QuinStreet Inc. Watch

from S-1/A 2 pages Quinstreet, Inc. Incorporated Under the Laws of the State of Delaware Cusip 74874q 10 0 See Reverse for Certain Definitions Fully Paid and Nonassessable Shares of Common Stock, $.001 Par Value, of Quinstreet, Inc. 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: Chairman of the Board Secretary

from S-1 47 pages Quinstreet, Inc. Second Amended and Restated Investor Rights Agreement May 28, 2003