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                                                                     EXHIBIT 4.4




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                           MEWBOURNE ENERGY PARTNERS
                                   97-A, L.P.

                         A DELAWARE LIMITED PARTNERSHIP

           CERTIFICATE NUMBER               NUMBER OF LIMITED PARTNER INTERESTS 
                                    

                    T H I S   C E R T I F I E S   T H A T

           IS A LIMITED PARTNER OF MEWBOURNE ENERGY PARTNERS 97-A, L.P., A
           DELAWARE LIMITED PARTNERSHIP (THE "PARTNERSHIP"), OWNING THE
           NUMBER OF LIMITED PARTNER INTERESTS IN THE PARTNERSHIP ABOVE
           SPECIFIED, EACH LIMITED PARTNER INTEREST HAVING AN INITIAL
           PURCHASE PRICE FROM THE PARTNERSHIP OF ONE THOUSAND DOLLARS
           ($1,000.00). EACH LIMITED PARTNER INTEREST IS SUBJECT TO ALL OF
           THE TERMS AND CONDITIONS OF THE AGREEMENT OF PARTNERSHIP OF THE
           PARTNERSHIP AND ENTITLED TO ALL THE RIGHTS AND PRIVILEGES STATED
           THEREIN. THIS CERTIFICATE IS INTENDED SOLELY TO PROVIDE IN CONCISE
           FORM CERTAIN INFORMATION ABOUT THE OWNERSHIP OF LIMITED PARTNER
           INTERESTS IN THE PARTNERSHIP. ALL RIGHTS, OBLIGATIONS AND OTHER
           ATTRIBUTES (INCLUDING THOSE RELATING TO ASSIGNMENT AND  TRANSFER)
           PERTAINING TO THE LIMITED PARTNER INTERESTS DESCRIBED IN THIS
           CERTIFICATE ARE SET FORTH IN AND GOVERNED BY THE AGREEMENT OF
           PARTNERSHIP OF THE PARTNERSHIP, TO WHICH REFERENCE MUST BE MADE FOR
           DESCRIPTION OF SUCH RIGHTS, OBLIGATIONS AND OTHER ATTRIBUTES. THIS
           CERTIFICATE IS NOT VALID UNLESS EXECUTED BY AN AUTHORIZED OFFICER OF
           THE MANAGING PARTNER OF THE PARTNERSHIP.

                                 MEWBOURNE ENERGY PARTNERS, 97-A, L.P.

                                      BY:     MEWBOURNE DEVELOPMENT CORPORATION,
                                              MANAGING PARTNER



  DATED:                              BY:
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                                              J. ROE BUCKLEY, TREASURER
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         This Certificate and the Agreement of Partnership of the Partnership
are your evidence of ownership of Limited Partner Interests, and both should be
retained.  This Certificate should be submitted to the Partnership in the event
of any proposed change in ownership of your Limited Partner Interests.

         For transfer purposes, please return this Certificate to Mewbourne
Development Corporation, Investor Services Department, 3901 S. Broadway, Tyler,
Texas 75701, (903) 561-2900.

For Value received, the undersigned hereby sells, assigns and transfers
_________________ of the Limited Partner Interests represented by this
Certificate unto:


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                           (Print Name of Transferee)

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                         (Street Address of Transferee)

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                 (City)        (State)                    (Zip)

and does hereby irrevocably constitute and appoint the Managing Partner
attorney to transfer the said Limited Partner Interests on the books of the
Partnership with full power of substitution.

Subject to the terms of Section 8.1 of the Agreement of Partnership of the
Partnership, the undersigned consents/does not consent to the above-named
transferee's becoming a substituted Limited Partner in the Partnership.

Date:
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      (Signature* of Limited Partner Interest Holder or Authorized
       Representative)

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         (Signature* of Joint Limited Partner Interest Holder)

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           (Printed Name of Limited Partner Interest Holder)
   
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         (Printed Name of Joint Limited Partner Interest Holder)

Signed in presence of:
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                                        (Witness)

*NOTE:  Please sign your name exactly as it is shown on the Certificate.  When
Limited Partner Interests are held by joint tenants, both should sign.  When
signing as attorney, executor, administrator, trustee, or guardian, please give
full title as such.  If a corporation, please sign in full corporate name by an
authorized corporate officer, and indicate corporate office held by person
signing.  If a partnership, please sign in partnership name by authorized
person.