SHARE-BASED COMPENSATION:

3 Months Ended

Jun. 30, 2011

SHARE-BASED COMPENSATION:

SHARE-BASED COMPENSATION:

3.             SHARE-BASED COMPENSATION:

Share-based Compensation Plans

Stock Option Activity

The Company has stock option and equity compensation plans for which a total of 37.7 million shares of the Company’s common stock have been reserved for issuance since inception of the plans.  These plans provide that the exercise prices of qualified options will be at or above the fair market value of the common stock at the time of the grant.  Board policy has required that nonqualified options be priced at or above the fair market value of the common stock at the time of grant.  At June 30, 2011, there were a total of 5.2 million shares available for future grants under the plans.

The Company granted 155,651 stock options in the three months ended June 30, 2011.  The per-share weighted-average fair value of the stock options granted during the three months ended June 30, 2011 was $6.60.  This valuation was determined using a customized binomial lattice approach with the following weighted-average assumptions: dividend yield of 0.0%; risk-free interest rate of 3.2%; expected option life of 5.9 years; expected volatility of 46% and a suboptimal exercise multiple of 1.9.

Option activity for the three months ended June 30, 2011 was as follows:

	Number of shares		Weighted-average exercise price per share		Weighted-average remaining contractual term (in years)	Aggregate intrinsic value (in thousands)
Outstanding at March 31, 2011	9,526,989		$	20.75
Granted	155,651		$	13.75
Exercised	(98,838	)	$	10.50		$	261
Forfeited or cancelled	(405,243	)	$	20.26
Outstanding at June 30, 2011	9,178,559		$	20.76	4.28	$	3,174
Exercisable at June 30, 2011	8,620,882		$	21.18	4.02	$	2,709

The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between Acxiom’s closing stock price on the last trading day of its first quarter of fiscal 2012 and the exercise price for each in-the-money option) that would have been received by the option holders had vested option holders exercised their options on June 30, 2011.  This amount changes based upon changes in the fair market value of Acxiom’s stock.

Following is a summary of stock options outstanding and exercisable as of June 30, 2011:

	Options outstanding				Options exercisable
Range of exercise price per share	Options outstanding	Weighted-average remaining contractual life	Weighted-average exercise price per share		Options exercisable	Weighted-average exercise price per share
$   3.69 - $   9.62	320,888	5.60 years	$	8.70	210,388	$	8.59
$ 10.22 - $ 15.00	2,056,151	4.91 years	$	12.56	1,779,546	$	12.38
$ 15.10 - $ 19.82	2,260,936	4.43 years	$	16.62	2,130,364	$	16.60
$ 20.12 - $ 25.00	2,195,274	4.95 years	$	22.94	2,155,274	$	22.90
$ 25.98 - $ 29.30	1,331,469	2.72 years	$	26.81	1,331,469	$	26.81
$ 30.93 - $ 39.12	761,236	2.71 years	$	35.70	761,236	$	35.70
$ 40.50 - $ 62.06	252,605	3.22 years	$	44.11	252,605	$	44.11
	9,178,559	4.28 years	$	20.76	8,620,882	$	21.18

Total expense related to stock options for the three months ended June 30, 2011 and 2010 was approximately $0.4 million and $0.7 million respectively.  Future expense for these options is expected to be approximately $3.1 million over the next four years.

Restricted Stock Unit Activity

Non-vested restricted stock unit activity for the period ending June 30, 2011 was as follows:

	Number of shares		Weighted average fair value per share at grant date (in thousands)		Weighted-average remaining contractual term (in years)
Outstanding at March 31, 2011	1,781,312		$	14.08	1.60
Granted	665,691		$	13.61
Vested	(785,573	)	$	12.77
Forfeited or cancelled	(88,087	)	$	17.33
Outstanding at June 30, 2011	1,573,343		$	14.04	2.32

During the three months ended June 30, 2011, the Company granted restricted stock units covering 665,691 shares of common stock with a value at the date of grant of $9.1 million.  Of the restricted stock units granted in the current period, 568,010 vest in equal annual increments over four years.  The remaining 97,681 vest subject to attainment of performance criteria established by the compensation committee of the board of directors.  Each recipient of the performance units may vest in a number of shares from zero to 200% of their award, based on the total shareholder return of Acxiom stock compared to total shareholder return of a group of peer companies established by the committee for the period from April 1, 2011 to March 31, 2014.  The value of the performance units is determined using a Monte Carlo simulation model.  Valuation of all other restricted stock units is equal to the quoted market price for the shares on the date of grant.  The expense related to restricted stock in the three months ended June 30, 2011 was $2.0 million.  The expense related to restricted stock in the three months ended June 30, 2010 was $2.3 million.  Future expense for these restricted stock units is expected to be approximately $18.4 million over the next four years.