EX-4.6



 Exhibit 4.6 
  

			
	 NUMBER             
	 	SHARES             

 INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND 

CONDOR HOSPITALITY TRUST, INC. 

CUSIP 20676Y106 
 SEE REVERSE FOR

 CERTAIN DEFINITIONS 
 THIS CERTIFIES THAT 

is the owner of 
 FULLY PAID AND NONASSESSABLE
SHARES OF COMMON STOCK, 
 $.01 PAR VALUE PER SHARE, OF 

CONDOR HOSPITALITY TRUST, INC. 
 (the
“Corporation”), a Maryland corporation. The shares represented by this Certificate are transferable only on the stock transfer books of the Corporation by the holder of record hereof in person or by its duly authorized attorney or legal
representative upon surrender of this Certificate properly endorsed. This Certificate is not valid unless countersigned and registered by the transfer agent and registrar. 

IN WITNESS WHEREOF, the Corporation has caused this Certificate to be executed on its behalf by its duly authorized officers. 

DATED: 
 COUNTERSIGNED AND REGISTERED: 

 

									
	BY	 	TRANSFER AGENT AND REGISTRAR    
					
		 		 		 		 	
		 	 AUTHORIZED OFFICER    


  
  

					
		 		 	
			
	/s/	 		 	/s/
	SECRETARY	 		 	PRESIDENT








 TO PRESERVE THE QUALIFICATIONS OF THE CORPORATION AS A “REAL ESTATE INVESTMENT TRUST”
UNDER THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, UNDER THE CORPORATION’S ARTICLES OF INCORPORATION, TRANSFER OF THE SHARES REPRESENTED HEREBY IS RESTRICTED AND MAY BE STOPPED IF A PERSON OR GROUP OF PERSONS DIRECTLY OR THROUGH THE OPERATION
OF CERTAIN ATTRIBUTION RULES WOULD OWN IN EXCESS OF 9.9% OF THE OUTSTANDING STOCK OF THE CORPORATION AFTER THE TRANSFER. 
 THE CORPORATION
MAY REQUIRE EVIDENCE OF A PROPOSED TRANSFEREE’S STATUS AND OWNERSHIP INTEREST BEFORE PERMITTING ANY TRANSFER AND MAY REDEEM ANY SHARES HELD IN VIOLATION OF THE PRECEDING PARAGRAPH. THE CORPORATION WILL FURNISH TO ANY SHAREHOLDER WITHOUT CHARGE
A FULL STATEMENT OF THE TRANSFER RESTRICTIONS UPON REQUEST TO THE SECRETARY OF THE CORPORATION AT ITS PRINCIPAL OFFICE. 
 THE SHARES
REPRESENTED HEREBY ARE SUBJECT TO ALL OF THE PROVISIONS OF THE ARTICLES OF INCORPORATION AND BYLAWS OF THE CORPORATION, EACH AS AMENDED FROM TIME TO TIME, TO ALL OF WHICH THE HOLDER BY ACCEPTANCE HEREOF ASSENTS. THE CORPORATION WILL FURNISH TO ANY
SHAREHOLDER UPON REQUEST AND WITHOUT CHARGE, A FULL STATEMENT OF THE DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF THE SHARES OF EACH CLASS AUTHORIZED TO BE ISSUED, AS WELL AS VARIATIONS IN THE RIGHTS, PREFERENCES AND LIMITATIONS
DETERMINED FOR EACH SERIES, SO FAR AS THE SAME HAS BEEN DETERMINED BY THE BOARD OF DIRECTORS UNDER ITS AUTHORITY. 
 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, assigns and transfers unto 

			
	PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE	 	
	  
	 	
		 	
	  
	 	
		 	
	 	 	 
	(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS INCLUDING ZIP CODE, OF ASSIGNEE)
		 	
	 	 	 
		 	
	 	 	 


                          
                                         
                                         
                                         
                                shares represented by this Certificate and do hereby
irrevocably constitute and appoint
                                         
                                         
   attorney to transfer the said shares on the books of the 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 THIS CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.
					
		 		 		 	BY	 	 
		 		 	SIGNATURE(S) GUARANTEED	 	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-16.

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