Exhibit 4.1

                 [COPY OF HORIZON TELCOM, INC., CORPORATE LOGO]

                             INCORPORATED UNDER THE
                                   LAWS OF THE
                                  STATE OF OHIO

B - ___
NUMBER                                                               _____SHARES

     This Certifies that

     is the holder of ____ shares of Class B non-voting common stock, fully paid
     and non-assessable

          transferable  only on the books of the Company by the holder hereof in
          person  or by duly  authorized  attorney  upon the  surrender  of this
          Certificate properly endorsed.


          In Witness  Whereof,  the Company has caused  this  certificate  to be
          signed and sealed by its duly authorized officers.



/s/  Jack E. Thompson                     /s/  Thomas McKell
- ----------------------------------        --------------------------------------
SECRETARY AND TREASURER                   PRESIDENT









Horizon  Telcom,  Inc.  will  mail to the  holder of this  certificate,  without
charge,  within five (5) days after receipt of written request therefor,  a copy
of the express terms of the shares and any series thereof which the  corporation
may be  authorized  to  issue  and a copy of any  restriction  on the  right  to
transfer  shares and any  reservation of lien on shares which shall be contained
in the articles or  regulations  of the  corporation,  or in any  instrument  in
writing to which the corporation is a party.

Certificate  for ____ shares of the CLASS B  NON-VOTING  COMMON STOCK of Horizon
Telcom, Inc. Issued to ____________ dated __________

For Value Received,  _____________________ hereby sell, assign and transfer unto
______________________________________________   Shares  of  the  Common   Stock
represented by the within Certificate,  and do hereby irrevocably constitute and
appoint _____________________________ to transfer the said Stock on the books of
the within named Corporation with full power of substitution in the premises.

Dated ____________                          20________
       In presence of


NOTICE:  THE  SIGNATURE  OF 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.

1375201v1