exv4w1






 
Exhibit 4.1









	COMMON STOCK INCORPORATED UNDER THE LAWS OF THE STATE OF OREGON S H A R E S THIS CERTIFICATE
IS TRANSFERABLE IN NEW YORK SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 393657 10 1 THE GREENBRIER
COMPANIES, INC. This Certifies That is the registered owner of FULLY PAID AND NON-ASSESSABLE SHARES
OF THE COMMON STOCK, NO PAR VALUE, OF The Greenbrier Companies, Inc. transferable on the books of
the Corporation by the holder hereof in person or by duly authorized attorney upon surrender of
this certificate properly endorsed. This certificate and the shares represented hereby are issued
and shall be held subject to all the provisions of the Articles of Incorporation and all amendments
thereto (copies of which are on file at the offices of the Transfer Agent and Registrar), to all of
which the holder of this certificate by acceptance hereof assents. This certificate is not valid
until countersigned and registered by the Transfer Agent and Registrar. Witness the facsimile seal
of the Corporation and the facsimile signatures of its duly authorized officers. Dated: OREGON
SECRETARY PRESIDENT COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER AGENT
AND REGISTRAR BY: AUTHORIZED SIGNA TURE AMERICAN BANK NOTE COMPANY PRODUCTION COORDINATOR: HOLLY
GRONER 931-490-1722 711 ARMSTRONG LANE PROOF OF JANUARY 26, 2006 COLUMBIA, TENNESSEE 38401 THE
GREENBRIER COMPANIES, INC. (931) 388-3003 TSB 22483 FACE Operator: JOHN / ETHER 7 / LIVE JOBS / G /
GREENBRIER CO. / 22483 / FACE REV. 1 COLORS SELECTED FOR PRINTING: Intaglio prints in SC-3 DARK
GREEN. LOGO prints PMS 348 GREEN. COLOR: This proof was printed from a digital file or artwork on a
graphics quality, color laser printer. It is a good representation of the color as it will appear
on the final product. However, it is not an exact color rendition, and the final printed product
may appear slightly different from the proof due to the difference between the dyes and printing
ink. PLEASE INITIAL THE APPROPRIATE SELECTION FOR THIS PROOF: OK AS IS OK WITH CHANGES MAKE CHANGES
AND SEND ANOTHER PROOF



















 





THE GREENBRIER COMPANIES, INC.




     The Corporation is authorized to issue two classes of stock, Common Stock and Preferred Stock. The
Board of Directors of the Corporation has authority to fix the number of shares and the
designations of any series of Preferred Stock and to determine the powers, designations,
preferences, and relative, participating, optional and other special rights, if any, and any
qualifications, limitations and restrictions thereof granted to or imposed upon any unissued series
of Preferred Stock.




     A statement of the powers, designations, preferences, and relative, participating, optional and
other special rights, if any, and any qualifications, limitations and restrictions thereof granted
to or imposed upon the respective classes or series of shares and upon the holders thereof as
established, from time to time, by the Articles of Incorporation of the Corporation, the number of
shares constituting each class and series, and the designations thereof, may be obtained by the
holder hereof upon request and without charge from the Transfer Agent of the Corporation at its
offices in Los Angeles or New York City.




     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
	TEN ENT

	 	—
	 	as tenants by the entireties
	JT TEN

	 	—
	 	as joint tenants with right of

survivorship and not as tenants

in common









	 	 	 	 	 
	UNIF GIFT MIN ACT

	 	—
	 	             
                  
          Custodian       
                  
                
(Cust)            
                       
                 (Minor)

under Uniform Gifts to Minors

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
	 	 	 
	of the common 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.






Signature(s) Guaranteed:




	 	 	 	 	 
	By

	 	 
 

	 	 
	THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS,
SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE
MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.
	 	 












AMERICAN BANK NOTE COMPANY



711 ARMSTRONG LANE



COLUMBIA, TENNESSEE 38401



(931) 388-3003



 





 




/ ETHER 7 / LIVE JOBS / G / GREENBRIER CO. / 22483 / BACK















PRODUCTION COORDINATOR: HOLLY GRONER 931-490-1722

PROOF OF FEBRUARY 1, 2006



THE GREENBRIER COMPANIES, INC.



TSB    22483    BACK



 




Operator: JOHN / TERESA



 




REV. 2












PLEASE INITIAL THE APPROPRIATE SELECTION
FOR THIS PROOF:            OK AS IS   
         OK WITH CHANGES       
     MAKE CHANGES AND SEND ANOTHER PROOF