exv4w1



 






Exhibit 4.1








	product. ink. PROOF            final printing the on and            ANOTHER            appear dyes
SEND            will the
931-490-1720 INC. it            AND
ARI 2005 TERESA as between 29, color            CHANGES
DEROSSETT: FACE            the of            TODD            INDUSTRIES, 2 difference            MAKE
CUSIP 02916P 10 3 the
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE REV. to
SEE REVERSE FOR CERTAIN DEFINITIONS            DECEMBER 21925 green.
OF RAILCAR            TSB            dark representation due
THIS CERTIFIES that            COORDINATOR: PROOF SC-3 good proof
in the            CHANGES            a AMERICAN OPERATOR: is prints It from            WITH
PRODUCTION Intaglio printer. different            OK            black. laser slightly            IS
color            AS
By and appear            OK
FACE 288 quality,
2
Countersigned            X PMS may
21925 in
is the owner of AMERICAN
and / graphics            PROOF: COMPANY 38401 prints a product LANE on            THIS
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF $.01 PER SHARE OF
STOCK Registered: 212-269-0339 image, printed
AMERICAN RAILCAR INDUSTRIES, INC. transferable on the books of the Corporation by the holder
hereof in person or by duly authorized attorney upon surrender of this certificate (New
NOTE AMERICAN FOR properly endorsed. This certificate and the shares represented
hereby are issued and shall be held subject to all of the provisions of the Certificate of
Incorporation of the Corporation 388-3003 / artwork final
A or and any amendments thereto, to all of which the holder, by acceptance hereof, assents.
York, TENNESSEE / vector the This certificate is not valid unless countersigned by the
Transfer Agent and registered by the Registrar. TRANSFER            BANK (931) a file
N.Y.) ARMSTRONG is
WITNESS the facsimile seal of the Corporation and the facsimile signatures of its duly
authorized officers. & NAPOLITANO: JOBS digital and            SELECTION
711 J. Logo
LIVE a
Dated:
TRUST COLUMBIA, /
AMERICAN SALES: 7 PRINTING: from rendition,
Authorized and Transfe
r            ETHER printed color            APPROPRIATE
COMPANY /
Of FOR was exact            THE
Secretary President and Chief Executive Officer ficer Registrar Agent an proof not
INITIAL            is SELECTED This it            PLEASE
COLORS COLOR: However,










 












	AMERICAN RAILCAR INDUSTRIES, 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 commn UNIF GIFT MIN ACT Custodian
TEN ENT as tenants by the entireties (Cust) (Minor) JT TEN as joint tenants with right of survivorship and not as tenants in common
under unifrom 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 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.
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:
THE SIGNATURE(S) MUST            BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION
(BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDITUNIONS WITH MEM-
BERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT            TO
S.E.C. RULE 17Ad-15.
KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR DESTROYED, THE
CORPORATION MAY

REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.
AMERICAN BANK NOTE COMPANY
711 ARMSTRONG LANE
COLUMBIA, TENNESSEE 38401
(931) 388-3003
SALES: J. NAPOLITANO: 212-269-0339 X 2
/ ETHER 7 / LIVE JOBS / A / AMERICAN / 21925 BACK

PRODUCTION COORDINATOR: TODD DEROSSETT: 931-490-1720
PROOF OF NOVEMBER 30, 2005
AMERICAN RAILCAR INDUSTRIES, INC.
TSB 21925 BACK_PATCH
OPERATOR: TERESA
REV. 1
PLEASE INITIAL THE APPROPRIATE SELECTION FOR THIS PROOF: OK AS IS            OK WITH CHANGES
MAKE CHANGES AND SEND ANOTHER PROOF