Exhibit 4.1  


















LENOX GROUP INC.  

        The
corporation will furnish without charge to each stockholder 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 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  
 	
             
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            (Cust)
 	
             
 	
            (Minor)
 
	
            TEN ENT
 	
            –
 	
            as tenants by entireties
 	
             
 	
             
 	
              under Uniform Transfers to Minors Act  
 
	
             
 	
             
 	
             
 	
             
 	
             
 
	
            JT TEN
 	
            –
 	
            as joint tenants with right of survivorship 
 	
             
 	
             
 
	
             
 	
             
 	
            and not as tenants in common
 	
             
 	
            (State)
 
	 
	
            Additional abbreviations may also be used though not in 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)
 
	
             
 
	
             
 
	
            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.
 








This certificate also evidences and entitles the holder hereof to certain
Rights as set forth in the Rights Agreement between Lenox Group Inc. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Rights Agent,
dated as of January 14, 2008, as the same may be supplemented or amended from time to time (the “Rights
Agreement”), the terms of which are hereby incorporated herein by reference and a copy of which is on file at the
principal executive offices of Lenox Group Inc. Under certain circumstances, as set forth in the Rights Agreement, such Rights
will be evidenced by separate certificates and will no longer be evidenced by this certificate. Lenox Group Inc. will mail to the
holder of this certificate a copy of the Rights Agreement without charge after receipt of a written request therefor. Under
certain circumstances, as set forth in the Rights Agreement, Rights acquired or beneficially owned by any Person who becomes an
Acquiring Person or any Affiliate or Associate of an Acquiring Person (as such terms are defined in the Rights Agreement) and
their transferees will become null and void and will no longer be transferable.