Clst Holdings, Inc. Watch

from 8-K 3 pages Amendment to Rights Agreement

from 8-K 2 pages Certificate of Dissolution of Clst Holdings, Inc

from 10-K 2 pages Indenture or similar

from 8-A12G 57 pages Rights Agreement Dated as of February 13, 2009 Between Clst Holdings, Inc. and Mellon Investor Services LLC, as Rights Agent

from 10-K 3 pages This Certificate Is Transferable in Jersey City, Nj, New York, Ny and Pittsburgh, Pa [Clst Holdings, Inc. Logo] Common Stock Par Value $.01 Per Share Number C Shares Cusip 12564r 10 3 See Reverse for Certain Definitions and Provisions Incorporated Under the Laws of the State of Delaware This Certifies That Is the Record Holder of Fully Paid and Non-Assessable Shares of the Common Stock, Par Value $.01 Per Share, of Clst Holdings, Inc. (Herein Called the "Corporation") Transferable on the Books of the Corporation in Person or by Duly Authorized Attorney Upon Surrender of This Certificate Properly Endorsed or Assigned. This Certificate and the Shares Represented Hereby Are Issued and Shall Be Subject to the Laws of the State of Delaware and to All Provisions of the Certificate of Incorporation and By-Laws of the Corporation as Amended From Time to Time. This Certificate Is Not Valid Unless Countersigned and Registered by the Transfer Agent and Registrar. Witness the Facsimile Seal of the Corporation and the Facsimile Signatures of Its Duly Authorized Officers. Dated: /S/ Chairman of the Board and Chief Executive Officer Countersigned and Registered Mellon Investor Services LLC Transfer Agent and Registrar by /S/ Authorized Signature Secretary [Clst Holdings, Inc. Seal]

from 10-K 3 pages Cellstar Corporation

from 10-Q 16 pages Amended and Restated Bylaws of Cellstar Corporation

from 10-K 14 pages Cellstar Corporation, Issuer and the Bank of New York, Trustee First Supplemental Indenture Dated as of November 5, 2002 to Indenture Dated as of February 20, 2002 $39,148,0000 5% Senior Subordinated Convertible Notes Due November 30, 2002

from 10-K 2 pages Second Amendment to Rights Agreement

from 10-Q ~1 page Speciman Common Stock

from 10-K >50 pages Indenture Senior Subordinated Convertible Notes

from 10-K >50 pages Indenture, Senior Subordianted Notes

from S-4/A >50 pages Indenture for the Senior Convertible Notes

from S-4/A >50 pages Indenture for the Senior Convertible Notes

from S-4/A >50 pages Indenture for the Senior Notes

from S-4/A >50 pages Indenture for the Senior Notes

from S-4/A >50 pages Indenture Among Cellstar and the Bank of New York

from S-8 ~5 pages Nonqualified Stock Option Agt Under 1933 Plan

from S-8 ~5 pages Incentive Stock Option Agt Under 1933 Plan

from S-3/A ~10 pages Indenture or similar