Specimen Common Stock Certificate




					
	Countersigned:	 	 	 	 
	 	 	FIRST UNION NATIONAL BANK OF NORTH CAROLINA	 	 
	(Charlotte, North Carolina)
	 	 	 	 	Transfer Agent
			
	 BY
	 	 	 	 
		
	 	 	AUTHORIZED SIGNATURE  


  
  

					
	

			
	 	 	

	 	 
	 INCORPORATED UNDER THE LAWS
 OF THE STATE OF DELAWARE
	 	 	 SEE REVERSE FOR
 CERTAIN DEFINITIONS

	NUMBER	 	 	SHARES
	 CL7917
  
	 	 	 SPECIMEN
  

	
	COLUMBIA LABORATORIES, INC.
			
	THIS IS TO CERTIFY THAT	 	 	 	CUSIP 197779 10 1
			
	 	 	 	 	 
	 	 	SPECIMEN	 	 
			
	 	 	 	 	 
	IS THE OWNER OF	 	 	 	 
	
	FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK OF THE PAR VALUE OF $.01 PER SHARE OF
			
	


	 	COLUMBIA LABORATORIES, INC.	 	



	
	(hereinafter called the “Corporation”) transferable on the books of the Corporation by said owner in person or by duly authorized attorney, upon surrender of this
certificate properly endorsed. This certificate is not valid unless countersigned by the Transfer Agent.
	
	 Witness, the facsimile seal of the corporation and the facsimile signatures of its duly authorized officers.

	
	Dated:
			
	/s/    ILLEGIBLE        	 	[SEAL]	 	/s/    ILLEGIBLE        
	  
 SECRETARY
	 	 	  
 PRESIDENT        

			
	 	 	 	 	 
	









 The Corporation is authorized to issue more than one class of stock. 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 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.....................
           (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 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. 
  
 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.

  
 IMPORTANT: SIGNATURE(S) MUST BE
GUARANTEED BY A FIRM WHICH IS A MEMBER OF A REGISTERED NATIONAL STOCK EXCHANGE, OR BY A COMMERCIAL BANK OR A TRUST COMPANY. 
  
 This certificate also evidences and entitles the holder hereof to the same number of Rights (subject to adjustment) as the number of shares of Common
Stock represented by this certificate, such Rights being on the terms provided under the Rights Agreement by and between Columbia Laboratories, Inc. and First Union National Bank (the “Rights Agent”), dated as of March 13, 2002, as it may
be amended from time to time (the “Agreement”), the terms of which are incorporated herein by reference and a copy of which is on file at the principal executive offices of Columbia Laboratories, Inc. Under certain circumstances, as set
forth in the Agreement, such Rights shall be evidenced by separate certificates and shall no longer be evidenced by this certificate. Columbia Laboratories, Inc. shall mail to the registered holder of this certificate a copy of the Agreement without
charge within five days after receipt of a written request therefor. As provided in Section 7(e) of the Agreement, Rights issued to or Beneficially Owned by Acquiring Persons or their Affiliates or Associates (as such terms are defined in the
Agreement) or any subsequent holder of such Rights shall be null and void and may not be exercised by or transferred to any Person.