Exhibit 4.1

	
  
COMMON STOCK
  	
  
 
  	
  
COMMON STOCK
  
	
  
CERTIFICATE   NO.  __
  	
  
 
  	
  
___ SHARES
  
	
  
 
  	
  
 
  	
  
See reverse side for certain definitions
  
	
  
 
  	
  
 
  	
  
CUSIP NO. ______
  




MERIDIAN INTERSTATE BANCORP, INC.
ORGANIZED UNDER THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS


THIS CERTIFIES THAT:


[SPECIMEN]


is the owner of:


FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, NO PAR VALUE,
 OF MERIDIAN INTERSTATE BANCORP, INC.


          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 or assigned. This Certificate and the shares of common stock represented hereby are issued and shall be held subject to the laws of the Commonwealth of Massachusetts and to the Articles of Organization and Bylaws of the Corporation, as in effect and as amended from time to time hereafter. This Certificate is not valid until countersigned and registered by the Transfer Agent and Registrar


          The shares are not a deposit account and are not federally insured or guaranteed by the Federal Deposit Insurance Corporation.


          IN WITNESS WHEREOF, MERIDIAN INTERSTATE BANCORP, INC.  has caused this certificate to be executed by the signatures of its duly authorized officers and has caused its corporate seal to be hereunto affixed.


	
  
Dated:
  	
  
 
  	
  
[SEAL]
  
	
  
 
  	
  
 
  	
  
 
  	
  
 
  	
  
 
  
	
   
  	
  
 


  	
  
 
  	
  
 
  	
  
 


  
	
  
 
  	
  
 
  	
  
 
  	
  
 
  	
  
 
  
	
   
  	
  


  	
  
 
  	
  
 
  	
  


  
	
  
 
  	
  
Chairman of   the Board and
  	
  
 
  	
  
 
  	
  
Chief   Financial Officer and Treasurer
  
	
  
 
  	
  
Chief   Executive Officer
  	
  
 
  	
  
 
  	
  
 
  












          The shares represented by this Certificate are subject to a limitation contained in the Corporation’s Articles of Organization to the effect that in no event shall any person directly or indirectly, offer to acquire or acquire the beneficial ownership of more than 10% of the outstanding shares of common stock.  Shares beneficially owned in excess of this limitation shall not be counted as shares entitled to vote and shall not be voted by any person or counted as voting shares.


          The Board of Directors of the Corporation is authorized by resolution(s), from time to time adopted, to provide for the issuance of serial preferred stock in series and to fix and state the voting powers, designations, preferences and relative, participating, optional, or other special rights of the shares of each such series and the qualifications, limitations and restrictions thereof.  The Corporation will furnish to any shareholder upon request and without charge a full description of each class of stock and any series thereof.


          The shares represented by this Certificate may not be cumulatively voted on any matter.  


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  
  	
  
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as tenants in   common
  	
  
 
  	
  
UNIF GIFTS   MIN ACT - __________ custodian __________
  
	
  
 
  	
  
 
  	
  
 
  	
  
 
  	
  
                                               (Cust)                           (Minor)
  
	
   
  	
  
 
  	
  
 
  	
  
 
  	
  
under   Uniform Gifts to Minors Act ___________________
  
	
  
 
  	
  
 
  	
  
 
  	
  
 
  	
  
                                                                      (State)
  
	
  
 
  	
  
 
  	
  
 
  	
  
 
  	
  
 
  
	
  
TEN ENT    
  	
  
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as tenants   by the entireties
  	
  
 
  	
  
UNIF TRF MIN   ACT - ___________ custodian (until age __)
  
	
   
  	
  
 
  	
  
 
  	
  
 
  	
  
                                               (Cust)
  
	
  
 
  	
  
 
  	
  
 
  	
  
 
  	
  
___________   under Uniform Transfers  to Minors Act   _________
  
	 JT TEN
	 -
	 as joint tenants with right of survivorship and not as tenants in common
	
  
 
  	
  
    (Minor)                                                                              (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 IDENTIFICATION NUMBER OF ASSIGNEE

	
  


  
	
  
Please print or typewrite name and address   including postal zip code of assignee.
  





	
  
____________________________________ shares of the
common stock represented by this 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 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