Exhibit 4.2 










C



TRIAN ACQUISITION I CORP.



INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE



COMMON STOCK



SEE REVERSE FOR
CERTAIN DEFINITIONS



CUSIP 89582E 10 8








This Certifies that



is the owner of



FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE COMMON STOCK OF



TRIAN ACQUISITION I CORP.



transferable on the books of the Corporation in person or by authorized attorney upon surrender of this certificate properly endorsed. 



    The Corporation will be forced to liquidate if it is unable to complete a business combination
by ___________ , 2010, all as more fully described in 
the Corporation’s final prospectus dated ___________ , 2008.



This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar of the Corporation.



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



Dated: _________________ , 20 ______



PRESIDENT



SECRETARY











	
 


	
AMERICAN BANK NOTE COMPANY


	
711 ARMSTRONG LANE


	
COLUMBIA, TENNESSEE 38401


	
(931) 388-3003


	 
	
SALES: J. Dickinson 708-385-9112


	 
	
/ ETHER 7 / LIVE JOBS / T / Trian 28839 FC Lot 1








	
 


	
PRODUCTION COORDINATOR: TODD DEROSSETT 931-490-1720


	
PROOF OF DECEMBER 3, 2007


	
TRIAN ACQUISITION I CORP.


	
TSB 28839 FC LOT 1


	 
	
Operator:          AP


	 
	
New












PLEASE INITIAL THE APPROPRIATE SELECTION FOR THIS PROOF:
_____OK AS IS _____ OK WITH CHANGES _____ MAKE CHANGES AND SEND ANOTHER PROOF 






Colors Selected for Printing: Intaglio prints in SC-3 Dark Green.  



COLOR: This proof was printed from a digital file or artwork on a graphics
quality, color laser printer. It is a good representation of the color as it will appear on the final product.
However, it is
not an exact color rendition, and the final printed product may appear slightly different from the proof due to the difference
between the dyes and printing ink. 



NOTE: Text that is sent in by disk or e-mail
is not proofread word for word.










Trian Acquisition I Corp.


          The
Corporation will furnish without charge to each stockholder who so requests the
powers, designations, preferences and relative, participating, optional or
other special rights of each class of stock or series thereof of the
Corporation and the qualifications, limitations, or restrictions of such
preferences and/or rights. This certificate and the shares represented thereby
are issued and shall be held subject to all the provisions of the Certificate
of Incorporation and all amendments thereto and resolutions of the Board of
Directors providing for the issue of shares of Preferred Stock (copies of which
may be obtained from the secretary of the Corporation), to all of which the
holder of this certificate by acceptance hereof assents.


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.


	
Signature(s)
 Guaranteed:

	
 

	
 

	
 


	
 

	
 

	
 

	
 


	
 

	
 

	
 

	
 


	
 

	
 

	
 

	
 


	


	
 

	
 

	
 


	
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).

	
 

	
 

	
 





The holder of
this certificate shall be entitled to receive funds from the trust fund only in
the event of the Company’s liquidation upon failure to consummate a business
combination or if the holder seeks to convert his respective shares into cash
upon a business combination which he voted against and which is actually
completed by the Company. In no other circumstances shall the holder have any
right or interest of any kind in or to the trust fund.





	
 


	
AMERICAN BANK NOTE COMPANY


	
711 ARMSTRONG LANE


	
COLUMBIA, TENNESSEE 38401


	
(931) 388-3003


	 
	
SALES: J. Dickinson 708-385-9112


	 
	
/ ETHER 7 / LIVE JOBS / T / Trian 28839 BK Lot 1









	
 


	
PRODUCTION COORDINATOR: TODD DEROSSETT 931-490-1720


	
PROOF OF DECEMBER 3, 2007


	
TRIAN ACQUISITION I CORP.


	
TSB 28839 BK LOT 1


	 
	
Operator:          AP


	 
	
New










PLEASE INITIAL THE APPROPRIATE SELECTION FOR THIS PROOF:
_____OK AS IS_____OK WITH CHANGES _____ MAKE CHANGES AND SEND ANOTHER PROOF 


NOTE: Text that is sent in by disk or e-mail
is not proofread word for word.