from S-1 ~20 pages Form of Underwriting Agreement

from S-1 ~5 pages Articles of Incorporation, as Amended

from S-1 ~20 pages Articles of Incorporation or Bylaws

from S-1 1 page <page> Number [Seal] Shares Elcom Technologies Corporation Incorporated Under the Laws of the Commonwealth of Pennsylvania Authorized Shares 20,000,000 Without Par Value This Certifies That Void Is the (See Reverse for Certain Definitions) Owner of Void Shares of Elcom Technologies Corporation Full Paid and Non-Assessable Transferable Only on the Books of the Corporation 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 Hereunto Affixed This Day of A.D. 19 Secretary President M. Burr Keim. Phila <page> Notice: The Signature of This Assignment Must Correspond With the Name as Written Upon the Face of the Certificate in Every Particular Without Alteration or Enlargement, or Any Charge Whatever. 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: <table> <s> <c> Ten Com-As Tenants in Common Unif Gift Min Act--..............Custodian.............under Ten Ent-As Tenants by the Entireties (Cust) (Minor) Jt Ten-As Joint Tenants With Right of Uniform Gifts to Minors Act..................... Survivorship and Not as Tenants in Common (State) Additional Abbreviations May Also Be Used Though Not in the Above List. </Table> for Value Received---Hereby Self Assignment and Transfer Unto Please Insert Social Security or Other Identifying Number of Assignee - - Shares Represented by the Within Certificate and Do Hereby Irrevocably Constitute and Appoint Attorney to Transfer the Said Shares on the Books of the Within Named Corporation With Full Power of Substitution in the Premises. Dated 19___ in Presence Of

from S-1 ~5 pages Employment Agreement With George Daly

from S-1 ~5 pages Stock Option Agreement With George Daly

from S-1 ~5 pages Employment Agreement With Myrddin L. Jones

from S-1 1 page Stock Option Cancellation Agreement With M. Jones

from S-1 ~5 pages Stock Option Agreement With Myrddin L. Jones

from S-1 ~5 pages Employment Agreement With Louis J. Petriello

from S-1 ~5 pages Employment Agreement With C.B. Patel

from S-1 ~5 pages Stock Option Agreement With C.B. Patel

from S-1 ~5 pages Stock Option Agreement With Louis J. Petriello

from S-1 ~5 pages Employment Agreement With Stephen Pudles

from S-1 1 page Stock Option Cancellation Agreement With S. Pudle

from S-1 ~5 pages Stock Option Agreement With Stephen Pudles

from S-1 ~5 pages Employment Agreement With Robert B. Sando

from S-1 ~5 pages Stock Option Agreement With Robert B. Sando

from S-1 ~5 pages Stock Option Agreement With John Wade Seedor

from S-1 ~5 pages Employment Agreement With Robert A. Vito

from S-1 1 page Stock Option Cancellation Agreement With R. Vito

from S-1 ~5 pages Stock Option Agreement With Robert A. Vito

from S-1 ~10 pages Marketing Agreement With Qvc

from S-1 ~20 pages Manufacturing Agreement With Flextronics Sdn & Bdh

from S-1 1 page Supplier Agreement With Adaptive Networks

from S-1 ~20 pages Settlement of Litigation Agreement With C. Abraham

from S-1 ~50 pages Sublease With Centocor Prop. Management Corp.

from S-1 ~10 pages Licensing Agreement With Jack R. Harford

from S-1 1 page Addendum to Licensing Agreement With J.R. Harford

from S-1 ~10 pages Testing, License, & Supply Agreement With X-Com

from S-1 ~5 pages Form of Employee Stock Option Agreement

from S-1 ~10 pages Manufacturer Sales Rep & Distribution Agreement

from S-1 ~20 pages Irrevocable Letter of Credit

from S-1 ~10 pages Registration Rights Agreement

from S-1 1 page Computation of Per Share Loss

from S-1 1 page Letter From Sacco Sweeney Llp

from S-1 1 page Subsidiaries of the Registrant

from S-1 1 page Consent of Price Waterhouse Llp

from S-1 1 page Consent of Sacco Sweeney

from S-1 1 page Consent of Ratner & Prestia

from S-1 1 page Financial Data Schedule