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                                                                     EXHIBIT 4.6





THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933 (THE "1933 ACT"), UNDER CHAPTER 80A OF THE MINNESOTA
SECURITIES LAWS OR UNDER THE SECURITIES LAWS OF ANY OTHER STATE AND MAY NOT BE
TRANSFERRED WITHOUT: (I) AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND
ITS COUNSEL THAT SUCH TRANSFER MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER
THE 1933 ACT; MINNESOTA SECURITIES LAWS OR THE SECURITIES LAWS OF ANY OTHER
APPLICABLE STATE; OR (II) SUCH REGISTRATION.


                             STOCK PURCHASE WARRANT

                                   To Acquire

                         8,800 Shares of Common Stock of

                            INTRANET SOLUTIONS. INC.


                                                                      No. SW-003
                                                                   June 12, 1998


This certifies that, for value received, Andcor Companies, Inc., a Minnesota
corporation, is entitled to subscribe for and purchase from IntraNet Solutions,
Inc., a Minnesota corporation (the "Company"), at any time commencing on the
date hereof and on or before 5:00 p.m. Minneapolis, Minnesota time, on June 12,
2003, 8,800 shares of the Company's $.01 par value Common Stock, at the Purchase
Price set forth herein, subject to adjustment as hereinafter set forth.

         1.   Definitions. For all purposes of this Warrant the following terms
shall have the following meanings:

              "Commission" shall mean the Securities and Exchange Commission, or
         any other federal agency then administering the Securities Act.

              "Common Stock" shall mean the restricted shares of Common Stock of
         the Company, $.01 par value per share.

              "Company" shall mean IntraNet Solutions, Inc., a Minnesota
         corporation, and any corporation which shall succeed to, or assume, the
         obligations of said corporation hereunder.




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              "Other Securities" shall mean any stock (other than Common Stock)
         or other securities of the Company or any other person, (corporate or
         otherwise) which the Warrantholders at any time shall be entitled to
         receive, or shall have received, upon the exercise of the Warrants, in
         lieu of or in addition to Common Stock, or which at any time shall be
         issuable or shall have been issued in exchange for or in replacement of
         Common Stock or Other Securities.

              "Purchase Price" shall mean $4.50 per share of Common Stock
         (before adjustments, if any).

              "Securities Act" shall mean the Securities Act of 1933, as
         amended, and the rules and regulations of the Commission thereunder, as
         in effect at the time.

              "Subscription Form" shall mean the subscription forms attached
         hereto or incorporated herein by reference.

              "Transfer" shall mean any sale, assignment, pledge or other
         imposition of any warrants and/or Warrant Shares, or of any interest in
         either thereof, which would constitute a sale thereof within the
         meaning of Section 2(3) of the Securities Act.

              "Warrant Shares" shall mean the shares of Common Stock purchase or
         purchasable by the Warrantholder upon the exercise of the Warrants
         pursuant to Section 2 hereof.

              "Warrantholder" shall mean the holder or holders of the Warrants
         or any related Warrant Shares.

              "Warrants" shall mean the Warrants (including this Warrant),
         identical as to terms and conditions and date, except as to the number
         of shares of Common Stock for which they may be exercised, evidencing
         the right to purchase initially an aggregate of 8,800 shares of Common
         Stock, and all Warrants issued in exchange, transfer or replacement
         thereof.

         All terms used in this Warrant which are not defined in Section 1
 hereof have the meanings respectively set forth elsewhere in this Warrant.

         2.   Exercise of Warrant; Issuance of Certificate and Payment for
Warrant Shares. The rights represented by this Warrant may be exercised at any
time on or after the date hereof, and from time to time, prior to expiration
hereof, by the Warrantholder, in whole or in part (but not as to less than 1,000
shares of the Common Stock or as to any fractional share of Common Stock), by:
(a) deliver to the Company of a completed Subscription Form; (b) surrender to
the Company of this Warrant properly endorsed and signature guaranteed; and (c)
delivery to the Company, or its counsel, of a certified or cashiers check made
payable to the Company in an amount equal to the aggregate Purchase Price of the
shares of Common Stock being purchased, at its office in Eden Prairie, Minnesota
(or the office of its counsel or such other office or agency of the Company as
the




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Company may designate by notice to the holder hereof). The Company agrees and
acknowledges that the shares of Common Stock so purchased shall be deemed to be
issued to the presenting Warrantholder as the record owner of such shares as of
the close of business on the date on which this Warrant, properly endorsed, and
the Subscription Form shall have been surrendered and payment made for such
shares. Upon receipt thereof, the Company shall, as promptly as practicable,
execute or cause to be executed and deliver to the Warrantholder, a certificate
or certificates representing the aggregate number of shares of Common Stock
specified in said Subscription Form. Each stock certificate so delivered shall
be in such denomination as may be requested by the Warrantholder and shall be
registered in the name of the Warrantholder. If this Warrant shall have been
exercised only in part, the Company shall, at the time of delivery of said stock
certificate or certificates, deliver to the Warrantholder a new Warrant
evidencing the rights of such holder to purchase the remaining shares of Common
Stock covered by this Warrant. The Company shall pay all expenses, taxes and
other charges payable in connection with the preparation, execution and delivery
of stock certificates pursuant to this Section 2, except that, in case any such
stock certificate or certificates shall be registered in a name or names other
than the name of the Warrantholder, funds sufficient to pay all stock transfer
taxes which shall be payable upon the execution and delivery of such stock
certificate or certificates shall be paid by the Warrantholder to the Company at
the time of delivering this Warrant to the Company as mentioned above.

         3.   Ownership of this Warrant. The Company may deem and treat the
registered Warrantholder as the holder and owner hereof (notwithstanding any
notations of ownership or writing made hereon by anyone other than the Company)
for all purposes and shall not be affected by any notice to the contrary, until
presentation of this Warrant for transfer as provided herein and then only if
such transfer meets the requirements of Section 5 hereof

         4.   Exchange, Transfer and Replacement. Subject to Section 5 hereof,
this Warrant is exchangeable upon the surrender hereof by the Warrantholder to
the Company at its office or agency described in Section 2 hereof for new
Warrants of like tenor and date representing in the aggregate the right to
purchase the number of shares purchasable hereunder, each of such new Warrants
to represent the right to purchase such number of shares (not to exceed the
aggregate total number purchasable hereunder) as shall be designated by the
Warrantholder at the time of such surrender. Subject to Section 5 hereof, this
Warrant and all rights hereunder are transferable, in whole or in part, upon the
books of the Company by the Warrantholder in person or by duly authorized
attorney, and a new Warrant of the same tenor and date as this Warrant, but
registered in the name of the transferee, shall be executed and delivered by the
Company upon surrender of this Warrant, duly endorsed, at said office or agency
of the Company. Upon receipt by the Company of evidence reasonably satisfactory
to it of the loss, theft, destruction, or mutilation of this Warrant, and, in
case of loss, theft, or destruction, of indemnity or security reasonably
satisfactory to it, and upon surrender and cancellation of this Warrant, if
mutilated, the Company will make and deliver a new Warrant of like tenor, in
lieu of this Warrant. This Warrant shall be promptly canceled by the Company
upon the surrender hereof in connection with any exchange, transfer or
replacement. The Company shall pay all expenses, taxes (other than stock
transfer taxes), and other charges payable in connection with the preparation,
execution, and delivery of Warrants pursuant to this Section 4.





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         5.   Restrictions on Transfer. Notwithstanding any provisions contained
in this Warrant to the contrary, neither this Warrant, nor the Warrant Shares,
shall be transferable except upon the conditions specified in this Section 5,
which conditions are intended, among other things, to ensure compliance with the
provisions of the Securities Act in respect of the transfer of this Warrant or
such Warrant Shares. The holder of this Warrant agrees that such holder will not
transfer this Warrant, nor the related Warrant Shares: (a) prior to delivery to
the Company of an opinion of counsel satisfactory to the Company and its counsel
stating that such transfer is exempt from registration under the Securities Act
and applicable state securities laws; or (b) until registration of such Warrants
and/or Warrant Shares under the Securities Act has become effective and
continues to be effective at the time of such transfer. An appropriate legend
may be endorsed on the Warrants and the certificates representing the Warrant
Shares evidencing these restrictions, and a stop order may be placed on the
Company's transfer records.

         6.   Antidilution Provisions. The rights granted hereunder are subject
to the following:

              (a)   Adjustment of Purchase Price The Purchase Price shall be
         subject to adjustment from time to time as hereinafter provided. Upon
         each adjustment of the Purchase Price, the Warrantholder shall
         thereafter be entitled to purchase, at the Purchase Price resulting
         from such adjustment, the number of shares obtained by multiplying the
         Purchase Price in effect immediately prior to such adjustment by the
         number of shares purchasable pursuant hereto immediately prior to such
         adjustment and dividing the product thereof by the Purchase Price
         resulting from such adjustment;

              (b)   Stock Split, Stock Dividends and Reverse Splits. In case the
         Company shall at any time divide the outstanding shares of its Common
         Stock into a greater number of shares (whether pursuant to a stock
         split, stock dividend or otherwise), and conversely, in case the
         outstanding shares of its Common Stock shall be combined into a smaller
         number of shares, the Purchase Price in effect immediately prior to
         such division or combination shall be proportionately adjusted to
         reflect the reduction or increase in the value of each such share of
         Common Stock;

              (c)   Reorganization, Consolidation, Merger or Sale of Assets. If
         any capital reorganization or reclassification of the capital stock of
         the Company, or consolidation or merger of the Company with another
         corporation, or the sale of all or substantially all of its assets to
         another corporation shall be effected in such a way that holders of the
         Company's Common Stock shall be entitled to receive stock, securities
         or assets with respect to or in exchange for such common shares, then,
         as a condition of such reorganization, reclassification, consolidation,
         merger or sale, the holder of this Warrant shall have the right to
         purchase and receive upon the basis and upon the terms and conditions
         specified in this Warrant, and in lieu of the shares of the Common
         Stock of the Company immediately theretofore purchasable and receivable
         upon the exercise of the rights represented hereby, such shares of
         stock, other securities or assets as would have been issued or
         delivered to the holder of this Warrant if it had exercised this
         Warrant and had received such shares of




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         Common Stock prior to such reorganization, reclassification,
         consolidation, merger or sale. The Company shall not effect any such
         consolidation, merger or sale, unless prior to the consummation thereof
         the successor corporation (if other than the Company) resulting from
         such consolidation or merger or the corporation purchasing such assets
         shall assume by written instrument executed and mailed to the
         registered holder of this Warrant at the last address of such holder
         appearing on the books of the Company, the obligation to deliver to
         such holder such shares of stock, securities or assets as, in
         accordance with the foregoing provisions, such holder may be entitled
         to purchase;

              (d)   Other Actions. Provided, however, that the issuance of
         additional capital stock of the Company to persons other than the
         Warrantholder in a manner not discussed in this Section 6 shall not
         result in any adjustment in the Purchase Price or increase in the
         number of shares subject to this Warrant; and

              (e)   Notice. Upon any adjustment of the Purchase Price, the
         Company shall give written notice thereof, by first class mail, postage
         prepaid, addressed to the registered Warrantholder at the address of
         such holder as shown on the books of the Company, which notice shall
         state the Purchase Price resulting from such adjustment and the
         increase or decrease, if any, in the number of shares purchasable at
         such price upon the exercise of this Warrant, setting forth in
         reasonable detail the method of calculation and the acts upon which
         such calculation is based.

         7.   Special Agreements of the Company. The Company covenants and
         agrees that:

              (a)   Will Reserve Shares. The Company will reserve and set apart
         and have at all times, free from preemptive rights, the number of
         shares of authorized but unissued Common Stock deliverable upon the
         exercise of the Warrants, and it will have at all times any other
         rights or privileges provided for herein sufficient to enable it at any
         time to fulfill all of its obligations hereunder;

              (b)   Will Secure Governmental Approvals. If any shares of Common
         Stock required to be reserved for the purposes of exercise of the
         Warrants require registration with or approval of any governmental
         authority under any federal law (other than the Securities Act) or
         under any state law before such shares may be issued upon exercise of
         the Warrants, the Company, will, at its exercise of the Warrants, the
         Company will, at its expense, as expeditiously as possible, use its
         best efforts to cause such shares to be duly registered or approved, as
         the case may be;

              (c)   Will Open Books. The Company will keep its books open for
         transfer of any Warrant and/or Warrant Shares except as otherwise
         provided by law; and

              8.   Notices. Any notice or other document required or permitted
         to be given or delivered to Warrantholders shall be delivered or sent
         by certified mail to each






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         Warrantholder at the last address shown on the books of the Company
         maintained for the registry and transfer of the Warrants. Any notice or
         other document required or permitted to be given or delivered to the
         Company shall be delivered or sent by certified mail to the principal
         office of the Company located at 8091 Wallace Road, Eden Prairie,
         Minnesota 55344, or such other address as shall have been furnished to
         the Warrantholders by the Company.

              9.   No Rights as Shareholders: Limitation of Liability. This
         Warrant shall not entitle any holder hereof to any of the rights of a
         shareholder of the Company. No provision hereof, in the absence of
         affirmative action by the holder hereof to purchase shares of Common
         Stock, and no mere enumeration herein of the rights or privileges of
         the holder hereof, shall give rise to any liability of such holder for
         the Purchase Price or as a shareholder of the Company, whether such
         liability is asserted by the Company or by creditors of the Company.

              10.   Governing Law. This Warrant shall be governed by, and
         construed under and in accordance with, the laws of the State of
         Minnesota.

              11.   Miscellaneous. This Warrant and any provision hereof may be
         changed, waived, discharged or terminated only by an instrument in
         writing signed by the party (or any predecessor in interest thereof)
         against which enforcement of the same is sought. The headings in this
         Warrant are for purposes of reference only and shall not affect the
         meaning or construction of any of the provisions hereof.

         IN WITNESS WHEREOF, the Company has caused this Warrant to be signed by
a duly authorized officer and attested effective the 12th day of June, 1998.

                                             INTRANET SOLUTIONS, INC.



                                             By:  /s/ Jeffrey J. Sjobeck
                                                -----------------------------

                                             Its: Chief Financial Officer
                                                 ----------------------------



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                             FULL SUBSCRIPTION FORM


                     TO BE EXECUTED BY THE REGISTERED HOLDER
              IF IT DESIRES TO EXERCISE IN FULL THE WITHIN WARRANT


         The undersigned hereby exercises the right to purchase the
              shares of Common Stock covered by the within Warrant at the date
of this subscription and herewith makes payment of the sum of $
representing the Purchase Price of $4.50 per share in effect at that date.
Certificates for such shares shall be issued in the name of and delivered to the
undersigned, unless otherwise specified by written instructions, signed by the
undersigned and accompanying this subscription. I realize that this is a
speculative venture and that earnings therefrom are uncertain, if they shall
exist at all.

         I understand that the Company is issuing these shares to me in
accordance with the exemption from registration under Section 4(2), 4(6) or (3)b
of the Securities Act of 1933 ("Act") afforded to transactions not involving any
public offering and that the aforesaid exemption from registration is not
available if I acquire the shares with a view to distribution of said shares in
a manner prohibited by the provisions of the Act. I represent to the Company and
its counsel that I am a resident of the State of                       , that I
am acquiring said shares for my own account, and not as nominee for any other
person or entity, for investment and not for distribution. I also acknowledge
receipt of all the detailed information concerning the Company, including
information regarding risks related to the Company, and the Company's
capitalization, properties, management and contracts, that I have considered
necessary to make a fully informed investment decision.






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         I understand and agree that the stock certificate(s) evidencing the
shares will be stamped with the following legend and that I will comply with the
terms of said legend:

         THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED
         UNDER THE SECURITIES ACT OF 1933 (THE "ACT"), BUT HAVE BEEN ISSUED
         PURSUANT TO AN EXEMPTION THERETO. THE REGISTERED HOLDER OF SUCH SHARES
         HAS AGREED NOT TO EFFECT A DISPOSITION OF SUCH SHARES UNTIL EITHER: (1)
         THE HOLDER HAS RECEIVED AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY
         AND ITS COUNSEL THAT REGISTRATION UNDER THE ACT IS NOT REQUIRED; OR (2)
         A REGISTRATION STATEMENT UNDER THE ACT COVERING SUCH SHARES AND SUCH
         DISPOSITION HAS BECOME EFFECTIVE UNDER THE ACT.



Dated:
       ----------------------------

                                           Signature:
                                                     --------------------------

                                           Address:
                                                   ----------------------------

                                                   ----------------------------

                                                   ----------------------------

                                           SSN or Federal I.D. Number:
                                                                       --------


                                           Phone No.:
                                                     --------------------------

                                           Facsimile No.:
                                                         ----------------------


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                            PARTIAL SUBSCRIPTION FORM

                    TO BE EXECUTED BY THE REGISTERED HOLDER
             IF IT DESIRES TO EXERCISE, IN PART, THE WITHIN WARRANT


         The undersigned hereby exercises the right to purchase              of
the total shares of Common Stock covered by the within Warrant at the date of
this subscription and herewith makes payment of the sum of $
representing the Purchase Price of $4.50 per share in effect at this date.
Certificates for such shares and a new Warrant of like tenor and date for the
balance of the shares not subscribed for shall be issued in the name of and
delivered to the undersigned, unless otherwise specified by written
instructions, signed by the undersigned and accompanying this subscription. I
realize that this is a speculative venture and that earnings therefrom are
uncertain.

         (THE FOLLOWING PARAGRAPH NEEDS BE COMPLETED ONLY IF THE PURCHASE PRICE
         AND NUMBER OF SHARES OF COMMON STOCK SPECIFIED IN THE WITHIN WARRANT
         HAVE BEEN ADJUSTED PURSUANT TO SECTION 6.)

         The shares hereby subscribed for constitute shares of Common Stock (to
the nearest whole share) resulting from adjustment of            shares of the
total of               shares of Common Stock covered by the within Warrant, as
said shares were constituted at the date of the Warrant.

         I understand that the Company is issuing these shares to me in
accordance with the exemption from registration under Section 4(2), 4(6) or 3(b)
of the Securities Act of 1933 ("Act") afforded to transactions not involving any
public offering and that the aforesaid exemption from registration is not
available if I acquire the shares with a view to distribution of said shares in
a manner prohibited by the provisions of the Act. I represent to the Company and
its counsel that I am a resident of the State of             , that I am
acquiring said shares for my own account, and not as nominee for any other
person or entity, for investment and not for distribution. I acknowledge receipt
of all the detailed information concerning the Company, including information
regarding risks related to the Company, and the Company's capitalization,
properties, management and contracts, that I have considered necessary to make
an informed investment decision.





<PAGE>   10




         I understand and agree that the stock certificate(s) evidencing the
shares will be stamped with the following legend and that I will comply with the
terms of said legend:

         THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED
         UNDER THE SECURITIES ACT OF 1933 (THE "ACT"), BUT HAVE BEEN ISSUED
         PURSUANT TO AN EXEMPTION THERETO. THE REGISTERED HOLDER OF SUCH SHARES
         HAS AGREED NOT TO EFFECT A DISPOSITION OF SUCH SHARES UNTIL EITHER: (1)
         THE HOLDER HAS RECEIVED AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY
         AND ITS COUNSEL THAT REGISTRATION UNDER THE ACT IS NOT REQUIRED; OR (2)
         A REGISTRATION STATEMENT UNDER THE ACT COVERING SUCH SHARES AND SUCH
         DISPOSITION HAS BECOME EFFECTIVE UNDER THE ACT.



Dated:
       -------------------------

                                        Signature:
                                                  -----------------------------

                                        Address:
                                                -------------------------------
                                                -------------------------------
                                                -------------------------------

                                        SSN or Federal I.D. Number:
                                                                   ------------

                                        Phone No.:
                                                   ----------------------------

                                        Facsimile No.:
                                                      -------------------------