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COUNTERSIGNED AND REGISTERED :
AMERICAN STOCK TRANSFER & TRUST COMPANY
TRANSFER AGENT AND REGISTRAR
BY:_____________________________________
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SERIES A CONVERTIBLE PREFERRED STOCK
AMERICAN BUSINESS FINANCIAL SERVICES, INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
SEE REVERSE SIDE FOR CERTAIN DEFINITIONS
THIS CERTIFIES THAT
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[SPECIMEN]
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IS THE OWNER OF
FULLY PAID AND NONASSESSABLE SHARES OF SERIES A CONVERTIBLE PREFERRED STOCK, PAR VALUE $.001 PER SHARE OF
American Business Financial Services, Inc. (the "Corporation"), a Delaware corporation. The shares represented by this
certificate are transferable only on the stock transfer books of the Corporation by the holder of record hereof, or by his duly
authorized attorney or legal representative, upon the surrender of this certificate properly endorsed. This certificate is not valid
until countersigned and registered by the Corporation's transfer agent and registrar.
IN WITNESS WHEREOF, the Corporation has caused this certificate to be executed by the facsimile signatures of its duly
authorized officers and has caused a facsimile of its corporate seal to be hereunto affixed.
DATED
[Seal] Xxxxxxx X. Xxxxxxxx
Xxxxxxx X. Xxxxxx Chairman, President and Chief Executive
Secretary Officer
AMERICAN BUSINESS FINANCIAL SERVICES, INC.
The shares represented by this certificate are issued subject to all
the provisions of the Certificate of Designation, Preferences and Rights of the
Series A Convertible Preferred Stock, Amended and Restated Certificate of
Incorporation ("Certificate of Incorporation") and the Bylaws ("Bylaws") of
American Business Financial Services, Inc. (the "Corporation") as from time to
time amended (copies of which are on file at the principal executive offices of
the Corporation).
The Corporation will furnish to any stockholder upon request and
without charge a full statement of the powers, designations, preferences and
relative participating, optional or other special rights of each authorized
class of stock or series thereof and the qualifications, limitations or
restrictions of such preferences and/or rights, to the extent that the same have
been fixed, and of the authority of the board of directors to designate the same
with respect to other series. Such request may be made to the Corporation or to
its Transfer Agent and Registrar.
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 entirety (Cust) (Minor)
JT TEN - as joint tenants with right of Under Uniform Gift to Minors Act-__________
survivorship and not as tenants (State)
in common UNIF TRANS MIN ACT____ Custodian______
(Cust) (Minor)
Under Uniform Transfers 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
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PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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_______________________________________________________________________________
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
________________________________________________________________________________
________________________________________________________________________________
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Shares of Series A Preferred Stock
constitute and appoint _________________________________________________________
________________________________________________________________________Attorney
to transfer the said shares 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
PARTICULAR, WITHOUT ALTERATION OR ENLARGE-
MENT OR ANY CHANGE WHATSOEVER.
SIGNATURE(S) GUARANTEED:
By_______________________________________
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.
