Exhibit 4
SPECIMEN OF COMMON STOCK CERTIFICATE

[________]NUMBER
 Shares[________]
 AUTHORIZED COMMON STOCK 20,000,000 SHARES NO PAR VALUE. NOT VALID UNLESS
COUNTERSIGNED BY TRANSFER AGENT. INCORPORATED UNDER THE LAWS OF THE STATE OF
COLORADO COMMON STOCK CUSIP
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________

 THIS CERTIFIES THAT

IS THE RECORD HOLDER OF _____SHARES OF CytoDyn COMMON STOCK  TRANSFERABLE ON THE
BOOKS OF THE CORPORATION 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:                                        [SEAL OF CytoDyn]

        Al Allen
       ----------------------
        Al Allen, President

       Corinne Allen
       -----------------------
       Corinne Allen, Secretary


 By:
 Standard Registrar and Transfer Agency
 Albuquerque, New Mexico

This Certificate is not valid unless countersigned by the Transfer Agent.

NOTICE: Signature must be guaranteed by a firm which is a member of a registered
national stock  exchange,  or by a bank (other than a savings bank) , or a trust
company.

The following  abbreviation,  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 -  ____Custodian____
TEN ENT - as tenants by the entireties

(Cust)  (Minor) JT TEN - as joint  tenants  with right  under  Uniform  Gifts to
Minors of survivorship and not as

Act
________________________ tenants in common
   (State)
Additional abbreviation may also be used though not in above list.



FOR VALUE RECEIVED, _________hereby sell, assign and transfer unto PLEASE
INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE -
________________________________________________________________________________

________________________________________________________________________________
  (Please print or typewrite name and address including zip code of assignee)
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________

______ ___ _________ Shares of the capital 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, ______________________

NOTICE:  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.