Warrant to Purchase Common Stock - PurchasePro.com Inc. and Sprint Communications Co. LP


                Amendment to Warrant to Purchase Common Stock
                                     Of
                            PurchasePro.com, Inc.

        This Amendment to Warrant to Purchase Common Stock ('Warrant 
Amendment') is entered into as of December 6, 1999 by PurchasePro.com, Inc., 
a Nevada corporation ('Company'), and Sprint Communications Company L.P. 
('Purchaser').

        Whereas, the Company and Purchaser have entered into a Warrant to 
Purchase Common Stock dated as of November 29, 1999 ('Warrant') and the parties
desire to amend the Warrant.

        For $1,000 and other good and valuable consideration, the receipt and 
sufficiency of which is acknowledged, it is agreed as follows:

        1.  Reservation of Shares.  Notwithstanding the provisions of Section 8
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of the Warrant, the Company shall not be required to reserve from its 
authorized and unissued common stock any shares for availability upon 
exercise of the Warrant until the Company has amended its articles of 
incorporation to increase the number of authorized shares of common stock. 
The Company covenants to call a special meeting of stockholders to be held 
during the first calendar quarter ending March 31, 2000, for the purpose of 
soliciting stockholder approval of an amendment to the Company's articles of 
incorporation to increase the authorized number of shares of common stock. 
The Company represents and warrants to Purchaser that its board of directors 
has approved such an amendment to its articles of incorporation and the 
calling of such a special meeting of stockholders and will recommend to its
stockholders the approval of the amendment of its articles of incorporation.

        2.  Remaining Provisions Unaffected.  Except as specifically changed by
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this Warrant Amendment, the provisions of the Warrant shall be unaffected.

        In Witness Whereof, the parties have executed this Warrant Amendment 
as of the date first written above.


        'Company.'

        PurchasePro.com, Inc.

        By: /s/ CHRISTOPHER P. CARTON
            --------------------------------------
        Its: President and Chief Operating Officer
             -------------------------------------


 
        'Purchaser.'

        Sprint Communications Co. L.P.

        By: /s/ JEFF ANDERSON
            ---------------------------
        Its: VP - Strategic Development
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