Acxiom Form 10-Q/A fqe June 30, 2001
                                        SECURITIES AND EXCHANGE COMMISSION
                                              Washington, D.C. 20549

                                                     Form 10-Q/A

(Mark One)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

         For the quarterly period ended June 30, 2001 OR


[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

         For the transition period from ----- to -----

Commission file number 0-13163

                                                Acxiom Corporation
                              (Exact Name of Registrant as Specified in Its Charter)


                          DELAWARE                                                        71-0581897
                (State or Other Jurisdiction of                                        (I.R.S. Employer
                Incorporation or Organization)                                        Identification No.)

               P.O. Box 8180, 1 Information Way,
                    Little Rock, Arkansas                                                    72203
           (Address of Principal Executive Offices)                                       (Zip Code)

                                                  (501) 342-1000
                               (Registrant's Telephone Number, Including Area Code)


         Indicate by check mark whether the registrant:  (1) has filed all reports  required to be filed by Section
13 or 15(d) of the  Securities  Exchange Act of 1934 during the  preceding  12 months (or for such  shorter  period
that the registrant was required to file such reports),  and (2) has been subject to such filing  requirements  for
the past 90 days.

                                                Yes            X   No

         The number of shares of Common Stock, $ 0.10 par value per share, outstanding as of August 9, 2001 was
90,235,816.

Form 10-Q/A

This Amendment No. 1 on Form 10-Q/A to the Registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2001
is being filed to correct an error in Item 2 of Part 1 "Management's Discussion and Analysis of Financial Condition
and Results of Operations." Due to a calculation error, the Company reported that earnings before interest, taxes,
depreciation, and amortization (EBITDA), excluding the impact of gains, losses and nonrecurring items, net and excluding
other noncash write-offs was $20.1 million for the quarter ended June 30, 2001. The corrected amount is $12.1
million. This change had no impact on any amounts or disclosures in the Registrant's Condensed Consolidated Financial
Statements or the notes thereto contained in Item 1 of Part 1 of the Form 10-Q or any other amounts or disclosures
in the remainder of Management's Discussion and Analysis of Financial Condition and Results of Operations.  Additionally,
this revision does not impact the Company's previous guidance for operating cash flow and free cash flow for the fiscal
year ended March 31, 2002 nor does the Company expect that this revision will impact its ability to comply with the
financial covenants included in the Company's credit agreements.

Item 2 of Part 1 to the Registrant's Quarterly Report on Form 10-Q is hereby amended and restated in its entirety
as follows:

Form 10-Q/A
                                      Management's Discussion and Analysis of
                                   Financial Condition and Results of Operations

Effective  January 1, 2001,  the Company  changed its method of accounting for revenue  recognition  retroactive to
April 1, 2000, in accordance  with Staff  Accounting  Bulletin 101 ("SAB 101"),  "Revenue  Recognition in Financial
Statements."  The  cumulative  effect of the change  resulted  in a charge to  earnings  of $37.5  million,  net of
income tax benefit of $21.5  million.  The effect of the change on the quarter  ended June 30, 2000 was to decrease
earnings  before the  cumulative  effect of the change in accounting  principle by $1.7 million  ($0.02 per diluted
share).  Also,  effective April 1, 2001, the Company made certain  modifications to its standard  AbiliTec software
sales  agreements  such that  vendor-specific  objective  evidence is not  attainable on many of its software sales
transactions  entered  into  subsequent  to that date.  Accordingly,  the Company now  recognizes  revenue from the
sales of AbiliTec software on a straight-line basis over the term of the agreement.

Results of Operations

For the quarter  ended June 30, 2001,  consolidated  revenue was $205.0  million,  down 14% from the same quarter a
year ago.  Adjusting  the prior year for the pro forma effects of  straight-line  revenue  recognition  on software
contract  sales  results in a decrease in revenue of 13% for the current  quarter of fiscal 2002 as compared to the
quarter  ended June 30,  2000.  This decline in revenue is due  primarily to the overall  decline in the economy in
that we are seeing customers postpone or otherwise delay project work.

The following table shows the Company's  revenue by business  segment for the quarters ended June 30, 2001 and 2000
(dollars in millions):

                                                               June 30,               %
                                                          2001         2000         Change

                Services
                Data and Software Products               $149.4       $171.1         -13%
                IT Management                              32.8         30.4          +8
                Intercompany eliminations                  53.0         55.8          -5
                                                          (30.2)       (17.7)        +71
                                                          -----        -----          --
                                                         $205.0       $239.6         -14%
                                                          =====        =====          ==

Services  segment revenue of $149.4 million  declined 13% over the prior year.  Adjusting the prior quarter revenue
for the pro forma effect of straight-line  revenue  recognition,  the Services segment would have declined 11% over
the first  quarter in the prior year.  As noted above,  this decline is primarily  attributable  to the deferral of
project work.

Data and Software  Products  segment revenue of $32.8 million  increased 8% from the prior year.  Adjusting for the
pro forma effect of straight-line  revenue  recognition on software  contract sales, the segment revenue would have
grown  18% as  compared  to the same  quarter  last  year.  The  major  factor  contributing  to growth in Data and
Software Products was an increase in InfoBase revenues as compared to the same quarter last year.

Information  Technology  ("IT")  Management  segment revenue of $53.0 million reflects a 5% decrease over the prior
year.  The decrease in the IT  Management  segment  revenue is due to the loss of  Montgomery  Ward  ("Wards")  who
filed for  bankruptcy  during  December  2000.  Excluding the impact of Wards,  segment  revenue would have been up
slightly.

Certain  revenues,  including  certain  data and software  products  revenue,  are reported  both as revenue in the
segment  which owns the customer  relationship  (generally  the Services  segment) as well as the Data and Software
Products segment which owns the product  development,  maintenance,  sales support,  etc. These duplicate  revenues
are eliminated in consolidation.  The intercompany  elimination  increased 71% for the quarter due to the continued
increase in the percentage of data and software products revenues generated from the other segments.

The  following  table  presents  operating  expenses  for the  quarters  ended June 30,  2001 and 2000  (dollars in
millions):

                                                                June 30,                  %
                                                         2001              2000          Change

          Salaries and benefits                         $93.6             $87.4          + 7%
          Computer, communications and
               other equipment                           81.7              41.7          +96
          Data costs                                     30.8              26.1          +18
          Other operating costs and
              expenses                                   46.4              53.3          -13
          Gains, losses and nonrecurring
              items, net                                 45.3              (3.1)           -
                                                         ----             -----           --
                                                       $297.8            $205.4          +45%
                                                        =====             =====           ==

Salaries and benefits for the quarter  increased  7% from the prior  year's first  quarter.  Excluding  adjustments
made during the quarter for certain  benefits,  salaries and  benefits  growth was flat.  During the quarter  ended
June  30,  2001,  the  Company  required  most  associates  to take a 5% pay cut in  exchange  for  stock  options.
Additionally,  a significant number of associates  volunteered for an additional pay cut in exchange for additional
stock options.  Projected salaries and benefit costs for the balance of fiscal 2002 will  substantially  decline as
a result of the restructured operations and the work force reductions discussed below.

Computer,  communications  and  other  equipment  costs  increased  96%  over the  prior  year.  Adjusting  for the
additional  depreciation and amortization  associated with certain impaired assets,  computer,  communications  and
other equipment costs increased 15%.

Data costs grew 18% over the prior year.  Increases in data costs are  principally  the result of higher data costs
on Allstate  revenues  quarter over quarter and, to a lesser extent,  new data sources and higher data royalties on
InfoBase data sales.

Other  operating  costs and  expenses  decreased  by 13%  compared  to a year ago,  primarily  as a result of lower
hardware sales than the year earlier period.

During the quarter  ended June 30, 2001,  the Company  restructured  its  operations  in reaction to the  continued
economic  slowdown and the related revenue impact.  As a result,  the Company recorded special charges (included in
gains,  losses and  nonrecurring  items,  net) of $45.3 million.  These charges  consist of a loss of $31.2 million
associated  with the sale and  leaseback  of certain  equipment  (see notes 1 and 3 to the  condensed  consolidated
financial  statements);  $8.3 million in associate-related  reserves,  principally employment contract terminations
and  severance  costs;  $3.6 million for lease and  contract  termination  costs and $2.2 million for  abandoned or
otherwise  impaired  assets and  transaction  costs to be paid to  accountants  and  attorneys.  In addition to the
special  charges  recorded  as gains,  losses  and  nonrecurring  items,  net,  the  Company  recorded  accelerated
depreciation and  amortization  and other charges of  approximately  $25.8 million on certain other assets that are
no longer  in  service  or have  otherwise  been  deemed  impaired  under the  appropriate  accounting  literature,
primarily  Statement of Financial  Accounting  Standards  ("SFAS")  No. 86,  "Accounting  for the costs of Computer
Software  to Be Sold,  Leased,  or  Otherwise  Marketed,"  or SFAS  No.  121,  "Accounting  for the  Impairment  of
Long-Lived Assets and for Long-Lived Assets to Be Disposed Of."

Included in gains,  losses and nonrecurring  items, net for the quarter ended June 30, 2000 is a $39.7 million gain
on the sale of the  DataQuick  operation  that  occurred in April 2000; a $3.2 million loss on the sale of the CIMS
business unit; a $20.0 million  write-down of the then remaining 49% interest in the DMI operation;  a $7.2 million
write-down of certain campaign management  software and a $6.3 million accrual established to fund  over-attainment
incentives.

Income  (loss)  from  operations  for the quarter  declined  to a loss of $92.8  million as compared to income from
operations  of $34.2  million  during the same  quarter last year.  Excluding  the gains,  losses and  nonrecurring
items, net and the accelerated  depreciation and amortization  discussed above and adjusting the prior year results
to include the pro forma effect of  straight-line  revenue  recognition from software  contracts,  operating income
(loss) decreased $50.2 million, primarily due to the reasons discussed above.

Interest  expense for the quarter of $6.7 million  increased from $5.5 million last year reflecting the increase in
debt levels.  Other,  net  decreased  from $8.2 million in last year's first quarter to a loss of $0.8 million this
year.  This decline is largely due to a $6.2 million gain on the sale of the  Company's  investment in Ceres during
the  quarter  ended June 30,  2000,  and the  accrual of $0.8  million  during the  current  year  related to costs
associated with paying off an unsecured term loan (see Capital Resources and Liquidity below).

The loss before  income taxes and the  cumulative  effect of the change in accounting  principle of $100.3  million
for the quarter  decreased  $137.3  million from the same quarter a year ago.  Adjusting the prior year for the pro
forma effects of the straight-line  revenue  recognition and gains, losses and nonrecurring items and excluding the
special charges and other  accelerated  depreciation and amortization  from the current quarter,  the decrease from
the prior year would have been approximately $36 million.

The  Company's  effective  tax rate was 36.6% in the  current  quarter  compared  to 38.5% in the prior  year.  The
Company  currently  expects its effective tax rate to remain at  approximately  37% for fiscal 2002.  This estimate
is based on current tax law and current estimates of earnings, and is subject to change.

Diluted loss per share was $0.71  compared to $0.14 a year ago.  Excluding the special  charges  included in gains,
losses and nonrecurring  items,  net during both periods;  the accelerated  depreciation and amortization  recorded
during the current  quarter  and  approximately  $18  million in  operating  expenses  incurred  during the current
quarter  that are not expected to continue in future  quarters as a result of the  Company's  restructuring  of its
operations,  and adjusting the prior year for the pro forma effect of straight-line  revenue  recognition,  diluted
earnings (loss) per share would have been $(0.07) compared to $0.17 for the same quarter last year.

Capital Resources and Liquidity

Working  capital at June 30, 2001 totaled  $150.7  million  compared to $138.1  million at March 31, 2001.  At June
30, 2001,  the Company had $215.4  million  outstanding  on its  available  lines of credit (see  discussion  below
regarding  subsequent  amendments to the Company's  revolving credit facility and certain other debt  obligations).
The Company's  debt-to-capital  ratio (capital defined as long-term debt plus stockholders' equity) was 46% at June
30, 2001  compared to 37% at March 31, 2001.  Included in  long-term  debt at both June 30, 2001 and March 31, 2001
is a convertible  note in the amount of $115.0 million.  The conversion  price for the  convertible  debt is $19.89
per share.  If the price of the Company's  common stock moves above the  conversion  price prior to the maturity of
the convertible  note,  management  expects this debt to be converted to equity.  Assuming the convertible debt had
converted to equity,  the Company's  debt-to-capital  ratio would have been reduced to 34% at June 30, 2001.  Total
stockholders'  equity  decreased  14% to $533.0  million at June 30, 2001  primarily  due to the net loss  reported
during the current  quarter and the payment  made on the equity  forward  agreements  (see note 6 to the  condensed
consolidated financial statements).

Cash used by operating  activities  was $39.3 million for the quarter ended June 30, 2001 compared to $39.9 million
for the same quarter in the prior year.  Earnings before interest expense,  taxes,  depreciation,  and amortization
("EBITDA") was $12.1  million,  excluding the impact of gains,  losses and  nonrecurring  items,  net and excluding
other noncash  write-offs that are reported  elsewhere in the financial  statements.  EBITDA on a comparable  basis
last year was $67.9  million,  excluding  the SAB 101  cumulative  adjustment.  The  decrease in EBITDA  during the
current  quarter  as  compared  to the same  quarter  last year is  primarily  due to the  decline  in  revenue  as
previously  discussed.  EBITDA is not  intended to  represent  cash flows for the period,  is not  presented  as an
alternative  to  operating  income  as an  indicator  of  operating  performance,  may not be  comparable  to other
similarly  titled  measures of other  companies,  and should not be considered in isolation or as a substitute  for
measures of performance prepared in accordance with generally accepted accounting  principles.  However,  EBITDA is
a relevant  measure of the Company's  operations  and cash flows and is used  internally as a surrogate  measure of
cash provided by operating  activities.  Operating  cash flow was reduced by $28.7  million in the current  quarter
and $74.3 million in the prior year due to the net change in operating  assets and  liabilities.  The change in the
current quarter primarily  reflects  payments made on accounts payable related to equipment  acquired where payment
was deferred  until fiscal 2002,  partially  offset by a decrease in accounts  receivable.  Days sales  outstanding
("DSO") was 75 days at June 30, 2001 and was 70 days at March 31, 2001.

Investing  activities  used $27.0  million for the quarter  ended June 30, 2001,  compared to $10.4  million a year
previously.  Investing  activities  in the current  year include  capitalized  software  development  costs of $5.9
million and capital  expenditures  of $8.9  million,  compared to $10.2  million and $10.6  million,  respectively,
during the same  quarter  last year.  Capitalized  software  development  costs have  decreased  during the current
quarter as a result of  decreased  spending on certain of the  Company's  proprietary  software  products.  Capital
expenditures  have  decreased  due to the economic  slowdown.  Proceeds  from the  disposition  of assets were $0.1
million  during the current  quarter as compared to $34.1 million  (primarily  the sale of the DataQuick  operation
and the disposal of the Ceres  investment)  during the same  quarter  last year.  Costs  deferred  under  long-term
contracts  were $8.6 million  during the current  quarter and $5.3  million  during the same period of fiscal 2001.
Investments  in joint  ventures  were $3.7  million and $4.3 million  during the  quarters  ended June 30, 2001 and
2000,  respectively,  and are comprised  primarily of advances made to fund certain  investments  and joint venture
operations.  No cash was paid for  acquisitions  during the  current  quarter as  compared  to $14.1  million  paid
during  the same  quarter  last  year for the  acquisition  of  MCRB,  Inc.  and  earn-out  payments  made on prior
acquisitions.  The Company leases certain assets under synthetic leasing  arrangements rather than purchasing those
assets.  During the quarter ended June 30, 2001, the Company  funded $5.0 million in equipment  under its synthetic
lease facility, and has $89.5 million remaining under the total commitment of $240.0 million.

Financing  activities in the current year provided $61.9 million,  of which $86.4 million  relates to debt proceeds
from the  Company's  revolving  credit  arrangement,  as compared to $31.5  million of cash  provided by  financing
activities  in the prior year.  The Company also paid down $22.5  million on the equity  forward  contracts  during
the current  quarter as discussed in note 6 to the  condensed  consolidated  financial  statements,  as compared to
$1.4  million  during the same  quarter  last year.  Proceeds  from the sale of common  stock were $3.2 million and
$4.3 million,  respectively,  during the quarters  ended June 30, 2001 and 2000.  The Company also  purchased  $4.7
million of common stock in the open market during the quarter ended June 30, 2000.

During  fiscal  2001,  the  Company  began  construction  on a customer  service  facility in Little Rock and began
planning the construction of another  customer  service  facility in Phoenix.  The Little Rock facility is expected
to cost approximately $30 to $35 million,  including interest during the construction  period and is expected to be
completed in October 2002.  The City of Little Rock has issued  revenue bonds for the Little Rock project,  and the
Company is  financing  the  Little  Rock  project  using  off-balance  sheet  synthetic  lease  arrangements.  Upon
completion  of the Little Rock  facility,  the impact of the leasing  arrangement  is expected to reduce  operating
cash flow by  approximately  $3 million per year over the term of the lease.  The Phoenix  project was  expected to
cost  approximately  $25  million,  including  land  and  interest  costs.  However,  due to the  current  economic
uncertainty, the construction of this facility has been postponed.

While the Company  does not have any other  material  contractual  commitments  for capital  expenditures,  minimum
levels of  investment in facilities  and computer  equipment  continue to be necessary to support the growth of the
business.  In  addition,  new  outsourcing  or  facilities  management  contracts  frequently  require  substantial
up-front  capital  expenditures in order to acquire or replace  existing  assets.  In some cases,  the Company also
sells software and hardware to customers under extended  payment terms or notes  receivable  collectible  generally
over three years.  These  arrangements  also require up-front  expenditures of cash, which are repaid over the life
of the agreement.  The Company also evaluates  acquisitions  from time to time, which may require up-front payments
of  cash.  Depending  on the  size  of the  acquisition  it  may be  necessary  to  raise  additional  capital.  If
additional  capital  becomes  necessary,  the  Company  would  first use  available  borrowing  capacity  under its
revolving credit agreement, followed by the issuance of other debt or equity securities.

Primarily as a result of the  nonrecurring  charges  discussed in note 1 to the  condensed  consolidated  financial
statements,  as well as the Company's  change to subscription  revenue  recognition for software sales, the Company
was in  violation  of  certain of its  financial  loan  covenants  at June 30,  2001.  Prior to  completion  of the
financial  statements as of June 30, 2001,  the Company  obtained a waiver of those  violations  through August 15,
2001, and began  negotiating an amendment to its revolving  credit  facility and certain other of its affected debt
obligations.  On August 14, 2001,  the Company  obtained an amendment of its  revolving  credit  facility and other
affected  debt  obligations,  which  reduced the  committed  amount  available  under the revolver to $265 million,
changed certain  financial  covenants and provided that the outstanding  balance of the revolver will be secured by
substantially  all of the  Company's  unencumbered  real estate and personal  property  assets.  In  addition,  the
amendment  requires  the Company to satisfy  certain  covenants by September  14, 2001,  primarily  relating to the
execution of certain  collateral  agreements for the benefit of the creditors,  as well as the  consummation of the
term loan to fund the  settlement  of the equity  forward  agreements  discussed  below.  Until such  covenants are
satisfied,  the Company's  borrowings under the arrangement are limited to $245 million.  As a result of the waiver
and amendment,  the Company is in compliance with all of its applicable  financial loan covenants at June 30, 2001,
and  the  Company  expects  to be in  compliance  with  the  revised  loan  covenants  throughout  the  term of the
agreements, as amended.

Subsequent to June 30, 2001,  the Company paid off the $7.4 million  unsecured  term loan,  plus accrued  interest,
with proceeds from its revolving credit facility.

At June 30, 2001, the Company had entered into three equity forward  purchase  agreements with a commercial bank to
purchase 3.7 million  shares of its common stock.  As discussed in note 6 to the condensed  consolidated  financial
statements,  during the current  quarter,  the Company  reduced the notional  amount under the  agreements to $64.2
million.  The  contracts  are  required  to be settled  on  December  15,  2001.  If the market  value of the stock
exceeds the price under the equity  forward  agreements,  the Company has the option of settling  the  contracts by
receiving  cash or stock in an amount  equal to the  excess of the  market  value  over the price  under the equity
forward.  If the  market  value of the stock is less  than the  price  under the  equity  forward  agreements,  the
Company has the option of settling the  contracts by paying cash or  delivering  shares in the amount of the excess
of the  contract  amount over the fair market  value of the stock.  The  Company can also settle the  contracts  by
paying the full notional  amount and taking delivery of the stock.  The shares remain issued and outstanding  until
the equity forward  purchase  contracts are settled.  The fair value of the equity  forward  contracts in effect at
June 30,  2001 was a liability  of  approximately  $16.1  million  based on a stock  price of $13.09 per share.  An
increase or decrease in the stock price of $1.00 per share  increases or decreases the fair value by  approximately
$3.7 million.

On August 14, 2001, in  conjunction  with the amendment to the Company's  revolving  credit  facility,  the Company
obtained a  memorandum  of  understanding  relating  to the  settlement  of the equity  forward  contracts  through
borrowings  of  approximately  $64.2  million  from a bank under a term loan  arrangement.  The funds from the term
loan  will be used to pay the  notional  amount  under the  equity  forward  contracts  and the  Company  will take
delivery of the shares of common  stock  subject to the  contracts.  The term loan,  which is expected to be closed
on or before September 14, 2001, will be due in 2005.

New Accounting Pronouncements

During June 2001, the Financial  Accounting  Standards Board issued SFAS No. 141,  "Business  Combinations,"  which
replaces  Accounting  Principles  Board  ("APB")  Opinion  No. 16, and issued  SFAS No.  142,  "Goodwill  and Other
Intangible  Assets,"  which  replaces APB Opinion No. 17 and amends SFAS No. 121.  Under the provisions of SFAS No.
141, all business  combinations  initiated  after June 30, 2001 must be  accounting  for by the purchase  method of
accounting.  The use of the pooling-of-interest method of accounting for business combinations is prohibited.

Under  the  provisions  of SFAS No.  142,  amortization  of  goodwill  and  other  intangible  assets  that have an
indeterminate life is to be discontinued.  However,  an impairment  analysis must be performed for these intangible
assets,  at least annually,  with any impairment  recorded as a charge to earnings  during the current period.  The
Company has elected to early adopt the  provisions of SFAS No. 142 and has  discontinued  the  amortization  of its
goodwill  balances  effective April 1, 2001,  which resulted in a decrease of the net loss recorded for the current
quarter of  approximately  $2 million  ($0.02 per  diluted  share) and is  expected to result in an increase in net
income  (loss) of $7 million  ($0.08 per diluted  share)  during the year ended March 31, 2002.  As required by the
provisions of SFAS No. 142, the Company must complete  part one of a two-part  impairment  analysis of its goodwill
by  September  30, 2001.  At that time,  the Company will be able to  determine  whether any  potential  impairment
exists,  although  the  amount  of the  impairment  charge  cannot  be  determined  until  part  two of the test is
completed,  which must be completed by the end of fiscal 2002. Any impairment  charge  calculated  upon  completion
of part two of the  impairment  test will be recorded as a cumulative  effect of a change in  accounting  principle
retroactive to the beginning of the fiscal year.

Outlook

The  opportunities  for AbiliTec  software  continue to grow as companies  implement  their  customer  relationship
management ("CRM")  strategies.  These CRM efforts are putting focus on the need to aggregate customer  information
across an enterprise,  with the ability to do so in real time.  Acxiom's  AbiliTec  software  provides the Customer
Data Integration  ("CDI") that can accurately and quickly  aggregate all records about an individual or a business.
CDI is the foundational data management process for every use of CRM.

The  financial  projections  stated  today are based on current  expectations.  Our current  assumption  concerning
general  economic  activity  is that we do not expect  substantial  improvement  during  this  fiscal  year and our
guidance  is  structured  accordingly.  These  projections  are  forward-looking  and  actual  results  may  differ
materially.  These  projections do not include the potential impact of any mergers,  acquisitions,  divestitures or
other business combinations that may be completed in the future.

The  Company  expects  that  revenue  for the second  quarter of fiscal  2002 will range from $215  million to $225
million  and  earnings  per share will be from $0.07 to $0.10.  For the fiscal  year  ending  March 31,  2002,  the
Company  expects  revenue of $880 million to $900 million.  The Company expects that fiscal 2002 earnings per share
will be between $0.28 and $0.33 after adjusting for the nonrecurring items during the current quarter.

For the fiscal year ending March 31, 2002, the Company  expects  operating cash flow of $90 million to $110 million
as well as positive free cash flow (free cash flow is defined as operating  cash flow less  investing  activities).
Depreciation and  amortization  for the fiscal year is expected to be $110 million to $115 million.  Capitalization
of  deferred  expenses  and  software  development  costs is expected  to be $60  million to $70  million.  Capital
expenditures are expected to be $40 million to $50 million.

For fiscal 2003, the Company expects that revenue will grow  approximately  20% and earnings per share will be from
$0.65 to $0.75.

This filing  contains  forward-looking  statements that are subject to certain risks and  uncertainties  that could
cause  actual  results  to differ  materially;  such  statements  include  but are not  necessarily  limited to the
following:  1) that sales of  AbiliTec  will  continue  to be strong;  2) that  there  will  continue  to be strong
customer  demand for AbiliTec;  3) that AbiliTec  will continue to drive the long-term  success of the Company;  4)
that the Company is quickly  accomplishing  its goal of AbiliTec  becoming the de facto  standard for Customer Data
Integration;  5) that  AbiliTec  can provide  tremendous  value to  companies  that seek to grow  revenue,  satisfy
customers and control costs; 6) that the adoption of  subscription  revenue  recognition for AbiliTec  revenues was
the right  choice for the  Company  and that such  adoption  will have the  expected  impact  and  effect  upon the
Company,  including,  but not limited to, many long-term benefits, a better matching of cash flow to earnings,  and
that it will allow the  business of Acxiom to be more  predictable  and  transparent;  7) that the  write-offs  and
charges are  appropriate;  8) that the revenue and earnings  projections  will be within the indicated  ranges;  9)
that the  adoption of SAB 101 and SFAS No. 142 will have the  anticipated  impacts;  10) that the  Company  will be
able to effectively  implement and continue its expense reduction  efforts,  within the indicated ranges;  11) that
the Company's cash flow will be within the indicated  range;  12) that the indicated  revenue,  earnings per share,
cash flow, tax rate,  depreciation,  amortization,  capital  expenditures,  software  development and the indicated
growth  rates for  future  periods  will be within  the  indicated  amounts  and  ranges;  13) that the  Company is
confident of its ability to meet the forecasted Q2 and FY 2002  expectations;  14) that the Company will be able to
amend its credit  arrangements  satisfactorily;  15) that the economic  environment  and business  conditions  will
remain difficult to predict and that general economic  activity could continue to decline;  and 16) the positioning
of the Company for significant long term success when the economy  recovers.  The following are important  factors,
among others,  that could cause actual results to differ  materially from these  forward-looking  statements.  With
regard to all  statements  regarding  AbiliTec:  the complexity and  uncertainty  regarding the  development of new
software and high  technologies;  the  difficulties  associated with developing new AbiliTec  products and AbiliTec
Enabled  Services;  the loss of market  share  through  competition  or the  acceptance  of these or other  Company
offerings  on a less  rapid  basis  than  expected;  changes in the length of sales  cycles;  the  introduction  of
competent,  competitive  products or  technologies  by other  companies;  changes in the consumer  and/or  business
information  industries and markets; the Company's ability to protect proprietary  information and technology or to
obtain  necessary  licenses on  commercially  reasonable  terms;  the impact of changing  legislative,  accounting,
regulatory and consumer  environments  in the  geographies  in which AbiliTec will be deployed.  With regard to the
statements that generally  relate to the business of the Company,  all of the above factors:  the possibility  that
certain  contracts may not be closed or closed within the anticipated  time frames;  the possibility  that economic
or other  conditions might lead to a reduction in demand for the Company's  products and services;  the possibility
that the current economic  slowdown may worsen and/or persist for an unpredictable  period of time; the possibility
that significant  customers may experience extreme,  severe economic  difficulty;  the continued ability to attract
and  retain  qualified  technical  and  leadership  associates  and  the  possible  loss  of  associates  to  other
organizations;  the ability to properly  motivate the sales force and other associates of the Company;  the ability
to achieve cost reductions and avoid  unanticipated  costs;  the  possibility  that the Company will not be able to
amend its  credit  arrangements  within the  indicated  time  frame;  the  continued  availability  of credit  upon
satisfactory terms and conditions;  changes in the legislative,  accounting,  regulatory and consumer  environments
affecting the Company's  business  including but not limited to litigation,  legislation,  regulations  and customs
relating to the Company's  ability to collect,  manage,  aggregate and use data; data suppliers might withdraw data
from the  Company,  leading to the  Company's  inability  to provide  certain  products  and  services;  short-term
contracts affect the  predictability of the Company's  revenues;  the possibility that the amount of ad hoc project
work will not be as expected;  the potential  loss of data center  capacity or  interruption  of  telecommunication
links;  postal rate increases that could lead to reduced  volumes of business;  customers that may cancel or modify
their agreements with the Company;  the successful  integration of any acquired  businesses;  and other competitive
factors.  With respect to the providing of products or services  outside the  Company's  primary base of operations
in the U.S.:  all of the above factors and the  difficulty of doing  business in numerous  sovereign  jurisdictions
due to  differences  in  culture,  laws and  regulations.  Other  factors  are  detailed  from  time to time in the
Company's  periodic  reports and  registration  statements  filed with the United  States  Securities  and Exchange
Commission.  Acxiom  believes  that it has  the  product  and  technology  offerings,  facilities,  associates  and
competitive  and financial  resources for continued  business  success,  but future  revenues,  costs,  margins and
profits are all influenced by a number of factors,  including  those discussed  above,  all of which are inherently
difficult to forecast.  Acxiom  undertakes no obligation to update the information  contained in this press release
or any other forward-looking statement.

Form 10-Q/A


                                        ACXIOM CORPORATION AND SUBSIDIARIES

                                                     SIGNATURE


Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934,  the  Registrant  has duly caused this
report to be signed on its behalf by the undersigned thereunto duly authorized.



                                                              Acxiom Corporation

Dated:  September 13, 2001
                                                              By:      /s/ Caroline Rook
                                                                 --------------------------------------------------
                                                                  (Signature)
                                                                   Caroline Rook
                                                                   Chief Financial Operations Officer
                                                                  (Principal Accounting Officer)