EX-4.1





Exhibit
4.1


INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE




PROTECTIVE PRODUCTS OF AMERICA, INC.




	 	 	 
	NUMBER

	 	SHARES
	VT123456

	 	*0**************
	 

	 	**0*************
	 

	 	***0************
	 

	 	****0***********
	 

	 	*****0**********






	 	 	 	 	 
	 

	 	SPECIMEN	 	 
	 

	 	* * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN
	 	CUSIP 74367R102
	 

	 	VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * 
SPECIMEN VT123456 123456
	 	ISIN US74367R1023
	THIS CERTIFIES THAT

	 	* * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN 
VT123456 123456 * * * SPECIMEN	 	 
	 

	 	VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456	 	 
	 

	 	* * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN	 	 
	 

	 	VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456	 	 
	 

	 	* * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN	 	 
	 

	 	VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456	 	 
	 

	 	* * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN	 	 
	 

	 	VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456 * * * SPECIMEN VT123456 123456	 	 
	 
	 	 	 	 
	 

	 	zero	 	 
	is the registered holder of

	 	 * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * *	 	 
	 

	 	zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * *	 	 
	 

	 	zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * *  zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * *	 	 
	 

	 	zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * *	 	 
	 

	 	zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * * zero * *	 	 






FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF




PROTECTIVE PRODUCTS OF AMERICA, INC.




COMMON STOCK PAR VALUE $0.001



transferable on the books of the Corporation by the registered holder in person or by duly
authorized attorney upon surrender of this Certificate properly endorsed.



This Certificate is not valid until countersigned and registered by the Transfer Agent and
Registrar of the Corporation.



In Witness Whereof the Corporation has caused this Certificate to be signed by the facsimile
signatures of its duly authorized officers.




	 	 	 	 	 	 	 
		 	DATED:     July 31, 2008	 	 
	 	 	COUNTERSIGNED AND REGISTERED

VALIANT TRUST COMPANY	 	 
	CHIEF EXECUTIVE OFFICER	 	TRANSFER AGENT AND REGISTRAR, CALGARY, ALBERTA or

TORONTO, ONTARIO	 	 
	 
	 	 	 	 	 	 
	

	 	By	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	 	 	AUTHORIZED OFFICER	 	 
	CHIEF FINANCIAL OFFICER
	 	 	 	 	 	 






THE SHARES REPRESENTED BY THIS CERTIFICATE ARE TRANSFERABLE AT THE OFFICES OF VALIANT TRUST COMPANY IN CALGARY, ALBERTA OR TORONTO, ONTARIO

















 




THE CLASS OF SHARES REPRESENTED BY THIS CERTIFICATE HAS RIGHTS, PRIVILEGES, RESTRICTIONS OR
CONDITIONS ATTACHED TO IT. THE CORPORATION WILL FURNISH TO THE SHAREHOLDERS ON DEMAND AND WITHOUT
CHARGE, A FULL COPY OF THE TEXT OF RIGHTS, PRIVILEGES, RESTRICTIONS AND CONDITIONS ATTACHED TO EACH
CLASS AUTHORIZED TO BE ISSUED AND TO EACH SERIES INSOFAR AS THE SAME HAVE BEEN FIXED BY THE
DIRECTORS AND THE AUTHORITY OF THE DIRECTORS TO FIX THE RIGHTS, PRIVILEGES, RESTRICTIONS AND
CONDITIONS OF SUBSEQUENT SERIES.




     FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto



PLEASE INSERT SOCIAL SECURITY, SOCIAL INSURANCE OR OTHER IDENTIFYING NUMBER OF TRANSFEREE















 





(Name and address of transferee)




 





 




                                                                     
                                                    shares of common stock registered in the name of the undersigned on the books of the Corporation named on the
face of this certificate and represented hereby, and irrevocable constitutes and appoints



                                                                     
                                the attorney of the undersigned to
transfer the said shares on the register of transfers and books of the Corporation with full power
of substitution hereunder.




	 	 	 	 	 	 	 	 	 	 	 	 	 
	Dated:

	 	 	 	 	20	 	 	 	 	Signature:	 	 
	 

	 	 
	 	 	 	 	 	 
	 	 	 	 
	 

	 	 	 	 	 	 	 	 	 	 	 	(Signature of Shareholder)






Signature Guaranteed By:                                                                 
                




	 	 	 
	NOTICE:

	 	The signature of 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 whatsoever, and
must be guaranteed by a bank, trust company or a member of a
recognized Medallion Signature Guarantee Program.