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EXHIBIT 4.1    
  



	 	 	INCORPORATED UNDER THE LAWS

OF THE STATE OF DELAWARE	 	 
	

NUMBER
 CA          


 CLASS A COMMON STOCK


 THIS CERTIFICATE IS TRANSFERABLE IN

NEW YORK, NY AND RIDGEFIELD PARK, NJ	
 	
UNITEDGLOBALCOM, INC.	
 	

SHARES

          
 CUSIP 913247 50 8


 SEE REVERSE FOR CERTAIN DEFINITIONS
	

 	
 	

 	
 	

 
	THIS CERTIFIES that	 	 	 	 
	

 	
 	

 	
 	

 
	is the owner of	 	 	 	 
	FULLY PAID AND NON-ASSESSABLE SHARES OF THE CLASS A COMMON STOCK, $.01 PAR VALUE, OF
	UNITEDGLOBALCOM, 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 is not valid unless countersigned by the Transfer Agent and registered by the Registrar.
	    WITNESS the facsimile seal of the Corporation and the fascimile signatures of its duly authorized officers.
	

 	
 	

 	
 	

 
	

Gene Schneider

              

CHIEF EXECUTIVE OFFICER



Ellen P. Spangler

             

SECRETARY	
 	

UNITEDGLOBALCOM, INC.

CORPORATE
 SEAL
 DELAWARE	
 	

Dated:                          


 COUNTERSIGNED AND REGISTERED.

CHASEMELLON SHAREHOLDER SERVICES, LLC

TRANSFER AGENT AND REGISTRAR
	

 	
 	

 	
 	

BY
	

 	
 	

 	
 	

AUTHORIZED SIGNATURE







UNITEDGLOBALCOM, INC.  


        The Corporation will funish without charge to each shareholder who so requests a full statement of the designations, preferences, limitations and relative rights
of each class of stock or series thereof of the Corporation and the variations in the relative rights and preferences between the shares of any series of preferred stock, so far as the same have been
fixed and determined, and the authority of the board of directors to fix and determine the relative rights and preferences of any series of preferred stock. Such requests may be made to the
Corporation or to the transfer agent. 


ABBREVIATIONS  


        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 Class A Common Stock represented by the within Certificate, and do hereby irrevocably constitute and appoint
	

 	
 	

 
	
	 	Attorney
	to transfer the said Shares on the books of the within named Corporation with full power of substitution in the premises.









	

Dated	
 	

	
 	

 	
 	

 
	

 	
 	

 	
 	

 	
 	

 
	 	 	 	 	 	 	Signature(s):
	

 	
 	

 	
 	

X	
 	


	

 	
 	

 	
 	

X	
 	


	 	 	 	 	NOTICE:	 	THE SIGNATURE OF 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) 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.











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EXHIBIT 4.1