EXHIBIT 4.54

THIS WARRANT AND THE  SECURITIES  ISSUABLE  UPON  EXERCISE  HEREOF HAVE NOT BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "SECURITIES ACT") NOR UNDER ANY
STATE  SECURITIES  LAW AND MAY  NOT BE  PLEDGED,  SOLD,  ASSIGNED  OR  OTHERWISE
TRANSFERRED UNTIL (1) A REGISTRATION  STATEMENT UNDER THE SECURITIES ACT AND ANY
APPLICABLE STATE  SECURITIES LAWS HAS BECOME EFFECTIVE WITH RESPECT THERETO,  OR
(2) RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL TO THE COMPANY TO THE EFFECT
THAT  REGISTRATION  UNDER THE SECURITIES ACT OR APPLICABLE STATE SECURITIES LAWS
IS NOT REQUIRED IN CONNECTION WITH THE PROPOSED TRANSFER.

THIS  WARRANT MAY NOT BE  EXERCISED  EXCEPT IN  COMPLIANCE  WITH ALL  APPLICABLE
FEDERAL AND STATE SECURITIES LAWS TO THE REASONABLE  SATISFACTION OF THE COMPANY
AND LEGAL COUNSEL FOR THE COMPANY.


           Void after 5:00 p.m. New York City Time, on August 31, 2008

               Warrant to Purchase 200,000 Shares of Common Stock

               WARRANT TO PURCHASE COMMON STOCK, PAR VALUE $0.01,

                                       OF

                                ADATOM.COM, INC.

         This is to Certify That, FOR VALUE RECEIVED, Sridhar Jagannathan or his
permitted assigns ("Holder") is entitled to purchase,  subject to the provisions
of this Warrant, from Adatom.com,  Inc., a Delaware corporation (the "Company"),
up to 200,000  fully paid,  validly  issued and  nonassessable  shares of Common
Stock,  par value $.01 per share, of the Company  ("Common Stock") at a price of
$1.25 per share at any time or from time to time  during the period  from August
31, 2005 the earliest  exercise date, to August 31, 2008, as set forth under (a)
below,  but not later than 5:00 p.m. New York City Time, on August 31, 2008. The
number of  shares  of Common  Stock to be  received  upon the  exercise  of this
Warrant and the price to be paid for each share of Common  Stock may be adjusted
from  time to time  as  hereinafter  set  forth.  The  shares  of  Common  Stock
deliverable  upon  such  exercise,  and as  adjusted  from  time  to  time,  are
hereinafter  sometimes referred to as "Warrant Shares" and the exercise price of
a share of Common Stock in effect at any time and as adjusted  from time to time
is hereinafter sometimes referred to as the "Exercise Price."

         (a) EXERCISE OF WARRANT.  This Warrant may be exercised in whole, or in
part in  increments  of not less than  20,000  shares,  at any time  starting on
August 31, 2005 or from time to time, until August 31, 2008. This Warrant may be
exercised by presentation  and surrender  hereof to the Company at its principal
office,  or at the office of its stock transfer agent, if any, with the Purchase
Form annexed hereto as Exhibit A duly executed and accompanied by payment of the
Exercise Price for the number of Warrant  Shares  specified in such form and any
and all transfer taxes applicable to such exercise. As soon as practicable after
each such  exercise,  but not later than 30 days from the date of such exercise,
the Company shall issue and deliver to the Holder a certificate  or  certificate
for the Warrant Shares  issuable upon such  exercise,  registered in the name of
the Holder or its  designee.  If this Warrant  should be exercised in part only,
the Company shall, upon surrender of this Warrant for cancellation,  execute and
deliver a new Warrant  evidencing  the rights of the Holder  thereof to purchase
the balance of the Warrant Shares purchasable thereunder.

         (b)  RESERVATION OF SHARES.  The Company shall at all times reserve for
issuance  and/or delivery upon exercise of this Warrant such number of shares of
its Common Stock as shall be required for issuance and delivery upon exercise of
the Warrant.

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         (c)  FRACTIONAL  SHARES.  No fractional  shares or script  representing
fractional  shares  shall be issued  upon the  exercise  of this  Warrant.  With
respect to any  fraction of a share  called for upon any  exercise  hereof,  the
Company  shall  pay to the  Holder  an  amount  in cash  equal to such  fraction
multiplied by the Current Market Value of a share, determined as follows:

         (1)  If the Common Stock is listed on a national securities exchange or
         admitted to unlisted trading  privileges on such exchange or listed for
         trading on the Nasdaq National  Market,  the Current Market Value shall
         be the last reported sale price of the Common Stock on such exchange or
         market on the last  business  day prior to the date of exercise of this
         Warrant or if no such sale is made on such day, the average closing bid
         and asked prices for such day on such exchange or market; or

         (2)  If the Common  Stock is not so  listed  or  admitted  to  unlisted
         trading  privileges,  but is traded on the Nasdaq Small Cap Market, the
         Current  Market Value shall be the average of the closing bid and asked
         prices for such day on such  market  and if the Common  Stock is not so
         traded, the Current Market Value shall be the mean of the last reported
         bid and asked prices reported by the National Quotation Bureau, Inc. on
         the last business day prior to the date of the exercise of this Warrant
         if such prices are so reported; or

         (3)  If the Common  Stock is not so  listed  or  admitted  to  unlisted
         trading  privileges  and bid and asked prices are not so reported,  the
         Current  Market  Value  shall be an  amount,  not less than book  value
         thereof as at the end of the most  recent  fiscal  year of the  Company
         ending prior to the date of the exercise of the Warrant,  determined in
         such  reasonable  manner as may be prescribed by the Board of Directors
         of the Company.

         (d)      TRANSFER, ASSIGNMENT OR LOSS OF WARRANT.

         (1)  Neither this  Warrant,  nor the shares of Common Stock issued upon
         the exercise of all or a portion of this  Warrant,  may be  transferred
         (other   than  by  will  or   pursuant  to  the  laws  of  descent  and
         distribution)  except with the  Company's  prior written  consent.  Any
         transfer of the Warrant,  or the shares of Common Stock issued upon the
         exercise of the Warrant,  must be done in  compliance  with  applicable
         federal and state securities laws;

         (2)  By acceptance of this Warrant,the Holder agrees to be bound by the
         terms of a standard market standoff agreement requested by underwriters
         with respect to a public offering of Common Stock acquired  pursuant to
         this Warrant;

         (3)  Upon surrender  of this  Warrant to the  Company at its  principal
         office or at the office of its stock transfer  agent,  if any, with the
         Assignment  Form annexed  hereto duly executed and funds  sufficient to
         pay any transfer tax, and with the consent of the Company,  the Company
         shall, without charge, execute and deliver a new Warrant in the name of
         the assignee  named in such  instrument of assignment  and this Warrant
         shall promptly be cancelled.

         (4)  Upon receipt by the Company of evidence satisfactory  to it of the
         loss,  theft,  destruction  or mutilation of this Warrant,  and (in the
         case  of  loss,  theft  or  destruction)  of  reasonably   satisfactory
         indemnification,  and upon surrender and  cancellation of this Warrant,
         if  mutilated,  the Company  will  execute and deliver a new Warrant of
         like tenor and date. Any such new Warrant  executed and delivered shall
         constitute  an  additional  contractual  obligation  on the part of the
         Company,  whether or not this Warrant so lost,  stolen,  destroyed,  or
         mutilated shall be at any time enforceable by anyone.

         (e)  ANTI-DILUTION PROVISIONS. The Exercise Price in effect at any time
and the number  and kind of  securities  purchasable  upon the  exercise  of the
Warrant shall be subject to  adjustment  from time to time upon the happening of
certain events as follows:

         (1)  In case the Company shall

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                  (i)      declare a dividend or make a distribution on its out-
                  standing shares of Common Stock in shares of Common Stock,

                  (ii)     subdivide or reclassify its outstanding shares of
                  Common Stock into a greater number of shares, or

                  (iii)    combine or reclassify its outstanding shares of
                  Common Stock into a smaller  number of shares,

         the number of shares  subject to the Warrant  shall be  proportionately
         increased,   and  the   Exercise   Price  of  the   Warrant   shall  be
         proportionately  decreased,  in the case of actions specified in (l)(i)
         or (ii)  above;  and the  number  of  shares  shall be  proportionately
         decreased,  and the Exercise Price  proportionately  increased,  in the
         case of actions  specified in (l)(iii) above.  Such adjustment shall be
         made successively whenever any event listed above shall occur.

         (2)  No adjustment in the Exercise Price shall be required  unless such
         adjustment would require an increase or decrease of at least five cents
         ($0.05) in such price; provided, however, that any adjustments which by
         reason of this  Subsection  (2) are not  required  to be made  shall be
         carried  forward and taken into  account in any  subsequent  adjustment
         required to be made hereunder.  All calculations under this Section (e)
         shall be made to the nearest cent or to the nearest whole share, as the
         case may be.

         (3)  Whenever the Exercise Price is adjusted, as herein  provided,  the
         Company shall  promptly but no later than 30 days after any request for
         such an  adjustment  by the Holder,  cause a notice  setting  forth the
         adjusted  Exercise Price and adjusted number of Warrant Shares issuable
         upon  exercise  of  each  Warrant,   and,  if  requested,   information
         describing  the  transactions  giving rise to such  adjustments,  to be
         mailed to the Holder at his last  address  appearing  in the records of
         the  Company,  and  shall  cause a copy  thereof  to be  mailed  to its
         transfer  agent,  if any. The Company may retain a firm of  independent
         certified  public  accountants  selected by the Board of Directors (who
         may be the regular  accountants  employed  by the  Company) to make any
         computation  required by this Section (e), and a certificate  signed by
         such firm  shall be  conclusive  evidence  of the  correctness  of such
         adjustment.

         (4)  In the event that at any time,  as a result of an  adjustment made
         pursuant to Subsection (1) above, the Holder of this Warrant thereafter
         shall become entitled to receive any shares of the Company,  other than
         Common Stock,  thereafter the number of such other shares so receivable
         upon exercise of this Warrant shall be subject to adjustment  from time
         to time in a manner and on terms as nearly equivalent as practicable to
         the provisions with respect to the Common Stock contained in Subsection
         (1) above.

         (5)  Irrespective of any adjustments in the Exercise Price or the
         number or kind of shares  purchasable  upon  exercise of this  Warrant,
         Warrants  theretofore or thereafter  issued may continue to express the
         same price and number and kind of shares as are stated in the  Warrants
         previously issued.

         (f)  REGISTRATION RIGHTS.The Company hereby grants the Holder the right
to "piggy back" the Warrant Shares on each  Registration  Statement for the sale
of Common Stock filed by the Company (or any  securities of a successor  company
of the Company) at the Company's cost and expense  (except those incurred by the
Holder for legal fees and  commissions).  The  obligations  of the Company under
this  Section (f) expire upon the earlier of (i) after the Company has  afforded
the  opportunity  for the  Holder to  exercise  registration  rights  under this
Section (f) for three registrations, (ii) when all of the Warrant Shares held by
the Holder may be sold by the Holder under Rule 144 without being subject to any
volume restrictions, or (iii) the fifth anniversary of the date of this Warrant.
The Company  shall give the Holder at least 30 days' prior  notice of its intent
to file a Registration Statement. The Company shall use its best efforts to keep
any  Registration  Statement  onto which  Holder has "piggy  backed" his Warrant
Shares  effective  for a period of not less than 270 days from the date  whereby
the  Holder  is  first  entitled  to sell  thereunder,  or such  shorter  period
terminating when the Holder has sold all of his shares. Such "piggy back" rights
are  subject to  standard  underwriters'  approval  and  holdback,  whereby  the
Holder's  rights to sell in a public  offering  may be limited pro rata with the
other  stockholders,  and shall not apply to any Warrant Shares that can be sold
under SEC Rule 144 without  volume  restrictions.  For  purposes of this Section
(f), the term

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<PAGE>

Registration  Statement  shall mean any  registration  statement for the sale of
common stock or other  securities filed by the Company or filed by any successor
entity (in the case of merger, reclassification,  change, consolidation, sale or
conveyance of the Company) under the Act (except for a registration statement on
Form S-4, Form S-8 or any successor  form thereto and except for a  registration
statement filed pursuant to that certain  Registration  Rights Agreement between
the Company and the purchasers of the Company's  Series A Convertible  Preferred
Stock, dated June 22, 2000).

         (g)  NOTICES  TO  WARRANT  HOLDERS.  So long as this  Warrant  shall be
outstanding,  (i) if the Company shall pay any dividend or make any distribution
upon the  Common  Stock or (ii) if the  Company  shall  offer to the  holders of
Common Stock for  subscription or purchase by them any share of any class or any
other   rights  or  (iii)  if  any  capital   reorganization   of  the  Company,
reclassification of the capital stock of the Company, consolidation or merger of
the Company with or into another corporation,  sale, lease or transfer of all or
substantially  all  of  the  property  and  assets  of the  Company  to  another
corporation, or voluntary or involuntary dissolution,  liquidation or winding up
of the Company shall be effected, then in any such case, the Company shall cause
to be mailed by  certified  mail to the Holder,  at least 15 days prior the date
specified in (x) or (y) below,  as the case may be, a notice  containing a brief
description of the proposed action and stating the date on which (x) a record is
to be taken for the purpose of such  dividend,  distribution  or rights,  or (y)
such reclassification, reorganization, consolidation, merger, conveyance, lease,
dissolution,  liquidation or winding up is to take place and the date, if any is
to be fixed, as of which the holders of Common Stock or other  securities  shall
receive  cash  or  other  property   deliverable  upon  such   reclassification,
reorganization,  consolidation,  merger, conveyance, dissolution, liquidation or
winding up.

         (h)  COMPLIANCE WITH SECURITIES ACT. The Holder, by acceptance hereof,

         (1)  represents (i) that this Warrant and the Common Stock to be issued
         upon exercise of this Warrant are being  acquired for  investment  only
         and not with a view  toward  distribution  or resale,  and (ii) that he
         will not offer, sell or otherwise dispose of this Warrant or any Common
         Stock   purchasable   upon  exercise  of  this  Warrant   except  under
         circumstances  which will not result in a violation  of the  Securities
         Act; and

         (2)  agrees that upon  exercise of this  Warrant, the Holder  shall (i)
         submit  to the  Company  a signed  copy of  Exhibits  A and C  attached
         hereto,  (ii)  provide  such  additional   information  regarding  such
         holder's  financial  and  investment  background  as  the  Company  may
         reasonably  request,  and (iii) all shares of Common  Stock issued upon
         exercise of this Warrant (unless  registered  under the Securities Act)
         shall be stamped or imprinted with a restrictive  legend  substantially
         in the form of the following:

                  THESE SHARES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT
                  OF 1933 (THE "SECURITIES  ACT") NOR UNDER ANY STATE SECURITIES
                  LAWS  AND MAY NOT BE  PLEDGED,  SOLD,  ASSIGNED  OR  OTHERWISE
                  TRANSFERRED  UNTIL  (1) A  REGISTRATION  STATEMENT  UNDER  THE
                  SECURITIES ACT AND ANY APPLICABLE  STATE  SECURITIES  LAWS HAS
                  BECOME EFFECTIVE WITH RESPECT  THERETO,  OR (2) RECEIPT BY THE
                  COMPANY OF AN OPINION OF COUNSEL TO THE  COMPANY TO THE EFFECT
                  THAT REGISTRATION UNDER THE SECURITIES ACT OR APPLICABLE STATE
                  SECURITIES  LAWS  IS  NOT  REQUIRED  IN  CONNECTION  WITH  THE
                  PROPOSED TRANSFER.

         (i)  NO AVOIDANCE. The Company will not, 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.

         (j)  CERTAIN LIMITATIONS OF HOLDER.  The Holder, by acceptance hereof,
agrees that:

         (1)  STOP-TRANSFER  NOTICES.  In order to  ensure  compliance  with the
         restrictions  referred to herein,  the  Company  may issue  appropriate
         "stop transfer" instructions to its transfer agent, if any, and, if the

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<PAGE>

         Company transfers its own securities, it may make appropriate notations
         to the same effect in its own records;

         (2)  REFUSAL TO  TRANSFER.  The  Company  shall not be  required to (i)
         transfer the Warrant on its books or transfer any securities  that have
         been  sold  or  otherwise  transferred  in  violation  of  any  of  the
         provisions of this  Warrant;  or (ii) treat as the owner of the Warrant
         or any such  securities,  or accord the right to vote or pay  dividends
         to, any  purchaser or other  transferee to whom such  securities  shall
         have been so transferred; and

         (3)  RIGHTS OF STOCKHOLDERS. No holder of the Warrant shall be entitled
         to vote or  receive  dividends  or be deemed a  stockholder,  nor shall
         anything  contained  herein be construed to confer upon the Holder,  as
         such, any of the rights of a stockholder of the Company or any right to
         vote for the  election of  directors  or upon any matter  submitted  to
         stockholders at any meeting thereof,  or to give or withhold consent to
         any corporate  action (whether upon any  recapitalization,  issuance of
         stock,  reclassification  of  stock,  change  of par value or change of
         stock to no par value, consolidation, merger, conveyance, or otherwise)
         or to receive notice of meetings,  or to receive  dividends,  until the
         Warrant  shall  have been  exercised  and the Common  Stock  shall have
         become deliverable, as provided herein.

         (k)  GOVERNING LAW.  The terms and conditions of this Warrant shall be
governed by and construed in accordance with the laws of the State of Delaware.

         (l)  MISCELLANEOUS.  The  headings in this  Warrant are for purposes of
convenience  and  reference  only,  and shall not be deemed to constitute a part
hereof.  Neither  this  Warrant  nor any term  hereof  may be  changed,  waived,
discharged or terminated in any manner except by an instrument in writing signed
by the Company and the Holder.

         All notices and other  communications from the Company to the holder of
this Warrant  shall be mailed by  first-class  registered  or certified  mail or
recognized  commercial courier service,  postage or delivery charges prepaid, to
the  address  furnished  to the  Company in  writing by the last  holder of this
Warrant who shall have furnished an address to the Company in writing.

         IN WITNESS  WHEREOF,  the Company  has caused this  Warrant to Purchase
Common Stock to be duly executed by one of its duly authorized officers.

                                   ADATOM.COM, INC.


                                   By:      _____________________________
                                            Richard S. Barton
                                            Chairman of the Board
                                            and Chief Executive Officer

                                            Date:    August 31, 2000



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<PAGE>


                                    Exhibit A

                                  PURCHASE FORM

                          Dated ____________, 20_______



1. The undersigned  hereby  irrevocably elects to exercise the within Warrant to
the extent of purchasing _______ shares of Common Stock and hereby makes payment
of _____________ in payment of the actual exercise price thereof,  together with
all applicable transfer taxes, if any.

2. Please issue a certificate or certificates representing said shares of Common
Stock in the  name of the  undersigned  or in such  other  name as is  specified
below:

                              (Please typewrite or print in block letters)


                        ---------------------------------
                                     (Name)
                        ---------------------------------

                        ---------------------------------
                                    (Address)

3. The undersigned has reviewed,signed and enclosed an Investment Representation
Statement in the form attached as Exhibit C to the Warrant.

                         ---------------------------------
                             Signature of Warrantholder






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<PAGE>


                                    Exhibit B

                                 ASSIGNMENT FORM


     FOR VALUE RECEIVED, ______________ hereby sells, assigns and transfers unto

Name _______________________________________
(Please typewrite or print in block letters)

Address ____________________________________

the right to purchase Common Stock  represented by this Warrant to the extent of
______ shares as to which such right is exercisable and does hereby  irrevocably
constitute  and appoint  ___________  as  attorney,  to transfer the same on the
books of the Company with full power of substitution in the premises.


Date ____________, 20_______


Signature _____________________________










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<PAGE>


                                    Exhibit C

                                ADATOM.COM, INC.

                                     WARRANT

                       INVESTMENT REPRESENTATION STATEMENT


AMOUNT:  ________________________

DATE:    _______________, 2000


         In connection  with the purchase of the  above-listed  securities  (the
"Securities") from ADATOM.COM, INC. ("the Company"), I the undersigned Purchaser
represent to the Company the following:

         (a)  I am  aware  of  the  Company's  business  affairs  and  financial
condition,  and have acquired sufficient  information about the Company to reach
an  informed  and  knowledgeable  decision  to  acquire  the  Securities.  I  am
purchasing these Securities for my own account for investment  purposes only and
not with a view to, or for the resale in  connection  with,  any  "distribution"
thereof for  purposes of the  Securities  Act of 1933,  as amended  ("Securities
Act").

         (b)  I understand that the Securities have not been registered under
the  Securities  Act in  reliance  upon a specific  exemption  therefrom,  which
exemption  depends  upon,  among  other  things,  the  bona  fide  nature  of my
investment intent as expressed herein.

         (c)  I further understand that the Securities must be held indefinitely
unless  subsequently  registered under the Securities Act or unless an exemption
from  registration  is otherwise  available.  Moreover,  I  understand  that the
Company is under no  obligation  to register  the  Securities.  In  addition,  I
understand that the certificate evidencing the Securities will be imprinted with
a  legend  which  prohibits  the  transfer  of the  Securities  unless  they are
registered  or such  registration  is not required in the opinion of counsel for
the Company.

         (d)  I am aware of the provisions  of Rule 144,  promulgated  under the
Securities  Act,   which,  in  substance,   permits  limited  public  resale  of
"restricted  securities"  acquired,  directly  or  indirectly,  from the  issuer
thereof (or from an affiliate of such  issuer),  in a  transaction  or series of
transactions not involving a non-public offering, subject to the satisfaction of
certain conditions.

         (e)  I further understand that at the time I wish to sell the Securi-
ties there may be no public market upon which to make such a sale.

         (f)  I further  understand that in the event all of the requirements of
Rule 144 are not satisfied,  registration  under the Securities Act,  compliance
with Regulation A, or some other  registration  exemption will be required;  and
that,  notwithstanding the fact that Rule 144 is not exclusive, the Staff of the
SEC has expressed its opinion that persons  proposing to sell private  placement
securities  other than in a registered  offering and otherwise  than pursuant to
Rule 144 will  have a  substantial  burden  of  proof  in  establishing  that an
exemption from registration is available for such offers or sales, and that such
persons and their respective  brokers who participate in such transactions do so
at their own risk.

                                             -----------------------------------
                                                        Name of Purchaser

                                             -----------------------------------
                                                             Date






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