EXHIBIT 4.1
                       SPECIMEN COMMON STOCK CERTIFICATE

IVC
                              IVI Checkmate Corp.
 
COMMON SHARES INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
                                             SEE REVERSE FOR CERTAIN DEFINITIONS
                                                          CUSIP 450928  10  6
 
THIS CERTIFIES THAT
 
IS THE OWNER OF
 
 FULLY PAID AND NON-ASSESSABLE COMMON SHARES OF THE PAR VALUE OF $0.01 EACH OF
 
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    _______________________                           ______________________
 
                 -------------------------- IVI Checkmate Corp.
                           --------------------------
 
      transferable on the books of the Corporation by the holder hereof in
      person or by duly authorized attorney upon surrender of this
      Certificate properly endorsed. This Certificate is not valid until
      countersigned by the Transfer Agent and registered by the Registrar.
 
          WITNESS the facsimile seal of the Corporation and the facsimile
      signatures of its duly authorized officers.
 
      Dated:
 
                            SECRETARY      PRESIDENT
 
IVI CHECKMATE CORP.                 1998                DELAWARE

    The Corporation shall furnish without charge to each stockholder who so
requests a statement of the powers, designations, preferences and relative,
participating, optional or other special rights of each class of stock of the
Corporation or series thereof and the qualifications, limitations or
restrictions of such preferences and/or rights. Such requests shall be made to
the Corporation's Secretary at the principal office 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           UNIF GIFT MIN ACT --
TEN ENT        --      as tenants by the entireties   ................................ Custodian................................
JT TEN         --      as joint tenants with right    (Cust)                       (Minor)
                       of                             under Uniform Gifts to Minors
                       survivorship and not as        Act.................................................................
                       tenants                        (State)
                       in common                      UNIF TRF MIN ACT -- .................. Custodian (until
                                                      age..................)
                                                      (Cust)
                                                      ....................................under Uniform Transfers
                                                      (Minor)
                                                      to Minors
                                                      Act.................................................................
                                                      (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
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________________________________________________________________________________
 (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING 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____________________________
                             ___________________________________________________
                             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.
                        NOTICE:
              SIGNATURE(S) GUARANTEED: _________________________________________
                                       THE SIGNATURE(S) SHOULD BE GUARANTEED BY
                                       AN ELIGIBLE GUARANTOR INSTITUTION (BANKS,
                                       STOCKBROKERS, SAVINGS AND LOAN
                                       ASSOCIATIONS AND CREDIT UNIONS WITH
                                       MEMBERSHIP IN AN APPROVED SIGNATURE
                                       GUARANTEE MEDALLION PROGRAM), PURSUANT TO
                                       B.E.C. RULE 17AO-15,