<PAGE>
                                                                     EXHIBIT 4.6

THE  SECURITIES  REPRESENTED  HEREBY AND THE SECURITIES WHICH MAY BE ISSUED UPON
EXERCISE  HEREOF  HAVE  NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED OR ANY STATE SECURITIES OR BLUE SKY LAWS. NO SALE OR DISTRIBUTION HEREOF
OR  TUEREOF  MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED
THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPANY THAT SUCH
REGISTRATION  IS  NOT  REQUIRED  UNDER  THE  SECURITIES ACT OF 1933. AS AMENDED.

Warrant No.                WCS-1         Date of Issuance: as of March 3,   2000

                               HOME DIRECTOR, INC.

                          Common Stock Purchase Warrant

     Home Director, Inc., a Delaware corporation (the Company"), for Ten Dollars
And   other  good  and   valuable  consideration  receipt  of  which  is  hereby
acknowledged, hereby certifies that The McKenna Group, or its registered assigns
(the  'Registered Holder"), is entitled, subject to the terms and conditions set
forth  below,  to  purchase  from  the  Company,  at  any  time  during the term
commencing on the date hereof and expiring on the close of business on the fifth
anniversary  of  the date hereof (the "Expiration Date"), upon surrender of this
warrant,  75000  shares  (subject  to  adjustment  as  described  herein) of the
Company's  common  stock,  par  value  $.001  per  share ("Common Stock"), at an
exercise  price per share equal to $1.00. The shares of Common Stock purchasable
upon  exercise  of this Warrant and the exercise price per share may be adjusted
from time to time pursuant to the provisions of this Warrant and are hereinafter
referred  to  as  the  'Warrant  Stock"  and  the Purchase Price," respectively.

1.     Exercise.
       --------

1.1     Manner  of  Exercise.  This  Warrant  may be exercised by the Registered
Holder,  in  whole  or  in part, by surrendering this Warrant, with the purchase
form  appended hereto as Exhibit A duly executed by such Registered Holder or by
such  Registered  Holder's  duly authorized attorney, 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 the Purchase Price payable in respect of the
number  of  shares  of  Warrant Stock purchased upon such exercise. The Purchase
Price  may  be paid only by United States certified or bank check payable to the
order  of  the  Company  or  wire  transfer  of  immediately  available  funds.

1.2     Effective  Time  of  Exercise.  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
above.  At  such  time,  the  person  or  persons  in  whose  name  or names any
certificate(s)  for  Warrant  Stock  shall  be  issuable  upon  such exercise as
provided  in  Section  1.3  below  shall  be deemed to have become the holder or
holders  of  record  of  the  Warrant  Stock  represented  by such certificates.

<PAGE>

1.3     Delivery  to  Holder.  As soon as practicable after the exercise of this
Warrant  in  whole or in part, and in any event within ten (10) days thereafter,
the Company at its expense will cause to be issued in the name of, and delivered
to,  the  Registered  Holder, or  as  such  Holder (upon  payment by such Holder
of  any  applicable  transfer  taxes)  may  direct:

(a)     a  certificate or certificates for the number of shares of Warrant Stock
to  which  such  Registered  Holder  shall  be  entitled;  and

(b)     in  case  such  exercise  is in part only, a new warrant (dated the date
hereof)  of  like  tenor  for  the  remaining  Warrant  Stock  not so purchased.

2.     Adjustments.
       -----------

2.1     Stock  Splits  and Dividends.  If the outstanding shares of Common Stock
shall  be  subdivided  into  a  greater number of shares or a dividend in Common
Stock  shall  be  paid  in respect of Common Stock, the Purchase Price in effect
immediately  prior  to  such  subdivision or at the record date of such dividend
shall  simultaneously  with the effectiveness of such subdivision or immediately
after  the  record  date  of  such  dividend  be  proportionately  reduced.  If
outstanding  shares  of  Common Stock shall be combined into a smaller number of
shares,  the  Purchase  Price  in  effect  immediately prior to such combination
shall,   simultaneously   with  the   effectiveness  of   such  combination,  be
proportionately  increased.  When  any  adjustment is required to be made in the
Purchase  Price,  the  number  of  shares  of Warrant Stock purchasable upon the
exercise  of  this Warrant shall be changed to the number determined by dividing
(a)  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 (b) the Purchase Price in
effect  immediately  After  such  adjustment.

2.2     Reclassification,  Etc.  In  case  there  occurs any reclassification or
change of the outstanding securities of the Company or any reorganization of the
Company  (or  any  other  corporation  the  stock  or securities of which are at
the  time receivable upon the exercise of this Warrant) or any similar corporate
reorganization,  including  a  consolidation or a merger in which the Company is
not  the  surviving  corporation,  on or after the date hereof; then and in each
such  case the Registered Holder, upon the exercise hereof at any time after the
consummation  of  such  reclassification,  change  or  reorganization.  shall be
entitled  to  receive,  in  lieu  of  the stock or other securities and property
receivable  upon  the  exercise  hereof prior to such consummation, the stock or
other  securities or property to which such Holder would have been entitled upon
such  consummation  if  such Holder had exercised this Warrant immediately prior
thereto,  all  subject  to further adjustment pursuant to the provisions of this
Section  2.  Notwithstanding  anything  contained to the contrary herein, in the
event  of  a  merger  or  consolidation  in  which  the Company shall not be the
surviving  corporation,  if the other party to such transaction shall request in
writing,  the  Warrant  shall  become fully and immediately exercisable, but the
Warrant shall expire on the effective date of such transaction to the extent not
exercised  prior  to  such  date.

2.3     Adjustment  Certificate.  When  any adjustment is required to be made in
the  Warrant Stock or the Purchase Price pursuant to this Section 2, the Company
shall  promptly  mail to the Registered Holder a certificate setting forth (a) a
brief  statement  of the facts requiring such adjustment, (b) the Purchase Price

                                        2
<PAGE>
after  such  adjustment and (c) the kind and amount of stock or other securities
or  property into which this Warrant shall be exercisable after such adjustment.

3.     Transfers.
       ---------
3.1     Unregistered  Security.  Each  Holder  of this Warrant acknowledges that
this Warrant and the Warrant Stock have not been registered under the Securities
Act  of 1933,  as  amended (the "Securities Act"), and  each  Holder  agrees not
to  sell,  pledge,  distribute, offer for sale, transfer or otherwise dispose of
this Warrant or any Warrant Stock issued upon its exercise in the absence of (a)
an  effective registration statement under the Securities Act as to this Warrant
or  such Warrant Stock and registration or qualification of this Warrant or such
Warrant  Stock  under  any  applicable  Federal  or state securities law then in
effect,  or  (b)  an opinion of counsel, reasonably satisfactory to the Company,
that  such  registration and qualification are not required. Each certificate or
other  instrument  for  Warrant  Stock  issued upon the exercise of this Warrant
shall  bear  a  legend  substantially  to  the  foregoing  effect.

3.2     Transferability.  Subject  to  the  provisions of Section 3.1 hereof and
except  as  provided  below,  this  Warrant  and   all  rights   hereunder   are
transferable, in whole or in part, upon surrender of the Warrant with a properly
executed  assignment  at  the  principal  office  of  the  Company  and  in full
compliance  with  all  applicable  provisions  of  the  Securities  Act  and  of
applicable  state  securities  laws.  Notwithstanding the foregoing, neither the
Warrant  nor  any  Warrant  Stock  may  be  sold, assigned, pledged or otherwise
transferred  (any  of the foregoing being referred to as a "Transfer") until the
Company  consummates an initial public offering of its securities, to any person
or  entity  that  competes  with the business of the Company as conducted at the
time  of  the  proposed  Transfer.

3.3     Warrant  Register.  The  Company will maintain a register containing the
names  and  addresses  of  the  Registered  holders  of  this Warrant. Until any
transfer  of this Warrant is made in the warrant register, the Company may treat
the  Registered  Holder  of  this  Warrant  as the absolute owner hereof for all
purposes; provided, however, that if this Warrant is properly assigned in blank,
the  Company  may  (but  shall  not  be  required to) treat the bearer hereof as
the  absolute  owner  hereof for all purposes; notwithstanding any notice to the
contrary.  Any  Registered Holder may change such Registered Holder's address as
shown  on  the warrant register by written notice to the Company requesting such
change.

4.     No  Impairment.  The  Company  will  nor,  by amendment of its charter or
through  reorganization,  consolidation,  merger, dissolution, sale of assets or
any other voluntary action, avoid or seek to avoid the observance or performance
of  any  of  the  terms  of  this  Warrant, but  will at all times in good faith
assist  in  the  carrying  out  of  all such terms and in the taking of all such
action  as may be necessary or appropriate in order to protect the rights of the
holder  of  this  Warrant  against  impairment.

5.     Termination.
       -----------

5.1     Warrant  Termination.  The  right  to  purchase  Warrant  Stock upon the
exercise  of  this Warrant shall terminate, to the extent then unexercised, upon
the  fifth  anniversary  of  the  date  hereof.

                                        3
<PAGE>
6.     Notices  of  Certain Transactions.  In  case:
       ---------------------------------

6.1     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  stock  of any class or any other securities, or to receive any other
right;  or

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

6.3     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 the
Registered  Holder  of this Warrant a notice specifying, as the case may be, (a)
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 (b) the effective date on which such reorganization,
reclassification,  consolidation,  merger,  transfer,  dissolution, liquidation,
winding-up  or conversion 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 such reorganization, reclassification,
consolidation,  merger,  transfer,  dissolution,  liquidation,  winding-up  or
conversion)  are to be determined. Such notice shall be mailed at least ten (10)
days  prior to the record date or effective date for the event specified in such
notice.

7.     Reservation  of  Stock.  The  Company  will at all times reserve and keep
available,  solely  for  the  issuance  and  delivery  upon the exercise of this
Warrant,  such  shares  of  Warrant Stock as from time to time shall be issuable
upon  the  exercise  of  this  Warrant.

8.     Exchange of Warrants.  Upon the surrender by the Registered Holder of any
Warrant  or  Warrants,  properly  endorsed,  to  the  Company  at  the principal
office  of the Company, the Company will, subject to the provisions of Section 3
hereof,  issue and deliver to or upon the order of such Holder, at the Company's
expense, a new Warrant or Warrants of like tenor, in the name of such Registered
Holder  or  as such Registered Holder (upon payment by such Registered Holder of
any  applicable transfer taxes) may direct, calling in the aggregate on the face
or  faces  thereof  for  the number of shares of Warrant Stock called for on the
face  or  faces  of  the  Warrant  or  Warrants  so  surrendered.

9.     Replacement  of  Warrants.  Upon  receipt  of  evidence  reasonably
satisfactory  to  the  Company  of the loss, theft, destruction or mutilation of
this  Warrant  and  (in the case of loss, theft or destruction) upon delivery of
any  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, the Company will issue, in lieu
thereof,  a  new  Warrant  of  like  tenor.

                                        4
<PAGE>
10.     Investment  Representations.  The  Registered  Holder  represents to the
Company  that  this  Warrant  is  being acquired for the Registered Holder's own
account  and  for the purposes of investment and not with a view to, or for sale
in  connection with, the distribution thereof, nor with any present intention of
distributing  or selling the Warrant or the Warrant Stock. The Registered Holder
acknowledges  that  it  has  been  afforded  the  opportunity  to  meet with the
management  of  the  Company  and to ask questions of, and receive answers from,
such management about the business and affairs of the Company and concerning the
terms   and  conditions  of  this  Warrant,  and   to   obtain  any   additional
information,  to the extent that the Company possessed such information or could
acquire  it  without  unreasonable  effort  or  expense, necessary to verify the
accuracy of the information otherwise obtained by or furnished to the Registered
Holder.  The Registered Holder has received all information which the Registered
Holder  considered  necessary to form a decision concerning the purchase of this
Warrant, and no valid request to the Company by the Registered Holder hereof for
information  of  any  kind  about  the Company has been refused or denied by the
Company  or  remains  unfulfilled  as  of the date hereof. The Registered Holder
represents  that it is an "accredited investor" within the meaning of Regulation
D  promulgated under the Securities Act, is considered a sophisticated investor,
is  familiar  with  the risks inherent in speculative investments such as in the
Company, has such knowledge and experience in financial business matters that it
is  capable  of evaluating the merits and risk of the investment in this Warrant
and  the Warrant Stock, and is able to bear the economic risk of the investment.

11.     Mailing  of  Notices.  Any notice required or permitted pursuant to this
Warrant  shall  be  in writing and shall be deemed sufficient upon receipt, when
delivered personally or sent by courier, overnight delivery service or confirmed
facsimile,  or  three (3)  business  days  after  being deposited in the regular
mail,  as  certified  or registered mail (airmail if sent internationally), with
postage  prepaid,  addressed  (a) if to the Registered Holder, to the address of
the  Registered Holder most recently furnished in writing to the Company and (b)
if  to  the  Company,  to  991  Aviation  Parkway, Suite 800, Morrisville, North
Carolina  27560, Attn: Mary E. Walker, President, or to such other address as it
may  notify  the  Registered  Holder  in  writing.

12.     Rights  and  Obligations  as  Stockholder.  Until  the  exercise of this
Warrant,  the  Registered  Holder of this Warrant shall not have or exercise any
rights  by  virtue  hereof  as  a  stockholder  of  the  Company

13.     Fully  Paid  Shares;  Taxes.  The  Company agrees that the Warrant Stock
represented  by  each  and  every  certificate delivered on the exercise of this
Warrant in accordance with the terms hereof shall, at the time of such delivery,
be  validly  issued,  fully-paid  and  nonassessable,  free  and  clear  of  all
liens,  pledges,  options,  claims  or  other  encumbrances. The Company further
covenants and agrees that it will pay, when due and payable, any and all federal
and state stamp, original issue or similar taxes (but specifically not including
any  income  taxes)  which may be payable in respect of the issue of any Warrant
Stock  or  certificates  therefore.

14.     No  Fractional  Shares.  No  fractional  shares of Warrant Stock will be
issued  in  connection  with  any  exercise hereunder. In lieu of any fractional
shares  which  would  otherwise be issuable, the Company shall pay cash equal to
the product of such fraction multiplied by the fair market value of one share of
Warrant  Stock  received  on  the  date of exercise, as determined in good faith
by  the  Company's  Board  of  Directors.

                                        5
<PAGE>
15.     Amendment  or Waiver.  Any term of this Warrant may be amended or waived
only  in a written instrument executed by the Company and the Registered Holder.

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

17.     Governing  Law.  This  Warrant  shall  be  governed,  construed  and
interpreted in accordance with the laws of the Stare of New York, without giving
effect  to  principles  of  conflicts  of  law.

                            [SIGNATURE PAGE FOLLOWS]

                                        6
<PAGE>
IN  WITNESS  WHEREOF,  the  undersigned  has executed this Common Stock Purchase
Warrant  on  the  date  first  above  written.

                              HOME  DIRECTOR,  INC.

                              By:____________________________________
                                 Name:
                                 Title:

                                        7
<PAGE>

                                                       EXHIBIT  A
                                  PURCHASE FORM
                                  -------------


                                        Dated:________________________
To:  Home  Director,  Inc.


     The  undersigned,  pursuant  to  the  provisions  set forth in the attached
Warrant  No.  ___  , hereby irrevocably elects to purchase _______ shares of the
Common  Stock  covered  by  such  Warrant  and  herewith makes a cash payment of
$___________,  representing the full purchase price for such shares at the price
per  share  provided  for  in  such  Warrant.


                              Signature:____________________________________

                              Name  (prim):_________________________________

                              Title  (if  applicable):______________________

                              Company  (if  applicable):____________________


                                        8
<PAGE>