pursuant to which Units
are offered for sale to the public (the "Offering"). Each Warrant is the same as
the warrants  included in the Units being registered for sale to the public (the
"Public  Warrants")  under the  Securities  Act of 1933,  as amended (the "Act")
except that the exercise price of the Warrants shall be $6.65 per share.  If the
Expiration Date is a day on which banking  institutions are authorized by law to
close,  then this Unit Purchase  Option may be exercised on the next  succeeding
day which is not such a day in  accordance  with the terms  herein.  During  the
period ending on the Expiration  Date, the Company agrees not to take any action
that would  terminate the Unit  Purchase  Option.  This Unit Purchase  Option is
initially  exercisable at $7.50 per Unit so purchased;  provided,  however, that
upon the  occurrence  of any of the events  specified  in Section 6 hereof,  the
rights  granted by this Unit Purchase  Option,  including the exercise price per
Unit and the number of Units (and  shares of Common  Stock and  Warrants)  to be

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<PAGE>

received upon such exercise,  shall be adjusted as therein  specified.  The term
"Exercise Price" shall mean the initial exercise price or the adjusted  exercise
price, depending on the context.

     2. Exercise.

        (a) Exercise Procedure.  In order to exercise this Unit Purchase Option,
the  exercise  form  attached  hereto must be duly  executed and  completed  and
delivered to the Company, together with this Unit Purchase Option and payment of
the Exercise Price for the Units being purchased payable in cash or by certified
check or official bank check.  If the  subscription  rights  represented  hereby
shall not be exercised at or before 5:00 p.m.,  Eastern time, on the  Expiration
Date this Unit Purchase Option shall become and be void without further force or
effect, and all rights represented hereby shall cease and expire.

        (b) Legend.  Each  certificate  for the securities  purchased under this
Unit Purchase  Option shall bear a legend as follows unless such securities have
been registered under the Securities Act of 1933, as amended (the "Act"):

        "The securities  represented by this certificate have not been
        registered  under the  Securities Act of 1933, as amended (the
        "Act") or  applicable  state law.  The  securities  may not be
        offered  for  sale,  sold  or  otherwise   transferred  except
        pursuant to an effective registration statement under the Act,
        or pursuant to an exemption  from  registration  under the Act
        and applicable state law."

        (c) Cashless Exercise.  (i) In lieu of the payment of the Exercise Price
multiplied  by the  number  of Units  for which  this  Unit  Purchase  Option is
exercisable (and in lieu of being entitled to receive Common Stock and Warrants)
in the manner required by Section 2(a), the Holder shall have the right (but not
the obligation) to convert any exercisable but unexercised  portion of this Unit
Purchase Option into Units (the "Conversion Right") as follows: upon exercise of
the Conversion  Right,  the Company shall deliver to the Holder (without payment
by the Holder of any of the  Exercise  Price in cash)  that  number of shares of
Common Stock and Warrants  comprising that number of Units equal to the quotient
obtained  by dividing  (x) the "Value" (as defined  below) of the portion of the
Unit Purchase Option being converted by (y) the Current Market Value (as defined
below).  The "Value" of the portion of the Unit Purchase  Option being converted
shall equal the remainder  derived from  subtracting  (a) (i) the Exercise Price
multiplied  by (ii) the  number of Units  underlying  the  portion  of this Unit
Purchase  Option  being  converted  from (b) the Current  Market Value of a Unit
multiplied  by the number of Units  underlying  the portion of the Unit Purchase
Option being converted. As used herein, the term "Current Market Value" per Unit
at any date means the remainder  derived from subtracting (x) the exercise price
of the Warrants multiplied by the number of shares of Common Stock issuable upon
exercise of the Warrants  underlying  one Unit from (y) the Current Market Price
of the  Common  Stock  multiplied  by the  number  of  shares  of  Common  Stock
underlying the Warrants and the Common Stock issuable upon exercise of one Unit.
The  "Current  Market  Price" of a share of Common  Stock  shall mean (i) if the
Common Stock is listed on a national securities exchange or quoted on the Nasdaq
National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor
such as the Bulletin Board Exchange), the last sale price of the Common Stock in
the principal  trading  market for the Common Stock as reported by the exchange,
Nasdaq or the NASD,  as the case may be; (ii) if the Common  Stock is not listed
on a  national  securities  exchange  or quoted on the Nasdaq  National  Market,
Nasdaq  SmallCap Market or the NASD OTC Bulletin Board (or successor such as the
Bulletin Board Exchange), but is traded in the residual over-the-counter market,
the closing bid price for the Common Stock on the last trading day preceding the
date in question for which such quotations are reported by the Pink Sheets,  LLC

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<PAGE>

or similar  publisher of such quotations;  and (iii) if the fair market value of
the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such
price as the Board of Directors of the Company shall determine, in good faith.

            (i) The  Cashless  Exercise  Right may be exercised by the Holder on
any  business  day on or after  the  Commencement  Date and not  later  than the
Expiration  Date by delivering  the Unit Purchase  Option with the duly executed
exercise form attached hereto with the cashless  exercise  section  completed to
the Company,  exercising  the Cashless  Exercise  Right and specifying the total
number of Units the Holder  will  purchase  pursuant to such  Cashless  Exercise
Right.

    3.  Transfer.

        (a)  Restrictions--General.  The registered Holder of this Unit Purchase
Option,  by its  acceptance  hereof,  agrees  that it will not  sell,  transfer,
assign,  pledge or  hypothecate  this Unit  Purchase  Option for a period of one
hundred  eighty (180) days following the Effective Date to anyone other than (i)
I-Bankers or Newbridge or an underwriter or a selected dealer in connection with
the  Offering,  or (ii) a bona fide officer or partner of I-Bankers or Newbridge
or of  any  such  underwriter  or  selected  dealer.  On  and  after  the  first
anniversary  of the Effective  Date,  transfers to others may be made subject to
compliance with or exemptions from applicable  securities laws. In order to make
any permitted assignment,  the Holder must deliver to the Company the assignment
form  attached  hereto  duly  executed  and  completed,  together  with the Unit
Purchase Option and payment of all transfer taxes, if any, payable in connection
therewith.  The Company  shall  within five  business  days  transfer  this Unit
Purchase  Option on the books of the Company and shall execute and deliver a new
Unit Purchase  Option or Unit Purchase  Options of like tenor to the appropriate
assignee(s)  expressly  evidencing the right to purchase the aggregate number of
Units  purchasable  hereunder  or  such  portion  of such  number  as  shall  be
contemplated by any such assignment.

        (b)  Restrictions--Securities.  The  securities  evidenced  by this Unit
Purchase  Option shall not be  transferred  unless and until (i) the Company has
received  the  opinion of  counsel  for the Holder  that the  securities  may be
transferred  pursuant  to an  exemption  from  registration  under  the  Act and
applicable  state  securities  laws, the availability of which is established to
the reasonable satisfaction of the Company (the Company hereby agreeing that the
opinion of Jenkens & Gilchrist P.C. shall be deemed satisfactory evidence of the
availability  of  an  exemption),   or  (ii)  a  registration   statement  or  a
post-effective   amendment  to  the  Registration  Statement  relating  to  such
securities  has  been  filed  by  the  Company  and  declared  effective  by the
Securities  and Exchange  Commission  (the  "Commission")  and  compliance  with
applicable state securities law has been established.

    4.  New Purchase Options to be Issued.

        (a) Partial  Exercise.  Subject to the restrictions in Section 3 hereof,
this Unit  Purchase  Option may be exercised or assigned in whole or in part. In
the event of the exercise or assignment  hereof in part only,  upon surrender of
this Unit  Purchase  Option for  cancellation,  together  with the duly executed
exercise or  assignment  form and funds  sufficient  to pay any  Exercise  Price
and/or  transfer  tax,  the Company  shall cause to be  delivered  to the Holder
without  charge a new Unit  Purchase  Option of like tenor to this Unit Purchase
Option in the name of the Holder  evidencing the right of the Holder to purchase
the number of Units purchasable  hereunder as to which this Unit Purchase Option
has not been exercised or assigned.

        (b) Loss,  Theft,  Destruction.  Upon receipt by the Company of evidence
satisfactory  to it of the loss,  theft,  destruction or mutilation of this Unit
Purchase Option and of reasonably satisfactory indemnification or the posting of

                                       3
<PAGE>

a bond, the Company shall execute and deliver a new Unit Purchase Option of like
tenor and date.  Any such new Unit Purchase  Option  executed and delivered as a
result of such  loss,  theft,  mutilation  or  destruction  shall  constitute  a
substitute contractual obligation on the part of the Company.

    5.   Registration Rights.

         (a) Demand Registration.

            (i) The Company,  upon written demand (the "Initial  Demand Notice")
of the  Holder(s)  of at  least  51% of the Unit  Purchase  Options  and/or  the
underlying  Units and/or the underlying  securities  (the  "Majority  Holders"),
agrees to register  on one  occasion,  all or any  portion of the Unit  Purchase
Options  requested by the Majority  Holders in the Initial Demand Notice and all
of the securities  underlying such Unit Purchase  Options,  including the Units,
Common  Stock,  the  Warrants  and the  Common  Stock  underlying  the  Warrants
(collectively, the "Registrable Securities"). On such occasion, the Company will
file a registration statement or a post-effective  amendment to the Registration
Statement covering the Registrable Securities within sixty days after receipt of
the Initial  Demand  Notice and use its best  efforts to have such  registration
statement or  post-effective  amendment  declared  effective as soon as possible
thereafter.  The demand for registration may be made at any time during a period
of five years beginning on the Effective Date. The Company  covenants and agrees
to give  written  notice of its  receipt  of any  Initial  Demand  Notice by any
Holder(s) to all other  registered  Holders of the Unit Purchase  Options and/or
the Registrable  Securities  within ten days from the date of the receipt of any
such Initial Demand Notice.

            (ii) The  Company  shall  bear all fees and  expenses  attendant  to
registering  the  Registrable  Securities,  including  the expenses of any legal
counsel selected by the Holders to represent them in connection with the sale of
the Registrable  Securities,  but the Holders shall pay any and all underwriting
commissions. The Company agrees to use its reasonable best efforts to qualify or
register the Registrable  Securities in such states as are reasonably  requested
by the Majority Holder(s); provided, however, that in no event shall the Company
be required  to register  the  Registrable  Securities  in a state in which such
registration  would  cause (i) the  Company  to be  obligated  to  qualify to do
business  in such state,  or would  subject the Company to taxation as a foreign
corporation   doing  business  in  such   jurisdiction  or  (ii)  the  principal
stockholders  of the Company to be  obligated  to escrow their shares of capital
stock of the  Company.  The Company  shall cause any  registration  statement or
post-effective  amendment  filed  pursuant to the demand  rights  granted  under
Section 5.1.1 to remain effective for a period of nine  consecutive  months from
the effective date of such registration statement or post-effective amendment.

        (b) "Piggy-Back" Registration.

            (i) In addition to the demand right of registration,  the Holders of
the Unit  Purchase  Options  shall  have the right  for a period of seven  years
commencing on the Effective Date, to include the Registrable  Securities as part
of any other  registration  of  securities  filed by the Company  (other than in
connection with a transaction  contemplated by Rule 145(a) promulgated under the
Act or pursuant to Form S-8); provided, however, that if, in the written opinion
of the  Company's  managing  underwriter  or  underwriters,  if  any,  for  such
offering,  the  inclusion  of the  Registrable  Securities,  when  added  to the
securities being registered by the Company or the selling  stockholder(s),  will
exceed the maximum amount of the Company's  securities which can be marketed (i)
at a price  reasonably  related to their then  current  market  value,  and (ii)
without materially and adversely affecting the entire offering, then the Company
will still be required to include the  Registrable  Securities,  but may require
the Holders to agree, in writing, to delay the sale of all or any portion of the
Registrable  Securities  for a period of 90 days from the effective  date of the
offering,  provided,  further, that if the sale of any Registrable Securities is
so delayed, then the number of securities to be sold by all stockholders in such

                                       4
<PAGE>

public  offering  during such 90 day period shall be apportioned  pro rata among
all  such  selling  stockholders,  including  all  holders  of  the  Registrable
Securities,  according to the total amount of securities of the Company owned by
said selling stockholders, including all holders of the Registrable Securities.

            (ii) The  Company  shall  bear all fees and  expenses  attendant  to
registering  the  Registrable  Securities,  including  the expenses of any legal
counsel selected by the Holders to represent them in connection with the sale of
the  Registrable  Securities but the Holders shall pay any and all  underwriting
commissions  related  to the  Registrable  Securities.  In the  event  of such a
proposed registration, the Company shall furnish the then Holders of outstanding
Registrable  Securities  with not less than fifteen days written notice prior to
the proposed date of filing of such registration  statement.  Such notice to the
Holders shall continue to be given for each  applicable  registration  statement
filed (during the period in which the Unit Purchase  Option is  exercisable)  by
the  Company  until  such time as all of the  Registrable  Securities  have been
registered and sold. The holders of the  Registrable  Securities  shall exercise
the "piggy-back" rights provided for herein by giving written notice, within ten
days  of the  receipt  of  the  Company's  notice  of its  intention  to  file a
registration statement. The Company shall cause any registration statement filed
pursuant to the above  "piggyback"  rights to remain effective for at least nine
months from the date that the Holders of the  Registrable  Securities  are first
given the opportunity to sell all of such securities.

        (c)  Damages.  Should  the  registration  or the  effectiveness  thereof
required  by  Sections  5(a) and 5(b)  hereof be delayed  by the  Company or the
Company  otherwise fails to comply with such  provisions,  the Company shall, in
addition to any other equitable or other relief  available to the Holder(s),  be
liable for any and all incidental,  special and consequential  damages sustained
by the  Holder(s),  including,  but not limited to, the loss of any profits that
might have been  received by the Holder upon the sale of shares of Common  Stock
or Warrants (and shares of Common Stock underlying the Warrants) underlying this
Unit Purchase Option.

        (d) Indemnification.

            (i) The Company shall  indemnify  the  Holder(s) of the  Registrable
Securities to be sold pursuant to any registration  statement hereunder and each
person,  if any, who controls  such Holders  within the meaning of Section 15 of
the Act or Section 20(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange  Act"),  against  all  loss,  claim,  damage,   expense  or  liability
(including all reasonable attorneys' fees and other expenses reasonably incurred
in  investigating,  preparing  or  defending  against  litigation,  commenced or
threatened,  or any claim  whatsoever  whether arising out of any action between
the  Underwriter  and the Company or between the Underwriter and any third party
or  otherwise)  to which  any of them may  become  subject  under  the Act,  the
Exchange Act or otherwise,  arising from such registration statement but only to
the same extent and with the same effect as the provisions pursuant to which the
Company has agreed to indemnify the  Underwriters  contained in Section 5 of the
Underwriting  Agreement  between the Company,  I-Bankers  and  Newbridge and the
other  Underwriters named therein dated the Effective Date. The Holder(s) of the
Registrable Securities to be sold pursuant to such registration  statement,  and
their successors and assigns,  shall severally,  and not jointly,  indemnify the
Company,  its officers and directors  and each person,  if any, who controls the
Company  within the  meaning  of  Section 15 of the Act or Section  20(a) of the
Exchange Act, against all loss, claim,  damage,  expense or liability (including
all  reasonable  attorneys'  fees and  other  expenses  reasonably  incurred  in
investigating,  preparing or defending  against any claim  whatsoever)  to which
they may become  subject under the Act, the Exchange Act or  otherwise,  arising
from information  furnished by or on behalf of such Holders, or their successors
or assigns, in writing, for specific inclusion in such registration statement to
the same extent and with the same effect as the provisions  contained in Section

                                       5
<PAGE>

5 of the Underwriting  Agreement  pursuant to which the Underwriters have agreed
to indemnify the Company.

            (ii)  Nothing  contained  in this  Unit  Purchase  Option  shall  be
construed as requiring the Holder(s) to exercise their Unit Purchase  Options or
Warrants  underlying  such Unit  Purchase  Options prior to or after the initial
filing of any registration statement or the effectiveness thereof.

            (iii)  The  Company  shall  furnish  I-Bankers  and  Newbridge,   as
representatives of the Holders  participating in any of the foregoing offerings,
a signed counterpart,  addressed to the participating Holders, of (i) an opinion
of  counsel  to the  Company,  dated  the  effective  date of such  registration
statement (and, if such registration  includes an underwritten  public offering,
an  opinion  dated  the date of the  closing  under any  underwriting  agreement
related  thereto),  and (ii) a "cold comfort" letter dated the effective date of
such registration  statement (and, if such registration includes an underwritten
public  offering,  a letter dated the date of the closing under the underwriting
agreement) signed by the independent public accountants who have issued a report
on the Company's financial  statements included in such registration  statement,
in each case  covering  substantially  the same  matters  with  respect  to such
registration statement (and the prospectus included therein) and, in the case of
such accountants'  letter, with respect to events subsequent to the date of such
financial statements, as are customarily covered in opinions of issuer's counsel
and in accountants'  letters  delivered to  underwriters in underwritten  public
offerings of  securities.  The Company shall also deliver  promptly to I-Bankers
and Newbridge,  as representatives of the Holders participating in the offering,
the   correspondence   and   memoranda   described   below  and  copies  of  all
correspondence  between the Commission and the Company,  its counsel or auditors
and all memoranda  relating to discussions with the Commission or its staff with
respect to the  registration  statement and permit  I-Bankers and Newbridge,  as
representatives  of the  Holders,  to do  such  investigation,  upon  reasonable
advance  notice,  with respect to  information  contained in or omitted from the
registration   statement  as  it  deems  reasonably  necessary  to  comply  with
applicable  securities  laws or rules of the National  Association of Securities
Dealers,  Inc. (the "NASD").  Such investigation  shall include access to books,
records and properties and  opportunities to discuss the business of the Company
with its officers and independent auditors, all to such reasonable extent and at
such   reasonable   times  and  as  often  as  I-Bankers   and   Newbridge,   as
representatives of the Holders,  shall reasonably request. The Company shall not
be  required  to  disclose  any  confidential  information  or other  records to
I-Bankers and  Newbridge,  as  representatives  of the Holders,  or to any other
person,  until and unless  such  persons  shall  have  entered  into  reasonable
confidentiality agreements (in form and substance reasonably satisfactory to the
Company), with the Company with respect thereto.

            (iv) The Company shall enter into an underwriting agreement with the
managing  underwriter(s),  if any,  selected  by any Holders  whose  Registrable
Securities  are being  registered  pursuant  to this  Section 5, which  managing
underwriter shall be reasonably  acceptable to the Company. Such agreement shall
be reasonably satisfactory in form and substance to the Company, each Holder and
such managing underwriters,  and shall contain such representations,  warranties
and covenants by the Company and such other terms as are  customarily  contained
in agreements of that type used by the managing  underwriter.  The Holders shall
be parties to any  underwriting  agreement  relating to an underwritten  sale of
their Registrable  Securities and may, at their option,  require that any or all
the  representations,  warranties  and  covenants  of the  Company to or for the
benefit of such  underwriters  shall also be made to and for the benefit of such
Holders.  Such  Holders  shall not be  required to make any  representations  or
warranties to or agreements with the Company or the underwriters  except as they
may relate to such  Holders and their  intended  methods of  distribution.  Such
Holders,  however,  shall  agree  to  such  covenants  and  indemnification  and
contribution  obligations for selling stockholders as are customarily  contained
in  agreements  of that type used by the  managing  underwriter.  Further,  such
Holders shall execute  appropriate  custody  agreements and otherwise  cooperate
fully in the  preparation  of the  registration  statement  and other  documents
relating  to any  offering  in which they  include  securities  pursuant to this

                                       6
<PAGE>

Section 5. Each  Holder  shall  also  furnish to the  Company  such  information
regarding itself, the Registrable Securities held by it, and the intended method
of disposition of such securities as shall be reasonably  required to effect the
registration of the Registrable Securities.

            (v)  Notwithstanding  anything  contained  in this  Section 5 to the
contrary, the Company shall have no obligation pursuant to Sections 5(a) or 5(b)
for the registration of Registrable Securities held by any Holder (i) where such
Holder  would then be  entitled  to sell  under Rule 144 within any  three-month
period (or such other  period  prescribed  under Rule 144 as may be  provided by
amendment  thereof) all of the Registrable  Securities then held by such Holder,
and (ii)  where the  number of  Registrable  Securities  held by such  Holder is
within the volume  limitations under paragraph (e) of Rule 144 (calculated as if
such Holder were an affiliate within the meaning of Rule 144).

            (vi) Each Holder  agrees,  that upon  receipt of any notice from the
Company  of the  happening  of any  event as a result  of which  the  prospectus
included in the Registration  Statement,  as then in effect,  includes an untrue
statement of a material  fact or omits to state a material  fact  required to be
stated  therein or necessary to make the  statements  therein not  misleading in
light  of  the  circumstances  then  existing,   such  Holder  will  immediately
discontinue  disposition of Registrable  Securities pursuant to the Registration
Statement  covering such  Registrable  Securities until such Holder's receipt of
the copies of a supplemental  or amended  prospectus,  and, if so desired by the
Company,  such  Holder  shall  deliver  to the  Company  (at the  expense of the
Company)  or  destroy  (and  deliver  to  the  Company  a  certificate  of  such
destruction) all copies,  other than permanent file copies then in such Holder's
possession,  of the prospectus  covering such Registrable  Securities current at
the time of receipt of such notice.

    6.  Adjustments.

        (a) Exercise Price and Number of Securities.  The Exercise Price and the
number  of Units  underlying  the Unit  Purchase  Option  shall  be  subject  to
adjustment from time to time as hereinafter set forth:

            (i) If after the date  hereof,  and  subject  to the  provisions  of
Section  6(c)  below,  the  number of  outstanding  shares  of  Common  Stock is
increased by a stock dividend payable in shares of Common Stock or by a split-up
of shares of Common Stock or other similar  event,  then, on the effective  date
thereof,  the  number of shares of  Common  Stock  underlying  each of the Units
purchasable  hereunder  shall be increased  in  proportion  to such  increase in
outstanding  shares. In such case, the number of shares of Common Stock, and the
exercise price applicable  thereto,  underlying the Warrants  underlying each of
the Units  purchasable  hereunder shall be adjusted in accordance with the terms
of the  Warrants.  For  example,  if the Company  declares a  two-for-one  stock
dividend and at the time of such dividend  this Unit Purchase  Option is for the
purchase of one Unit at $7.50 per whole Unit (each Warrant  underlying the Units
is exercisable for $2.50 per share),  upon  effectiveness of the dividend,  this
Unit  Purchase  Option will be adjusted to allow for the purchase of one Unit at
$7.50 per Unit,  each Unit  entitling the holder to receive two shares of Common
Stock and four Warrants (each Warrant exercisable for $2.50 per share).

            (ii) If after the date  hereof,  and  subject to the  provisions  of
Section 6.4, the number of outstanding  shares of Common Stock is decreased by a
consolidation,  combination  or  reclassification  of shares of Common  Stock or
other similar event,  then, on the effective date thereof,  the number of shares
of Common Stock  underlying  each of the Units  purchasable  hereunder  shall be
decreased in proportion to such decrease in  outstanding  shares.  In such case,
the number of shares of Common Stock, and the exercise price applicable thereto,
issuable upon exercise of the Warrants included in each of the Units purchasable
hereunder shall be adjusted in accordance with the terms of the Warrants.

                                       7
<PAGE>

            (iii)  In  case of any  reclassification  or  reorganization  of the
outstanding  shares of Common  Stock  other  than a change  covered  by  Section
6(a)(i) or 6(a)(ii)  hereof or that solely  affects the par value of such shares
of Common Stock,  or in the case of any merger or  consolidation  of the Company
with or into another  corporation (other than a consolidation or merger in which
the  Company  is the  continuing  corporation  and that  does not  result in any
reclassification  or reorganization of the outstanding  shares of Common Stock),
or in the case of any sale or conveyance to another corporation or entity of the
property  of the  Company as an  entirety  or  substantially  as an  entirety in
connection with which the Company is dissolved, the Holder of this Unit Purchase
Option shall have the right  thereafter  (until the  expiration  of the right of
exercise of this Unit Purchase Option) to receive upon the exercise hereof,  for
the same aggregate  Exercise Price payable  hereunder  immediately prior to such
event,  the kind and amount of shares of stock or other  securities  or property
(including cash) receivable upon such reclassification,  reorganization,  merger
or consolidation,  or upon a dissolution following any such sale or transfer, by
a Holder of the number of shares of Common Stock of the Company  obtainable upon
exercise of this Unit Purchase  Option and the underlying  Warrants  immediately
prior to such event;  and if any  reclassification  also  results in a change in
shares of Common  Stock  covered  by  Section  6(a)(i)  or  6(a)(ii),  then such
adjustment shall be made pursuant to Sections 6(a)(i), 6(a)(ii) and this Section
6(a)(iii).  The provisions of this Section  6(a)(iii)  shall  similarly apply to
successive reclassifications,  reorganizations, mergers or consolidations, sales
or other transfers.

            (iv) This form of Unit Purchase  Option need not be changed  because
of any change pursuant to this Section,  and Unit Purchase  Options issued after
such  change may state the same  Exercise  Price and the same number of Units as
are  stated in the Unit  Purchase  Options  initially  issued  pursuant  to this
Agreement.  The  acceptance  by any Holder of the issuance of new Unit  Purchase
Options  reflecting a required or permissive change shall not be deemed to waive
any  rights  to an  adjustment  occurring  after  the  Commencement  Date or the
computation thereof.

        (b) Substitute Unit Purchase Option. In case of any consolidation of the
Company  with,  or merger of the Company  with,  or merger of the Company  into,
another  corporation (other than a consolidation or merger which does not result
in  any  reclassification  or  change  of the  outstanding  Common  Stock),  the
corporation  formed by such consolidation or merger shall execute and deliver to
the Holder a supplemental Unit Purchase Option providing that the holder of each
Unit Purchase Option then outstanding or to be outstanding  shall have the right
thereafter  (until  the  stated  expiration  of such Unit  Purchase  Option)  to
receive,  upon  exercise of such Unit  Purchase  Option,  the kind and amount of
shares  of  stock  and  other  securities  and  property  receivable  upon  such
consolidation or merger,  by a holder of the number of shares of Common Stock of
the  Company  for which such Unit  Purchase  Option  might  have been  exercised
immediately  prior  to  such  consolidation,  merger,  sale  or  transfer.  Such
supplemental  Unit Purchase Option shall provide for adjustments  which shall be
identical to the adjustments  provided in Section 6. The above provision of this
Section shall similarly apply to successive consolidations or mergers.

        (c)  Fractional  Interests.  The Company  shall not be required to issue
certificates  representing  fractions of shares of Common Stock or Warrants upon
the  exercise  of the Unit  Purchase  Option,  nor shall it be required to issue
scrip or pay cash in lieu of any  fractional  interests,  it being the intent of
the parties that all  fractional  interests  shall be eliminated by rounding any
fraction up to the nearest  whole number of Warrants,  shares of Common Stock or
other securities, properties or rights.

        7.  Reservation and Listing.  The Company shall at all times reserve and
keep  available out of its  authorized  shares of Common  Stock,  solely for the
purpose of issuance upon  exercise of the Unit Purchase  Options or the Warrants
underlying  the Unit Purchase  Option,  such number of shares of Common Stock or
other  securities,  properties  or rights as shall be issuable upon the exercise

                                       8
<PAGE>

thereof.  The  Company  covenants  and agrees  that,  upon  exercise of the Unit
Purchase  Options  and payment of the  Exercise  Price  therefor,  all shares of
Common Stock and other securities  issuable upon such exercise shall be duly and
validly  issued,  fully paid and  non-assessable  and not subject to  preemptive
rights of any  stockholder.  The Company further  covenants and agrees that upon
exercise of the Warrants underlying the Unit Purchase Options and payment of the
respective Warrant exercise price therefor, all shares of Common Stock and other
securities  issuable upon such exercise shall be duly and validly issued,  fully
paid and non-assessable and not subject to preemptive rights of any stockholder.
As long as the Unit Purchase Options shall be outstanding, the Company shall use
its best efforts to cause all (i) Units and shares of Common Stock issuable upon
exercise of the Unit Purchase Options,  (iii) Warrants issuable upon exercise of
the Unit Purchase Options and (iv) shares of Common Stock issuable upon exercise
of the  Warrants  included  in the  Units  issuable  upon  exercise  of the Unit
Purchase  Option to be listed  (subject to official  notice of  issuance) on all
securities exchanges (or, if applicable on the Nasdaq National Market,  SmallCap
Market,  OTC Bulletin Board or any successor trading market) on which the Units,
the Common  Stock or the  Public  Warrants  issued to the  public in  connection
herewith may then be listed and/or quoted.

    8.  Certain Notice Requirements.

        (a) Right to Notice.  Nothing  herein shall be  construed as  conferring
upon the Holders the right to vote or consent as a stockholder  for the election
of  directors  or any other  matter,  or as having  any rights  whatsoever  as a
stockholder of the Company.  If, however, at any time prior to the expiration of
the Unit Purchase  Options and their  exercise,  any of the events  described in
Section 8(b) shall occur, then, in one or more of said events, the Company shall
give written  notice of such event at least fifteen days prior to the date fixed
as a record date or the date of closing the transfer books for the determination
of the  stockholders  entitled to such  dividend,  distribution,  conversion  or
exchange  of  securities  or  subscription  rights,  or entitled to vote on such
proposed dissolution, liquidation, winding up or sale. Such notice shall specify
such record date or the date of the closing of the transfer  books,  as the case
may be. Notwithstanding the foregoing,  the Company shall deliver to each Holder
a copy of each notice given to the other stockholders of the Company at the same
time and in the same manner that such notice is given to the stockholders.

        (b) Enumerated  Events. The Company shall be required to give the notice
described in this Section 8 upon one or more of the following events: (i) if the
Company shall take a record of the holders of its shares of Common Stock for the
purpose  of  entitling  them to  receive  a  dividend  or  distribution  payable
otherwise  than in cash, or a cash dividend or  distribution  payable  otherwise
than out of retained earnings,  as indicated by the accounting treatment of such
dividend or distribution on the books of the Company,  or (ii) the Company shall
offer to all the holders of its Common  Stock any  additional  shares of capital
stock of the Company or securities  convertible  into or exchangeable for shares
of capital  stock of the Company,  or any option,  right or warrant to subscribe
therefor,  or (iii) a  dissolution,  liquidation  or winding  up of the  Company
(other than in connection  with a  consolidation  or merger) or a sale of all or
substantially all of its property, assets and business shall be proposed.

        (c) Change in Exercise Price. The Company shall, promptly after an event
requiring a change in the  Exercise  Price  pursuant  to Section 6 hereof,  send
notice to the Holders of such event and change (the "Price  Notice").  The Price
Notice shall describe the event causing the change and the method of calculating
same and  shall  be  certified  as being  true  and  accurate  by the  Company's
President and Chief Financial Officer.

        (d)  Notice  Delivery.  All  notices,   requests,   consents  and  other
communications  under this Unit Purchase Option shall be in writing and shall be
deemed to have been duly made when hand delivered,  or mailed by express mail or
private courier  service:  (i) If to the registered  Holder of the Unit Purchase
Option,  to the address of such Holder as shown on the books of the Company,  or

                                       9
<PAGE>

(ii) If to the Company, to the following address or to such other address as the
Company may designate by notice to the Holders:

                  Coastal Bancshares Acquisition Corp.
                  9821 Katy Freeway
                  Suite 500
                  Houston, Texas  77024
                  Attn:  Co-Chief Executive Officer

     9.  Miscellaneous.

        (a)  Amendments.  The Company,  I-Bankers and Newbridge may from time to
time  supplement or amend this Unit Purchase  Option without the approval of any
of the  Holders in order to cure any  ambiguity,  to correct or  supplement  any
provision  contained herein that may be defective or inconsistent with any other
provisions  herein,  or to make any other  provisions  in regard to  matters  or
questions arising  hereunder that the Company,  I-Bankers and Newbridge may deem
necessary or desirable and that the Company,  I-Bankers and Newbridge deem shall
not adversely  affect the interest of the Holders.  All other  modifications  or
amendments  shall  require  the  written  consent  of and be signed by the party
against whom enforcement of the modification or amendment is sought.

        (b) Headings.  The headings contained herein are for the sole purpose of
convenience  of reference,  and shall not in any way limit or affect the meaning
or  interpretation  of any of the  terms or  provisions  of this  Unit  Purchase
Option.

    10. Entire  Agreement.  This Unit Purchase  Option  (together with the other
agreements and documents being delivered  pursuant to or in connection with this
Unit Purchase  Option)  constitutes  the entire  agreement of the parties hereto
with respect to the subject matter hereof,  and supersedes all prior  agreements
and understandings of the parties, oral and written, with respect to the subject
matter hereof.

        (a) Binding Effect.  This Unit Purchase Option shall inure solely to the
benefit  of, and shall be binding  upon,  the Holder and the  Company  and their
permitted assignees,  respective  successors,  legal representative and assigns,
and no other  person  shall have or be  construed to have any legal or equitable
right, remedy or claim under or in respect of or by virtue of this Unit Purchase
Option or any provisions herein contained.

        (b) Governing  Law.  This Unit Purchase  Option shall be governed by and
construed  and  enforced in  accordance  with the laws of the State of New York,
without  giving effect to conflict of laws.  The Company  hereby agrees that any
action, proceeding or claim against it arising out of, or relating in any way to
this Unit  Purchase  Option  shall be brought and  enforced in the courts of the
State of New York or of the United  States of America for the Southern  District
of New York, and irrevocably  submits to such  jurisdiction,  which jurisdiction
shall be exclusive.  The Company  hereby waives any objection to such  exclusive
jurisdiction and that such courts  represent an inconvenient  forum. Any process
or summons to be served upon the Company  may be served by  transmitting  a copy
thereof by registered  or certified  mail,  return  receipt  requested,  postage
prepaid,  addressed  to it at the  address  set forth in Section 8 hereof.  Such
mailing shall be deemed personal service and shall be legal and binding upon the
Company in any action,  proceeding  or claim.  The Company and the Holder  agree
that the  prevailing  party(ies) in any such action shall be entitled to recover
from the other  party(ies)  all of its reasonable  attorneys'  fees and expenses
relating to such action or proceeding  and/or  incurred in  connection  with the
preparation therefor.

                                       10
<PAGE>

        (c)  Waivers.  The  failure of the  Company or the Holder to at any time
enforce any of the  provisions of this Unit Purchase  Option shall not be deemed
or construed to be a waiver of any such provision,  nor to in any way affect the
validity of this Unit Purchase  Option or any  provision  hereof or the right of
the Company or any Holder to thereafter enforce each and every provision of this
Unit Purchase Option. No waiver of any breach, non-compliance or non-fulfillment
of any of the provisions of this Unit Purchase Option shall be effective  unless
set forth in a written instrument  executed by the party or parties against whom
or which enforcement of such waiver is sought; and no waiver of any such breach,
non-compliance or non-fulfillment shall be construed or deemed to be a waiver of
any other or subsequent breach, non-compliance or non-fulfillment.

        (d)  Counterparts.  This Unit Purchase  Option may be executed in one or
more counterparts, and by the different parties hereto in separate counterparts,
each of which shall be deemed to be an original, but all of which taken together
shall constitute one and the same agreement, and shall become effective when one
or more counterparts has been signed by each of the parties hereto and delivered
to each of the other parties hereto.

        (e)  Exchange  Agreement.  As a condition  of the  Holder's  receipt and
acceptance of this Unit Purchase  Option,  Holder agrees that, at any time prior
to the complete  exercise of this Unit Purchase Option by Holder, if the Company
and Newbridge  enter into an agreement  (the "Exchange  Agreement")  pursuant to
which they agree that all  outstanding  Unit Purchase  Options will be exchanged
for securities or cash or a combination of both, then Holder shall agree to such
exchange and become a party to the Exchange Agreement.

                   [Balance of page intentionally left blank]


                                       11
<PAGE>

        IN WITNESS WHEREOF,  the Company has caused this Unit Purchase Option to
be signed by its duly authorized officer as of the 18th day of February, 2005.

                                          COASTAL BANCSHARES ACQUISITION CORP.




                                          By: /s/ Cary M. Grossman
                                              -------------------------
                                          Name:   Cary Grossman
                                          Title:  Chief Executive Officer


                                       12
<PAGE>

Form To Be Used To Exercise Unit Purchase Option
------------------------------------------------

Coastal Bancshares Acquisition Corp.
9821 Katy Freeway
Suite 500
Houston, TX  77024

Date: _________________, 200__

        The undersigned  hereby elects  irrevocably to exercise all or a portion
of the  within  Unit  Purchase  Option  and to  purchase  ____  Units of Coastal
Bancshares  Acquisition  Corp. and hereby makes payment of $____________ (at the
rate of $_________ per Unit) in payment of the Exercise Price pursuant  thereto.
Please issue the Common Stock and Warrants as to which this Unit Purchase Option
is exercised in accordance with the instructions given below.

                                       or

        The  undersigned  hereby  elects  irrevocably  to  convert  its right to
purchase  _________ Units  purchasable  under the within Unit Purchase Option by
surrender of the unexercised  portion of the attached Unit Purchase Option (with
a "Value"  based of $________  based on a "Market  Price" of  $_______).  Please
issue the securities  comprising the Units as to which this Unit Purchase Option
is exercised in accordance with the instructions given below.

                                                 -----------------------------
                                                 Signature

                                                 -----------------------------
                                                 Signature Guaranteed


                   INSTRUCTIONS FOR REGISTRATION OF SECURITIES

Name ________________________________________________________________________
                            (Print in Block Letters)

Address ______________________________________________________________________

NOTICE: THE SIGNATURE TO THIS FORM MUST CORRESPOND WITH THE NAME AS WRITTEN UPON
THE  FACE OF THE  WITHIN  UNIT  PURCHASE  OPTION  IN  EVERY  PARTICULAR  WITHOUT
ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATSOEVER,  AND MUST BE GUARANTEED BY A
BANK,  OTHER THAN A SAVINGS  BANK,  OR BY A TRUST  COMPANY  OR BY A FIRM  HAVING
MEMBERSHIP ON A REGISTERED NATIONAL SECURITIES EXCHANGE.


                                       13
<PAGE>

Form To Be Used To Assign Unit Purchase Option

                                   ASSIGNMENT

(To be executed by the registered Holder to effect a transfer of the within Unit
Purchase Option)

        FOR  VALUE  RECEIVED,  ___________________________________________  does
hereby sell, assign and transfer unto_______________________________________ the
right to purchase __________ Units of Coastal Bancshares  Acquisition Corp. (the
"Company")  evidenced  by the  within  Unit  Purchase  Option  and  does  hereby
authorize the Company to transfer such right on the books of the Company.

Dated:   ________________, 200__

                                                 -----------------------------
                                                 Signature


                                                 -----------------------------
                                                 Signature Guaranteed



NOTICE: THE SIGNATURE TO THIS FORM MUST CORRESPOND WITH THE NAME AS WRITTEN UPON
THE  FACE OF THE  WITHIN  UNIT  PURCHASE  OPTION  IN  EVERY  PARTICULAR  WITHOUT
ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATSOEVER,  AND MUST BE GUARANTEED BY A
BANK,  OTHER THAN A SAVINGS  BANK,  OR BY A TRUST  COMPANY  OR BY A FIRM  HAVING
MEMBERSHIP ON A REGISTERED NATIONAL SECURITIES EXCHANGE.



                                       14