Exhibit 4.1
PROSPECT ACQUISITION
CORP.
Incorporated Under the Laws of the
State of Delaware
CUSIP 74347T
202
SEE
REVERSE FOR
CERTAIN DEFINITIONS
UNITS
CONSISTING OF ONE SHARE OF COMMON STOCK AND
ONE WARRANT EACH TO PURCHASE ONE SHARE OF COMMON
STOCK
This
certifies that
is the owner of
Units.
Each Unit (“Unit”) consists of one
(1) share of common stock, par value $0.0001 per share
(“Common Stock”), of Prospect Acquisition Corp., a
Delaware corporation (the “Company”), and one warrant
(each a “Warrant”). Each Warrant entitles the holder to
purchase one (1) share of Common Stock for $7.50 per share
(subject to adjustment). Each Warrant will become exercisable on
the later of (i) the Company’s completion of a merger,
capital stock exchange, asset acquisition or other similar business
combination and (ii) November 14, 2009, and will expire
unless exercised before 5:00 p.m., New York time, on
November 14, 2012, or earlier upon redemption. The Common
Stock and Warrants comprising the Units represented by this
certificate are not transferable separately prior to
December 29, 2007 unless Citigroup Global Markets, Inc.
elects to allow separate trading earlier, subject to the
Company’s (i) filing of a Current Report on
Form 8-K with the Securities and Exchange Commission
containing an audited balance sheet reflecting the Company’s
receipt of the gross proceeds of the Company’s initial public
offering and (ii) issuance of a press release announcing when
such separate trading will begin. The terms of the Warrants are
governed by a Warrant Agreement, dated as of November 14,
2007, by and between the Company and Continental Stock
Transfer & Trust Company, as Warrant Agent, and are
subject to the terms and provisions contained therein, all of which
terms and provisions the holder of this certificate co
