UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                    Under the Securities Exchange Act of 1934

                               (Amendment No. 11)*

                               Acxiom Corporation
                                (Name of Issuer)

                          Common Stock, $.10 par value
                          (Title of Class of Securities

                                  005-125-109
                                 (CUSIP Number)

Check the following  box if a fee is being paid with this  statement [ ]. (A fee
is not required only if the filing person:  (1) has a previous statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class of
securities  described  in Item 1;  and (2) has  filed  no  amendment  subsequent
thereto reporting  beneficial  ownership of five percent or less of such class.)
(See Rule 13d-7).

* The remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for any  subsequent  amendment  containing  information  which  would  alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act,
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).

CUSIP N. 005-125-109

1.       NAME OF REPORTING PERSON/
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Charles D. Morgan, Jr., individually  SNN: ###-##-####

2.       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

         (a)      [  ]
         (b)      [  ]

3.       SEC USE ONLY

4.       CITIZENSHIP OR PLACE OF ORGANIZATION

         United States of America

                                    5.      SOLE VOTING POWER
NUMBER OF
                                            5,635,324.9*
SHARES
                                    6.      SHARED VOTING POWER
BENEFICIALLY
                                            0
OWNED BY
                                    7.      SOLE DISPOSITIVE POWER
EACH
                                            5,385,324.9
REPORTING
                                    8.      SHARED DISPOSITIVE POWER
PERSON WITH
                                            0

9.       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         6,080,211.9

- --------
* On October 15,  1996,  the  reporting  person  entered  into an "equity  swap"
transaction  with a bank pursuant to which the reporting  person received a line
of  credit  "LOC"  secured  by  250,000  shares of common  stock  (the  "pledged
shares").  Loans made  pursuant to the LOC will bear  interest at varying  LIBOR
rates.  The LOC is for a period of five  years,  and at the  expiration  of that
period the reporting person is obligated to repay the outstanding balance of any
loans made  pursuant  to the LOC.  At that time,  if the market  price of Acxiom
common  stock is less than  $18.285  per  share,  the bank will  deliver  to the
reporting  person  the  pledged  shares  plus  cash in an  amount  equal  to the
difference  between the then market value of the pledged shares and the value of
such shares based on a price of $18.285 per share; if the market price of Acxiom
common  stock is greater  than  $38.195  per share,  the  reporting  person will
receive  the pledged  shares and be  required to deliver  cash to the bank in an
amount  equal to the  difference  between the then  market  value of the pledged
shares and the value of such shares  based on a price of $38.195 per share.  Any
dividends received by the reporting person on the pledged shares during the term
of the agreement will be paid to the bank, and the reporting  person will retain
voting rights.

10.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

         N/A

11.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

         11.8%

12.      TYPE OF REPORTING PERSON

         IN

Item 1(a).    Name of Issuer:

              Acxiom Corporation

Item 1(b).    Address of Issuer's Principal Executive Offices:

              301 Industrial Boulevard
              P.O. Box 2000
              Conway, AR  72033-2000

Item 2(a).    Name of Person Filing:

              Charles D. Morgan, Jr., individually

Item 2(b).    Address of Principal Business Office or, if none, Residence:

              301 Industrial Boulevard
              P.O. Box 2000
              Conway, AR  72033-2000

Item 2(c).    Citizenship:

              United States of America

Item 2(d).    Title of Class of Securities:

              Common Stock, $.10 par value

Item 2(e).    CUSIP Number:

              005-125-109

Item          3(a-h).  If this statement is filed  pursuant to Rule 13d-1(b), or
              13d-2(b),  check whether the person filing is a:

              N/A

Item 4(a).    Amount Beneficially Owned:

              6,080,211.9

Item 4(b).    Percent of Class:

              11.8%

Item 4(c).    Number of shares as to which such person has:

              (i)   sole power to vote or to direct the vote: 5,635,324.9

              (ii)  shared power to vote or to direct the vote: 0

              (iii) sole power to dispose or to direct the disposition of:
                    5,385,324.9

              (iv)  shared power to dispose or to direct the disposition of: 0

Item 5.       Ownership of Five Percent or Less of a Class:

              N/A

Item 6.       Ownership of More than Five Percent on Behalf of Another Person:

              N/A

Item 7.       Identification and Classification of the Subsidiary Which Acquired
              the Security Being Reported on By the Parent Holding Company:

              N/A

Item 8.       Identification and Classification of Members of the Group:

              N/A

Item 9.       Notice of Dissolution of Group:

              N/A

Item 10.      Signature:

              After  reasonable  inquiry and  to the  best of my  knowledge  and
              belief, I certify that the information set forth in this statement
              is true, complete and correct.

              Date:   February 14, 1997

                                                /s/ Charles D. Morgan, Jr.
                                            -----------------------------------
                                            Charles D. Morgan Jr., Individually