exhibit41.htm


    EXHIBIT
      4.1

    


    
      	
              Certificate
                No.

            	
              Incorporated
                under the Laws of
                the State of Delaware

                                                                 
                Shares

            	
                

            


    

          
      CXXX                                                                                                                                                                                                     -
      XXX,XXX -

    


    SEE
      RESTRICTIVE LEGEND ON THE REVERSE

    MOBILE
      PRESENCE TECHNOLOGIES, INC.

    TOTAL
      AUTHORIZED SHARE ISSUE 21,000,000 SHARES

    CONSISTING
      OF

    20,000,000
      SHARES PAR VALUE $.0001 COMMON STOCK

    1,000,000
      SHARES PAR VALUE $.0001 PREFERRED STOCK

    


    


    This
      is to Certify that                                                                                             
     - Specimen-                               
                                                                              
is the owner of

    


                                                                                                                      
      - XXXXXXXXXX (XXX,XXX) -

    Fully
      paid and non- assessable shares of the Common Stock of Mobile Presence
      Technologies, Inc.

    


    transferable
      on the books of the Corporation by the holder in person or by duly authorized
      Attorney upon surrender of this Certificate properly
      endorsed.

    


    Witness,
      the signatures of its duly
      authorized officers.

    Dated:     

    


    


    Corporate
      Seal

                       
      Secretary                                                                                                                                                                        
 President

    
       

    

    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 and
      regulations:

    


    
      	
              TEN
                COM   - as tenants in common

            	
              UNIF
                TRANSFERS MIN ACT - _______ Custodian
                _________

            


    

                             
      (Cust.)                        
(Minor)

                          
      Under Uniform Gifts to Minors Act ____________________

                          
      (State)

    TEN
      ENT    - as tenants by the entirety

    


    JTWROS    -
      as Joint tenants with right of survivorship

    


    Additional
      abbreviations may also be used though not on the above list

    


    For
      value received ____________  hereby sell, assign and transfer
      unto

    


    


                  (Please
      insert social security number, I.D. Number of Transferee)

    


    


    


    (Please
      print name and address of
      transferee)

    


     

    


                         
      shares represented by this certificate and hereby do irrevocably
      appoint

    


                                                                     
      attorney to transfer the said shares on the books of the corporation with full
      power of substitution in the premises.

    


    Dated
      

    


     

    
      	
                 (Signature)

            	
              (Second
                Signature, if applicable)

            


    

     

     

    In
      presence of  

    


    The
      securities represented by this certificate have been acquired for investment
      under an exemption from the registration requirements of the Securities Act
      of
      1933, as amended (the “1933 Act”).  Such securities may not be
      offered, sold, or transferred in the absence of (A) an effective registration
      statement under the 1933 or (B) an exemption therefrom AND AN OPINION OF COUNSEL
      TO THE COMPANY TO SUCH EFFECT.