ACA Capital Holdings Inc Watch

from S-1/A 3 pages [Face of Certificate] Common Stock Aca [Logo] See Reverse for Certain Definitions Cusip to Come ACA Capital Holdings, Inc. Incorporated Under the Laws of the State of Delaware This Is to Certify That Is the Owner of Fully Paid and Non-Assessable Shares of the Par Value of $.10 Each of the Common Stock of ACA Capital Holdings, Inc. Transferable on the Books of the Corporation by the Holder Hereof in Person or by Duly Authorized Attorney Upon Surrender of This Certificate Properly Endorsed. 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: Countersigned and Registered: Mellon Investor Services LLC Transfer Agent and Registrar By: Authorized Signature [Seal] /Sig/ President /Sig/ Secretary [Reverse of Certificate] ACA Capital Holdings, Inc. Unif Gift Min Act — Custodian (Cust) (Minor) Under Uniform Gifts to Minors Act

from S-1/A 4 pages Amendment No. 2 to Stockholders Agreement

from S-1/A 9 pages Amendment No. 1 to Stockholders Agreement

from S-1/A 55 pages Stockholders Agreement

from S-1/A 13 pages Amendment No. 2 to Amended and Restated Registration Rights Agreement

from S-1/A 8 pages Amendment No. 1 to Amended and Restated Registration Rights Agreeemnt

from S-1/A 34 pages Amended and Restated Registration Rights Agreement