Registration No. 333-    
     -------------------------------------------------------

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                               FORM S-8

                        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
     (Address of principal executive offices)    (Zip Code)

                         ACXIOM CORPORATION/
                  PRO CD, INC. STOCK OPTION PLANS
                      (Full Title of the Plan)


                        Catherine L. Hughes 
                          P.O. Box 2000     
                      301 Industrial Boulevard 
                     Conway, Arkansas 72033-2000 
                (Name and address of agent for service)

                              Copy to:

                        John Clayton Randolph
                      Friday, Eldredge & Clark
                 400 West Capitol Avenue, Suite 2000
                   Little Rock, Arkansas  72201-3493

                            501-336-1000
     (Telephone number, including area code, of agent for         
                              service)

<PAGE>
                    CALCULATION OF REGISTRATION FEE
     ------------------------------------------------------------
     Title of   Amount    Proposed   Proposed   Amount of
     Securities to be     Maximum    Maximum  Registration
       to be    Regis-    Offering   Aggregate   Fee (2)
     Registered tered(1)  Price Per  Offering
                          Unit(2)    Price(2)
     ------------------------------------------------------------
     Common
     Stock
     ($.10 Par
     Value)      147,097  $ (2)      $517,139.57 $178.33
     -----------------------------------------------------------
     (1) The Registration Statement also includes an
         indeterminable number of additional shares that may      
         become issuable pursuant to the antidilution adjustment  
         provisions of the Plan.  

     (2) Calculated pursuant to Rule 457(h)(1) on the basis of    
         option exercise prices for the following number of       
         options: 17,855 at $.083; 45,087 at $.17; 1,800 at       
         $3.75; 1,200 at $5.00; 21,437 at $6.88; 39,333 at $6.25;
         and 20,385 at $5.00.

<PAGE>
                                   PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


     Item 3.  Incorporation of Certain Documents by Reference

        The following documents filed by Acxiom Corporation (the
     "Company") with the Securities and Exchange Commission are
     incorporated by reference in this registration statement:
     (i) the Company's 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) the Company's Quarterly Reports on
     Form 10-Q for the quarters ended June 30, 1995, September
     30, 1995 and December 31, 1995; (iii) the Company's Current
     Reports on Form 8-K dated August 25, 1995 and September 27,
     1995;   (iv) the Company's Reports on Form 10-C filed August
     30, 1995 and April 17, 1996; and (v) the description of the
     Company's Common Stock contained in its registration
     statement on Form 8-A dated February 4, 1985, as amended on
     February 22, 1985.

          In addition, all documents subsequently filed by the
     Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of
     the Securities Exchange Act of 1934, prior to the filing of
     a post-effective amendment which indicates that all
     securities offered have been sold or which deregisters all
     securities then remaining unsold, shall be deemed to be
     incorporated by reference in this registration statement and
     to be a part hereof from the date of filing of such
     documents.  

     Item 4.    Description of Securities.

            Not applicable

     Item 5.    Interest of Named Experts and Counsel. 

            Not applicable.  

     Item 6.    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.  

<PAGE>
     Item 7.  Exemption from Registration Claimed.

          Not applicable.

     Item 8.  Exhibits

        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 Bylaws 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 Registra-
                   tion 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 5-36226)

        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)
<PAGE>
        4.9        Stock Purchase Agreement dated October 26,
                   1994 between the Company and Marmon Indus-
                   trial 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 9.       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.  Notwithstanding the
     foregoing, any increase or decrease in volume of securities
     offered (if the total dollar value of securities offered
     would not exceed that which was registered) and any deviation
     from the low or high end of the estimated maximum offering
     range may be reflected in the form of prospectus filed with
     the Commission pursuant to Rule 424(b) if, in the aggregate,
     the changes in volume and price represent no more than a 20%
     change in the maximum aggregate offering price set forth in
     the "Calculation of Registration Fee" table in the effective
     registration statement.
<PAGE>
            (c)  To include any material information with respect
     to the plan of distribution not previously disclosed in this
     registration statement or any material change to such
     information in this 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 any 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 6 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 whether such
     indemnification by it is against public policy as expressed
     in the Act and will be governed by the final adjudication of
     such issue.  
<PAGE>
                            SIGNATURES

         Pursuant to the requirements of the Securities Act of
     1933, the Registrant certifies that it has reasonable
     grounds to believe that it meets all the requirements for
     filing on Form S-8 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 9th day of May, 1996.

                               ACXIOM CORPORATION



                                 /s/ Catherine L. Hughes
                                 -------------------------
                                 (Catherine L. Hughes
                                 Secretary and General Counsel)



<PAGE>
         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
     9th day of May, 1996.

           *
     -------------------    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, Executive
     Roger S. Kline         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


           /s/ Catherine L. Hughes
     *By: ------------------------
          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.
<PAGE>
                           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 Bylaws 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 Registra-
                   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 5-36226)

        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 Statement No. 33-63423)

        4.9        Stock Purchase Agreement dated October 26,
                   1994 between the Company and Marmon Indus-
                   trial Corporation (incorporated by reference
                   to Exhibit 4.9 to Registration No. 33-63423)
<PAGE>
        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
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{"company-data": {"conformed-name": "ACXIOM CORP", "cik": "0000733269", "assigned-sic": "7374", "irs-number": "710581897", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-03391", "film-number": "96558652"}, "business-address": {"street1": "301 INDUSTRIAL BLVD", "city": "CONWAY", "state": "AR", "zip": "72032", "phone": "5013361000"}, "mail-address": {"street1": "301 INDUSTRIAL BOULEVARD", "city": "CONWAY", "state": "AK", "zip": "72032"}, "former-company": {"former-conformed-name": "CCX NETWORK INC", "date-changed": "19880816"}}
Registration No. 333-    
     -------------------------------------------------------

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                               FORM S-8

                        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
     (Address of principal executive offices)    (Zip Code)

                         ACXIOM CORPORATION/
                  PRO CD, INC. STOCK OPTION PLANS
                      (Full Title of the Plan)

                        Catherine L. Hughes 
                          P.O. Box 2000     
                      301 Industrial Boulevard 
                     Conway, Arkansas 72033-2000 
                (Name and address of agent for service)

                              Copy to:

                        John Clayton Randolph
                      Friday, Eldredge & Clark
                 400 West Capitol Avenue, Suite 2000
                   Little Rock, Arkansas  72201-3493

                            501-336-1000
     (Telephone number, including area code, of agent for         
                              service)
CALCULATION OF REGISTRATION FEE
     ------------------------------------------------------------
     Title of   Amount    Proposed   Proposed   Amount of
     Securities to be     Maximum    Maximum  Registration
       to be    Regis-    Offering   Aggregate   Fee (2)
     Registered tered(1)  Price Per  Offering
                          Unit(2)    Price(2)
     ------------------------------------------------------------
     Common
     Stock
     ($.10 Par
     Value)      147,097  $ (2)      $517,139.57 $178.33
     -----------------------------------------------------------
     (1) The Registration Statement also includes an
         indeterminable number of additional shares that may      
         become issuable pursuant to the antidilution adjustment  
         provisions of the Plan.  

     (2) Calculated pursuant to Rule 457(h)(1) on the basis of    
         option exercise prices for the following number of       
         options: 17,855 at $.083; 45,087 at $.17; 1,800 at       
         $3.75; 1,200 at $5.00; 21,437 at $6.88; 39,333 at $6.25;
         and 20,385 at $5.00.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3.  Incorporation of Certain Documents by Reference

        The following documents filed by Acxiom Corporation (the
     "Company") with the Securities and Exchange Commission are
     incorporated by reference in this registration statement:
     (i) the Company's 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) the Company's Quarterly Reports on
     Form 10-Q for the quarters ended June 30, 1995, September
     30, 1995 and December 31, 1995; (iii) the Company's Current
     Reports on Form 8-K dated August 25, 1995 and September 27,
     1995;   (iv) the Company's Reports on Form 10-C filed August
     30, 1995 and April 17, 1996; and (v) the description of the
     Company's Common Stock contained in its registration
     statement on Form 8-A dated February 4, 1985, as amended on
     February 22, 1985.

          In addition, all documents subsequently filed by the
     Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of
     the Securities Exchange Act of 1934, prior to the filing of
     a post-effective amendment which indicates that all
     securities offered have been sold or which deregisters all
     securities then remaining unsold, shall be deemed to be
     incorporated by reference in this registration statement and
     to be a part hereof from the date of filing of such
     documents.  

     Item 4.    Description of Securities.

            Not applicable

     Item 5.    Interest of Named Experts and Counsel. 

            Not applicable.  

     Item 6.    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 7.  Exemption from Registration Claimed.

          Not applicable.

     Item 8.  Exhibits

        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 Bylaws 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 Registra-
                   tion 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 5-36226)

        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 Indus-
                   trial 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 9.       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.  Notwithstanding the
     foregoing, any increase or decrease in volume of securities
     offered (if the total dollar value of securities offered
     would not exceed that which was registered) and any deviation
     from the low or high end of the estimated maximum offering
     range may be reflected in the form of prospectus filed with
     the Commission pursuant to Rule 424(b) if, in the aggregate,
     the changes in volume and price represent no more than a 20%
     change in the maximum aggregate offering price set forth in
     the "Calculation of Registration Fee" table in the effective
     registration statement.
(c)  To include any material information with respect
     to the plan of distribution not previously disclosed in this
     registration statement or any material change to such
     information in this 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 any 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 6 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 whether 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 Registrant certifies that it has reasonable
     grounds to believe that it meets all the requirements for
     filing on Form S-8 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 9th day of May, 1996.

                               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
     9th day of May, 1996.

           *
     -------------------    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, Executive
     Roger S. Kline         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

           /s/ Catherine L. Hughes
     *By: ------------------------
          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 Bylaws 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 Registra-
                   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 5-36226)

        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 Statement No. 33-63423)

        4.9        Stock Purchase Agreement dated October 26,
                   1994 between the Company and Marmon Indus-
                   trial 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