SUBJECT: TERMINATION AND SHARE TRANSFER AGREEMENT ("Agreement")

                                                                     EXHIBIT 4.1

TO:                Dr. Giancarlo Gaggero ("Gaggero")

                  and

                  Data Strategies International, Inc. ("DSI")

DATE:              March 18, 2004

SUBJECT:           TERMINATION AND SHARE TRANSFER AGREEMENT ("Agreement")

This notice contains certain   important   information   associated with the formal

termination and separation from Front Porch Digital Inc. ("FPDI") and the formal

termination of services for, FPDI.   Your   respective   signatures are evidence of

your respective acceptance of this Agreement.

DELIVERY OF SHARES TO GAGGERO:   In consideration and satisfaction in full of all

past employment   and/or   consulting   compensation for services Gaggero performed

for FPDI and any and all unpaid   salary or vacation pay owing to Gaggero by FPDI

on the date hereof, FPDI will issue Gaggero 1,433,334 shares of freely tradable,

unrestricted   common stock of FPDI (based upon an agreed price of fifteen   cents

($0.15) per share)   within ten (10) business days of the earlier to occur of (a)

the date of   execution of this   Agreement,   or (b) the date of execution of that

certain Compromise   Settlement Agreement ("CSA") entered into by and