EXHIBIT
4.1


 


VOID
VOID VOID


	
  NUMBER

  	
   

  	
  UNITS

  
	
   

  	
   

  	
  *1**********

  
	
  GS98

  	
  SPROTT
  PHYSICAL GOLD TRUST

  	
  **1*********

  
	
   

  	
   

  	
  ***1********

  
	
   

  	
  ESTABLISHED UNDER THE
  LAWS OF THE PROVINCE OF ONTARIO

  	
  *****1******

  



 


	
  THIS CERTIFIES THAT

  



 


**SPECIMEN** 1 Class A **CUSIP**Certificate
GS98****SPECIMEN** 1 Class A **CUSIP**Certificate GS98**SPECIMEN** 1
Class A **CUSIP**Certificate GS98**SPECIMEN** 1 Class A
**CUSIP**Certificate GS98**SPECIMEN** 1 Class A **CUSIP**Certificate
GS98**SPECIMEN** 1 Class A **CUSIP**Certificate GS98**SPECIMEN** 1
Class A **CUSIP**Certificate GS98**SPECIMEN** 1 Class A
**CUSIP**Certificate GS98**SPECIMEN** 1 Class A **CUSIP**Certificate
GS98**SPECIMEN** 1 Class A **CUSIP**Certificate GS98**SPECIMEN** 1
Class A **CUSIP**Certificate GS98**SPECIMEN** 1 Class A **CUSIP**Certificate
GS98**SPECIMEN** 1 Class A **CUSIP**Certificate GS98**SPECIMEN** 1
Class A **CUSIP**


 


	
  is the registered owner of

  



 


**SPECIMEN** 1 Class A **CUSIP**Certificate
GS98****SPECIMEN** 1 Class A **CUSIP**Certificate GS98**SPECIMEN** 1
Class A **CUSIP**Certificate GS98**SPECIMEN** 1 Class A
**CUSIP**Certificate GS98**SPECIMEN** 1 Class A **CUSIP**Certificate
GS98**SPECIMEN** 1 Class A **CUSIP**Certificate GS98**SPECIMEN** 1
Class A **CUSIP**Certificate GS98**SPECIMEN** 1 Class A
**CUSIP**Certificate GS98**SPECIMEN** 1 Class A **CUSIP**Certificate
GS98**SPECIMEN** 1 Class A **CUSIP**Certificate GS98**SPECIMEN** 1
Class A **CUSIP**Certificate GS98**SPECIMEN** 1 Class A
**CUSIP**Certificate GS98**SPECIMEN** 1 Class A **CUSIP**Certificate
GS98**SPECIMEN** 1 Class A **CUSIP**


 


FULLY PAID AND NON-ASSESSABLE UNITS OF


 


	
  SPROTT PHYSICAL GOLD TRUST

  



 


transferable only on the books of the Trust by the
registered holder in person or by duly authorized Attorney on surrender of this
Certificate properly endorsed.


 


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


 


IN WITNESS WHEREOF
the Trust has caused this Certificate to be signed by its duly authorized
signatories.


 


	
  SPROTT ASSET MANAGEMENT LP,

  	
  DATED 2007/03/24

  
	
  by its General Partner, SPROTT
  ASSET MANAGEMENT GP INC.

  	
   

  
	
   

  	
  COUNTERSIGNED AND REGISTERED BY

  
	
   

  	
  Equity Transfer & Trust Company Toronto,
  Ontario, Canada.

  
	
   

  	
  Transfer Agent and Registrar

  
	
   

  	
   

  	
   

  
	
  Eric
  S. Sprott

  	
  Steven Rostowsky

  	
  By:

  	
   

  
	
  Chief
  Executive Officer

  	
  Chief Financial Officer

  	
   

  	
  AUTHORIZED OFFICER

  



 


The Units represented by this
Certificate are transferable at the offices of Equity Transfer & Trust
Company, Toronto, Ontario, Canada


 


SECURITY INSTRUCTIONS ON
REVERSE   VOIR LES INSTRUCTIONS DE SECURITE AU VERSO


 















 


	
  FORM OF GOLD REDEMPTION
  NOTICE

  	
   

  	
  FORM OF CASH REDEMPTION
  NOTICE

  	
   

  	
  FOR VALUE RECEIVED.

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  DATE:

  	
   

  	
   

  	
   

  	
  DATE:

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  hereby sell, assign and
  transfer unto

  
	
  TO:   Equity Transfer & Trust Company (“Equity
  Transfer”), as the registrar and transfer agent of the Sprott Physical Gold
  Trust (the “Trust”)

  	
   

  	
  TO:   Equity Transfer & Trust Company
  (“Equity Transfer”), as the registrar and transfer agent of the Sprott
  Physical Gold Trust (the “Trust”)

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  PLEASE INSERT SOCIAL
  INSURANCE NUMBER OF TRANSFEREE

  
	
  Ticker Symbol

  	
   

  	
  Ticker Symbol

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  (PLEASE PRINT OR
  TYPEWRITE NAME AND ADDRESS OF ASSIGNEE)

  
	
  CUSIP number

  	
   

  	
  CUSIP number

  	
   

  	
   

  
	
   

   

  	
   

  	
   

  	
   

  	
   

  
	
  Attention

  	
   

  	
  Attention

  	
   

  	
   

  
	
   

   

  	
   

  	
   

  	
   

  	
   

  
	
  Fax No

  	
   

  	
  Fax No

  	
   

  	
  Shares of the Capital Stock represented by the within
  Certificate, and do hereby irrevocably constitute and appoint 

  
	
  AND TO: Sprott Asset Management LP, as the manager of
  the Trust (the “Manager”)

  	
   

  	
  AND TO: Sprott Asset Management LP, as the manager of
  the Trust (the “Manager”)

  	
   

  	
   

  
	
  RE:  Gold
  Redemption Notice under Section 6.1 of the Trust Agreement of the Trust

  	
   

  	
  RE:  Cash
  Redemption Notice under Section 6.3 of the Trust Agreement of the Trust

  	
   

  	
  Attorney to transfer the said Stock on the Books of
  the within named Corporation, with full power of substitution in the
  premises.

  
	
  The undersigned, the holder of
                                    
  units of the Trust (the “Units”) designated above by its Toronto Stock
  Exchange or New York Stock Exchange Arca Ticker symbol and CUSIP number,
  requests the redemption for physical gold bullion of the aforementioned Units
  in accordance with, and subject to the terms and conditions set forth in, an
  amended and restated trust agreement of the Trust dated as of December 7,
  2009, as the same may be further amended, restated or supplemented from time
  to time, and directs Equity Transfer to cancel such units on   

  	
   

  	
  The undersigned, the holder of
                                    
  units of the Trust (the “Units”) designated above by its Toronto Stock
  Exchange or New York Stock Exchange Arca Ticker symbol and CUSIP number,
  requests the redemption for cash of the aforementioned Units in accordance
  with, and subject to the terms and conditions set forth in, an amended and
  restated trust agreement of the Trust dated as of December 7, 2009, as the
  same may be further amended, restated or supplemented from time to time, and
  directs Equity Transfer to cancel such units on  

  	
   

  	
   

  
	
  Dated

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  
	
   

  
	
  Signature

  
	
   

  
	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  NOTICE:  THE
  SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON
  THE FACE OF THE CERITIFICATE.  IN EVERY
  PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT, OR ANY CHANGE WHATSOEVER, AND
  MUST BE GUARANTEED BY A SCHEDULE 1 CANADIAN CHARTERED BANK OR AN ELIGIBLE
  GUARANTOR INSTITUTION WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE
  MEDALLION PROGRAM.

  
	
   

  	
   

  	
   

  	
   

  
	
  All physical gold bullion shall be delivered to the
  following address by armored transportation service carrier, which the
  undersigned hereby authorizes the Manager or its agent to retain on the
  undersigned’s behalf.

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Wiring Instructions:

  	
   

  	
   

  
	
  Delivery Instructions:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Signature of Unitholder

  	
   

  	
  Signature of Unitholder

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Signature of Guarantee

  	
   

  	
  Signature of Guarantee

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name

  	
   

  	
  Print Name

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Print Address

  	
   

  	
  Print Address

  	
   

  	
  Guaranteed by

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  NOTE:  The name
  and address of the  Unitholder set
  forth in this Gold Redemption Notice must correspond with the name and
  address as recorded on the register of the Trust maintained by  Equity Transfer.  The signature of the person executing this
  Gold Redemption Notice must be guaranteed by a Canadian chartered bank, or by
  a medallion signature guarantee from a member of a recognized Signature
  Medallion Guarantee Program.

  	
   

  	
  NOTE:  The name
  and address of the  Unitholder set
  forth in this Cash Redemption Notice must correspond with the name and
  address as recorded on the register of the Trust maintained by  Equity Transfer.  The signature of the person executing this
  Cash Redemption Notice must be guaranteed by a Canadian chartered bank, or by
  a medallion signature guarantee from a member of a recognized Signature
  Medallion Guarantee Program.

  	
   

  	
  RESTRICTIONS