IN THE UNITED STATES DISTRICT COURT
FOR THE 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.

MOTION TO WITHDRAW AND SUBSTITUTE COUNSEL

TO THE HONORABLE JUDGE OF SAID COURT:

COMES NOW, Barry K. Bishop of Clark, Thomas & Winters, P.C. and Aaron
G. Gundzik and John Cotton of Cotton & Gundzik, L.L.P. and hereby move
to withdraw from further representation of Eric Edwards and Vincent
Brennan, Defendants herein., In support thereof, Movants would show as
follows:

Defendants, Vincent Brennan and Eric Edwards have retained new counsel
and therefore move this Court to substitute Martha S. Dickie and
Jeffrey D. Miller of Minton, Burton, Foster & Collins, P.C. as their
attorneys of record in place of Barry K. Bishop of Clark, Thomas &
Winters, P.C. and Aaron Gundzik and John Cotton of Cotton & Gundzik,
L.L.P.

Counsel for the Plaintiff, Nanneska N. Hazel has been consulted and
does not oppose this withdrawal and substitution.

WHEREFORE, Barry K. Bishop, Aaron Gundzik and John Cotton pray that
their motion be granted, and that they be permitted to withdraw from
representation of the Defendant, Vincent Brennan and Eric Edwards
herein and that Martha S. Dickie and Jeffrey D. Miller be substituted
in as counsel for Vincent Brennan and Eric Edwards.

Respectfully submitted,

CLARK, THOMAS & WINTERS,
A Professional Corporation
P. O. Box 1148
Austin,Texas 78767-1148
(512) 472-8800
(512) 474-1129 (fax)

By: Barry K. Bishop
State Bar No. 02346000

John W. Cotton
Aaron C. Gundzik
COTTON & GUNDZIK, L.L.P.
725 South Figueroa Street, 34th Floor
Los Angeles, California 90017
(213) 312-1330
(213) 6236699 (fax)

ATTORNEYS FOR DEFENDANTS DIGITAL INSIGHT CORPORATION, ERIC EDWARDS,
RONALD GOFFMAN, JOHN DORMAN, VINCENT BRENNAN AND STEPHEN CRAIN

MINTON, BURTON, FOSTER & COLLINS
A Professional Corporation
1100 Guadalupe Street
Austin, Texas 78701
Telephone: (512) 476-4474
Facsimile: (512) 476-1315

By: Martha Dickie
State Bar No. 05833100
Jeffrey D. Miller
State Bar No. 24008714

CERTIFICATE OF SERVICE

On this the 5th day of September, 2002, a true and correct copy of the
above and foregoing Motion to Withdraw and Substitute Counsel was
forwarded via Hand Delivery to the following:

R. James George, Jr.             Peter Nolan
Nanneska N. Hazel                G. Stewart Whitehead
Rebecca S. Smith                 Winstead Sechrest & Minick P.C.
George & Donaldson, L.L.P.       100 Congress Ave., Suite 800
114 West 7th Street, Suite 1100	 Austin, Texas 78701
Austin,Texas 78701

Barry K. Bishop