

                            IRREVOCABLE PROXY
  
  
           IRREVOCABLE PROXY, dated as of May 26, 1998, by and between
 Acxiom Corporation, a Delaware corporation (the "Parent"), and Albert J.
 Speh, Jr. (the "Stockholder"). 

           WHEREAS, concurrently with the execution and delivery of this
 Agreement, the Parent, ACX Acquisition Co., Inc. a Delaware corporation and
 a wholly owned subsidiary of Parent ("Sub"), and May & Speh, Inc. (the
 "Company") are entering into an Agreement and Plan of Merger, dated as of
 May 26, 1998 (the "Merger Agreement"), providing, among other things, for
 the merger (the "Merger") of Sub with and into the Company, as a result of
 which each of the outstanding shares of Common Stock, par value $.01 per
 share, of the Company (the "Company Common Stock") will be converted into
 the right to receive .80 of a share of the Common Stock, par value $.10 per
 share, of Parent (the "Parent Common Stock"), and the Company will become a
 wholly owned subsidiary of Parent; and 

           WHEREAS, the Stockholder is the owner of record of an aggregate
 of 808,801 shares (the "Shares") of the Company Common Stock and the
 Stockholder is the owner beneficially of an additional 262,994 shares of
 Company Common Stock; and 

           WHEREAS, as a condition to its willingness to enter into the
 Merger Agreement, Parent has requested that the Stockholder agree, and the
 Stockholder has agreed, to grant Parent an irrevocable proxy (the "Proxy")
 with respect to the Shares, upon the terms and subject to the conditions
 hereof; 

           NOW, THEREFORE, to induce Parent to enter into the Merger
 Agreement and in consideration of the aforesaid and the mutual
 representations, warranties, covenants and agreements set forth herein and
 in the Merger Agreement, the parties hereto agree as follows: 

           1.   The Stockholder hereby constitutes and appoints Parent,
 during the term of this Agreement as the Stockholder's true and lawful
 proxy and attorney-in-fact, with full power of substitution, to vote all of
 the Shares (and any and all securities issued or issuable in respect
 thereof) which Stockholder is entitled to vote, for and in the name, place
 and stead of the Stockholder, at any annual, special or other meeting of
 the stockholders of the Company, and at any adjournment or adjournments
 thereof, or pursuant to any consent in lieu of a meeting or otherwise, in
 favor of any proposal to approve and adopt the Merger Agreement and any
 transactions contemplated thereby.  All power and authority hereby
 conferred is coupled with an interest and is irrevocable. In the event that
 Parent is unable to exercise such power and authority for any reason, the
 Stockholder agrees that he will vote all the Shares in favor of approval
 and adoption of the Merger Agreement and the transactions contemplated
 thereby, at any such meeting or adjournment thereof, or provide his written
 consent thereto. 

           2.   The Stockholder hereby covenants and agrees that the
 Stockholder will not, and will not agree to, directly or indirectly, sell,
 transfer, assign, pledge, hypothecate, cause to be redeemed or otherwise
 dispose of any of the Shares or grant any proxy or interest in or with
 respect to such Shares or deposit such Shares into a voting trust or enter
 into a voting agreement or arrangement with respect to such Shares.  The
 Stockholder further covenants and agrees that the Stockholder will not
 initiate or solicit, directly or indirectly, any inquiries or the making of
 any proposal with respect to engage in negotiations concerning, provide any
 confidential information or data to, or have any discussions with, any
 person relating to, any acquisition, business combination or purchase of
 all or any significant portion of the assets of, or any equity interest in
 (other than the Shares), the Company or any subsidiary thereof; provided,
 however, nothing contained herein shall be deemed to prohibit the
 Stockholder from exercising his fiduciary duties as a director of the
 Company pursuant to applicable law. 

           3.   The Stockholder represents and warrants to Parent, that the
 Shares consist of 808,801 shares of Company Common Stock owned beneficially
 and of record by the Stockholder on the date hereof; such Shares together
 with the additional 263,004 shares of Company Common Stock owned
 beneficially by the Stockholder are all of the securities of the Company
 owned of record or beneficially by the Stockholder on the date hereof, the
 Stockholder owns the Shares free and clear of all liens, charges, claims,
 encumbrances and security interests of any nature whatsoever; and except as
 provided herein, the Stockholder has not granted any proxy with respect to
 the Shares, deposited such Shares into a voting trust or entered into any
 voting agreement or other arrangement with respect to such Shares. 

           4.   Any shares of Company Common Stock issued to the Stockholder
 upon the exercise of any stock options that are currently exercisable or
 become exercisable during the term of this Agreement shall be deemed Shares
 for purposes of this Agreement. 

           5.   This Proxy shall be governed by and construed in accordance
 with the laws of the State of Delaware without giving effect to the
 provisions thereof relating to conflicts of law. 

           6.   This Proxy shall be binding upon, inure to the benefit of,
 and be enforceable by the successors and permitted assigns of the parties
 hereto.  This Proxy and the rights hereunder may not be assigned or
 transferred by Parent, except that Parent may assign its rights hereunder
 to any direct or indirect subsidiary. 

           7.   This Proxy shall terminate at the earlier of (i) the
 effectiveness of the Merger, or (ii) the termination of the Merger
 Agreement in accordance with its terms, or (iii) upon notice of termination
 given by Parent to the Stockholder. 

           8.   This Proxy is granted in consideration of the execution and
 delivery of the Merger Agreement by Parent.  The Stockholder agrees that
 such Proxy is coupled with an interest sufficient in law to support an
 irrevocable power and shall not be terminated by any act of the
 Stockholder, by lack of appropriate power or authority or by the occurrence
 of any other event or events. 

           9.   The parties acknowledge and agree that performance of their
 respective obligations hereunder will confer a unique benefit on the other
 and that a failure of performance will not be compensable by money damages. 
 The parties therefore agree that this Proxy shall be specifically
 enforceable and that specific enforcement and injunctive relief shall be
 available to Parent and the Stockholder for any breach of any agreement,
 covenant or representation hereunder.  This Proxy shall revoke all prior
 proxies given by the Stockholder at any time with respect to the Shares. 

           10.  The Stockholder will, upon request, execute and deliver any
 additional documents and take such actions as may reasonably be deemed by
 Parent to be necessary or desirable to complete the Proxy granted herein or
 to carry out the provisions hereof. 

           11.  If any term, provision, covenant, or restriction of this
 Proxy is held by a court of competent jurisdiction to be invalid, void or
 unenforceable, the remainder of the terms, provisions, covenants and
 restrictions of this Proxy shall remain in full force and effect and shall
 not in any way be affected, impaired or invalidated. 

           12.  This Proxy may be executed in two counterparts, each of
 which shall be deemed to be an original but both of which together shall
 constitute one and the same document. 

           IN WITNESS WHEREOF, Parent and the Stockholder have caused this
 Proxy to be duly executed on the date first above written. 

  
                                 /s/ Albert J. Speh, Jr.
                                 ----------------------------------
                                 ALBERT J. SPEH, JR. 
  
  
                                 ACXIOM CORPORATION 
  
  
                                 By:  /s/ Charles D. Morgan
                                    -------------------------------
                                    Name:   Charles D. Morgan
                                    Title:  President 



