Exhibit 4.1


 


	
  NUMBER

  	
   

  	
   

  	
  UNITS

  	
   

  
	
  U

  	
   

  	
   

  	
   

  	
   

  
	
  SEE REVERSE FOR CERTAIN DEFINITIONS

  	
   

  	
   

  	
  CUSIP 429086 40 8

  	
   

  



 


HICKS ACQUISITION COMPANY I, INC.


 


UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE
WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK


 


	
  This Certifies that 

  	
   

  



 


	
  is the owner of 

  	
   

  	
   Units

  



 


Each Unit (“Unit”)
consists of one (1) share of common stock, par value $0.0001 per share (“Common
Stock”), of Hicks Acquisition Company I, Inc., a Delaware corporation (the
“Company”), and one warrant (the “Warrants”). Each Warrant entitles the holder
to purchase one (1) share (subject to adjustment) of Common Stock for $7.50 per
share (subject to adjustment). Each Warrant will become exercisable on the
later of (i) the Company’s completion of a merger, capital stock exchange,
asset acquisition or other similar business combination and (ii)               ,
and will expire unless exercised
before 5:00 p.m., New York City Time, on          ,
      , or earlier upon redemption (the
“Expiration Date”). The Common Stock and Warrants comprising the Units
represented by this certificate
are not transferable separately prior to            ,
2007, unless Citigroup Global Markets Inc. elects to allow separate trading
earlier, subject to the Company’s filing of a Current Report on Form 8-K with the Securities and Exchange Commission
containing an audited balance sheet reflecting the Company’s receipt of the
gross proceeds of the offering and issuing a press release announcing when
separate trading will begin. The terms of the Warrants are governed by a Warrant Agreement, dated as of          ,
      , between the Company and Continental Stock
Transfer & Trust Company, as Warrant Agent, and are subject to the terms and provisions contained
therein, all of which terms and provisions the holder of this certificate
consents to by acceptance hereof. Copies of the Warrant Agreement are on file
at the office of the Warrant Agent at 17 Battery Place, New York, New York
10004, and are available to any Warrant holder on written request and without
cost.


 


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


 


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


 


	
   

  	
   

  	
  [Corporate Seal]

  	
   

  	
   

  
	
  Secretary

  	
   

  	
  Delaware

  	
   

  	
  President

  
	
   

  	
   

  	
   

  	
   

  	
   

  



 


 

















 


Hicks Acquisition Company I, Inc.


 


The Corporation will furnish without charge to each stockholder who so
requests, a statement of 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.


 


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 

  	
   

  	
   

  	
  under Uniform Gifts to Minors

  
	
   

  	
   

  	
  and not as tenants in common 

  	
   

  	
   

  	
  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)

  



 


	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   Units

  



 


	
  represented
  by the within Certificate, and do hereby irrevocably constitute and appoint

  	
   

  
	
   

  	
   Attorney

  



to transfer
the said Units 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).