1 EXHIBIT 4.1 COMMON STOCK COMMON STOCK NUMBER SHARES FBU CUSIP 594079 10 5 See reverse for certain definitions MICHAEL FOODS INC. INCORPORATED UNDER THE LAWS OF THE STATE OF MINNESOTA This certificate is transferrable in the states of Massachusetts and New York THIS CERTIFIES THAT is the owner and registered holder of FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF ONE CENT ($.01) OF MICHAEL FOODS, INC. transferable only on the books of the corporation by the holder hereof in person or by a duly authorized attorney upon surrender of this certificate properly endorsed. This Certificate is not valid unless countersigned by the Transfer Agent and Registrar. WITNESS the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers. Dated: /s/ Jeffrey M. Shapiro /s/ Gregg A. Ostrander SECRETARY PRESIDENT [Merrill Corporation Seal] 2 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 under Uniform Gifts to entireties Minors JT TEN -as joint tenants with right of survivorship and not as tenants in common 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 OF ASSIGNEE _______________________________________________________________________________ _______________________________________________________________________________ _________________________________________________________________________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 _________________________________ _________________________________ NOTICE THE SIGNATURE TO THE ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE PAGE OF THE CERTIFICATE IN EVERY PARTICULAR WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER SIGNATURE GUARANTEED BY: