Contract

NUMBER PROGUARD SHARES Acquisition Corp. AUTHORIZED STOCK 100,000,000 COMMON SHARES PAR VALUE $.001 PER SHARE This Certifies That is the registered holder of shares Transferable only on the books of the Corporation by the holder hereof in person or by Attorney upon surrender of this Certificate properly endorsed. In Witness Whereof, the said Corporation has caused this Certificate to be signed by its duly authorized officers and its Corporate Seal to be hereunder affixed Dated: CORPORATE SEAL ATLAS STOCK TRANSFER CORPORATION 5809 South State St. Salt Lake City, Utah 84107 By: -------------------- Authorized Signature