
Exhibit 4.1				[FRONT OF CERTIFICATE]




























	COMMON STOCK		COMMON STOCK




	INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE	[TRW AUTOMOTIVE LOGO]		[_________________]
				Shares





No.	TRW AUTOMOTIVE INC.			CUSIP SEE REVERSE FOR CERTAIN DEFINITIONS




THIS CERTIFICATE IS TRANSFERABLE IN NEW YORK, NY OR CLEVELAND, OH

THIS CERTIFIES THAT

IS THE OWNER OF

FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $.001 PAR VALUE PER SHARE OF TRW AUTOMOTIVE INC. (hereinafter referred to as the “Corporation”), 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 and the shares represented hereby are issued and shall be held subject to all the provisions of the Certificate of Incorporation, as amended, of the Corporation (a copy of which is on file at the office of the Corporation), to all of which the holder of this Certificate by acceptance hereof assents. This Certificate is not valid until countersigned by the Transfer Agent and registered by the Registrar.

Witness the signatures of the duly authorized officers of the Corporation.

Dated


		SECRETARY		CHAIRMAN







		COUNTERSIGNED AND REGISTERED NATIONAL CITY BANK TRANSFER AGENT AND REGISTRAR




		By









				Authorized Signature

[REVERSE OF CERTIFICATE]

TRW AUTOMOTIVE INC.

THE CORPORATION WILL FURNISH WITHOUT CHARGE, TO EACH STOCKHOLDER WHO SO REQUESTS, THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF THAT THE CORPORATION IS AUTHORIZED TO ISSUE, AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS. ANY SUCH REQUEST MAY BE ADDRESSED TO THE SECRETARY OF THE CORPORATION OR TO THE TRANSFER AGENT AND REGISTRAR NAMED ON THE FACE HEREOF.

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:


TEN COM — TEN ENT — JT TEN —	as tenants in common as tenants by the entireties as joint tenants with right of survivorship and not as tenants in common	UNIF GIFT MIN ACT—________Custodian_______ (Cust) (Minor) under Uniform Gifts to Minors Act_______ (State)
	Additional abbreviations may also be used though not in the above list.

For value received, ______________________________hereby sell, assign and transfer unto,

PLEASE INSERT SOCIAL SECURITY OR OTHER
TAXPAYER 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(S) TO THIS ASSIGNMENT MUST CORRES- POND WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.	X X	(SIGNATURE) (SIGNATURE)


		THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.









		SIGNATURE(S) GUARANTEED BY:

TRW AUTOMOTIVE INC S-1/A