Exhibit 4.0


                        COMMERCIAL CAPITAL BANCORP, INC.

COMMON STOCK                                            CERTIFICATE NO.  __
   _____ SHARES

(PAR VALUE, $.001 PER SHARE)                          SEE REVERSE FOR CERTAIN
                                                    DEFINITIONS AND LIMITATIONS

                                               CUSIP ________________________



THIS CERTIFIES THAT _______________________________, is the registered holder of
                                _
________________________________________________________________________________


             FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF
                       COMMERCIAL CAPITAL BANCORP, INC.,



a corporation organized under the laws of the State of Nevada (the
"Corporation"). The shares evidenced by this Certificate are transferable on the
books of the Corporation by the holder of record hereof, in person or by a duly
authorized attorney or legal representative, upon surrender of this Certificate
properly endorsed. This Certificate and the shares represented hereby are
subject to all the provisions of the Corporation's Articles of Incorporation and
Bylaws and all amendments thereto. The Certificate is not valid unless
countersigned by the Transfer Agent and registered by the 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 its facsimile seal to be affixed hereto.

Dated:





- -----------------------------------     ----------------------------------------
Richard A. Sanchez, Secretary           Stephen H. Gordon, Chairman of the Board







         The shares represented by this Certificate are subject to limitations
and restrictions as set forth in the Articles of Incorporation and Bylaws of
Commercial Capital Bancorp, Inc. ("CCBI") as from time to time amended. The
Articles of Incorporation are on file in the office of the Secretary of State
for the State of Nevada, and the Articles of Incorporation and the Bylaws are on
file with the Secretary of CCBI at CCBI's executive offices. The Articles of
Incorporation of CCBI authorize CCBI to issue more than one class of stock,
including a class of preferred stock, which may be issued in one or more series.

         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           under Uniform Gifts to Minors
          survivorship and not as tenants          Act____________________________________
          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

__________ Shares of the Common 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:  _________________



NOTICE: THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) AS
WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT
ENLARGEMENT OR ANY CHANGE WHATEVER




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Signature(s) must be guaranteed by a commercial
bank or trust company or a member firm of a major
stock exchange.