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Exhibit 4.1  



	NUMBER	 	THE BANK HOLDINGS	 	SHARES
	

COMMON STOCK	
 	

INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA	
 	

SEE REVERSE FOR CERTAIN

DEFINITIONS
	

 	
 	

 	
 	

CUSIP





        THIS
CERTIFIES THAT 


        IS
THE REGISTERED HOLDER OF 


FULLY
PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $0.01 PAR VALUE OF 


        THE BANK HOLDINGS (hereinafter called the Company) transferable on the books of the Company, in person or by duly authorized attorney,
upon surrender of this Certificate properly endorsed. This Certificate and the shares represented hereby are issued and shall be subject to all the provisions of the Certificate of Incorporation of
the Company and amendments thereto, to all of which the holder, by acceptance hereof, assents. This Certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar. 


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



	 	 	 	 	COUNTERSIGNED AND REGISTERED:
	 	 	 	 	TRANSFER ONLINE, INC.

227 SW PINE STREET

Suite 300

PORTLAND, OR 97204
	

 	
 	

BY	
 	

TRANSFER AGENT

AND REGISTRAR
	 	 	 	 	AUTHORIZED SIGNATURE
	Dated:	 	THE BANK HOLDINGS

CORPORATE

SEAL

2003	 	 
	CHAIRMAN OF THE BOARD	 	NEVADA	 	PRESIDENT







 
 

THE BANK HOLDINGS    
    


        THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS, THE DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS APPLICABLE TO EACH
CLASS OF STOCK OF THE COMPANY AND THE VARIATIONS IN RIGHTS, PREFERENCES, AND LIMITATIONS DETERMINED FOR EACH SERIES (AND THE AUTHORITY OF THE BOARD OF DIRECTORS TO DETERMINE VARIATIONS FOR FUTURE
SERIES). SUCH REQUEST MAY BE MADE TO THE COMPANY AT ITS PRINCIPAL OFFICE. 


        The
following abbreviations, when used in the inscription on the fact 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	 	 	 	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 Common 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 Company 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.
	

 	
 	

          	
 	

          

	 	 	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-15





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









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THE BANK HOLDINGS