Exhibit
4.3


 


	
   

  	
  Number

  	
   

  	
   

  
	
   

  	
   

  	
  Shares

  
	
  STR

  	
   

  	
   

  
	
   

  	
  Common
  Stock

  	
   

  	
  Common Stock

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  CUSIP 863433 10
  8

  	
   

  



 


 


STROUD ENERGY, INC.


 


Incorporated under
the Laws of the State of Delaware


 


                THIS CERTIFIES THAT **[SPECIMEN
STAMP]**


 


is the owner of **[ZERO (0)]**


 


fully paid and
nonassessable shares of Common Stock, $.001 par value per share, of


 


 


Stroud Energy, Inc. (the “Corporation”), transferable on the
books of the Corporation in person or by attorney upon surrender of this
Certificate duly endorsed or assigned. 
This Certificate and the shares represented hereby are subject to the
laws of the State of Delaware, and to the Certificate of Incorporation and
Bylaws of the Corporation, as now or hereafter amended.  This Certificate is not valid unless
countersigned and registered by the Transfer Agent.


 


                Witness the facsimile seal of the Corporation and the
facsimile signatures of its duly authorized officers.


 


DATED                                  


 


 


	
  /s/
  Stephen M. Clark

  	
  [STROUD ENERGY, INC. SEAL]

  	
  /s/
  Patrick J. Noyes

  
	
  Secretary

  	
   

  	
   

  	
  Chairman, President and CEO

  
				



 


 


Countersigned & Registered:


American Stock Transfer & Trust Company


                (New York, New
York)


                TRANSFER AGENT AND REGISTRAR


 


By:                                                              


       Authorized Officer


 


 





















 


STROUD ENERGY, INC.


 


                THIS CORPORATION IS AUTHORIZED
TO ISSUE MORE THAN ONE CLASS OF STOCK. 
THE CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO
REQUESTS A COPY OF THE POWERS, DEISGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING,
OPTIONAL OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF,
WHICH THE CORPORATION IS AUTHORIZED TO ISSUE, AND THE QUALIFICATIONS,
LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS.  ANY SUCH REQUEST MAY BE MADE TO THE
CORPORATION OR THE TRANSFER AGENT.


 


KEEP THIS
CERTIFICATE IN A SAFE PLACE.  IF IT IS
LOST, STOLEN OR DESTROYED, THE COMPANY WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION
TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.


 


                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 survivorship and not as tenants in common

  	
   

  	
   

  	
  under Uniform
  Gifts to Minors Act of

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  (State)

  	
   

  
	
  Additional
  abbreviations may also be used though not in the above list.

  
										



 


 


 


FOR VALUE
RECEIVED,                                           
HEREBY SELLS, ASSIGNS AND TRANSFERS UNTO


 


	
   

  
	
  (Please Print or
  Typewrite Name and Address, Including Zip Code, of Assignee)

  
	
   

  	
   

  
	
   

  
	
  (Please Insert
  Social Security or other Identifying Number of Assignee)

  
	
   

  
	
   

  	
   

  	
  (               )

  	
  shares of the
  capital stock represented by this 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  WHATSOEVER.

  
	
   

  	
   

  
	
  Signature(s)
  Guaranteed:

  	
   

  



 


	
   

  	
   

  
	
  THE SIGNATURE(S)
  MUST 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.