EXHIBIT
4.6

NEITHER THIS WARRANT NOR THE COMMON STOCK WHICH MAY
BE ACQUIRED UPON THE EXERCISE HEREOF (‘‘WARRANT
SHARES’’), AS OF THE DATE OF ISSUANCE HEREOF, HAS BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE
‘‘ACT’’), OR UNDER THE SECURITIES LAWS OF ANY
STATE AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED,
ASSIGNED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE
REGISTRATION STATEMENT UNDER THE ACT AND IN COMPLIANCE WITH ANY
APPLICABLE STATE SECURITIES LAW, OR IN A TRANSACTION WHICH IS EXEMPT
FROM REGISTRATION UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES
LAWS.

For the Purchase of 1,200,000
 shares of Common
Stock

No. W-11

WARRANT FOR THE PURCHASE
OF
SHARES OF COMMON STOCK
OF SONA MOBILE HOLDINGS CORP.

(A
Delaware corporation)


Sona Mobile Holdings Corp., a
Delaware corporation (the ‘‘Company’’), hereby
certifies that for value received:


SHUFFLE MASTER,
INC.


or registered assigns (‘‘Registered
Holder’’), is entitled, subject to the terms set forth
below, to purchase from the Company, at any time or from time to time
during the period commencing on January  13,  2006, and
ending at 5:00 p.m. New York City time on July  12,  2007
(the ‘‘Expiration Date’’), shares of Common
Stock (subject to adjustment as provided herein), $.01 par value, of
the Company (‘‘Common Stock’’), at a per share
purchase price of $2.025. The number of shares of Common Stock
purchasable upon exercise of this Warrant, and the purchase price per
share, each as adjusted from time to time pursuant to the provisions of
this Warrant, are hereinafter referred to as the ‘‘Warrant
Shares’’ and the ‘‘Purchase
Price’’, respectively.

1.    Exercise and
Redemption of Warrants.    Unless the Warrants have been
redeemed in accordance with this Section, the Registered Holder may
exercise the Warrants, in whole or in part at any time or from time to
time at or prior to the close of business, on the Expiration Date, at
which time this Warrant Certificate (or any Warrant Certificate issued
in lieu or replacement of this Warrant Certificate) shall be and become
wholly void and of no value. Warrants may be exercised by their holders
or redeemed by the Company as follows:

(a)    This Warrant
may be exercised by Registered Holder, in whole or in part, by the
surrender of this Warrant Certificate (with the Notice of Exercise Form
attached hereto as Exhibit I duly executed by Registered Holder) at the
principal office of the Company, or at such other office or agency as
the Company may designate, accompanied by payment in full of an amount
equal to the then applicable Purchase Price multiplied by the number of
Warrant Shares then being purchased upon such exercise.

(b)    Payment may only be made in lawful money of the United
States, either by certified or bank check made payable directly to the
Company or by wire transfer to an account designated by the Company.
Each exercise of this Warrant shall be deemed to have been effected
immediately prior to the close of business on the day on which this
Warrant shall have been surrendered to the Company as provided in
subsection l(a) above. At such time, the person or persons in whose
name or names any certificate for Warrant Shares shall be issuable upon
such exercise as provided in subsection l(c) below shall be deemed to
have become the holder or holders of record of the Warrant Shares
represented by such certificates.

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(c)    As soon as practicable after the
exercise of the purchase right represented by this Warrant, the Company
at its expense will use its best efforts to cause to be issued in the
name of, and delivered to, Registered Holder, or, subject to the terms
and conditions hereof, to such other individual or entity as Registered
Holder (upon payment by Registered Holder of any applicable transfer
taxes) may direct:

(i)    a certificate or
certificates for the number of full shares of Warrant Shares to which
Registered Holder shall be entitled upon such exercise plus, in lieu of
any fractional share to which Registered Holder would otherwise be
entitled, cash in an amount determined pursuant to Section  3
hereof; and

(ii)    in case such exercise
is in part only, one or more new Warrant Certificates (dated the date
hereof) of like tenor shall be issued, stating on the face or faces
thereof the number of shares currently stated on the face of this
Warrant Certificate (subject to adjustment as provided herein) minus
the number of such shares purchased by Registered Holder upon such
exercise as provided in subsection l(a) above.

(d)    In case the Registered Holder shall
exercise fewer than all of the Warrants evidenced by this Warrant
Certificate, the Company shall promptly countersign and deliver to the
Registered Holder a new Warrant Certificate evidencing the number of
Warrants that were not so exercised.

(e)    Each person in whose name any
certificate for securities is issued upon the exercise of Warrants
shall for all purposes be deemed to have become the holder of record of
the securities represented thereby as of, and such certificate shall be
dated, the date upon which this Warrant Certificate was duly
surrendered in proper form and payment of the Purchase Price (and of
any applicable taxes or other governmental charges) was made;
provided, however, that if the date of such surrender
and payment is a date on which the stock transfer books of the Company
are closed, such person shall be deemed to have become the record
holder of such shares as of, and the certificate for such shares shall
be dated, the next succeeding business day on which the stock transfer
books of the Company are open (whether before, on or after the
Expiration Date) and the Company shall be under no duty to deliver the
certificate for such shares until such date. The Company covenants and
agrees that it shall not cause its stock transfer books to be closed
for a period of more than 10 consecutive business days except upon
consolidation, merger, sale of all or substantially all of its assets,
dissolution or liquidation or as otherwise provided by law. The Company
shall pay all documentary, stamp or other transactional taxes
attributable to the issuance or delivery of shares upon exercise of the
Warrants.

2.    Adjustments.


(a)    Split, Subdivision or Combination of
Shares.    If the outstanding shares of the Company's
Common Stock at any time while this Warrant remains outstanding and
unexpired shall be subdivided or split into a greater number of shares,
the Purchase Price in effect immediately prior to such subdivision or
at the record date of such dividend, simultaneously with the
effectiveness of such subdivision or split or immediately after the
record date of such dividend (as the case may be), shall be
proportionately decreased. If the outstanding shares of Common Stock
shall be combined or reverse-split into a smaller number of shares, the
Purchase Price in effect immediately prior to such combination or
reverse split, simultaneously with the effectiveness of such
combination or reverse split, shall be proportionately increased. When
any adjustment is required to be made in the Purchase Price, the number
of shares of Warrant Shares purchasable upon the exercise of this
Warrant shall be changed to the number determined by dividing (i) an
amount equal to the number of shares issuable upon the exercise of this
Warrant immediately prior to such adjustment, multiplied by the
Purchase Price in effect immediately prior to such adjustment, by (ii)
the Purchase Price in effect immediately after such adjustment.

(b)    Price Adjustment.    No adjustment in the
Purchase Price shall be required unless such adjustment would require
an increase or decrease in the Purchase Price of at least $0.01,
provided, however, that any adjustments which by reason of this
paragraph are not required to be made shall be 

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carried forward and taken into account in any
subsequent adjustment. All calculations under this Section 2 shall be
made to the nearest cent or to the nearest 1/lOOth of a share, as the
case may be.

(c)    Price
Reduction.    Notwithstanding any other provision set forth in
this Warrant, at any time and from time to time during the period that
this Warrant is exercisable, the Company in its sole discretion may
reduce the Purchase Price or extend the period during which this
Warrant is exercisable.

(d)    No
Impairment.    The Company will not, by amendment of its
Certificate of Incorporation or through any reorganization, transfer of
assets, consolidation, merger, dissolution, issue or sale of securities
or any other voluntary action, avoid or seek to avoid the observance or
performance of any of the terms to be observed or performed hereunder
by the Company but will at all times in good faith assist in the
carrying out of all the provisions of this Section 2 and in the taking
of all such actions as may be necessary or appropriate in order to
protect against impairment of the rights of Registered Holder to
adjustments in the Purchase Price.

(e)    Notice of
Adjustment.    Upon any adjustment of the Purchase Price,
number of shares the Warrants are exercisable for, or extension of the
Warrant exercise period, the Company shall forthwith give written
notice thereto to Registered Holder describing the event requiring the
adjustment, stating the adjusted Purchase Price and the adjusted number
of shares purchasable upon the exercise hereof resulting from such
event, and setting forth in reasonable detail the method of calculation
and the facts upon which such calculation is based.

3.    Fractional Shares.    The Company shall not be
required upon the exercise of this Warrant to issue any fractional
shares, but shall make an adjustment thereof in cash on the basis of
the last sale price of the Warrant Shares on the basis of the then fair
market value of the Warrant Shares as shall be reasonably determined by
the Board of Directors of the Company.

4.    Limitation
on Sales.    Each holder of this Warrant acknowledges that this
Warrant and the Warrant Shares, as of the date of original issuance of
this Warrant, have not been registered under the Securities Act of
1933, as amended (‘‘Act’’), and agrees not to
sell, pledge, distribute, offer for sale, transfer or otherwise dispose
of this Warrant or any Warrant Shares issued upon its exercise in the
absence of (a) an effective registration statement under the Act as to
this Warrant or such Warrant Shares or (b)  an opinion of counsel,
satisfactory to the Company, that such registration and qualification
are not required. The Warrant Shares issued upon exercise thereof shall
be imprinted with a legend in substantially the following form:

‘‘THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE
NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE
‘‘ACT’’) OR APPLICABLE STATE SECURITIES LAWS
AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED,
ASSIGNED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE
REGISTRATION STATEMENT UNDER THE ACT AND IN COMPLIANCE WITH ANY
APPLICABLE STATE SECURITIES LAWS OR IN A TRANSACTION WHICH IS EXEMPT
FROM REGISTRATION UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES
LAWS.’’

5.    Registration Rights of
Registered Holder.    The Company and Registered Holder have
entered into an agreement, dated the date hereof, with respect to the
Warrant Shares, pursuant to which the Company has agreed to grant
certain registration rights to the Registered Holders with respect to
the Warrant Shares.

6.    Notices of Record
Date.    In case:

(a)    the Company shall take a
record of the holders of its Common Stock (or other stock or securities
at the time deliverable upon the exercise of this Warrant) for the
purpose of entitling or enabling them to receive any dividend or other
distribution, or to receive any right to subscribe for or purchase any
shares of any class or any other securities, or to receive any other
right, or

(b)    of any capital reorganization of the
Company, any reclassification of the capital stock of the Company, any
consolidation or merger of the Company with or into another corporation
(other than a 

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consolidation or merger in which the Company
is the surviving entity), or any transfer of all or substantially all
of the assets of the Company, or

(c)    of the voluntary or
involuntary dissolution, liquidation or winding-up of the Company,
then, and in each such case, the Company will mail or cause to be
mailed to Registered Holder a notice specifying, as the case may be,
(i) the date on which a record is to be taken for the purpose of such
dividend, distribution or right, and stating the amount and character
of such dividend, distribution or right, or (ii)  the effective
date on which such reorganization, reclassification, consolidation,
merger, transfer, dissolution, liquidation or winding-up is to take
place, and the time, if any is to be fixed, as of which the holders of
record of Common Stock (or such other stock or securities at the time
deliverable upon the exercise of this Warrant) shall be entitled to
exchange their shares of Common Stock (or such other stock or
securities) for securities or other property deliverable upon such
reorganization, reclassification, consolidation, merger, transfer,
dissolution, liquidation or winding-up. Such notice shall be mailed at
least twenty (20) days prior to the record date or effective date for
the event specified in such notice, provided that the failure to mail
such notice shall not affect the legality or validity of any such
action.

7.    Reservation of Stock.    The
Company covenants and agrees that it will as soon as practicable
hereafter at all times reserve and keep available, solely for issuance
and delivery upon the exercise of this Warrant, such shares of Common
Stock as from time to time shall be issuable upon the exercise of this
Warrant. All shares of Common Stock that may be issued upon exercise of
this Warrant shall, at the time of issuance, be duly authorized, fully
paid and non-assessable.

8.    Replacement of
Warrants.    Upon receipt of evidence reasonably satisfactory
to the Company of the loss, theft, destruction or mutilation of this
Warrant Certificate and (in the case of loss, theft or destruction)
upon delivery of an indemnity agreement (with surety if reasonably
required) in an amount reasonably satisfactory to the Company, or (in
the case of mutilation) upon surrender and cancellation of this Warrant
Certificate, the Company will issue, in lieu thereof, a new Warrant of
like tenor. This Warrant Certificate is exchangeable for one or more
new Warrant Certificates (containing the same terms as this Warrant)
each representing the right to purchase such number of shares as shall
be designated by the Registered Holder at the time of surrender (but
not exceeding in the aggregate the remaining number of shares of Common
Stock which may be purchased hereunder.

9.    Transfers,
etc.


(a)    The Company will maintain a register
containing the names and addresses of Registered Holders. A Registered
Holder may change his, her or its address as shown on the warrant
register by written notice to the Company requesting such change.

(b)    Until any transfer of this Warrant Certificate is made in
the warrant register, the Company may treat Registered Holder as the
absolute owner hereof for all purposes, provided, however, that if and
when this Warrant Certificate is properly assigned in blank, the
Company may (but shall not be obligated to) treat the bearer hereof as
the absolute owner hereof for all purposes, notwithstanding any notice
to the contrary.

10.    No Rights as
Stockholder.    Until the exercise of this Warrant, Registered
Holder shall not have or exercise any rights by virtue hereof as a
stockholder of the Company.

11.    Successors.    The rights and obligations of
the parties to this Warrant will inure to the benefit of and be binding
upon the parties hereto and their respective successors, assigns and
permitted transferees. Without limiting the foregoing, the registration
rights set forth in this Warrant shall inure to the benefit of
Registered Holder and Registered Holder's successors, assignees
and permitted transferees of this Warrant.

12.    Change
or Waiver.    Any term of this Warrant may be changed or waived
only by an instrument in writing signed by the party against which
enforcement of the change or waiver is sought.

13.    Headings.    The headings in this Warrant
Certificate are for purposes of reference only and shall not limit or
otherwise affect the meaning of any provision of this Warrant.

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14.    Governing
Law.    This Warrant shall be governed by and construed in
accordance with the laws of the State of New York as such laws are
applied to contracts made and to be fully performed entirely within
that state between residents of that state.

15.    Jurisdiction and Venue.    The Company and
Registered Holder (i) agree that any legal suit, action or proceeding
arising out of or relating to this Warrant shall be instituted
exclusively in New York State Supreme Court, County of New York or in
the United States District Court for the Southern District of New York,
(ii) waives any objection to the venue of any such suit, action or
proceeding and the right to assert that such forum is not a convenient
forum for such suit, action or proceeding, and (iii) irrevocably
consent to the jurisdiction of the New York State Supreme Court, County
of New York, and the United States District Court for the Southern
District of New York in any such suit, action or proceeding, and the
Company and Registered Holder further agree to accept and acknowledge
service or any and all process which may be served in any such suit,
action or proceeding in New York State Supreme Court, County of New
York or in the United States District Court for the Southern District
of New York and agrees that service of process upon it mailed by
certified mail to its address shall be deemed in every respect
effective service of process upon it in any suit, action or
proceeding.

16.    Mailing of Notices,
etc.    All notices and other communications under this Warrant
(except payment) shall be in writing and shall be sufficiently given if
delivered to the addressees in person, by Federal Express or similar
receipt delivery, by facsimile delivery or, if mailed, postage prepaid,
by certified mail, return receipt requested, as follows:





							
	to
Registered Holder:		Shuffle Master, Inc.
	 		1106 Palms Airport Drive
 Las Vegas, Nevada
89119
 Attention: Chief Financial
Officer
	to the
Company:		Sona Mobile Holdings Corp.
 825 Third Avenue

32nd Floor
 New York, New York 10128
 Attention: Mr.
John Bush
 Fax: (212) 486-4469
	with a copy to:		Morse, Zelnick,
Rose & Lander LLP
 405 Park Avenue
 Suite 1401
 New
York, New York 10022
 Attention: Joel J. Goldschmidt, Esq.

Fax: (212) 838-9190
	






or to such other
address as any of them, by notice to the other may designate from time
to time. Time shall be counted to, or from, as the case may be, the
delivery in person or by mailing.

Dated: January 13,
2006


		SONA MOBILE HOLDINGS CORP.





		By:                                                                    





		John Bush, President
 and Chief Executive
Officer




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EXHIBIT I


NOTICE OF EXERCISE


TO:    Sona Mobile Holdings Corp.
 825
Third Avenue, 32nd Floor
 New York, New York
10022



		Attention: Mr.  John
Bush,  President and CEO




1.    The undersigned
hereby elects to purchase                      shares of
the Common Stock of Sona Mobile Holdings Corp., pursuant to terms of
the attached Warrant, and tenders herewith payment of the purchase
price of such shares in full, together with all applicable transfer
taxes, if any.

2.    Please issue a certificate or
certificates representing said shares of the Common Stock in the name
of the undersigned or in such other name as is specified below. If the
attached Warrant is exercisable for a greater number of shares than the
number set forth in paragraph 1, then please issue another Warrant in
the name of the undersigned or in such other name as is specified below
exercisable for the remaining number of shares.

3.    The
undersigned represents that it will sell the shares of Common Stock
only pursuant to an effective Registration Statement under the
Securities Act of 1933, as amended, or an exemption from registration
thereunder.


		(Name)
 (Address)
 (Taxpayer
Identification Number)




[print name of Registered
Holder]
 By:
 Title:

Date:

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