Registration No. 333-
-------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
ACXIOM CORPORATION
(Exact name of registrant as specified in charter)
Delaware 71-0581897
(State or other jurisdiction I.R.S. Employer
of incorporation or organization) Identification No.
P.O. Box 2000
301 Industrial Boulevard
Conway, Arkansas 72033-2000
(Address of principal executive offices) (Zip Code)
ACXIOM CORPORATION/
PRO CD, INC. STOCK OPTION PLANS
(Full Title of the Plan)
Catherine L. Hughes
P.O. Box 2000
301 Industrial Boulevard
Conway, Arkansas 72033-2000
(Name and address of agent for service)
Copy to:
John Clayton Randolph
Friday, Eldredge & Clark
400 West Capitol Avenue, Suite 2000
Little Rock, Arkansas 72201-3493
501-336-1000
(Telephone number, including area code, of agent for
service)
CALCULATION OF REGISTRATION FEE
------------------------------------------------------------
Title of Amount Proposed Proposed Amount of
Securities to be Maximum Maximum Registration
to be Regis- Offering Aggregate Fee (2)
Registered tered(1) Price Per Offering
Unit(2) Price(2)
------------------------------------------------------------
Common
Stock
($.10 Par
Value) 147,097 $ (2) $517,139.57 $178.33
-----------------------------------------------------------
(1) The Registration Statement also includes an
indeterminable number of additional shares that may
become issuable pursuant to the antidilution adjustment
provisions of the Plan.
(2) Calculated pursuant to Rule 457(h)(1) on the basis of
option exercise prices for the following number of
options: 17,855 at $.083; 45,087 at $.17; 1,800 at
$3.75; 1,200 at $5.00; 21,437 at $6.88; 39,333 at $6.25;
and 20,385 at $5.00.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 3. Incorporation of Certain Documents by Reference
The following documents filed by Acxiom Corporation (the
"Company") with the Securities and Exchange Commission are
incorporated by reference in this registration statement:
(i) the Company's Annual Report on Form 10-K for the fiscal
year ended March 31, 1995 (as amended by a Form 10-K/A filed
October 12, 1995); (ii) the Company's Quarterly Reports on
Form 10-Q for the quarters ended June 30, 1995, September
30, 1995 and December 31, 1995; (iii) the Company's Current
Reports on Form 8-K dated August 25, 1995 and September 27,
1995; (iv) the Company's Reports on Form 10-C filed August
30, 1995 and April 17, 1996; and (v) the description of the
Company's Common Stock contained in its registration
statement on Form 8-A dated February 4, 1985, as amended on
February 22, 1985.
In addition, all documents subsequently filed by the
Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of
the Securities Exchange Act of 1934, prior to the filing of
a post-effective amendment which indicates that all
securities offered have been sold or which deregisters all
securities then remaining unsold, shall be deemed to be
incorporated by reference in this registration statement and
to be a part hereof from the date of filing of such
documents.
Item 4. Description of Securities.
Not applicable
Item 5. Interest of Named Experts and Counsel.
Not applicable.
Item 6. Indemnification of Directors and Officers
Section 145 of the Delaware General Corporation Law
contains detailed provisions for indemnification of
directors and officers of Delaware corporations against
expenses, judgments, fines and settlements in connection
with litigation. Article THIRTEENTH of the Company's
Amended and Restated Certificate of Incorporation and
Article VII of the Company's Bylaws provide for
indemnification of the directors and officers of the Company
against certain liabilities.
Item 7. Exemption from Registration Claimed.
Not applicable.
Item 8. Exhibits
Number Description
4.1 Company's Amended and Restated Certificate of
Incorporation (incorporated by reference to
Exhibit 4.1 to Registration No. 33-63423)
4.2 Company's Bylaws as currently in effect
(incorporated by reference to Exhibit 3(b) to
Form 10-K for the fiscal year ended March 31,
1991 in 0-13163)
4.3 Data Center Management Agreement dated July
27, 1992 between the Company and Trans Union
Corporation (incorporated by reference to
Exhibit A to Schedule 13D of Trans Union
Corporation dated August 31, 1992 in 5-36226)
4.4 Agreement to Extend and Amend Data Center
Management Agreement and to Amend Registra-
tion Rights Agreement dated August 31, 1994
(incorporated by reference to Exhibit 10(b)
to Form 10-K for the fiscal year ended
March 31, 1995, as amended, in 0-13163)
4.5 Warrant to Purchase 2,000,000 shares of
Company Common Stock (incorporated by
reference to Exhibit B to Schedule 13D of
Trans Union Corporation dated August 31,
1992 in 5-36226)
4.6 Registration Rights Agreement, effective
August 31, 1992, between the Company and
Trans Union Corporation (incorporated by
reference to Exhibit C to Schedule 13D of
Trans Union Corporation dated August 31,
1992 in 5-36226)
4.7 Letter Agreement dated July 27, 1992 between
the Company and Trans Union Corporation
(incorporated by reference to Exhibit 4.6
to Registration No. 33-63320)
4.8 Letter Agreement dated August 31, 1994 between
the Company and Trans Union Corporation
(incorporated by reference to Exhibit 4.8 to
Registration No. 33-63423)
4.9 Stock Purchase Agreement dated October 26,
1994 between the Company and Marmon Indus-
trial Corporation (incorporated by reference
to Exhibit 4.9 to Registration No. 33-63423)
5 Opinion and Consent of Friday, Eldredge
& Clark
23.1 Consent of KPMG Peat Marwick LLP
23.2 Consent of Friday, Eldredge & Clark (included
in Exhibit 5)
24 Powers of Attorney
Item 9. Undertakings
The undersigned registrant hereby undertakes:
1. To file, during any period in which offers or sales
are being made, a post-effective amendment to this
registration statement:
(a) To include any prospectus required by Section
10(a)(3) of the Securities Act of 1933, unless the
information required to be included in such post-effective
amendment is contained in a periodic report filed by
registrant pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934 and incorporated herein by
reference;
(b) To reflect in the prospectus any facts or
events arising after the effective date of the registration
statement (or the most recent post-effective amendment
thereof) which, individually or in the aggregate, represent
a fundamental change in the information set forth in the
registration statement, unless the information required to
be included in such post-effective amendment is contained in
a periodic report filed by registrant pursuant to Section 13
or Section 15(d) of the Securities Exchange Act of 1934 and
incorporated herein by reference. Notwithstanding the
foregoing, any increase or decrease in volume of securities
offered (if the total dollar value of securities offered
would not exceed that which was registered) and any deviation
from the low or high end of the estimated maximum offering
range may be reflected in the form of prospectus filed with
the Commission pursuant to Rule 424(b) if, in the aggregate,
the changes in volume and price represent no more than a 20%
change in the maximum aggregate offering price set forth in
the "Calculation of Registration Fee" table in the effective
registration statement.
(c) To include any material information with respect
to the plan of distribution not previously disclosed in this
registration statement or any material change to such
information in this registration statement.
2. That, for the purpose of determining any
liability under the Securities Act of 1933, each such post-
effective amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and
the offering of such securities at that time shall be deemed
to be the initial bona fide offering thereof.
3. To remove from registration by means of a post-
effective amendment any of the securities being registered
which remain unsold at the termination of the offering.
4. That, for purposes of determining any liability
under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or
Section 15(d) of the Securities Exchange Act of 1934 that is
incorporated by reference in the registration statement
shall be deemed to be a new registration statement relating
to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial
bona fide offering thereof.
Insofar as indemnification for liabilities arising
under the Securities Act of 1933 may be permitted to
directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions referred to
in Item 6 above, or otherwise, the registrant has been
advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In
the event that a claim for indemnification against such
liabilities (other than the payment by the registrant of
expenses incurred or paid by a director, officer or
controlling person of the registrant in the successful
defense of any action, suit or proceeding) is asserted by
such director, officer or controlling person in connection
with the securities being registered, the registrant will,
unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed
in the Act and will be governed by the final adjudication of
such issue.
SIGNATURES
Pursuant to the requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable
grounds to believe that it meets all the requirements for
filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Conway, State of
Arkansas, on the 9th day of May, 1996.
ACXIOM CORPORATION
/s/ Catherine L. Hughes
-------------------------
(Catherine L. Hughes
Secretary and General Counsel)
Pursuant to the requirements of the Securities Act of
1933, this registration statement has been signed below by
the following persons in the capacities indicated, on the
9th day of May, 1996.
*
------------------- Chief Financial Officer
Robert S. Bloom (Principal Accounting Officer)
*
------------------- Director
Dr. Ann H. Die
*
------------------- Director
William T. Dillard II
*
------------------- Director
Harry C. Gambill
*
------------------- Chief Operating Officer, Executive
Roger S. Kline Vice President, Treasurer and
Director (Principal Financial
Officer)
*
------------------- Chairman of the Board, Chief
Charles D. Morgan, Jr. Executive Officer, President and
Director (Principal Executive
Officer)
*
------------------- Director
Robert A. Pritzker
*
------------------- Director
Walter V. Smiley
*
------------------- Executive Vice President and
James T. Womble Director
/s/ Catherine L. Hughes
*By: ------------------------
Catherine L. Hughes
(Attorney-in-Fact)
*Catherine L. Hughes, by signing her name hereto, does
sign this document on behalf of each of the persons
indicated above pursuant to powers of attorney duly executed
by such persons, filed or to be filed with the Securities
and Exchange Commission as supplemental information.
INDEX TO EXHIBITS
Exhibit
Number Exhibit
4.1 Company's Amended and Restated Certificate of
Incorporation (incorporated by reference to
Exhibit 4.1 to Registration No. 33-63423)
4.2 Company's Bylaws as currently in effect
(incorporated by reference to Exhibit 3(b) to
Form 10-K for the fiscal year ended March 31,
1991 in 0-13163)
4.3 Data Center Management Agreement dated July
27, 1992 between the Company and Trans Union
Corporation (incorporated by reference to
Exhibit A to Schedule 13D of Trans Union
Corporation dated August 31, 1992 in 5-36226)
4.4 Agreement to Extend and Amend Data Center
Management Agreement and to Amend Registra-
Rights Agreement dated August 31, 1994
(incorporated by reference to Exhibit 10(b)
to Form 10-K for the fiscal year ended
March 31, 1995, as amended, in 0-13163)
4.5 Warrant to Purchase 2,000,000 shares of
Company Common Stock (incorporated by
reference to Exhibit B to Schedule 13D of
Trans Union Corporation dated August 31,
1992 in 5-36226)
4.6 Registration Rights Agreement, effective
August 31, 1992, between the Company and
Trans Union Corporation (incorporated by
reference to Exhibit C to Schedule 13D of
Trans Union Corporation dated August 31,
1992 in 5-36226)
4.7 Letter Agreement dated July 27, 1992 between
the Company and Trans Union Corporation
(incorporated by reference to Exhibit 4.6
to Registration No. 33-63320)
4.8 Letter Agreement dated August 31, 1994 between
the Company and Trans Union Corporation
(incorporated by reference to Exhibit 4.8 to
Registration Statement No. 33-63423)
4.9 Stock Purchase Agreement dated October 26,
1994 between the Company and Marmon Indus-
trial Corporation (incorporated by reference
to Exhibit 4.9 to Registration No. 33-63423)
5 Opinion and Consent of Friday, Eldredge
& Clark
23.1 Consent of KPMG Peat Marwick LLP
23.2 Consent of Friday, Eldredge & Clark (included
in Exhibit 5)
24 Powers of Attorney
FRIDAY, ELDREDGE & CLARK
2000 First Commercial Building
400 West Capitol Avenue
Little Rock, Arkansas 72201-3493
Telephone: 501-376-2011
Fax: No.: 501-376-2147
May 9, 1996
Acxiom Corporation
Post Office Box 2000
301 Industrial Boulevard
Conway, Arkansas 72033-2000
Ladies and Gentlemen:
We refer to the Registration Statement on Form S-8 (the
"Registration Statement") filed with the Securities and
Exchange Commission on or about the date hereof by Acxiom
Corporation (the "Company") for registration under the
Securities Act of 1933, as amended (the "Act"), of 147,097
shares of the Company's common stock, $.10 par value per
share (the "Shares"), to be offered in connection with the
Acxiom Corporation/Pro CD, Inc. Stock Option Plans (the
"Plan").
It is our opinion that all action necessary to register
the Shares under the Act will have been taken when:
a. The Registration Statement shall have become
effective in accordance with the applicable provisions of
the Act; and
b. Appropriate action shall have been taken by the
Board of Directors of the Company for the purpose of
authorizing the registration of the Shares.
It is our further opinion that the Shares will be, upon
issuance against receipt of the purchase price therefore (as
defined in the Plan), validly authorized, validly issued,
fully paid and non-assessable. This opinion does not pass
upon the matter of compliance with "Blue Sky" laws or
similar laws relating to the sale or distribution of the
Shares.
We are members of the Arkansas Bar and do not hold
ourselves out as experts on the laws of any other State.
We hereby consent to the use of this opinion as an
exhibit to the Registration Statement, as it may be amended,
and consent to such references to our firm as are made
therein.
Very truly yours,
FRIDAY, ELDREDGE & CLARK
JCR/bb
The Board of Directors
Acxiom Corporation:
We consent to incorporation by reference in the registration
statement on Form S-8 of Acxiom Corporation of our report
dated May 5, 1995, relating to the consolidated balance
sheets of Acxiom Corporation and subsidiaries as of March
31, 1995 and 1994, and the related consolidated statements
of earnings, stockholders' equity and cash flows for each of
the years in the three-year period ended March 31, 1995
which is incorporated by reference in the March 31, 1995
annual report on Form 10-K of Acxiom Corporation. We also
consent to incorporation by reference in the above-mentioned
registration statement of our report dated May 5, 1995
relating to the consolidated financial statement schedule,
which report appears in the March 31, 1995 annual report on
Form 10-K of Acxiom Corporation.
KPMG Peat Marwick LLP
Little Rock, Arkansas
May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
director and officer of Acxiom Corporation, a Delaware
corporation (the "Company"), does hereby constitute and
appoint Catherine L. Hughes and/or Robert S. Bloom, and each
of them, as the true and lawful attorneys-in-fact and agents
of the undersigned, with full power of substitution and
resubstitution for the undersigned and in the undersigned's
name, place and stead, in the undersigned's capacity as a
director and principal executive officer of the Company, to
sign the Company's Registration Statement on Form S-8
pertaining to the registration of up to 147,097 shares of
the Company's Common Stock, $.10 par value per share, to be
offered to certain employees pursuant to the Acxiom
Corporation/Pro CD, Inc. Stock Option Plans and to sign any
and all amendments thereto (including post-effective
amendments), and to file the same, together with any
exhibits and all other documents related thereto, with the
Securities and Exchange Commission, granting to said
attorneys-in-fact and agents, full power and authority to do
and perform each and any act and thing requisite and
necessary to be done in connection therewith, as fully to
all intents and purposes as the undersigned might or could
do in person, duly ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be
done by virtue of the power herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this date.
Signature:
/s/ Charles D. Morgan, Jr.
--------------------------
Charles D. Morgan, Jr.
Date: May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
director and officer of Acxiom Corporation, a Delaware
corporation (the "Company"), does hereby constitute and
appoint Catherine L. Hughes and/or Robert S. Bloom, and each
of them, as the true and lawful attorneys-in-fact and agents
of the undersigned, with full power of substitution and
resubstitution for the undersigned and in the undersigned's
name, place and stead, in the undersigned's capacity as a
director and principal financial officer of the Company, to
sign the Company's Registration Statement on Form S-8
pertaining to the registration of up to 147,097 shares of
the Company's Common Stock, $.10 par value per share, to be
offered to certain employees pursuant to the Acxiom
Corporation/Pro CD, Inc. Stock Option Plans and to sign any
and all amendments thereto (including post-effective
amendments), and to file the same, together with any
exhibits and all other documents related thereto, with the
Securities and Exchange Commission, granting to said
attorneys-in-fact and agents, full power and authority to do
and perform each and any act and thing requisite and
necessary to be done in connection therewith, as fully to
all intents and purposes as the undersigned might or could
do in person, duly ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be
done by virtue of the power herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this date.
Signature:
/s/ Rodger S. Kline
--------------------------
Rodger S. Kline
Date: May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
director and officer of Acxiom Corporation, a Delaware
corporation (the "Company"), does hereby constitute and
appoint Catherine L. Hughes and/or Robert S. Bloom, and each
of them, as the true and lawful attorneys-in-fact and agents
of the undersigned, with full power of substitution and
resubstitution for the undersigned and in the undersigned's
name, place and stead, in the undersigned's capacity as a
director and officer of the Company, to sign the Company's
Registration Statement on Form S-8 pertaining to the
registration of up to 147,097 shares of the Company's Common
Stock, $.10 par value per share, to be offered to certain
employees pursuant to the Acxiom Corporation/Pro CD, Inc.
Stock Option Plans and to sign any and all amendments
thereto (including post-effective amendments), and to file
the same, together with any exhibits and all other documents
related thereto, with the Securities and Exchange
Commission, granting to said attorneys-in-fact and agents,
full power and authority to do and perform each and any act
and thing requisite and necessary to be done in connection
therewith, as fully to all intents and purposes as the
undersigned might or could do in person, duly ratifying and
confirming all that said attorneys-in-fact and agents may
lawfully do or cause to be done by virtue of the power
herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this date.
Signature:
/s/ James T. Womble
--------------------------
James T. Womble
Date: May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
director of Acxiom Corporation, a Delaware corporation (the
"Company"), does hereby constitute and appoint Catherine L.
Hughes and/or Robert S. Bloom, and each of them, as the true
and lawful attorneys-in-fact and agents of the undersigned,
with full power of substitution and resubstitution for the
undersigned and in the undersigned's name, place and stead,
in the undersigned's capacity as a director of the Company,
to sign the Company's Registration Statement on Form S-8
pertaining to the registration of up to 147,097 shares of
the Company's Common Stock, $.10 par value per share, to be
offered to certain employees pursuant to the Acxiom
Corporation/Pro CD, Inc. Stock Option Plans and to sign any
and all amendments thereto (including post-effective
amendments), and to file the same, together with any
exhibits and all other documents related thereto, with the
Securities and Exchange Commission, granting to said
attorneys-in-fact and agents, full power and authority to do
and perform each and any act and thing requisite and
necessary to be done in connection therewith, as fully to
all intents and purposes as the undersigned might or could
do in person, duly ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be
done by virtue of the power herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this date.
Signature:
/s/ Walter V. Smiley
--------------------------
Walter V. Smiley
Date: May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
director of Acxiom Corporation, a Delaware corporation (the
"Company"), does hereby constitute and appoint Catherine L.
Hughes and/or Robert S. Bloom, and each of them, as the true
and lawful attorneys-in-fact and agents of the undersigned,
with full power of substitution and resubstitution for the
undersigned and in the undersigned's name, place and stead,
in the undersigned's capacity as a director of the Company,
to sign the Company's Registration Statement on Form S-8
pertaining to the registration of up to 147,097 shares of
the Company's Common Stock, $.10 par value per share, to be
offered to certain employees pursuant to the Acxiom
Corporation/Pro CD, Inc. Stock Option Plans and to sign any
and all amendments thereto (including post-effective
amendments), and to file the same, together with any
exhibits and all other documents related thereto, with the
Securities and Exchange Commission, granting to said
attorneys-in-fact and agents, full power and authority to do
and perform each and any act and thing requisite and
necessary to be done in connection therewith, as fully to
all intents and purposes as the undersigned might or could
do in person, duly ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be
done by virtue of the power herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this date.
Signature:
/s/ William T. Dillard II
--------------------------
William T. Dillard II
Date: May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
director of Acxiom Corporation, a Delaware corporation (the
"Company"), does hereby constitute and appoint Catherine L.
Hughes and/or Robert S. Bloom, and each of them, as the true
and lawful attorneys-in-fact and agents of the undersigned,
with full power of substitution and resubstitution for the
undersigned and in the undersigned's name, place and stead,
in the undersigned's capacity as a director of the Company,
to sign the Company's Registration Statement on Form S-8
pertaining to the registration of up to 147,097 shares of
the Company's Common Stock, $.10 par value per share, to be
offered to certain employees pursuant to the Acxiom
Corporation/Pro CD, Inc. Stock Option Plans and to sign any
and all amendments thereto (including post-effective
amendments), and to file the same, together with any
exhibits and all other documents related thereto, with the
Securities and Exchange Commission, granting to said
attorneys-in-fact and agents, full power and authority to do
and perform each and any act and thing requisite and
necessary to be done in connection therewith, as fully to
all intents and purposes as the undersigned might or could
do in person, duly ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be
done by virtue of the power herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this date.
Signature:
/s/ Harry C. Gambill
--------------------------
Harry C. Gambill
Date: May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
director of Acxiom Corporation, a Delaware corporation (the
"Company"), does hereby constitute and appoint Catherine L.
Hughes and/or Robert S. Bloom, and each of them, as the true
and lawful attorneys-in-fact and agents of the undersigned,
with full power of substitution and resubstitution for the
undersigned and in the undersigned's name, place and stead,
in the undersigned's capacity as a director of the Company,
to sign the Company's Registration Statement on Form S-8
pertaining to the registration of up to 147,097 shares of
the Company's Common Stock, $.10 par value per share, to be
offered to certain employees pursuant to the Acxiom
Corporation/Pro CD, Inc. Stock Option Plans and to sign any
and all amendments thereto (including post-effective
amendments), and to file the same, together with any
exhibits and all other documents related thereto, with the
Securities and Exchange Commission, granting to said
attorneys-in-fact and agents, full power and authority to do
and perform each and any act and thing requisite and
necessary to be done in connection therewith, as fully to
all intents and purposes as the undersigned might or could
do in person, duly ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be
done by virtue of the power herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
her hand this date.
Signature:
/s/ Dr. Ann H. Die
--------------------------
Dr. Ann H. Die
Date: May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
director of Acxiom Corporation, a Delaware corporation (the
"Company"), does hereby constitute and appoint Catherine L.
Hughes and/or Robert S. Bloom, and each of them, as the true
and lawful attorneys-in-fact and agents of the undersigned,
with full power of substitution and resubstitution for the
undersigned and in the undersigned's name, place and stead,
in the undersigned's capacity as a director of the Company,
to sign the Company's Registration Statement on Form S-8
pertaining to the registration of up to 147,097 shares of
the Company's Common Stock, $.10 par value per share, to be
offered to certain employees pursuant to the Acxiom
Corporation/Pro CD, Inc. Stock Option Plans and to sign any
and all amendments thereto (including post-effective
amendments), and to file the same, together with any
exhibits and all other documents related thereto, with the
Securities and Exchange Commission, granting to said
attorneys-in-fact and agents, full power and authority to do
and perform each and any act and thing requisite and
necessary to be done in connection therewith, as fully to
all intents and purposes as the undersigned might or could
do in person, duly ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be
done by virtue of the power herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this date.
Signature:
/s/ Robert A. Pritzker
--------------------------
Robert A. Pritzker
Date: May 9, 1996
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned
officer of Acxiom Corporation, a Delaware corporation (the
"Company"), does hereby constitute and appoint Catherine L.
Hughes as the true and lawful attorney-in-fact and agent of
the undersigned, with full power of substitution and
resubstitution for the undersigned and in the undersigned's
name, place and stead, in the undersigned's capacity as the
principal accounting officer of the Company, to sign the
Company's Registration Statement on Form S-8 pertaining to
the registration of up to 147,097 shares of the Company's
Common Stock, $.10 par value per share, to be offered to
certain employees pursuant to the Acxiom Corporation/Pro CD,
Inc. Stock Option Plans and to sign any and all amendments
thereto (including post-effective amendments), and to file
the same, together with any exhibits and all other documents
related thereto, with the Securities and Exchange
Commission, granting to said attorneys-in-fact and agents,
full power and authority to do and perform each and any act
and thing requisite and necessary to be done in connection
therewith, as fully to all intents and purposes as the
undersigned might or could do in person, duly ratifying and
confirming all that said attorneys-in-fact and agents may
lawfully do or cause to be done by virtue of the power
herein granted.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this date.
Signature:
/s/ Robert S. Bloom
--------------------------
Robert S. Bloom
Date: May 9, 1996