

                             IRREVOCABLE PROXY
  
  
           IRREVOCABLE PROXY, dated as of June 1, 1998, by and between May &
 Speh, Inc., a Delaware corporation (the "Company "), and Pritzker
 Foundation (the "Stockholder"). 

           WHEREAS, Acxiom Corporation, a Delaware Corporation ("Parent"),
 ACX Acquisition Co., Inc. a Delaware corporation and a wholly owned
 subsidiary of Parent ("Sub"), and the Company have entered 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; 

           WHEREAS, the Stockholder is the owner beneficially and of record
 of an aggregate of 3,921,000 shares (the "Parent Shares") of the Parent
 Common Stock;  
  
           WHEREAS, Stockholder has agreed to grant the Company an
 irrevocable proxy (the "Proxy") with respect to the Parent Shares, upon the
 terms and subject to the conditions hereof: 

           NOW, THEREFORE, in consideration of the premises, the covenants
 and agreements set forth herein and other good and valuable consideration,
 the receipt and sufficiency of which is hereby acknowledged, the parties
 hereto agree as follows: 

           1.   The Stockholder hereby constitutes and appoints the Company,
 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 Parent 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 Parent, 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 the issuance of the shares of Common Stock
 pursuant to 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 the Company is unable to exercise such power
 and authority for any reason, the Stockholder agrees that it will vote all
 the Parent Shares in favor of approval of the issuance of the shares of
 Common Stock pursuant to 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 Parent Shares or grant any proxy or interest in or
 with respect to such Parent Shares or deposit such Shares into a voting
 trust or enter into a voting agreement or arrangement with respect to such
 Parent Shares other than in respect of transactions not prohibited by the
 terms of the Merger Agreement. 

           3.   The Stockholder represents and warrants to the Company, that
 the Parent Shares consist of 3,921,000 shares of  Parent Common Stock owned
 beneficially and of record by the Stockholder on the date hereof; such
 Parent Shares are all of the securities of the Parent owned of record or
 beneficially by the Stockholder on the date hereof; the Stockholder owns
 the Parent 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 Parent Shares, deposited such Parent Shares into a voting trust or
 entered into any voting agreement or other arrangement with respect to such
 Parent Shares. 
  
           4.   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. 

           5.   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 the Company, except that the Company may assign its rights
 hereunder to any direct or indirect subsidiary. 

           6.   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 the Company to the Stockholder or (iv) October 31, 1998. 

           7.   The Stockholder agrees that this 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.  The parties
 agree that this Proxy shall be specifically enforceable and that specific
 enforcement and injunctive relief shall be available to the Company 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 relative to the Merger Agreement. 

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

           9.   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. 

           10.  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, the Company and the Stockholder have caused
 this Proxy to be duly executed as of the date first above written. 
  
                     /s/   Robert A. Pritzker  
                     __________________________________
                     PRITZKER FOUNDATION 
  
  
                     MAY & SPEH, INC. 
  
  
                     By   /s/ Eric Loughmiller                
                          ______________________________
                          Name:  Eric Loughmiller             
                          Title: Chief Financial Officer 



