
  
                          STOCK OPTION AGREEMENT
  
      STOCK OPTION AGREEMENT, dated as of May 26, 1998 (the "Agreement"),
 between Acxiom Corporation, a Delaware corporation ("Issuer"), and May &
 Speh, Inc., a Delaware corporation ("Grantee"). 
  
                                 RECITALS
  
      A. Issuer and Grantee have entered into an Agreement and Plan of
 Merger, dated as of the date hereof (the "Merger Agreement"; defined terms
 used but not defined herein have the meanings set forth in the Merger
 Agreement), providing for, among other things, the merger of Sub with and
 into Grantee  pursuant to the terms of the Merger; and 
  
      B. As a condition and inducement to Grantee's willingness to enter
 into the Merger Agreement, Grantee has requested that Issuer agree, and
 Issuer has agreed, to grant Grantee the Option (as defined below). 
  
      NOW, THEREFORE, in consideration of the foregoing and the respective
 representations, warranties, covenants and agreements set forth herein,
 Issuer and Grantee agree as follows: 
  
      1. Grant of Option.  Subject to the terms and conditions set forth
 herein, Issuer hereby grants to Grantee an irrevocable option (the
 "Option") to purchase up to 19.9% of the number of shares (the "Option
 Shares") of common stock, par value $0.10 per share ("Issuer Common
 Stock"), of Issuer issued and outstanding immediately prior to the grant of
 the Option at a purchase price of $23.55 (as adjusted as set forth herein)
 per Option Share (the "Purchase Price"). 
  
      2. Exercise of Option.  (a)  Grantee may exercise the Option, with
 respect to any or all of the Option Shares at any one time, subject to the
 provisions of Section 2(c), upon the occurrence of a Purchase Event (as
 defined in Section 7(c)), except that (i) subject to the last sentence of
 this Section 2(a), the Option will terminate and be of no further force and
 effect upon the earliest to occur of (A) the Effective Time, (B) six months
 after the date on which a Purchase Event (as defined herein) occurs, and
 (C) termination of the Merger Agreement in accordance with its terms prior
 to the occurrence of a Purchase Event, unless, in the case of clause (C),
 the Grantee has the right to receive the Parent Termination Fee following
 such termination upon the occurrence of certain events, in which case the
 Option will not terminate until the later of (x) six months following the
 time such Parent Termination Fee becomes payable and (y) the expiration of
 the period in which the Grantee has such right to receive a Parent
 Termination Fee, and (ii) any purchase of Option Shares upon exercise of
 the Option will be subject to compliance with the HSR Act and the obtaining
 or making of any consents, approvals, orders, notifications or
 authorizations, the failure of which to have obtained or made would have
 the effect of making the issuance of Option Shares illegal (the "Regulatory
 Approvals") and no preliminary or permanent injunction or other order by
 any court of competent jurisdiction prohibiting or otherwise restraining
 such issuance shall be in effect.  Notwithstanding the termination of the
 Option, Grantee will be entitled to purchase the Option Shares if it has
 exercised the Option in accordance with the terms hereof prior to the
 termination of the Option, and the termination of the Option will not
 affect any rights hereunder which by their terms do not terminate or expire
 prior to or as of such termination. 
  
      (b)  In the event that Grantee wishes to exercise the Option, it will
 send to Issuer a written notice (an "Exercise Notice"; the date of which
 being herein referred to as the "Notice Date") to that effect which
 Exercise Notice also specifies the number of Option Shares, if any, Grantee
 wishes to purchase pursuant to this Section 2(b), the number of Option
 Shares, if any, with respect to which Grantee wishes to exercise its Cash-
 Out Right (as defined herein) pursuant to Section 7(c), the denominations
 of the certificate or certificates evidencing the Option Shares which
 Grantee wishes to purchase pursuant to this Section 2(b) and a date not
 earlier than 20 business days nor later than 30 business days from the
 Notice Date for the closing (an "Option Closing") of such purchase (an
 "Option Closing Date").  Any Option Closing will be at an agreed location
 and time in New York, New York on the applicable Option Closing Date or at
 such later date as may be necessary so as to comply with clause (ii) of
 Section 2(a). 
  
      (c)  Notwithstanding anything to the contrary contained herein, any
 exercise of the Option and purchase of Option Shares shall be subject to
 compliance with applicable laws and regulations, which may prohibit the
 purchase of all the Option Shares specified in the Exercise Notice without
 first obtaining or making certain Regulatory Approvals.  In such event, if
 the Option is otherwise exercisable and Grantee wishes to exercise the
 Option, the Option may be exercised in accordance with Section 2(b) and
 Grantee shall acquire the maximum number of Option Shares specified in the
 Exercise Notice that Grantee is then permitted to acquire under the
 applicable laws and regulations, and if Grantee thereafter obtains the
 Regulatory Approvals to acquire the remaining balance of the Option Shares
 specified in the Exercise Notice, then Grantee shall be entitled to acquire
 such remaining balance.  Issuer agrees to use its reasonable best efforts
 to assist Grantee in seeking the Regulatory Approvals. 
  
      In the event (i) Grantee receives official notice that a Regulatory
 Approval required for the purchase of any Option Shares will not be issued
 or granted or (ii) such Regulatory Approval has not been issued or granted
 within six months of the date of the Exercise Notice, Grantee shall have
 the right to exercise its Cash-Out Right (as defined herein) pursuant to
 Section 7(c) with respect to the Option Shares for which such Regulatory
 Approval will not be issued or granted or has not been issued or granted. 
  
      3. Payment and Delivery of Certificates.  (a)  At any Option Closing,
 Grantee will pay to Issuer in same day funds by wire transfer to a bank
 account designated in writing by Issuer an amount equal to the Purchase
 Price multiplied by the number of Option Shares to be purchased at such
 Option Closing. 
  
      (b)  At any Option Closing, simultaneously with the delivery of same
 day funds as provided in Section 3(a), Issuer will deliver to Grantee a
 certificate or certificates representing the Option Shares to be purchased
 at such Option Closing, which Option Shares will be free and clear of all
 liens, claims, charges and encumbrances of any kind whatsoever.  If at the
 time of issuance of Option Shares pursuant to an exercise of the Option
 hereunder, Issuer shall not have issued any securities similar to rights
 under a shareholder rights plan, then each Option Share issued pursuant to
 such exercise will also represent such a corresponding right with terms
 substantially the same as and at least as favorable to Grantee as are
 provided under any Issuer shareholder rights agreement or any similar
 agreement then in effect. 
  
      (c)  Certificates for the Option Shares delivered at an Option Closing
 will have typed or printed thereon a restrictive legend which will read
 substantially as follows: 
  
      "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN
      REGISTERED UNDER THE SECURITIES ACT OF 1933, AND MAY BE OFFERED, SOLD,
      PLEDGED OR OTHERWISE TRANSFERRED ONLY IF SO REGISTERED OR IF ANY
      EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.  SUCH SECURITIES ARE
      ALSO SUBJECT TO ADDITIONAL RESTRICTIONS ON TRANSFER AS SET FORTH IN
      THE STOCK OPTION AGREEMENT, DATED AS OF MAY 26, 1998, A COPY OF WHICH
      MAY BE OBTAINED FROM THE SECRETARY OF AXCIOM CORPORATION AT ITS
      PRINCIPAL EXECUTIVE OFFICES." 
  
 It is understood and agreed that (i) the reference to restrictions arising
 under the Securities Act in the above legend will be removed by delivery of
 substitute certificate(s) without such reference if such Option Shares have
 been sold in compliance with the registration and prospectus delivery
 requirements of the Securities Act, such Option Shares have been sold in
 reliance on and in accordance with Rule 144 under the Securities Act or
 Grantee has delivered to Issuer a copy of a letter from the staff of the
 SEC, or an opinion of counsel in form and substance reasonably satisfactory
 to Issuer and its counsel, to the effect that such legend is not required
 for purposes of the Securities Act and (ii) the reference to restrictions
 pursuant to this Agreement in the above legend will be removed by delivery
 of substitute certificate(s) without such reference if the Option Shares
 evidenced by certificate(s) containing such reference have been sold or
 transferred in compliance with the provisions of this Agreement under
 circumstances that do not require the retention of such reference. 
  
      4.  Incorporation of Representations and Warranties of Issuer.  The
 representations and warranties of Issuer contained in Article V of the
 Merger Agreement are hereby incorporated by reference herein with the same
 force and effect as though made pursuant to this Agreement. 
  
      5.  Representations and Warranties of Issuer.  Issuer hereby
 represents and warrants to Grantee as follows: 
  
         (a)   Corporate Authorization.  Issuer has the corporate power and
      authority to enter into this Agreement and to carry out its
      obligations hereunder.  The execution and delivery of this Agreement
      and the consummation of the transactions contemplated hereby have been
      duly and validly authorized by the Board of Directors of Issuer, and
      no other corporate proceedings on the part of Issuer are necessary to
      authorize this Agreement and the transactions contemplated hereby. 
      This Agreement has been duly and validly executed and delivered by
      Issuer, and assuming this Agreement constitutes a valid and binding
      agreement of Grantee, this Agreement constitutes a valid and binding
      agreement of Issuer, enforceable against Issuer in accordance with its
      terms (except insofar as enforceability may be limited by applicable
      bankruptcy, insolvency, reorganization, moratorium or similar laws
      affecting creditors' rights generally, or by principles governing the
      availability of equitable remedies). 
  
         (b)   Authorized Stock.  Issuer has taken all necessary corporate
      and other action to authorize and reserve and, subject to the
      expiration or termination of any required waiting period under the HSR
      Act, to permit it to issue, and, at all times from the date hereof
      until the obligation to deliver Option Shares upon the exercise of the
      Option terminates, shall have reserved for issuance, upon exercise of
      the Option, shares of Issuer Common Stock necessary for Grantee to
      exercise the Option, and Issuer will take all necessary corporate
      action to authorize and reserve for issuance all additional shares of
      Issuer Common Stock or other securities which may be issued pursuant
      to Section 7 upon exercise of the Option.  The shares of Issuer Common
      Stock to be issued upon due exercise of the Option, including all
      additional shares of Issuer Common Stock or other securities which may
      be issuable upon exercise of the Option or any other securities which
      may be issued pursuant to Section 7, upon issuance pursuant hereto,
      will be duly and validly issued, fully paid and nonassessable, and
      will be delivered free and clear of all liens, claims, charges and
      encumbrances of any kind or nature whatsoever, including without
      limitation any preemptive rights of any stockholder of Issuer. 
  
      6.  Representations and Warranties of Grantee.  Grantee hereby
 represents and warrants to Issuer that: 
  
         (a)   Corporate Authorization.  Grantee has the corporate power
      and authority to enter into this Agreement and to carry out its
      obligations hereunder.  The execution and delivery of this Agreement
      and the consummation of the transactions contemplated hereby have been
      duly and validly authorized by the Board of Directors of Grantee, and
      no other corporate proceedings on the part of Grantee are necessary to
      authorize this Agreement and the transactions contemplated hereby. 
      This Agreement has been duly and validly executed and delivered by
      Grantee, and assuming this Agreement constitutes a valid and binding
      agreement of Issuer, this Agreement constitutes a valid and binding
      agreement of Grantee, enforceable against Grantee in accordance with
      its terms (except insofar as enforceability may be limited by
      applicable bankruptcy, insolvency, reorganization, moratorium or
      similar laws affecting creditors' rights generally, or by principles
      governing the availability of equitable remedies). 
  
         (b)   Purchase Not For Distribution.  Any Option Shares or other
      securities acquired by Grantee upon exercise of the Option will not
      be, and the Option is not being, acquired by Grantee with a view to
      the public distribution thereof.  Neither the Option nor any of the
      Option Shares will be offered, sold, pledged or otherwise transferred
      except in compliance with, or pursuant to an exemption from, the
      registration requirements of the Securities Act. 
  
      7.  Adjustment upon Changes in Capitalization, Etc.  (a)  In the event
 of any changes in Issuer Common Stock by reason of a stock dividend,
 reverse stock split, merger, recapitalization, combination, exchange of
 shares, or similar transaction, the type and number of shares or securities
 subject to the Option, and the Purchase Price therefor, will be adjusted
 appropriately, and proper provision will be made in the agreements
 governing such transaction, so that Grantee will receive upon exercise of
 the Option the number and class of shares or other securities or property
 that Grantee would have received with respect to Issuer Common Stock if the
 Option had been exercised immediately prior to such event or the record
 date therefor, as applicable.  
  
      (b)   Without limiting the parties' relative rights and obligations
 under the Merger Agreement, in the event that the Issuer enters into an
 agreement (i) to consolidate with or merge into any person, other than
 Grantee or one of its subsidiaries, and Issuer will not be the continuing
 or surviving corporation in such consolidation or merger, (ii) to permit
 any person, other than Grantee or one of its subsidiaries, to merge into
 Issuer and Issuer will be the continuing or surviving corporation, but in
 connection with such merger, the shares of Issuer Common Stock outstanding
 immediately prior to the consummation of such merger will be changed into
 or exchanged for stock or other securities of Issuer or any other person or
 cash or any other property, or the shares of Issuer Common Stock
 outstanding immediately prior to the consummation of such merger will,
 after such merger represent less than 50% of the outstanding voting
 securities of the merged company, or (iii) to sell or otherwise transfer
 all or substantially all of its assets to any person, other than Grantee or
 one of its subsidiaries, then, and in each such case, the agreement
 governing such transaction will make proper provision so that the Option
 will, upon the consummation of any such transaction and upon the terms and
 condition set forth herein, be converted into, or exchanged for, an option
 with identical terms appropriately adjusted to acquire the number and class
 of shares or other securities or property that Grantee would have received
 in respect of Issuer Common Stock if the Option had been exercised
 immediately prior to such consolidation, merger, sale, or transfer, or the
 record date therefor, as applicable and make any other necessary
 adjustments. 
  
      (c)  If, at any time during the period commencing on the occurrence
 of an event as a result of which Grantee is entitled to receive the Parent
 Termination Fee pursuant to Section 7.12 of the Merger Agreement (the
 "Purchase Event") and ending on the termination of the Option in accordance
 with Section 2, Grantee sends to Issuer an Exercise Notice indicating
 Grantee's election to exercise its right (the "Cash-Out-Right") pursuant to
 this Section 7(c), then Issuer shall pay to Grantee, on the Option Closing
 Date, in exchange for the cancellation of the Option with respect to such
 number of Option Shares as Grantee specifies in the Exercise Notice, an
 amount in cash equal to such number of Option Shares multiplied by the
 difference between (i) the average closing price for the 10 trading days
 commencing on the 12th Nasdaq trading day immediately preceding the Notice
 Date, per share of Issuer Common Stock as reported on the Nasdaq National
 Market (or, if not listed on the Nasdaq, as reported on any other national
 securities exchange or national securities quotation system on which the
 Issuer Common Stock is listed or quoted, as reported in The Wall Street
 Journal (Northeast edition), or, if not reported thereby, any other
 authoritative source) (the "Closing Price") and (ii) the Purchase Price,
 except that in no event shall the Issuer be required to pay to the Grantee
 pursuant to this Section 7(c) an amount exceeding the product of (x) $1.00
 and (y) such number of Option Shares.  Notwithstanding the termination of
 the Option, Grantee will be entitled to exercise its rights under this
 Section 7(c) if it has exercised such rights in accordance with the terms
 hereof prior to the termination of the Option. 
  
      8.  Repurchase Option.  In the event that Grantee notifies Issuer of
 its intention to exercise the Option pursuant to Section 2(a), Issuer may
 require Grantee upon the delivery to Grantee of written notice during the
 period beginning on the Notice Date and ending two days prior to the Option
 Closing Date, to sell to Issuer the Option Shares acquired by Grantee
 pursuant to such exercise of the Option at a purchase price per share for
 such sale equal to the Purchase Price plus $1.00.  The Closing of any
 repurchase of Option Shares pursuant to this Section 8 shall take place
 immediately following consummation of the sale of the Option Shares to
 Grantee on the Option Closing Date at the location and time agreed upon
 with respect to such Option Closing Date.  
   
      9.  Registration Rights. 
  
          (a)  Grantee may by written notice (a "Registration Notice") to
 Issuer request Issuer to register under the Securities Act all or any part
 of the Option Shares or other securities acquired by Grantee pursuant to
 this Agreement (collectively, the "Registrable Securities") in order to
 permit the sale or other disposition of such securities pursuant to a bona
 fide, firm commitment underwritten public offering in which Grantee and the
 underwriters shall effect as wide a distribution of such Registrable
 Securities as is reasonably practicable and shall use reasonable efforts to
 prevent any person or group from purchasing through such offering shares
 representing more than 3% of the shares of Issuer Common Stock then
 outstanding on a fully-diluted basis; provided, however, that any such
 Registration Notice must relate to a number of shares equal to at least 2%
 of the shares of Issuer Common Stock then outstanding on a fully-diluted
 basis and that any rights to require registration hereunder shall terminate
 with respect to any shares that may be sold pursuant to Rule 144(k) under
 the Securities Act. 
  
          (b)  Issuer shall use reasonable best efforts to effect, as
 promptly as practicable, the registration under the Securities Act of the
 Registrable Securities requested to be registered in the Registration
 Notice; provided, however, that (i) Grantee shall not be entitled to more
 than an aggregate of two effective registration statements hereunder and
 (ii) Issuer will not be required to file any such registration statement
 during any period of time (not to exceed 40 days after a Registration
 Notice in the case of clause (A) below or 90 days after a Registration
 Notice in the case of clauses (B) and (C) below) when (A) Issuer is in
 possession of material non-public information which it reasonably believes
 would be detrimental to be disclosed at such time and, based upon the
 advice of outside securities counsel to Issuer, such information would have
 to be disclosed if a registration statement were filed at that time; (B)
 Issuer would be required under the Securities Act to include audited
 financial statements for any period in such registration statement and such
 financial statements are not yet available for inclusion in such
 registration statement; or (C) Issuer determines, in its reasonable
 judgment, that such registration would interfere with any financing,
 acquisition or other material transaction involving Issuer.  If the
 consummation of the sale of any Registrable Securities pursuant to a
 registration hereunder does not occur within 180 days after the filing with
 the SEC of the initial registration statement therefor, the provisions of
 this Section shall again be applicable to any proposed registration, it
 being understood that Grantee shall not be entitled to more than an
 aggregate of two effective registration statements hereunder.  Issuer will
 use reasonable efforts to cause each such registration statement to become
 effective, to obtain all consents or waivers of other parties which are
 required therefor, and to keep such registration statement effective for
 such period not in excess of 180 calendar days from the day such
 registration statement first becomes effective as may be reasonably
 necessary to effect such sale or other disposition.  Issuer shall use
 reasonable best efforts to cause any Registrable Securities registered
 pursuant to this Section to be qualified for sale under the securities or
 blue sky laws of such jurisdictions as Grantee may reasonably request and
 shall continue such registration or qualification in effect in such
 jurisdictions; provided, however, that Issuer shall not be required to
 qualify to do business in, or consent to general service of process in, any
 jurisdiction. 
  
         (c)   If Issuer effects a registration under the Securities Act of
 Issuer Common Stock for its own account or for any other stockholders of
 Issuer (other than on Form S-4 or Form S-8, or any successor form), it will
 allow Grantee the right to participate in such registration, and such
 participation will not affect the obligation of Issuer to effect demand
 registration statements for Grantee under this Section 9, except that, if
 the managing underwriters of such offering advise Issuer in writing that in
 their opinion the number of shares of Issuer Common Stock requested to be
 included in such registration exceeds the number which can be sold in such
 offering, Issuer will include the shares requested to be included therein
 by Grantee pro rata with the shares intended to be included therein by
 Issuer. 
  
         (d)  The registration rights set forth in this Section are subject
 to the condition that Grantee shall provide Issuer with such information
 with respect to Grantee Registrable Securities, the plan for distribution
 thereof, and such other information with respect to Grantee as, in the
 reasonable judgment of counsel for Issuer, is necessary to enable Issuer to
 include in a registration statement all material facts required to be
 disclosed with respect to a registration hereunder. 
  
         (e)  A registration effected under this Section shall be effected
 at Issuer's expense, except for underwriting discounts and commissions and
 the fees and expenses of Grantee's counsel, and Issuer shall provide to the
 underwriters such documentation (including certificates, opinions of
 counsel and "comfort" letters from auditors) as are customary in connection
 with underwritten public offerings and as such underwriters may reasonably
 require.  In connection with any registration, Grantee and Issuer agree to
 enter into an underwriting agreement reasonably acceptable to each such
 party, in form and substance customary for transactions of this type.  
  
      10.  Transfers.  The Option Shares may not be sold, assigned,
 transferred, or otherwise disposed of except (i) pursuant to Section 8
 hereof, (ii) in an underwritten public offering as provided in Section 9 or
 (iii) to any purchaser or transferee who would not, to the knowledge of the
 Grantee after reasonable inquiry, immediately following such sale,
 assignment, transfer or disposal beneficially own more than 4.9% of the
 then-outstanding voting power of the Issuer, except that Grantee shall be
 permitted to sell any Option Shares if such sale is made pursuant to a
 tender or exchange offer that has been approved or recommended by a
 majority of the members of the Board of Directors of Issuer (which majority
 shall include a majority of directors who were directors as of the date
 hereof). 
  
      11.  Listing.  If Issuer Common Stock or any other securities to be
 acquired upon exercise of the Option are then listed on the Nasdaq (or any
 other national securities exchange or national securities quotation
 system), Issuer, upon the request of Grantee, will promptly file an
 application to list the shares of Issuer Common Stock or other securities
 to be acquired upon exercise of the Option on the Nasdaq (and any such
 other national securities exchange or national securities quotation system)
 and will use reasonable efforts to obtain approval of such listing as
 promptly as practicable. 
  
      12.  Miscellaneous.  (a)  Expenses.  Except as otherwise provided in
 the Merger Agreement, each of the parties hereto will pay all costs and
 expenses incurred by it or on its behalf in connection with the
 transactions contemplated hereunder, including fees and expenses of its own
 financial consultants, investment bankers, accountants and counsel. 
  
      (b)  Amendment.  This Agreement may not be amended, except by an
 instrument in writing signed on behalf of each of the parties. 
  
      (c)  Extension; Waiver.  Any agreement on the part of a party to
 waive any provision of this Agreement, or to extend the time for
 performance, will be valid only if set forth in an instrument in writing
 signed on behalf of such party.  The failure of any party to this Agreement
 to assert any of its rights under this Agreement or otherwise will not
 constitute a waiver of such rights. 
  
      (d)  Entire Agreement; No Third-Party Beneficiaries.  This
 Agreement, the Merger Agreement (including the documents and instruments
 attached thereto as exhibits or schedules or delivered in connection
 therewith) and the Confidentiality Agreement (i) constitute the entire
 agreement, and supersede all prior agreements and understandings, both
 written and oral, between the parties with respect to the subject matter of
 this Agreement, and (ii)  are not intended to confer upon any person other
 than the parties any rights or remedies. 
  
      (e)  Governing Law.  This Agreement will be governed by, and
 construed in accordance with, the laws of the State of Delaware, regardless
 of the laws that might otherwise govern under applicable principles of
 conflict of laws thereof. 
  
      (f)  Notices.  All notices, requests, claims, demands, and other
 communications under this Agreement must be in writing and will be deemed
 given if delivered personally, telecopied (which is confirmed), or sent by
 overnight courier (providing  
 proof of delivery) to the parties at the following addresses (or at such
 other address for a party as shall be specified by like notice): 
  
      If to Issuer to: 
  
         Acxiom Corporation 
         P.O. Box 2000 
         301 Industrial Boulevard 
         Conway, AR 72033-2000 
         Fax: (501) 336-3913 
         Attention: President 
          
      with a copy to: 
  
         Skadden, Arps, Slate, Meagher & Flom LLP 
         919 Third Avenue 
         New York, New York 10022 
         Attention:  J. Michael Schell 
         Telecopy: (212) 735-2000 
  
      If to Grantee to: 
  
         May & Speh, Inc. 
         1501 Opus Place 
         Downes Grove, IL 60515 
         Fax: (630) 719-0525 
         Attention: Chief Executive Officer 
                  
      with a copy to: 
  
         Winston & Strawn 
         35 West Wacker Drive 
         Chicago, IL 60601 
         Fax: (312) 558-5700  
         Attention:  Bruce  A. Toth 
  
      (g)  Assignment.  Neither this Agreement, the Option nor any of the
 rights, interests, or obligations under this Agreement may be assigned,
 transferred or delegated, in whole or in part, by operation of law or
 otherwise, by Issuer or Grantee without the prior written consent of the
 other.  Any assignment, transfer or delegation in violation of the
 preceding sentence will be void.  Subject to the first and second sentences
 of this Section 12(g), this Agreement will be binding upon, inure to the
 benefit of, and be enforceable by, the parties and their respective
 successors and assigns. 
  
      (h)  Further Assurances.  In the event of any exercise of the Option
 by Grantee, Issuer and Grantee will execute and deliver all other documents
 and instruments and take all other action that may be reasonably necessary
 in order to consummate the transactions provided for by such exercise. 
  
      (i)  Enforcement.  The parties agree that irreparable damage would
 occur and that the parties would not have any adequate remedy at law in the
 event that any of the provisions of this Agreement were not performed in
 accordance with their specific terms or were otherwise breached.  It is
 accordingly agreed that the parties will be entitled to an injunction or
 injunctions to prevent breaches of this Agreement and to enforce
 specifically the terms and provisions of this Agreement in any Federal
 court located in the State of Delaware or in Delaware state court, the
 foregoing being in addition to any other remedy to which they are entitled
 at law or in equity.  In addition, each of the parties hereto (i) consents
 to submit itself to the personal jurisdiction of any Federal court located
 in the State of Delaware or any Delaware state court in the event any
 dispute arises out of this Agreement or any of the transactions
 contemplated by this Agreement, (ii) agrees that it will not attempt to
 deny or defeat such personal jurisdiction by motion or other request for
 leave from any such court, and (iii) agrees that it will not bring any
 action relating to this Agreement or any of the transactions contemplated
 by this Agreement in any court other than a Federal court sitting in the
 State of Delaware or a Delaware state court. 

  
      IN WITNESS WHEREOF, Issuer and Grantee have caused this Agreement to
 be signed by their respective officers thereunto duly authorized as of the
 day and year first written above. 
  
  
                                 ACXIOM CORPORATION 
  
  
                                 By: /s/ Charles D. Morgan
                                    -----------------------------------
                                    Name:   Charles D. Morgan
                                    Title:  President 
  
  
                                 MAY & SPEH, INC. 
  
  
                                 By: /s/ Peter I. Mason
                                    -----------------------------------
                                    Name:   Peter I. Mason 
                                    Title:  Chairman, President, CEO 
  
  

