<PAGE>

                                                                     EXHIBIT 4.6

THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR QUALIFIED
UNDER ANY STATE SECURITIES LAWS, AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE
DISPOSED OF EXCEPT WHILE A REGISTRATION STATEMENT IS IN EFFECT OR PURSUANT TO AN
AVAILABLE EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE
STATE SECURITIES LAWS. THE HOLDER OF THIS SECURITY IS SUBJECT TO THE APPLICABLE
TERMS OF THE PURCHASE AGREEMENT, DATED AS OF JANUARY 31, 2000, AND THE
REGISTRATION RIGHTS AND STOCKHOLDERS AGREEMENT, DATED AS OF JANUARY 31, 2000.
COPIES OF SUCH AGREEMENTS ARE AVAILABLE AT THE OFFICES OF THE ISSUER.

                              INTIRA CORPORATION

          Series A Warrant for the Purchase of Shares of Common Stock

No. ____                                                        _________ Shares

     FOR VALUE RECEIVED, INTIRA CORPORATION (the "Issuer"), a Delaware
corporation, hereby certifies that [              ] or its registered
assigns (the "Holder") is entitled, subject to the provisions of this Series A
Warrant (this "Warrant"), to purchase from the Issuer, at any time or from time
to time during the Exercise Period, as hereinafter defined, an aggregate of [
] [(       )] fully paid and nonassessable shares of Common Stock at a
purchase price per share equal to the Exercise Price.  The number of Warrant
Shares to be received upon the exercise of this Warrant is subject to adjustment
from time to time as hereinafter set forth.

     Section 1.  Definitions.  Terms defined in the Purchase Agreement dated as
of January 31, 2000 among the Issuer and the Purchasers listed on the signature
pages thereto (as amended from time to time, the "Purchase Agreement"), unless
otherwise defined herein, are used herein as therein defined.  The following
additional terms, as used herein, have the following respective meanings:

     "Common Stock" means the authorized Common Stock, par value $.001 per
share, of the Issuer, and any stock into which such Common Stock may thereafter
be converted or changed.

     "Current Market Price" per share of Common Stock means on any record date
the average of the current market value, determined as set forth below, of
Common Stock for the 20 trading days prior to the date in question.
<PAGE>

                                      -2-



            (i)   If the Common Stock is listed on a national securities
     exchange or admitted to unlisted trading privileges on such an exchange,
     the current market value shall be the last reported sale price of the
     Common Stock on such exchange on such trading day or if no such sale is
     made on such day, the mean of the closing bid and asked prices for such day
     on such exchange; or

            (ii)  If the Common Stock is not so listed or admitted to unlisted
     trading privileges, the current market value shall be the mean of the last
     bid and asked prices reported on such trading day (A) by the Nasdaq Stock
     Market or (B) if reports are unavailable under clause (A) above by the
     National Quotation Bureau Incorporated; or

            (iii) 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 such value as is reasonably determined in
     good faith by the Board of Directors of the Issuer, which determination
     shall be conclusive.

     "Exercisability Date" means the first day on or after which any of the
following has occurred: (i) immediately prior to a Warrant Change of Control,
(ii) the 180th day (or such earlier date as determined by the Issuer in its sole
discretion) following an Initial Public Equity Offering, (iii) other than in
connection with an Initial Public Equity Offering or a registration effected in
connection with the Reorganization or any benefit plan, employee compensation
plan, or employee or director stock purchase plan, a class of equity securities
of the Issuer becomes subject to registration under the Exchange Act, or (iv)
February 2, 2005.

     "Exercise Period" means the period from and including the Exercisability
Date to and including 5:00 p.m. (New York City time) on the tenth anniversary of
the date hereof (or if such day is not a Business Day, the next succeeding
Business Day).

     "Exercise Price" means an amount equal to $0.01 per share of Common Stock.

     "Initial Public Equity Offering" shall mean the first underwritten public
offering (but excluding any offering pursuant to Form S-8 under the Securities
Act or any other publicly registered offering pursuant to the Securities Act
pertaining to an issuance of shares of Common Stock or securities exercisable
therefor under any benefit plan, employee compensation plan, or employee or
director stock purchase plan) of Common Stock of the Issuer pursuant to an
effective registration statement under the Securities Act.

     "Warrant Change of Control" means the occurrence of any of the following:
(i) any "person" or "group" is or becomes the "beneficial owner" (as such terms
are used in Section 13(d)(3) of the Exchange Act, except that a Person shall be
deemed to have "beneficial ownership" of all securities that such Person has the
right to acquire, whether such right is exercis-
<PAGE>

                                      -3-

able immediately or only after the passage of time), directly or indirectly, of
more than 50% of the voting or economic power represented by all of the
outstanding Common Stock (treating convertible preferred stock as converted for
this purpose) of the Issuer, (ii) during any period of two consecutive years,
Continuing Directors cease for any reason to constitute a majority of the Board
of Directors of the Issuer or (iii) the Issuer consolidates or merges with or
into any other Person or sells, assigns, conveys, transfers, leases or otherwise
disposes of all or substantially all of the assets to any other Person, other
than a consolidation or merger or disposition of assets (a) of or by the Issuer
into, with or to a Restricted Subsidiary or (b) pursuant to a transaction in
which the outstanding Common Stock (treating convertible preferred stock as
converted for this purpose) of the Issuer is changed into or exchanged for
securities or other property with the effect that the beneficial owners of such
outstanding Equity Interests of the Issuer immediately prior to such
transaction, beneficially own, directly or indirectly, at least a majority of
the voting or economic power represented by all of the outstanding Common Stock
(treating convertible preferred stock as converted for this purpose) of the
surviving corporation or the Person to whom the Issuer's assets are transferred
immediately following such transaction.

     "Warrant Shares" means the shares of Common Stock and any other securities
or property issuable or deliverable upon exercise of this Warrant, as adjusted
from time to time.

     Section 2.  Exercise of Warrant.  This Warrant may be exercised in whole or
in part, at any time or from time to time, during the Exercise Period, by
presentation and surrender hereof to the Issuer at its principal office at the
address set forth on the signature page hereof (or at such other address as the
Issuer may hereafter notify the Holder in writing), or at the office of its
stock transfer agent or warrant agent, if any, with the Purchase Form annexed
hereto duly executed and accompanied by proper payment of that portion of the
Exercise Price represented by the number of shares of Common Stock specified in
such form being exercised.  Such payment may be made, at the option of the
Holder, either (a) by cash, certified or bank cashier's check or wire transfer
in an amount equal to the product of (i) the Exercise Price times (ii) the
number of shares of Common Stock as to which this Warrant is being exercised or
(b) by receiving from the Issuer the number of Warrant Shares equal to (i) the
number of Warrant Shares as to which this Warrant is being exercised minus (ii)
the number of Warrant Shares having a value, based on the Current Market Price
on the trading day immediately prior to the date of such exercise, equal to the
product of (x) the Exercise Price times (y) the number of shares of Common Stock
as to which this Warrant is being exercised.  If this Warrant should be
exercised in part only, the Issuer shall, upon surrender of this Warrant,
execute and deliver a new Warrant evidencing the rights of the Holder thereof to
purchase the balance of the Warrant Shares purchasable hereunder.  Upon receipt
by the Issuer of this Warrant and the Purchase Form annexed hereto, together
with the applicable portion of the Exercise Price, at such office, in proper
form for exercise, the Holder shall be deemed to be the holder of record of the
Warrant Shares, notwithstanding that the stock transfer books of
<PAGE>

                                      -4-

the Issuer shall then be closed or that certificates representing such Warrant
Shares shall not then be actually delivered to the Holder. The Issuer shall pay
any and all documentary stamp or similar issue taxes payable in respect of the
issue of the Warrant Shares. The Issuer shall not, however, be required to pay
any tax which may be payable in respect of any transfer involved in the issuance
or delivery of certificates representing Warrants or Warrant Shares in a name
other than that of the Holder at the time of surrender for exercise, and, until
the payment of such tax, shall not be required to issue such Warrant Shares.

     Section 3.  Due Authorization; Reservation of Shares.  (a)  The Issuer
represents and warrants that this Warrant has been duly authorized, executed and
delivered by the Issuer and is a valid and binding agreement of the Issuer and
entitles the Holder hereof or its assignees to purchase Warrant Shares upon
payment to the Issuer of the Exercise Price applicable to such shares.  The
Issuer hereby agrees that at all times there shall be reserved for issuance and
delivery upon exercise of this Warrant all shares of its Common Stock or other
shares of capital stock of the Issuer from time to time issuable upon exercise
of this Warrant.  All such shares shall be duly authorized and, when issued upon
such exercise and paid for, shall be validly issued, fully paid and
nonassessable, free and clear of all liens, security interests, charges and
other encumbrances or restrictions on sale and free and clear of all preemptive
rights.

          (b) Assuming the veracity of the Holder's representations in Section
10(a) hereof, the Issuer represents and warrants that the execution and delivery
by it of this Warrant do not require any action by or in respect of the Issuer
(other than those that have been taken) or filing with any governmental body,
agency or official and do not contravene or constitute a default under or
violation of (i) any provision of applicable law or regulation, (ii) the
certificate of incorporation or bylaws of the Issuer, or (iii) any material
agreement, judgment, injunction, order, decree or other instrument binding upon
the Issuer.

     Section 4.  Fractional Shares.  No fractional shares or scrip 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
Issuer shall pay to the Holder an amount in cash equal to such fraction
multiplied by the Current Market Price of such fractional share.

     Section 5.  Exchange, Transfer, Assignment or Loss of Warrant.  This
Warrant is exchangeable, without expense, at the option of the Holder, upon
presentation and surrender hereof to the Issuer for other Warrants of different
denominations, entitling the Holder or Holders thereof to purchase in the
aggregate the same number of Warrant Shares.  Subject to Section 10 hereof and
Section 9 of the Purchase Agreement, the Holder shall be entitled to assign its
interest in this Warrant in whole or in part, without charge to the Holder
hereof, to any person or persons.  Upon surrender of this Warrant to the Issuer,
with the Assignment Form annexed hereto duly executed and funds sufficient to
pay any transfer tax, the Issuer
<PAGE>

                                      -5-

shall, without charge, execute and deliver a new Warrant or Warrants in the name
of the assignee or assignees named in such instrument of assignment and, if the
Holder's entire interest is not being assigned, in the name of the Holder, and
this Warrant shall promptly be canceled. This Warrant may be divided or combined
with other Warrants that carry the same rights upon presentation hereof at the
office of the Issuer, together with a written notice specifying the names and
denotations in which new Warrants are to be issued and signed by the Holder
hereof. The term "Warrant" as used herein includes any Warrants into which this
Warrant may be divided or for which it may be exchanged. Upon receipt by the
Issuer 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 Issuer shall at its expense execute and deliver
a new Warrant of like tenor and date.

     Section 6.  Rights of the Holder.  The Holder shall not, by virtue hereof,
be entitled to any rights of a stockholder in the Issuer, either at law or
equity, and the rights of the Holder are limited to those expressed in this
Warrant; provided, however, that the Holder shall be entitled to receive all
Distributions and Distribution Rights in respect of Common Stock as though this
Warrant had been exercised.

     Section 7.  Anti-dilution Provisions and Other Adjustments; Purchase Right.
The number of Warrant Shares which may be purchased upon the exercise hereof
shall be subject to change or adjustment as follows:

          (a) Stock Dividends, Splits, Combinations, Reclassifications, etc.  If
     the Issuer at any time (i) shall declare a dividend or make a distribution
     on its Common Stock payable in shares of its capital stock (whether shares
     of Common Stock or of capital stock of any other class), (ii) shall
     subdivide shares of its Common Stock into a greater number of shares, (iii)
     shall combine or have combined its outstanding Common Stock into a smaller
     number of shares or (iv) shall issue by reclassification of its Common
     Stock (including any such reclassification in connection with a
     consolidation or merger in which the Issuer is the continuing corporation),
     other securities of the Issuer, the Holder shall be entitled to purchase
     the aggregate number and kind of shares of capital stock and other
     securities which, if the Warrant had been exercised immediately prior to
     such event, the Holder would have owned upon such exercise and been
     entitled to receive by virtue of such dividend, distribution, subdivision,
     combination or reclassification.  Such adjustment shall be made
     successively whenever any event listed above shall occur.

          (b) Stock Other Than Common Stock.  In the event that at any time, as
     a result of an adjustment made pursuant to subsection (a) of this Section
     7, the Holder shall become entitled to receive any shares of the capital
     stock of the Issuer other than
<PAGE>

                                      -6-

     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 this Section 7,
     and the provisions of this Warrant with respect to the Common Stock shall
     apply on like terms to any such other shares.

          (c) Certain Distributions.  If at any time the Issuer grants, issues
     or sells options, convertible securities, or rights to purchase Capital
     Stock, warrants or other securities pro rata to the record holders of any
                                         ---------
     Common Stock (the "Distribution Rights") or, without duplication, makes any
     dividend or otherwise makes any distribution, including, subject to
     applicable law, pursuant to any plan of liquidation, dissolution or winding
     up ("Distribution") on Common Stock (whether in cash, property, evidences
     of indebtedness or otherwise), then the Issuer shall grant, issue, sell or
     make to each registered Holder of Warrants then outstanding the aggregate
     Distribution Rights or Distribution, as the case may be, which such Holder
     would have acquired if such Holder had held the maximum number of Warrant
     Shares acquirable upon complete exercise of such Holder's Warrants
     (regardless of whether the Warrants are then exercisable and without giving
     effect to the cashless exercise option) immediately before the record date
     for the grant, issuance or sale of such Distribution Rights or
     Distribution, as the case may be, or, if there is no such record date, the
     date as of which the record holders of Common Stock are to be determined
     for the grant, issue or sale of such Distribution Rights or Distribution,
     as the case may be.

          (d) Common Stock Defined.  Whenever reference is made in this Section
     7 to the issue of shares of Common Stock, the term "Common Stock" shall
     include any equity securities of any class of the Issuer hereinafter
     authorized which shall not be limited to a fixed or determinable amount in
     respect of the right of the holders thereof to participate in dividends or
     distributions of assets upon the voluntary or involuntary liquidation,
     dissolution or winding up of the Issuer.  However, subject to the
     provisions of Section 9 hereof, shares issuable upon exercise hereof shall
     include only Warrant Shares as of the date hereof or shares of any class or
     classes resulting from any reclassification or reclassifications thereof or
     as a result of any corporate reorganization as provided for in Section 9
     hereof.

     Section 8.  Officers' Certificate.  Whenever the number of Warrant Shares
purchasable hereunder shall be adjusted as required by the provisions of Section
7, the Issuer at its expense shall forthwith file in the custody of its
Secretary or an Assistant Secretary at its principal office an officers'
certificate showing the adjusted number of Warrant Shares purchasable hereunder
determined as herein provided, setting forth in reasonable detail the facts
requiring such adjustment and the manner of computing such adjustment.  Each
such officers' certificate shall be signed by the chairman, president or chief
financial officer of the Issuer
<PAGE>

                                      -7-

and by the secretary or any assistant secretary of the Issuer. Absent manifest
error, the officers' certificate shall be conclusive evidence that the
adjustment is correct. Each such officers' certificate shall be made available
at all reasonable times for inspection by the Holder or any Holder of a Warrant
executed and delivered pursuant to Section 4 hereof and the Issuer shall,
forthwith after each such adjustment, mail a copy, by certified mail, of such
certificate to the Holder or any such Holder. The Issuer shall, upon the
reasonable request in writing of the Holders of a majority of the Warrants (at
the Issuer's expense), retain independent public accountants of recognized
national standing selected by the Board of Directors of the Issuer to make any
computation required in connection with adjustments under this Warrant, and a
certificate signed by such firm shall be conclusive evidence of the correctness
of such adjustment, which shall be binding on the Holders and the Issuer.

     Section 9.  Reclassification, Reorganization, Consolidation or Merger.

     (a) In case of any Reorganization Transaction (as hereinafter defined) or
the Reorganization, the Issuer shall, as a condition precedent to such
transaction, cause effective provisions to be made so that the Holder shall have
the right thereafter, by exercising this Warrant, to purchase the kind and
highest amount of shares of stock and other securities and property receivable
upon such Reorganization Transaction by a holder of the number of shares of
Common Stock that would have been received upon exercise of this Warrant
immediately prior to such Reorganization Transaction.  Any such provision shall
include provision for adjustments in respect of such shares of stock and other
securities and property that shall be as nearly equivalent as may be practicable
to the adjustments provided for in this Warrant.  The foregoing provisions of
this Section 9 shall similarly apply to successive Reorganization Transactions.
For purposes of this Section 9, "Reorganization Transaction" shall mean
(excluding any transaction covered by Section 7) any reclassification, capital
reorganization or other change of outstanding shares of Common Stock of the
Issuer (other than a subdivision or combination of the outstanding Common Stock
and other then a change in the par value of the Common Stock) or any
consolidation or merger of the Issuer with or into another corporation (other
than a merger with a subsidiary in which merger the Issuer is the continuing
corporation and that does not result in any reclassification, capital
reorganization or other change of outstanding shares of Common Stock of the
class issuable upon exercise of this Warrant) or any sale, lease, transfer or
conveyance to another corporation of all or substantially all of the assets of
the Issuer.

     (b)  Notwithstanding anything contained in the Warrants or in the Purchase
Agreement to the contrary, the Issuer shall not effect any Reorganization
Transaction unless, in connection with the consummation thereof, each Person
(other than the Issuer) which may be required to deliver any stock, securities
or property upon the exercise of this Warrant as provided herein shall assume,
by written instrument delivered to the Holder, (a) the obligations of the
Issuer under this Warrant, (b) the obligations of the Issuer under the
Registration Rights
<PAGE>

                                      -8-

and Stockholders Agreement and (c) the obligation to deliver to the Holder such
shares of stock, securities or property as, in accordance with the foregoing
provisions of this Section 9, the Holder may be entitled to receive. Nothing in
this Section 9 shall be deemed to authorize the Issuer to enter into any
transaction not otherwise permitted by the Purchase Agreement.

     Section 10.  Transfer Restrictions.

          (a) Compliance with Securities Act.  The Holder, by acceptance hereof,
agrees that this Warrant, and the Warrant Shares to be issued upon exercise
hereof are being acquired for investment and that such Holder will not offer,
sell or otherwise dispose of this Warrant, or any Warrant Shares except under
circumstances which will not result in a violation of the Securities Act or any
applicable state securities laws.  Upon exercise of this Warrant, unless the
Warrant Shares being acquired are registered under the Securities Act and any
applicable state securities laws or an exemption from such registration is
available, the Holder hereof shall confirm in writing that the Warrant Shares so
purchased are being acquired for investment and not with a view toward
distribution or resale in violation of the Securities Act and shall confirm such
other matters related thereto as may be reasonably requested by the Issuer.
This Warrant and all Warrant Shares issued upon exercise of this Warrant (unless
registered under the Securities Act and any applicable state securities laws)
shall be stamped or 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 "SECURITIES ACT"), OR
     QUALIFIED UNDER ANY STATE SECURITIES LAWS, AND MAY NOT BE TRANSFERRED, SOLD
     OR OTHERWISE DISPOSED OF EXCEPT WHILE A REGISTRATION STATEMENT IS IN EFFECT
     OR PURSUANT TO AN AVAILABLE EXEMPTION FROM REGISTRATION UNDER THE
     SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS.  THE HOLDER OF THIS
     SECURITY IS SUBJECT TO THE APPLICABLE TERMS OF THE PURCHASE AGREEMENT,
     DATED AS OF JANUARY 31, 2000, AND THE REGISTRATION RIGHTS AND STOCKHOLDERS
     AGREEMENT, DATED AS OF JANUARY 31, 2000.  COPIES OF SUCH AGREEMENTS ARE
     AVAILABLE AT THE OFFICES OF THE ISSUER.

          Said legend shall be removed by the Issuer, upon the request of the
     Holder, at such time as the restrictions on the transfer of the applicable
     security shall have terminated.
<PAGE>

                                      -9-

          (b) Disposition of Warrant or Warrant Shares.  With respect to any
offer, sale or other disposition of this Warrant or any Warrant Shares acquired
pursuant to the exercise of this Warrant prior to registration of such Warrant
or Warrant Shares, the Holder hereof agrees to comply with all of the applicable
provisions of Section 9 of the Purchase Agreement.  Each certificate
representing this Warrant or Warrant Shares thus transferred (except a transfer
pursuant to Rule 144) shall bear a legend as to the applicable restrictions on
transferability in order to ensure compliance with such laws, unless in the
aforesaid opinion of counsel for Holder, such legend is not required in order to
ensure compliance with such laws.  The Issuer may issue stop transfer
instructions to its transfer agent in connection with such restrictions.

     Section 11.  Market Stand-Off.  The Holder hereby agrees that, during the
period of duration (up to, but not exceeding, 180 days) specified by the Issuer
and an underwriter of Common Stock or other equity securities of the Issuer,
following the effective date of a registration statement of the Issuer filed
under the Securities Act, it shall not, to the extent requested by the Issuer
and such underwriter, directly or indirectly sell, offer to sell, contract to
sell (including, without limitation, any short sale), grant any option to
purchase or otherwise transfer or dispose of (other than to donees who agree to
be similarly bound) any Common Stock of the Issuer held by it at any time during
such period except Common Stock included in such registration.  In order to
enforce the foregoing covenant, the Issuer may impose stop-transfer instructions
with respect to the securities of Holder until the end of such period, and
Holder agrees that, if so requested, Holder will execute an agreement in the
form provided by the underwriter containing terms which are essentially
consistent with the provisions of this Section.

     Section 12.  Listing on Securities Exchanges.  The Issuer shall use all
commercially reasonable efforts to list on each national securities exchange, if
any, on which any Common Stock may at any time be listed, subject to official
notice of issuance upon the exercise of this Warrant, and shall use its
commercially reasonable efforts to maintain such listing, so long as any other
shares of its Common Stock shall be so listed, all shares of Common Stock from
time to time issuable upon the exercise of this Warrant; and the Issuer shall
use its commercially reasonable efforts to so list on each national securities
exchange, and shall use all reasonable efforts to maintain such listing of, any
other shares of capital stock of the Issuer issuable upon the exercise of this
Warrant if and so long as any shares of capital stock of the same class shall be
listed on such national securities exchange by the Issuer.  Any such listing
shall be at the Issuer's expense.

     Section 13.  Availability of Information.  The Issuer shall comply with the
reporting requirements set forth in Section 6 of the Purchase Agreement.
<PAGE>

                                      -10-

     Section 14.  Governing Law.  This Warrant shall be construed and enforced
in accordance with, and the rights of the parties shall be governed by, the laws
of the State of New York, excluding choice-of-law principles of the law of such
state that would require the application of the laws of a jurisdiction other
than such state.
<PAGE>

                                      -11-

     IN WITNESS WHEREOF, the Issuer has duly caused this Warrant to be executed
by and attested by one of its duly authorized officers and to be dated as of
February 2, 2000.

                              INTIRA CORPORATION

                              By:__________________________________
                                  Name:  David Boone
                                  Title: Chief Financial Officer

                              Address:
                              Intira Corporation
                              5667 Gibraltar Drive
                              Pleasanton, CA  94588
                              Attention:  David Boone
                              Telecopier: (925) 224-7964
                              Telephone:  (925) 224-7951
<PAGE>

                                 PURCHASE FORM

Dated _________, __

     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 exercise price thereof.

                    INSTRUCTIONS FOR REGISTRATION OF STOCK

Name________________________________________________________________________
                  (please typewrite or print in block letters)

Address ____________________________________________________________________

Signature __________________________________________________________________

                                ASSIGNMENT FORM

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

Name________________________________________________________________________
                  (please typewrite or print in block letters)

Address ____________________________________________________________________

its right to purchase _____ shares of Common Stock represented by this Warrant
and does hereby irrevocably constitute and appoint ___________ Attorney, to
transfer the same on the books of the Issuer, with full power of substitution in
the premises.

Date _______, ____

Signature ________________________