Exhibit 4.2
SEE REVERSE FOR LEGEND RELATING
TO RESTRICTIONS ON TRANSFER
7.20% Cumulative Preferred Stock, Series
M
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NUMBER
1
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SHARES
3,000
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PS BUSINESS PARKS,
INC.
Incorporated Under the Laws of
the State of California
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CUSIP 69360J 79 2
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This certifies that American Stock Transfer
& Trust Company, as Depositary, is the record holder of Three Thousand of
the 7.20% Cumulative Preferred Stock, Series M of
PS BUSINESS PARKS,
INC.
transferrable only on the books of the
Corporation by the holder hereof in person or by duly authorized
attorney upon surrender of this Certificate properly
endorsed.
Any Shareholder may obtain from the
office of the Corporation a statement of the rights, preferences,
privileges and restrictions granted to or imposed upon the
respective classes of shares and upon the holders thereof. By
acceptance of this Certificate, the holder hereof assents and
agrees to be bound by all of the provisions of the Articles of
Incorporation and Bylaws of the Corporation and all amendments
thereto.
See the reverse side of this
Certificate for further information and for a description of
provisions of the Articles of Incorporation governing the shares
represented by this Certificate relating to redemption and
restrictions on ownership and transfer.
Witness the “facsimile”
Corporate Seal of this Corporation and the facsimile signatures of
its duly authorized officers.
Dated: May 2, 2005
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David Goldberg, Vice
President
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Edward A.
Stokx, Secretary
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Countersigned
and Registered:
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American Stock Transfer &
Trust
Company (New York)
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Transfer Agent
and Registrar
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By
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Authorized
Officer
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Signature(s) Guarantee
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By
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The
signature(s) should be guaranteed by an eligible guarantor
institution (banks,
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stockbrokers,
savings and loan associations and credit unions with membership in
an
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approved
signature guarantee medallion program), pursuant to S.E.C. Rule
17Ad-15.
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The Corporation is authorized to issue Common
Stock, one or more series of Preferred Stock, one or more series of
Equity Stock and Depositary Shares. The Corporation will furnish
without charge to each shareholder, who so requests in writing, a
statement of the rights, preferences, privileges and