Exhibit 4.8
[LOGO OF USX] Common Stock
[GRAPHIC OF THREE WORKERS STANDING IN FRONT OF A GLOBE OF THE WORLD]
Incorporated under the laws
of the State of Delaware
NUMBER SHARES
ZQ
This certificate if transferable CUSIP 90337T 10 1
in New York or Pittsburgh SEE REVERSE SIDE FOR CERTAIN DEFINITIONS
USX-U.S. Steel Group
This is to certify that
SPECIMEN
is the owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF THE USX-U.S. STEEL GROUP COMMON STOCK
of USX Corporation transferable in person or by duly authorized attorney on the
books of the Corporation upon surrender of this certificate properly endorsed.
This certificate and the shares represented hereby are issued and shall be held
subject to all the provisions of the Restated Certificate of Incorportation of
the Corporation (a copy of which is on file in the Stock Transfer Department of
the Corporation), to all of which provisions each holder hereof by acceptance of
this certificate assents. This 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
signed by its duly authorized officers by use of their facsimile signatures.
CERTIFICATE OF STOCK
Registered
Mellon Bank, N.A. (Pittsburgh, PA)
Registrar, Countersigned: [logo]
Chairman of
By [logo] The Board of
Directors &
Secretary Chief Executive Officer
Authorized Signature [logo]
Transfer Agent
(USX Corporation, Pittsburgh, PA)
U000000 BANKNOTE CORPORATION OF AMERICA
USX-U.S. STEEL GROUP
This certificate also evidences and entitles the holder hereof to certain
Rights as set forth in the Amended and Restated Rights Agreement (the ``Rights
Agreement'') between USX Corporation (the ``Company'') and Mellon Bank, N.A.
(the ``Rights Agent''), the terms of which are hereby incorporated herein by
reference and a copy of which is on file at the principal offices of the
Company. 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. The Company will mail to the holder of this
certificate a copy of the Rights Agreement, as in effect on the date of mailing,
without charge promptly after receipt of a written request therefor. Under
certain circumstances set forth in the Rights Agreement, Rights issued to, or
held 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 currently held by or on behalf of such Person or by any subsequent
holder, may become null and void.
THE CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO
REQUESTS THE DESIGNATIONS, POWERS, 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, INSOFAR AS THE SAME MAY HAVE
BEEN FIXED, AND A STATEMENT OF THE AUTHORITY OF THE BOARD OF DIRECTORS TO FIX
SUCH DESIGNATIONS AND OTHER TERMS NOT FIXED BY THE CERTIFICATE OF INCORPORATION
WITH RESPECT TO OTHER CLASSES OF STOCK OR SERIES THEREOF. ANY SUCH REQUEST MAY
BE MADE TO THE SECRETARY OF THE CORPORATION.
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
TEN ENT-as tenants by the entireties
JT TEN-as joint tenants with right of
survivorship and not as tenants
in common
UNIF TRANS MIN ACT-.............Custodian............
(Cust) (Minor)
under Uniform Transfers to Minors
Act...............................
(State)
UNIF GIFT MIN ACT-..............Custodian..................
(Cust) (Minor)
under Uniform Gifts to Minors
Act................................
(State)
Additional abbreviations may also be used though not in the above list.
For value received, hereby sell, assign and transfer into
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PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
PLEASE PRINT OR TYPE NAME AND ADDRESS OF ASSIGNEE
NAME
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STREET
SHARES
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PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
PLEASE PRINT OR TYPE NAME AND ADDRESS OF ASSIGNEE
NAME
- --------------------------------------------------------------------------------
STREET
SHARES
- --------------------------------------------------------------------------------
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PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
PLEASE PRINT OR TYPE NAME AND ADDRESS OF ASSIGNEE
NAME
- --------------------------------------------------------------------------------
STREET
SHARES
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of the capital stock represented by the within Certificate and do hereby
irrevocably constitute and appoint
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Attorney to transfer the said stock on the books of the within-named
Corporation with full power of substitution in the premises.
Dated,
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*
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*NOTICE: THE SIGNATURE 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.
SIGNATURE GUARANTEED