Registration No. 33-    
     ------------------------------------------------------------ 

                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549
                    ----------------------------------

                               FORM S-3

                        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
                     (501) 336-1000
        (Address, including zip code and telephone number,
          including area code, of registrant's principal
                    executive offices)

     Catherine L. Hughes             John Clayton Randolph
     Acxiom Corporation              Friday, Eldredge & Clark
     P.O. Box 2000                   400 West Capitol, Suite 2000
     301 Industrial Boulevard        Little Rock, Arkansas 72201
     Conway, Arkansas 72033-2000     (501) 370-1559
     (501) 336-1000 
         Name, address, including zip code, and telephone number,
            including area code, of agent for service)

                             Copy to:
     Chris Bertics                       Charles E. Gerber
     Cooley Godward Castro Huddleson     Neal, Gerber & Eisenberg
           & Tatum                       Two North LaSalle Street
     4365 Executive Drive, 12th Floor    Suite 2000
     San Diego, California  92121        Chicago, Illinois 60602
     (619) 550-6040                      (312) 269-8050
                 ------------------------------
     Approximate date of commencement of proposed sale to the
     public: From time to time after the effective date of this
     Registration Statement as determined by market conditions.

                      [S-3 Cover Page Continued]

     If the only securities being registered on this form are
     being offered pursuant to dividend or interest reinvestment
     plans, please check the following box.
                                         [  ]

     If any of the securities being registered on this form are
     to be offered on a delayed or continuous basis pursuant to
     Rule 415 under the Securities Act of 1933, as amended, other
     than securities offered only in connection with dividend or
     interest reinvestment plans, check the following box.
                                         [ X ]

     If this form is filed to register additional securities for
     an offering pursuant to Rule 462(b) under the Securities
     Act, please check the following box and list the Securities
     Act registration statement number of the earlier effective
     registration statement for the same offering.
                                         [  ]

     If this form is a post-effective amendment filed pursuant to
     Rule 462(c) under the Securities Act, check the following
     box and list the Securities Act registration statement
     number of the earlier effective registration statement for
     the same offering.
                                         [  ]

     If delivery of the prospectus is expected to be made
     pursuant to Rule 434, please check the following box.
                                         [  ]

                      -------------------------------
                      CALCULATION OF REGISTRATION FEE
     ------------------------------------------------------------
     ------------------------------------------------------------ 
                                Proposed   Proposed
                                Maximum    Maximum     Amount
     Title of      Amount       Offering   Aggregate   of
     Securities to to be        Price Per  Offering    Registra-
     be Registered Registered   Unit(1)    Price(1)    tion Fee
     ------------------------------------------------------------
     Common Stock 
     ($0.10 Par
     Value) . . . . 2,442,571 $28.625   $69,918,594.87 $24,109.86
     ------------------------------------------------------------
     (1) Calculated pursuant to Rule 457(c) on the basis of the
     average of the high and low reported sales prices on the
     Nasdaq National Market on October 10, 1995.

                    --------------------------

     The registrant hereby amends this Registration Statement on
     such date or dates as may be necessary to delay its
     effective date until the registrant shall file a further
     amendment which specifically states that this Registration
     Statement shall thereafter become effective in accordance
     with Section 8(a) of the Securities Act of 1933 or until the
     Registration Statement shall become effective on such date
     as the Commission, acting pursuant to said Section 8(a), may
     determine.
     ------------------------------------------------------------
     -----------------------------------------------------------

     INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR
     AMENDMENT.  A REGISTRATION STATEMENT RELATING TO THESE
     SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE
     COMMISSION.  THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS
     TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION
     STATEMENT BECOMES EFFECTIVE.  THIS PROSPECTUS SHALL NOT
     CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER
     TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES IN
     ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE
     UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE
     SECURITIES LAWS OF ANY SUCH STATE.

                                            SUBJECT TO COMPLETION
                                            October 16, 1995

                         2,442,571 SHARES

                        ACXIOM CORPORATION
                           COMMON STOCK

                         ----------------

          The 2,442,571 shares of Common Stock being offered
     hereby (the "Shares") are being sold by the Selling
     Shareholders.  See "Selling Shareholders."  The Company will
     not receive any of the proceeds from the sale of the Shares
     being sold by the Selling Shareholders.  The Shares will be
     offered by the Selling Shareholders directly in negotiated
     transactions or otherwise at market prices prevailing at the
     time of the sale, at prices related to such prevailing
     market prices or at prices otherwise negotiated.  The
     accompanying prospectus supplement sets forth the offering
     price and any other terms in connection with the offering
     and sale of the Shares.

          Prices for the Common Stock of the Company are quoted
     on the Nasdaq National Market under the symbol "ACXM."  On
     October 13, 1995, the last reported sale price of the Common
     Stock quoted on the Nasdaq National Market was $30.75.

                        -------------------

     THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY
     THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE
     SECURITIES COMMISSION NOR HAS THE SECURITIES AND EXCHANGE
     COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON
     THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.  ANY
     REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

                         -------------------

         The date of this Prospectus is         , 1995.

                        [Inside Cover Page]

          No person has been authorized in connection with the
     offering made hereby to give any information or to make any
     representation not contained in this Prospectus, and, if
     given or made, such information or representation must not
     be relied upon as having been authorized by the Company or
     the Selling Shareholders. This Prospectus does not
     constitute an offer to sell or a solicitation of an offer to
     buy any of the securities offered hereby to any person or by
     anyone in any jurisdiction in which it is unlawful to make
     such offer or solicitation. Neither the delivery of this
     Prospectus at any time nor any sale made hereunder shall,
     under any circumstances, create any implication that the
     information herein is correct as of any date subsequent to
     the date hereof.

                         -----------------------

                          AVAILABLE INFORMATION

          Acxiom Corporation (the "Company") is subject to the
     informational requirements of the Securities Exchange Act of
     1934, as amended (the "Exchange Act"), and in accordance
     therewith files reports and other information with the
     Securities and Exchange Commission (the "Commission").
     Reports, proxy statements and other information concerning
     the Company may be inspected and copied at the public
     reference facilities maintained by the Commission at Room
     1024, 450 Fifth Street, N.W., Washington, D.C. 20549, and at
     the following Regional Offices of the Commission: Chicago
     Regional Office, Citicorp Center, 500 West Madison Street,
     Suite 1400, Chicago, Illinois 60661-2511, and New York
     Regional Office, 7 World Trade Center, Suite 1300, New York,
     New York 10048. Copies of such material can be obtained from
     the Public Reference Section of the Commission at 450 Fifth
     Street, N.W., Washington, D.C. 20549, at prescribed rates. 

          The Company has filed with the Commission a
     Registration Statement on Form S-3 (herein, together with
     all amendments and exhibits, referred to as the
     "Registration Statement") under the Securities Act of 1933,
     as amended.  This Prospectus does not contain all the
     information set forth in the Registration Statement, certain
     parts of which are omitted in accordance with the rules and
     regulations of the Commission. For further information,
     reference is hereby made to the Registration Statement.

                          ---------------------
                       [Inside Cover Page Continued]

             INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

          The following documents, filed by the Company with the
     Commission (File No. 0-13163), are hereby incorporated in
     this Prospectus by reference:

          (i)   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)  Quarterly Report on Form 10-Q for the quarter
     ended June 30, 1995;

        (iii)   Current Reports on Form 8-K dated August 25, 1995
     and September 27, 1995;

         (iv)   Report on Form 10-C filed August 30, 1995;

          All other documents filed by the Company pursuant to
     Section 13(a), 13(c), 14 or 15(d) of the Exchange Act
     subsequent to the date of this Prospectus and prior to
     termination of the offering of the Shares shall be deemed to
     be incorporated by reference and to be a part of this
     Prospectus from the date of filing of such document. Any
     statement contained in a document incorporated or deemed to
     be incorporated by reference herein shall be deemed to be
     modified or superseded for the purpose of this Prospectus to
     the extent that a statement contained herein or in any other
     subsequently filed document which also is or is deemed to be
     incorporated by reference herein modifies or supersedes such
     statement. Any statement so modified or superseded shall not
     be deemed, except as so modified or superseded, to
     constitute a part of this Prospectus.

          The Company will provide without charge to each person
     to whom a copy of this Prospectus is delivered, upon the
     request of any such person, a copy of any or all of the
     documents incorporated herein by reference, other than the
     exhibits to such information (unless such exhibits are
     specifically incorporated by reference in such documents).
     Requests should be directed to Acxiom Corporation, P.O. Box
     2000, 301 Industrial Boulevard, Conway, Arkansas 72033-2000,
     Attention: Catherine L. Hughes, telephone (501) 336-1000.

                           -----------------

                            THE COMPANY

          The Company's traditional business is the provision of
     data processing and related computer-based services and
     software products to direct marketing organizations and to
     the marketing departments of large corporations in the
     United States and the United Kingdom. Since its inception in
     1969, the Company has evolved into what management believes,
     based upon its knowledge of the industry, is a leading
     provider of computer-based services to the direct marketing
     industry.  The Company offers a broad range of services to
     direct marketers and to other businesses which utilize
     direct marketing techniques such as mail order, catalog
     sales and prospect generation. The Company assists its
     customers with the marketing process, from planning and
     project design, to list cleaning, list enhancement and list
     production, to database creation and management, to
     fulfillment and consumer response analysis.

          The Company also offers outsourcing/facilities
     management and information management services whereby the
     Company manages the data processing and information systems
     functions for its customers. Such customers and prospects
     include traditional direct marketing companies as well as
     companies which are not in the direct marketing industry. In
     addition, the Company provides software to the publishing
     industry.  Management anticipates that the
     outsourcing/facilities management services will continue to
     expand during the foreseeable future, and that such services
     will increasingly generate a greater percentage of the
     Company's revenue.

          The Company was incorporated in Delaware in 1983 and
     succeeded by merger to the business of Conway Communications
     Exchange, Inc., an Arkansas corporation incorporated in 1969
     as Demographics, Inc., which thereafter changed its name to
     Conway Communicators Exchange, Inc.  Effective upon the 1983
     merger, the Company operated as CCX Network, Inc. until
     1988, when the name Acxiom Corporation was adopted. From
     1986-1988, the Company acquired the following businesses:
     Southwark Computer Services, Ltd., a British corporation
     which offered data processing and computer-based services in
     the United Kingdom, and Marketlead Services, Ltd., a British
     corporation which provided promotional materials handling
     and fulfillment services in the United Kingdom (Southwark
     and Marketlead are now doing business as Acxiom U.K., Ltd);
     BSA, Inc., a New Jersey corporation, which designed and
     marketed software systems for the catalog industry; and
     Modern Mailers, Inc., d/b/a Acxiom Mailing Services ("AMS"),
     a fully computerized direct mail business located in
     Philadelphia, Pennsylvania whose services included
     personalized printing and lettershop operations.  The
     Company sold substantially all of the assets of AMS and BSA
     effective March 31, 1994 and June 1, 1994, respectively.

          The executive offices of the Company are located at 301
     Industrial Boulevard, Conway, Arkansas 72032, telephone
     number: (501) 336-1000.

                          RECENT DEVELOPMENTS

          On July 14, 1995, the Company acquired all of the
     issued and outstanding stock of Generator Datamarketing
     Limited ("Generator").  The Company paid 4,000,000 pounds
     sterling (approximately $6,460,000) for all of the
     outstanding shares of Generator.  Headquartered near London,
     England, Generator provides data and database marketing
     software and processing services to its customers.  The
     Company has combined the operations of Generator with those
     of Acxiom U.K. Limited, the Company's U.K. subsidiary.

          On August 25, 1995, the Company acquired all of the
     outstanding capital stock of each of DataQuick Information
     Systems ("DataQuick") and DQ Investment Corporation
     ("Accudat") (the "Acquisition") (collectively, DataQuick and
     Accudat are hereinafter referred to as the "Acquired
     Companies").  The Company exchanged 984,839 shares of its
     Common Stock for all of the outstanding shares of capital
     stock of the Acquired Companies.  Additionally, the Company
     assumed all of the outstanding options granted under
     DataQuick's employee stock option plans, with the result
     that as of August 25, 1995, 808,370 shares of the Company's
     Common Stock were subject to issuance upon exercise of such
     options.  The Acquired Companies are headquartered in San
     Diego, California.  The transaction was accounted for as a
     pooling of interests.    

                     USE OF PROCEEDS BY THE COMPANY

          The Company will neither receive any proceeds from the
     Shares being offered by the Selling Shareholders, nor will
     any such proceeds be available for use by it or for its
     benefit.

                 PRICE RANGE OF COMMON STOCK AND DIVIDENDS

          The following table shows for the periods indicated the
     high and low closing sales prices of the Common Stock as
     quoted on the Nasdaq National Market.

          Fiscal Year Ended                  High      Low
          -----------------                  ----       ---
     March 31, 1994:
          First Quarter                       $ 9-3/4    $ 7-3/8
          Second Quarter                       10-7/8      8-1/8
          Third Quarter                        12-1/8     10
          Fourth Quarter                       12-1/8     10-3/8

     March 31, 1995:
          First Quarter                       $11        $ 9-1/4
          Second Quarter                       14-1/4     10-1/4
          Third Quarter                        15         13
          Fourth Quarter                       18         13-5/8

     March 31, 1996:
          First Quarter                       $25-3/4    $16    
          Second Quarter                       28-1/8     21
          Third Quarter (through 10/13/95)     31-1/2     28

          The information in the table above has been
     retroactively adjusted to reflect a two-for-one stock split
     effected in the form of a stock dividend effective January
     10, 1995.

          A recent reported closing sales price of the Common
     Stock as quoted on the Nasdaq National Market is set forth
     on the cover page of this Prospectus.

          The Company has never paid cash dividends on its Common
     Stock. The Company presently intends to retain earnings to
     provide funds for its business operations and for the
     expansion of its business. Thus, it does not anticipate
     paying cash dividends in the foreseeable future.

                          SELLING SHAREHOLDERS

          As discussed under "Recent Developments," the Company,
     on August 25, 1995, acquired all of the outstanding capital
     stock of each of DataQuick and Accudat.  Shareholders of the
     Acquired Companies received, in the aggregate, 984,839
     shares of the Company's Common Stock in exchange for the
     shares of capital stock of the Acquired Companies held by
     them.  The table below sets forth the name of each former
     stockholder of the Acquired Companies and the number of
     shares of Company Common Stock received by each of them
     pursuant to the Acquisition.  Additionally, set forth beside
     each name in the following table is the number of shares of
     Company Common Stock to be offered by such individual
     pursuant to the offering described herein. 

                                           Number of Shares of
                      Number of Shares of  Acxiom Common Stock
                      Acxiom Common Stock  to be Offered Pursuant
       Name           Beneficially Owned   to this Offering 
       ----           -------------------  ----------------------

     Donald L. and
      Karen S. Cohn          741,660                   363,413
     Richard Cramer            1,416                       694
     John G. Davies           33,891                    16,607
     Michael T. Ela           50,385                    24,689
     Jerry Englert            16,945                     8,303
     Robert Leo Ingram        11,756                     5,760
     Stanley Levitz           16,945                     8,303
     Kevin P. Monaghan        94,896                    46,499
     Christopher D. Sickels   16,945                     8,303

          Donald L. Cohn, one of the individuals listed in the
     preceding table, holds the office of Chairman of the Board
     of DataQuick, which, subsequent to the Acquisition, became a
     wholly-owned subsidiary of the Company.  If all of the
     shares offered by Mr. Cohn in the offering are sold, he will
     own approximately 1.6% of the outstanding shares of Common
     Stock of the Company.  

          Pursuant to an Acquisition Agreement dated August 25,
     1995, which set forth the terms of the Acquisition, the
     individuals listed in the preceding table have the right, on
     or after August 31, 1997, to request the Company to register
     for resale any shares of Company Common Stock held by them
     which are not a part of the offering described herein.  This
     demand registration right is contingent upon the inability
     of such individuals to sell more than 75% of their shares
     over a 12-month period within the volume limitations of Rule
     144 as promulgated under the Securities Act of 1933, as
     amended.  

          Pursuant to the terms of a Registration Rights
     Agreement (as defined below) and a Stock Purchase Agreement
     (as defined below) each of Trans Union Corporation ("Trans
     Union") and Marmon Industrial Corporation ("MIC") is
     entitled to register shares of the Company's Common Stock
     held by it in the event the Company determines to file a
     registration statement for shares of the Company's Common
     Stock.  Trans Union and MIC have notified the Company of
     their desire to offer shares of the Company's common stock
     held by them in the offering described herein.  The table
     below sets forth the number of shares of Company common
     stock held by each of Trans Union and MIC and the number of
     shares of Company Common Stock to be offered by each of them
     pursuant to this offering.  

                                           Number of Shares of
                      Number of Shares of  Acxiom Common Stock
                      Acxiom Common Stock  to be Offered Pursuant
       Name           Beneficially Owned   to this Offering 
       ----           -------------------  ----------------------

     Trans Union        960,000(1)               960,000
     MIC              1,000,000                1,000,000
     ----------
     (1)  Additionally, pursuant to the terms of a Warrant (as
     defined below), Trans Union has the right to purchase up to
     2,000,000 shares of the Company's common stock at exercise
     prices ranging from $5.625 to $7.125 per share; however, the
     total number of shares held by Trans Union (excluding any
     shares acquired by Trans Union in the open market) may not
     exceed 10% of the Company's then issued and outstanding
     shares. 

          MIC is the parent company of Trans Union, and, taking
     into account the shares of the Company's Common Stock that
     Trans Union could purchase pursuant to the Warrant, Trans
     Union and MIC would jointly beneficially own approximately
     14.2% of the Company's then outstanding shares.  Trans Union
     and the Company are parties to a Data Agreement (as defined
     below) pursuant to which the Company will provide Trans
     Union with various Data Center management services through
     the year 2002.  Also, pursuant to the terms of the Data
     Agreement, Trans Union has the right to designate two
     individuals to be elected to the Company's Board of
     Directors.  Currently, Harry C. Gambill of Trans Union and
     Robert A. Pritzker of MIC are members of the Company's Board
     of Directors.  

          Collectively, Trans Union, MIC, and the former
     shareholders of the Acquired Companies are referred to
     herein as the "Selling Shareholders."     
      
                     DESCRIPTION OF CAPITAL STOCK

          The following description of the Company's capital
     stock is qualified in its entirety by the provisions of the
     Company's Amended and Restated Certificate of Incorporation,
     the Company's By-Laws, the Data Center Management Agreement
     dated as of July 27, 1992, and as amended on August 31, 1994
     ("Data Agreement"), between the Company and Trans Union, the
     Warrant, effective August 31, 1992 (the "Warrant"), issued
     to Trans Union to purchase 2,000,000 shares of the Company's
     Common Stock, the Registration Rights Agreement  effective
     August 31, 1992, and as amended on August 31, 1994
     ("Registration Rights Agreement"), between the Company and
     Trans Union, a Letter Agreement (the "First Letter
     Agreement") dated as of July 27, 1992 between the Company
     and Trans Union, a second Letter Agreement (the "Second
     Letter Agreement") dated as of August 31, 1994 between the
     Company and Trans Union, and the Stock Purchase Agreement
     the ("the Stock Purchase Agreement") dated October 26, 1994
     between the Company and MIC, which are exhibits to the
     registration statement of which this Prospectus is a part.

          The authorized capital stock of the Company consists of
     60,000,000 shares of Common Stock, $0.10 par value per share
     ("Common Stock"), and 1,000,000 shares of Preferred Stock,
     $1.00 par value per share ("Preferred Stock"). At September
     30, 1995, 23,489,312 shares of the Company's Common Stock
     were outstanding. No shares of the Company's Preferred Stock
     currently are outstanding.

     Common Stock

          General Provisions. Subject to the prior rights of the
     holders of any shares of Preferred Stock that may be
     outstanding, the holders of Common Stock are entitled to
     such dividends as the Board of Directors, in its discretion,
     may declare out of earnings and surplus. Holders of shares
     of Common Stock are entitled to one vote for each share held
     on all matters brought before the holders of Common Stock,
     including the election of directors.  The Common Stock has
     no cumulative voting rights, is not redeemable, and has no
     preemptive or conversion rights. In the event of
     liquidation, dissolution or winding up of the Company,
     whether voluntarily or involuntarily, the holders of Common
     Stock will be entitled to share ratably in any assets or
     funds of the Company remaining after payment of the
     Company's liabilities and of preferences on any outstanding
     shares of Preferred Stock. All of the outstanding shares of
     Common Stock are fully paid and non-assessable.

          The Transfer Agent and Registrar for the Common Stock
     is First Chicago Trust Company of New York, Jersey City, New
     Jersey.

          Certain Other Provisions. Certain of the provisions
     contained in the Amended and Restated Certificate of
     Incorporation and By-Laws of the Company are designed to
     deter, or may have the effect of deterring, certain efforts
     to seek changes in the control of the Company without
     approval of the Board of Directors. These provisions tend to
     discourage such attempts because of the additional time and
     expense involved and the increased risk of failure. As a
     result, the provisions may adversely affect the price that a
     potential purchaser would be willing to pay for the Common
     Stock, thereby reducing the amount a shareholder might
     realize in, for example, certain tender offers for the
     Common Stock.

          The Company's Board of Directors is classified into
     three classes, as nearly equal in number as possible, with
     the members of each class being elected to hold office for
     three year terms with approximately one-third elected
     annually. Therefore, a change in the control of the Board of
     Directors cannot be accomplished in any one year, and at
     least two annual meetings of the holders of the Common Stock
     must be held before a majority of the members of the Board
     of Directors can be changed. This provision of the Amended
     and Restated Certificate of Incorporation may not be
     amended, altered or repealed without the affirmative vote of
     the holders of 80% of the votes entitled to be cast by the
     holders of the Common Stock.

          The Amended and Restated Certificate of Incorporation
     also provides that shareholders may take action without a
     meeting only by unanimous written consent. This provision
     may not be amended, altered or repealed without the
     affirmative vote of the holders of 80% of the votes entitled
     to be cast by the holders of the Common Stock.

          The Amended and Restated Certificate of Incorporation
     requires the approval of the holders of at least 80% of the
     votes entitled to be cast by the holders of the Common Stock
     for a broad spectrum of transactions defined therein as
     "Business Combinations" involving the Company and any person
     or group holding 5% or more of the Common Stock ("Interested
     Stockholder"). Such special voting requirement does not
     apply if the transaction is either approved by a majority of
     the members of the Board of Directors who are unaffiliated
     with the Interested Stockholder, and who were Directors
     before the Interested Stockholder became an Interested
     Stockholder, or certain minimum price and procedural
     requirements are met. This provision of the Amended and
     Restated Certificate of Incorporation may not be amended,
     altered or repealed, except by the supermajority vote
     required to approve a Business Combination.

          The Amended and Restated Certificate of Incorporation
     requires the approval of the holders of at least 66-2/3% of
     the votes entitled to be cast by the holders of the Common
     Stock to approve any merger or consolidation of the Company
     with any other person, or any sale, lease, exchange,
     mortgage, pledge, transfer or other disposition by the
     Company of its property or assets, and any dissolution or
     liquidation of the Company for which the General Corporation
     Law of the State of Delaware requires shareholder approval.

          Agreements with Trans Union. Pursuant to the First and
     Second Letter Agreements, which were executed in connection
     with the Data Agreement, the Company has agreed to use its
     best efforts to cause two persons designated by Trans Union
     to be elected to the Board of Directors of the Company. At
     the date hereof, Trans Union has designated Harry C. Gambill
     and Robert A. Pritzker to be members of the Company's Board
     of Directors. This undertaking by the Company is in effect
     from August 31, 1992 until the later of August 31, 2002 or
     termination of the Data Agreement.   

          As part of the consideration for the Data Agreement,
     the Company issued to Trans Union a Warrant to purchase up
     to 2,000,000 shares of Company Common Stock prior to August
     31, 2000, at exercise prices ranging from $5.625 per share
     to $7.125 per share. The terms of the Warrant specifically
     provide that in no event may Trans Union or any future
     holder of the Warrant purchase a number of shares of Common
     Stock pursuant to the Warrant so that such person would then
     hold more than 10% of the Company's outstanding Common Stock
     by virtue of such person's ownership of the shares received
     as consideration for the Data Agreement and any Common Stock
     purchased pursuant to the Warrant.

          If, at any time before the later of August 31, 2002 or
     termination of the Data Agreement, any owner, or group of
     owners, who has Company Common Stock shall wish to sell an
     amount of stock equal to at least 10% of the outstanding
     Common Stock of the Company in a single transaction or a
     related series of transactions ("Block Sale"), the Company
     shall take such actions as may be necessary to assure that
     there is made available to Trans Union, whether by the
     proposed purchaser or by the Company itself, an offer to
     purchase all (or such portion as Trans Union might wish) of
     the Company Common Stock then owned by Trans Union as a
     result of the Data Agreement.  Such offer to purchase shall
     be simultaneous with, and pursuant to the same terms and
     conditions of, the Block Sale.

          Pursuant to the Data Agreement, Trans Union has a
     limited right to purchase additional shares of Common Stock
     from the Company in the event the Company issues additional
     Common Stock.

          Pursuant to the Registration Rights Agreement and the
     Stock Purchase Agreement, Trans Union and MIC have the
     right, subject to certain conditions,  to require the
     Company to register under the Securities Act of 1933 any
     shares of the Company's Common Stock held by them which they
     wish to sell. Trans Union and MIC have, in connection with
     the offering described herein, elected to exercise their
     registration rights with respect to all of the shares of the
     Company's Common Stock currently held by them.

          Until August 31, 1997, the Company has, within limited
     exceptions, a right of first refusal to repurchase shares of
     Company Common Stock held by Trans Union and its affiliates
     as a result of the Data Agreement in the event of a proposed
     resale by them of such shares.

     Preferred Stock

          The Company's Board of Directors is authorized to issue
     Preferred Stock, $1.00 par value per share, in series and to
     establish from time to time the number of shares to be
     included in each such series and to fix the designation,
     powers, preferences and rights of the shares of each such
     series and the qualifications, limitations and restrictions
     thereof.

          The Board of Directors has not authorized the issuance
     of any series of Preferred Stock.

                      PLAN OF DISTRIBUTION

          The Shares offered hereby are being sold by the Selling
     Shareholders for their own account. See "Selling
     Shareholders." 

          A distribution of Shares may be effected by any or all
     of the Selling Shareholders directly from time to time in
     one or more transactions in the over-the-counter market, in
     negotiated transactions, and in a combination of such
     methods of sale or otherwise, at market prices prevailing at
     the time of sale, at prices related to such prevailing
     market prices or at negotiated prices. In connection with
     any sales through brokers or dealers, the brokers or dealers
     may receive compensation in the form of commissions from the
     Selling Shareholders making such sales.

          The Company shall pay all expenses of the preparation
     and filing of the registration statement of which this
     prospectus is a part, including all filing fees, expenses of
     complying with state securities or Blue Sky laws, fees and
     disbursements of counsel for the Company, and accountants'
     fees.  The Selling Shareholders shall pay all underwriting
     fees and commissions incurred by them and all fees and
     disbursements of counsel for the Selling Shareholders.

                        LEGAL MATTERS

          The validity of the shares of Common Stock offered
     hereby will be passed upon for the Company by Friday,
     Eldredge & Clark, Little Rock, Arkansas.

                           EXPERTS

          The consolidated financial statements and financial
     statement schedule of the Company as of March 31, 1995 and
     March 31, 1994 and for each of the years in the three-year
     period ended March 31, 1995 have been incorporated by
     reference herein and in the Registration Statement in
     reliance upon the reports of KPMG Peat Marwick LLP,
     independent certified public accountants, incorporated by
     reference herein, and upon the authority of such firm as
     experts in accounting and auditing. To the extent that KPMG
     Peat Marwick LLP audits and reports on consolidated
     financial statements of the Company at future dates, and
     consents to the use of their report thereon, such financial
     statements also will be incorporated by reference in the
     Registration Statement in reliance upon their report and
     said authority.

                              PART II

                 INFORMATION NOT REQUIRED IN PROSPECTUS

     Item 14. Other Expenses of Issuance and Distribution.

          The following table sets forth the estimated expenses
     payable by the Company and the Selling Shareholders in
     connection with the offering described in this Registration
     Statement.

                                         Payable by
                                         Former
                                         Stockholders Trans Union 
                                         of DataQuick    and
                            The Company  and Accudat     MIC
                            -----------  ------------  ----------

     Securities and 
     Exchange Commission 
      registration fee     $24,109.86    $   ---       $ ---
     Legal fees             30,000.00        -0-         -0-
     Accountants' fees       2,000.00        -0-         -0-
     Miscellaneous expenses  1,890.14        -0-         -0-     
                           ----------    ----------    ----------
         TOTAL             $58,000.00    $   -0-       $ -0-

     Item 15. 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 16. Exhibits.

          The following exhibits are filed herewith or, as
     indicated, have been heretofore filed with the Commission as
     the exhibits in the file number indicated and are
     incorporated herein by reference.

          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 By-Laws 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 536226)

          4.4      Agreement to Extend and Amend Data Center
                   Management Agreement and to Amend Registration
                   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 536226)

          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 Industrial 
                   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 17. 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; and

          (c) To include any material information with respect to
     the plan of distribution not previously disclosed in the
     Registration Statement or any material change to such
     information in the 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 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 15 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 of whether or not 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 Company certifies that it has reasonable grounds
     to believe that it meets all the requirements for filing on
     Form S-3 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
     16th day of October, 1995.

                                 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
     16th day of October, 1995.

               *
     ---------------------------, 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,
     (Rodger S. Kline )           Executive 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

     *By: /s/ Catherine L. Hughes 
     ----------------------------
         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 By-Laws 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 Registration
              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 536226)

     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 Industrial
             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
                              October 16, 1995

     Acxiom Corporation
     Post Office Box 200
     301 Industrial Boulevard
     Conway, Arkansas  72033-2000

     Ladies and Gentlemen:

          We refer to the Registration Statement on Form S-3 (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 2,442,571
     shares of the Company's Common Stock, $.10 par value per
     share (the "Shares"), to be offered in a public offering by
     the Selling Shareholders.  

          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 are 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,

                                   /s/ FRIDAY, ELDREDGE & CLARK

                                   FRIDAY, ELDREDGE & CLARK

     JCR/bb

     The Board of Directors
     Acxiom Corporation:

     We consent to incorporation by reference in the registration
     statement on Form S-3 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.

     We also consent to the reference to our Firm under the
     heading "Experts" in the registration statement.

                                     /s/ KPMG Peat Marwick LLP

                                   KPMG Peat Marwick LLP

     Little Rock, Arkansas
     October 13, 1995

                               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-3 
     pertaining to the registration of up to 2,500,000 shares of 
     the Company's Common Stock, $.10 par value per share, to be 
     offered by certain selling shareholders named therein 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. 

                                 ACKNOWLEDGMENT 

     STATE OF ARKANSAS   ) 
                         ) ss. 
     COUNTY OF FAULKNER  ) 

          I, the undersigned, a Notary Public in and for the 
     County and State aforesaid, do hereby certify that Charles 
     D. Morgan, Jr., personally known to me as a director and the 
     principal executive officer of Acxiom Corporation, a 
     Delaware corporation, subscribed to the foregoing 
     instrument, appeared before me this day in person and 
     acknowledged that he, being duly authorized, signed and 
     delivered the said instrument for the uses and purposes 
     therein set forth. 

           Given under my hand and notarial seal this 11th day 
     of October, 1995. 

                                  /s/ Sharon Tackett
                                  ------------------------- 
                                 Notary Public 

     My Commission Expires:  4/3/2000

                               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-3 
     pertaining to the registration of up to 2,500,000 shares of 
     the Company's Common Stock, $.10 par value per share, to be 
     offered by certain selling shareholders named therein 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

                                 ACKNOWLEDGMENT 

     STATE OF ARKANSAS   ) 
                         ) ss. 
     COUNTY OF FAULKNER  ) 

          I, the undersigned, a Notary Public in and for the 
     County and State aforesaid, do hereby certify that Rodger S.
     Kline, personally known to me as a director and the 
     principal executive officer of Acxiom Corporation, a 
     Delaware corporation, subscribed to the foregoing 
     instrument, appeared before me this day in person and 
     acknowledged that he, being duly authorized, signed and 
     delivered the said instrument for the uses and purposes 
     therein set forth. 

           Given under my hand and notarial seal this 12th day 
     of October, 1995. 

                                 /s/ Sharon Tackett
                                 ------------------------- 
                                 Notary Public 

     My Commission Expires:  4/3/2000

                               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-3 
     pertaining to the registration of up to 2,500,000 shares of 
     the Company's Common Stock, $.10 par value per share, to be 
     offered by certain selling shareholders named therein 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

                                 ACKNOWLEDGMENT 

     STATE OF ARKANSAS   ) 
                         ) ss. 
     COUNTY OF FAULKNER  ) 

          I, the undersigned, a Notary Public in and for the 
     County and State aforesaid, do hereby certify that James T.
     Womble, personally known to me as a director and the 
     principal executive officer of Acxiom Corporation, a 
     Delaware corporation, subscribed to the foregoing 
     instrument, appeared before me this day in person and 
     acknowledged that he, being duly authorized, signed and 
     delivered the said instrument for the uses and purposes 
     therein set forth. 

           Given under my hand and notarial seal this 16th day 
     of October, 1995. 

                                  /s/ Sharon Tackett
                                  ------------------------- 
                                 Notary Public 

     My Commission Expires:  4/3/2000

                               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-3 
     pertaining to the registration of up to 2,500,000 shares of 
     the Company's Common Stock, $.10 par value per share, to be 
     offered by certain selling shareholders named therein 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

                                 ACKNOWLEDGMENT 

     STATE OF ARKANSAS   ) 
                         ) ss. 
     COUNTY OF FAULKNER  ) 

          I, the undersigned, a Notary Public in and for the 
     County and State aforesaid, do hereby certify that William 
     T. Dillard II, personally known to me as a director and the 
     principal executive officer of Acxiom Corporation, a 
     Delaware corporation, subscribed to the foregoing 
     instrument, appeared before me this day in person and 
     acknowledged that he, being duly authorized, signed and 
     delivered the said instrument for the uses and purposes 
     therein set forth. 

           Given under my hand and notarial seal this 16th day 
     of October, 1995. 

                                 /s/ Sharon Tackett
                                  ------------------------- 
                                 Notary Public 

     My Commission Expires:  4/3/2000

                               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-3 
     pertaining to the registration of up to 2,500,000 shares of 
     the Company's Common Stock, $.10 par value per share, to be 
     offered by certain selling shareholders named therein 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/ Dr. Ann H. Die
     -------------------------- 
     Dr. Ann H. Die

     

                                 ACKNOWLEDGMENT 

     STATE OF ARKANSAS   ) 
                         ) ss. 
     COUNTY OF FAULKNER  ) 

          I, the undersigned, a Notary Public in and for the 
     County and State aforesaid, do hereby certify that Dr. Ann
     H. Die, personally known to me as a director and the 
     principal executive officer of Acxiom Corporation, a 
     Delaware corporation, subscribed to the foregoing 
     instrument, appeared before me this day in person and 
     acknowledged that she, being duly authorized, signed and 
     delivered the said instrument for the uses and purposes 
     therein set forth. 

           Given under my hand and notarial seal this 12th day 
     of October, 1995. 

                                 /s/ Janina Jo Heird              
                                 ------------------------- 
                                 Notary Public 

     My Commission Expires:  8/8/2000

                               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-3 
     pertaining to the registration of up to 2,500,000 shares of 
     the Company's Common Stock, $.10 par value per share, to be 
     offered by certain selling shareholders named therein 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

                                 ACKNOWLEDGMENT 

     STATE OF ILLINOIS   ) 
                         ) ss. 
     COUNTY OF COOK      ) 

          I, the undersigned, a Notary Public in and for the 
     County and State aforesaid, do hereby certify that Robert A.
     Pritzker, personally known to me as a director and the 
     principal executive officer of Acxiom Corporation, a 
     Delaware corporation, subscribed to the foregoing 
     instrument, appeared before me this day in person and 
     acknowledged that he, being duly authorized, signed and 
     delivered the said instrument for the uses and purposes 
     therein set forth. 

           Given under my hand and notarial seal this 13th day 
     of October, 1995. 

                                 /s/ Carol D'Ascenzo              
                                 ------------------------- 
                                 Notary Public 

     My Commission Expires:  12/1/96

                               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-3 
     pertaining to the registration of up to 2,500,000 shares of 
     the Company's Common Stock, $.10 par value per share, to be 
     offered by certain selling shareholders named therein 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

                                 ACKNOWLEDGMENT 

     STATE OF ARKANSAS   ) 
                         ) ss. 
     COUNTY OF FAULKNER  ) 

          I, the undersigned, a Notary Public in and for the 
     County and State aforesaid, do hereby certify that Robert S.
     Bloom, personally known to me as a director and the 
     principal executive officer of Acxiom Corporation, a 
     Delaware corporation, subscribed to the foregoing 
     instrument, appeared before me this day in person and 
     acknowledged that he, being duly authorized, signed and 
     delivered the said instrument for the uses and purposes 
     therein set forth. 

           Given under my hand and notarial seal this 16th day 
     of October, 1995. 

                                 /s/ Sharon Tackett               
                                 ------------------------- 
                                 Notary Public 

My Commission Expires:  4/3/2000