IN THE UNITED STATES DISTRICT COURT
WESTERN DISTRICT OF TEXAS
AUSTIN DIVISION

FUNDSXPRESS FINANCIAL NETWORK, INC.,
Plaintiff,

v.

DIGITAL INSIGHT CORPORATION,
JOHN DORMAN,
VINCENT BRENNAN,
RONALD GOFFMAN,
ERIC EDWARDS and
STEPHEN CRAIN,
Defendants.

DECLARATION OF JOHN A. BURNS

I, John A. Burns, am over the age of 21 and am of sound mind. I
declare, under penalty of perjury, that the following matters are
within my personal knowledge and are true and correct:

1. I am the Chairman of the Board and Chief Executive Officer and
   founder of FundsXpress, Inc. I am generally familiar with the
   allegations made by the Plaintiff, FundsXpress, Inc., in this
   lawsuit.

2. FundsXpress is a Texas corporation with its principal place of
   business in Travis County, Texas. I am familiar with the activities
   of FundsXpress, and its reputation in the marketplace. From my
   experience, I believe that it is well known within the industry
   that FundsXpress's headquarters are located in Texas. The company's
   website, for instance, makes it clear that our offices are in
   Austin, Texas. http://www.fundsxpress.com/company/contact.html.

3. FundsXpress's main computer system that is used for its internal
   business operations is located in its Texas offices. FundsXpress's
   computer system is set up so that authorized persons may access the
   system, and documents stored on that system, remotely, from outside
   the office. Gibson Dunn, when he was an employee of FundsXpress,
   had such remote access to FundsXpress's internal business
   computers.

4. I have reviewed the electronic mail messages that were exchanged
   between Mr. Dunn and Eric Edwards of Digital Insight that are at
   issue in this lawsuit, and that are attached to the Plaintiff's
   Second Amended Complaint as Exhibits 3 - 6. Thc Pricing Suite and
   Tutorial documents that are referred to in those electronic
   messages were, at the time those messages were sent, located on
   FundsXpress's computers located in Texas.

5. In order for Mr. Dunn to access those documents and to send copies
   of those documents to his personal e-mail account (and then to
   Mr. Edwards, as he appears to have done), it would be necessary
   for Mr. Dunn to remotely acccss the FundsXpress computers in
   Travis County, Texas, and then use the electronic mail system on
   that computer system to send those documents to his personal account.

JOHN BURNS
Dated: July 15, 2002