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                                                                   EXHIBIT 10.17

                            [WebSideStory Letterhead]

May 15, 2003

Rand Schulman
P.O. Box 3194
Rancho Santa Fe, CA 92067
Dear Rand:

WebSideStory, Inc. is very pleased to offer you the position of Chief Marketing
Officer, reporting to Jeff Lunsford, President and CEO. This offer is contingent
on successful completion of WebSideStory's standard background check process and
based on the following terms and conditions:

      -     A start date of June 2nd or 9th, 2003, depending on how quickly
            you can get your boat down

      -     A bi-weekly salary in the amount of $7,692,30 ($200,000 on an annual
            basis)

      -     Subject to approval by the Company's Board of Directors,
            non-statutory stock options (NSOs) to purchase 200,000 shares of the
            Company's common stock, vesting over 4 years with the first 25% not
            vesting until your first anniversary with the Company. The exercise
            price of the options will be established by the Board of Directors.
            These options will also be subject to the terms and conditions of
            the Company's 2000 Equity Incentive Plan and related agreements.

      -     Eligibility for a $50,000 annual bonus (prorated based on hire
            date), based upon the achievement of WebSideStory's annual operating
            plan and individual performance against objectives, to be agreed to
            by you and Jeff Lunsford within 30 days of your start date. Upon
            your employment, further details will be provided.

You are also eligible to participate in WebSideStory's benefit plans including
medical, dental, life, and disability insurance. You will receive two weeks of
accrued vacation for the first two years of employment, accelerating to three
weeks of vacation accrual the third year of employment. Additionally,
WebSideStory offers an on-site fitness center, tuition reimbursement, 401(k)
plan, credit union, and other attractive benefits. Further information about the
Company's benefits will be provided to you on your first day.

Due to the enactment of the Immigration Reform and Control Act of 1986, this
offer is contingent on your ability to produce acceptable documentation
verifying your eligibility to work in the United States. You will be required to
present the necessary documents on the day you begin work at WebSideStory.

Additionally, a condition of this offer and of your employment with WebSideStory
is the maintenance of the confidentiality of WebSideStory's proprietary and
confidential information and compliance with the Company's policies and
procedures as set forth in its Employee Handbook. Accordingly, you will be
required to execute the Company's Employee Confidentiality and Inventions
Agreement and the Employee Handbook on your first date of employment.

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Rand Schulman
Page 2 of 2

If you wish to accept our offer of employment, please sign and return the
enclosed copy of this letter in the enclosed envelope to me. Your signature
below will indicate your understanding that no other promises or representations
have been made to you and that you understand that you will be an at-will
employee. Either party may end the relationship at any time. This offer is not a
contract of employment, and the terms of employment are subject to change.

We are excited to have you join WebSideStory and know that it will be a mutually
rewarding working relationship.

Very truly yours,

/s/ Sheryl Roland

Sheryl Roland
Vice President, Human Resources

ACCEPTANCE

      I have read, understand, and accept the foregoing terms and conditions of
my offer of employment. I further understand that while my job duties, title,
compensation and benefits may change over time without a written modification of
this agreement, the "at-will" term of my employment (i.e., my right and
WebSideStory's right to terminate our employment relationship at any time, with
or without cause) is a term of employment which cannot be altered or modified
except in writing signed by me and the President of WebSideStory. I understand
and agree that any contrary representation or agreements, which may have been
made to me, are superseded by this offer and my acceptance of the same.

Approved and accepted:

/s/ Rand Schulman
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Rand Schulman                                 Start Date