EXHIBIT 4.8
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[SPECIMEN NISOURCE INC. COMMON STOCK CERTIFICATE]
[Graphic depicting four figures in front of large industrial gear with
wings]
NISOURCE INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
This Certificate is Transferable in New York, N.Y.
and Ridgefield, N.J.
NUMBER SHARES
CC
COMMON COMMON
PAR VALUE $.01 PER SHARE PAR VALUE $.01 PER SHARE
CUSIP 65473P 10 5
SEE REVERSE FOR
CERTAIN
DEFINITIONS
THIS CERTIFIES THAT
IS THE OWNER OF
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, OF
NiSource Inc. transferrable 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 hereby are issued under and shall be subject to all of the
provisions of the Certificate of Incorporation and the By-Laws of the
Corporation and any amendments thereto, copies of which are on file
with the Corporation and the Transfer Agent, to all of which the
holder, by acceptance hereof, assents. This certificate is not valid
unless countersigned by the Transfer Agent and registered by the
Registrar.
Witness the seal of the Corporation and the facsimile signatures of
its duly authorized officers.
Dated:
/s/ Nina M. Rausch [NiSource corporate seal] /s/ Gary L. Neale
------------------- --------------------
Secretary Chairman, President
and Chief Executive
Officer
Countersigned and Registered:
ChaseMellon Shareholder Services, L.L.C.
Transfer Agent and Registrar
by
Authorized signature
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NiSource Inc.
THE CORPORATION WILL FURNISH WITHOUT CHARGE, TO EACH STOCKHOLDER
WHO SO REQUESTS, A COPY OF THE PROVISIONS SETTING FORTH DESIGNATIONS,
PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL
RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF WHICH THE CORPORATION
IS AUTHORIZED TO ISSUE AND THE QUALIFICATIONS, LIMITATIONS OR
RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS. ANY SUCH REQUEST MAY
BE ADDRESSED TO THE SECRETARY OF THE CORPORATION OR TO THE TRANSFER
AGENT NAMED ON THE FACE HEREOF.
This certificate also evidences and entitles the holder hereof to
certain Rights as set forth in a Rights Agreement between NiSource
Inc. and ChaseMellon Shareholder Services, L.L.C. (the "Rights
Agreement"), the terms of which are hereby incorporated herein by
reference and a copy of which is on file at the principal executive
offices of NiSource Inc. Under certain circumstances, as set forth in
the Rights Agreement, such Rights will be evidenced by separate
certificates and will no longer be evidenced by this certificate.
NiSource Inc. will mail to the holder of this certificate a copy of
the Rights Agreement without charge promptly upon receipt of a written
request therefor. Under certain circumstances, Rights beneficially
owned by any Person who is, was or becomes an Acquiring Person or any
Affiliate or Associate thereof (as such terms are defined in the
Rights Agreement), whether then held by or on behalf of such Person or
by any subsequent holder, may become null and void.
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.......
(Cust) (Minor)
TEN ENT -- as tenants by the entireties under Uniform Gifts to Minors Act
JT TEN -- as joint tenants with rights of
survivorship and not as tenants -----------------------
in common (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 postal zip code of assignee)
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______________________________________________________________________
______________________________________________________________________
_______________________________________________________________ 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, _________________________
____________________________________
AFFIX MEDALLION SIGNATURE
GUARANTEE IMPRINT BELOW
X ____________________________
(SIGNATURE)
X ____________________________
(SIGNATURE)
______________________________
ABOVE SIGNATURE(S) 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.
THE SIGNATURE(S) MUST BE
GUARANTEED BY AN ELIGIBLE
GUARANTOR INSTITUTION SUCH AS
A SECURITIES BROKER/DEALER,
COMMERCIAL BANK & TRUST
COMPANY, SAVINGS AND LOAN
ASSOCIATION OR A CREDIT UNION
PARTICIPATING IN THE MEDALLION
PROGRAM APPROVED BY THE
SECURITIES TRANSFER
ASSOCIATION, INC.
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