SPECIMEN COMMON STOCK CERTIFICATE



 Exhibit 4.1 
  

					
	

	 	

	 	


		 	  
 INCORPORATED UNDER THE LAWS OF THE STATE OF
LOUISIANA
	 

 THIS CERTIFIES THAT 
  

 
 SPECIMEN 
  
 is the owner of 
  
 FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $.10 PAR
VALUE, OF 
 MIDSOUTH BANCORP, INC. transferable only on the books of the Corporation by the holder hereof in person or by
Attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar. 
 IN WITNESS WHEREOF, the said Corporation has caused this Certificate to be signed by its duly authorized officers and its Corporate Seal to be hereunto affixed. 
 DATED: 
  

					
		 		 	
			
	

	 	 


	 	


	SECRETARY	 	 	PRESIDENT
		 	 	

 COUNTERSIGNED AND REGISTERED: 
 BY          ChaseMellon Shareholder Services, L.L.C. 
 TRANSFER AGENT AND REGISTRAR 







 MidSouth Bancorp, Inc. will furnish to any shareholder upon request and
without charge a summary of the designations, relative rights, preferences and limitations of the shares of each class and of each series of each preferred or special class, so far as the same have been fixed and the authority of the Board to
establish other series and to fix the relative rights, preferences and limitations of the shares of any class or series by amendment of the Articles of Incorporation. 
 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
	  		  	 under Uniform Gifts to Minors

		 		  	 survivorship 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) 
 __________________________________________________________________________________________________________ 
 __________________________________________________________________________________________________________ 
 _______________________________________________________________________________________ shares represented by the within Certificate, and do hereby irrevocably constitute and appoint 
 _______________________________________________________________________________________ Attorney to transfer the said shares 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.