Exhibit 4.1




	
  

  	
  PRESIDENT
  SECRETARY DELAWARE SEAL COR PORATE WCI COMMUN ITIES, INC. WCI COMMON STOCK
  COMMON STOCK INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE PAR VALUE
  $.01 PER SHARE THIS CERTIFICATE IS TRANSFERRABLE IN CANTON, MA AND NEW YORK,
  NY CUSIP 92923C 40 1 SEE REVERSE FOR CERTAIN DEFINITIONS FULLY PAID AND NON
  ASSESSABLE SHARES OF THE COMMON STOCK, PAR VALUE $.01 PER SHARE, OF THIS
  CERTIFIES THAT IS THE OWNER OF WCI Communities, Inc., a Delaware corporation
  (hereinafter referred to as the “Corporation”), 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 and the shares represented thereby are issued and shall be subject
  to all of the provisions of the Certificate of Incorporation and By-Laws of
  the Corporation, as from time to time amended, to all of which the holder of
  this Certificate hereof by acceptance hereby assents. This certificate is not
  valid unless countersigned and registered by the Transfer Agent and
  Registrar. Witness the facsimile seal of the Corporation and the facsimile
  signatures of its duly authorized officers. Dated: COMMUNITIES, OMMUNITIES,
  INC. COMMUNITIES, OMMUNITIES, INC. WCI COUNTERSIGNED AND REGISTERED: AMERICAN
  STOCK TRANSFER & TRUST COMPANY, LLC (Brooklyn, New York) TRANSFER AGENT
  AND REGISTRAR By: AUTHORIZED SIGNATURE 

  






 













 




	
  

  	
  Additional
  abbreviations may also be used though not in the above list. of the common
  stock represented by the within Certificate, and do hereby irrevocably
  constitute and appoint For value received, hereby sell, assign and transfer
  unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE
  shares Attorney THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE
  NAME(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE, IN EVERY PARTICULAR,
  WITHOUT ALTERATION OR ENLARGEMENT, OR ANY CHANGE WHATEVER. 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. to transfer the said stock on the books of the within named
  Corporation with full power of substitution in the premises. Dated WCI
  Communities, Inc. SHAREHOLDERS MAY OBTAIN, WITHOUT CHARGE, A FULL STATEMENT
  OF THE DESIGNATIONS, PREFERENCES, RIGHTS, POWERS, RESTRICTIONS, LIMITATIONS,
  QUALIFICATIONS, AND TERMS AND CONDITIONS OF THE STOCK OF EACH CLASS AND OF
  EACH SERIES AUTHORIZED TO BE ISSUED BY THE CORPORATION BY WRITTEN REQUEST TO
  THE SECRETARY OF WCI COMMUNITIES, INC. 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: SIGNATURE(S) GUARANTEED: TEN COMTEN ENTJT TENas tenants in
  common as tenants by the entireties as joint tenants with right of
  survivorship and not as tenants in common UNIF GIFT MIN ACT- Custodian (Cust)
  (Minor) under Uniform Gifts to Minors Act (State) (PLEASE PRINT OR TYPEWRITE
  NAME AND ADDRESS OF ASSIGNEE) Signature(s) NOTICE: