<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM 10-K
<TABLE> 
<C>   <S> 
[X]   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

      For the fiscal year ended                                    December 31, 1995
                                 --------------------------------------------------------------------------------------

                                                                   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                0-4781
                             ------------------------------------------------------------------------------------------
 
                                                   MARKET FACTS, INC.
-----------------------------------------------------------------------------------------------------------------------
                                 (Exact name of registrant as specified in its charter)            

                             Delaware                                                        36-2061602               
--------------------------------------------------------------------         ------------------------------------------
   (State or other jurisdiction of incorporation or organization)               (I.R.S. Employer Identification No.)  
 
   3040 West Salt Creek Lane, Arlington Heights, Illinois                                                     60005   
---------------------------------------------------------------------                                    --------------
     (Address of principal executive offices)                                                              (Zip Code) 
 
Registrant's telephone number, including area code                            (847) 590-7000                       
                                                   --------------------------------------------------------------------
Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

                                                (Title of Class)

                                        Common Stock, Par Value $1.00 Per Share
-----------------------------------------------------------------------------------------------------------------------
</TABLE>

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 (   )

INDICATE BY CHECK MARK IF DISCLOSURE OF DELINQUENT FILERS PURSUANT TO ITEM 405
OF REGULATION S-K IS NOT CONTAINED HEREIN, AND WILL NOT BE CONTAINED, TO THE
BEST OF REGISTRANT'S KNOWLEDGE, IN DEFINITIVE PROXY OR INFORMATION STATEMENTS
INCORPORATED BY REFERENCE IN PART III OF THIS FORM 10-K OR ANY AMENDMENT TO THIS
FORM 10-K.  (   )

AS OF FEBRUARY 29, 1996, THERE WERE ISSUED AND OUTSTANDING 1,926,769 SHARES OF
COMMON STOCK; THE AGGREGATE MARKET VALUE OF THE SHARES OF SUCH STOCK HELD BY
NONAFFILIATES OF THE REGISTRANT WAS $13,505,310 AS OF THE SAME DATE, ASSUMING
SOLELY FOR PURPOSES OF THIS CALCULATION THAT ALL DIRECTORS AND EXECUTIVE
OFFICERS OF THE REGISTRANT ARE "AFFILIATES."  THIS DETERMINATION OF AFFILIATE
STATUS IS NOT NECESSARILY A CONCLUSIVE DETERMINATION FOR OTHER PURPOSES.

DOCUMENTS INCORPORATED BY REFERENCE: LIST THE FOLLOWING DOCUMENTS IF
INCORPORATED BY REFERENCE AND THE PART OF THE FORM 10-K INTO WHICH THE DOCUMENT
IS INCORPORATED: (1) ANY ANNUAL REPORT TO SECURITY HOLDERS; (2) ANY PROXY OR
INFORMATION STATEMENT; AND (3) ANY PROSPECTUS FILED PURSUANT TO RULE 424(b) OR
(c) UNDER THE SECURITIES ACT OF 1933.  THE LISTED DOCUMENTS SHOULD BE CLEARLY
DESCRIBED FOR IDENTIFICATION PURPOSES.

     1995 Annual Report to Stockholders -- Parts I, II and IV Hereof.  Proxy
     Statement for the Registrant's 1996 Annual Meeting to be filed within 120
     days after the end of the fiscal year -- Part III Hereof.

<PAGE>
 
     PART I

     ITEM  1.  BUSINESS

     (a)  General development and narrative description of business
          ---------------------------------------------------------

     The predecessor to the Registrant was incorporated in 1946 in Illinois.
     The Registrant was incorporated in 1966 in Delaware and is engaged in one
     industry segment, namely, providing information to assist clients in their
     marketing decisions relating primarily to consumer products and services.
     Effective April 29, 1994, the Registrant acquired the remaining 50% of the
     common stock of Market Facts of Canada, Ltd.

     The Registrant's usual procedure is for its professional research staff to
     first define the marketing problem in consultation with the client.  It
     then develops questionnaires or instruments to be used to elicit the
     required information.  The remaining procedures involve collecting the
     data, processing and evaluating the data and finally analyzing the results.
     In any particular project or program, the Registrant may perform one or
     more of these functions.

     After the problem has been defined, the Registrant submits to the client a
     proposed research project or program specifically designed for the problem,
     together with a cost estimate.  The proposal typically includes one or more
     of three basic methods for obtaining the required data, whichever one or
     combination is most useful and economical under the circumstances.  The
     three basic methods for collecting information from respondents are
     interviews conducted through the mail, telephone interviews and in-person
     interviews. The method to be used is determined by the specific marketing
     problem and numerous other factors, including the type of data to be
     obtained, the geographical scope of the study, the size of the sample and
     budget considerations, among others.  The type of product or subject to be
     studied generally is not itself determinative of the method to be used.

     Interviews are conducted through the mail using panels of consumers
     constructed by the Registrant.  Currently, there are over 460,000
     households throughout the continental United States and Canada that
     participate in the Registrant's proprietary Consumer Mail Panel (CMP) for
     mail interviews.  CMP provides clients with many benefits, including (1)
     flexibility for conducting national, regional and specific market research
     studies, (2) research effectiveness by providing large samples at low cost,
     nationally balanced samples and confidentiality, and (3) economy through
     cooperative respondents, high response rates and low cost per interview.

     The Registrant also gathers data through telephone interviews.  In the
     United States, this data collection method operates under the name of
     National Telephone Center (NTC).  The Registrant's telephone interviewing
     capabilities provide clients with cost efficient long distance calling
     services, high speed response and complete national coverage.  The
     Registrant operates over 225 interviewing stations in approximately eight
     locations throughout Illinois and Canada, using an advanced computer
     assisted telephone interviewing system.  The locations operate up to seven
     days a week, fourteen hours a day. Samples include interviewing the general
     population as well as hard-to-reach individuals and can be drawn on a
     nationally representative basis or confined to a single market.

     In-person interviews conducted by the Registrant are primarily performed by
     independent field interviewing organizations.  This method includes
     personal interviews either in a central location, such as a shopping
     center, or on a house-to-house basis.

     Research assignments performed by the Registrant include the data
     collection phase, and in most cases, the data processing requirements.  The
     Registrant maintains three separate functions relating to data processing.
     They include coding, which reviews and assigns numerical codes to
     questionnaire responses; data entry, which prepares the documents as input
     for tabulation; and tabulation, where final tabulated reports are
     processed.

                                       1
<PAGE>
 
     In many projects serviced by the Registrant, data analysis reports are also
     written.  For this service, the research design team who originally drafted
     the project proposal is used.  The Decision Systems group of the Registrant
     may also be used to further review and dissect the gathered data.  This
     group uses statistical methods such as factor analysis, cluster analysis
     and analysis of covariance to aid in the general review of the collected
     data.  Several programs are maintained in a computer library to complete
     these functions with flexibility and efficiency.

     While there will always be a need for gathering of raw data, the Registrant
     believes that one of the fastest growing areas within the market research
     industry today is data interpretation and analysis.  In response, the
     Registrant has developed or licensed proprietary products and services
     which provide this capability for clients.  BrandVision is a custom
     continuous tracking product which measures the effect of altering
     components in the advertising mix.  In a BrandVision study, telephone
     interviews are conducted on a continuous schedule so that changes in
     consumers' thinking can be quickly spotted and appropriate adjustments
     made.  ComPete is a PC-based multimedia concept database system which
     enables clients to query a database of their proprietary concept test
     results.  The Conversion Model, which the Registrant has an exclusive
     license for in the United States and Canada and has sublicensed to a third
     party in the European Economic Community, is a product that examines the
     dimensions that lock consumers to their current product choice and thereby
     measures consumers' strength of commitment to a given brand and their
     susceptibility of conversion to another brand.  Data Gage is CMP's monthly
     mailing service that permits non-competing clients to share data collection
     costs while providing responses to specific questions from a nationally
     representative sample of households (including customized processing and
     analysis) ranging in size from 1,000 to 150,000 households.  MarkeTest 2000
     is a sales forecasting system which combines consumer reactions with brand
     category data and marketing plans to estimate sales potential for new
     product concepts, particularly those in the early stages of the product
     development process.  National ShowCase is a weekly mall omnibus survey
     conducted in the United States and Canada that provides clients with rapid
     turnaround of test results where consumer exposure to stimuli is required.
     TeleNation is a twice a week national telephone survey that offers clients
     the ability to collect consumer opinion, attitude and buying pattern data
     from a nationally representative sample at low cost, with short lead time
     and rapid turnaround of results.


     (1)   Clients
           -------

     Clients are served on a confidential basis under agreements for individual
     projects which are negotiated on the basis of estimates prepared by the
     Registrant.  Inasmuch as profits are determined by the difference between
     actual costs and the bid submitted to the client, the ability of the
     Registrant to make a profit is partially dependent on accurate estimates of
     the costs which will be involved in any project or program.  Approximately
     90% of the Registrant's business during the year ended December 31, 1995
     was with clients for whom the Registrant had performed work during the
     previous year.  In 1995, the top five clients accounted for approximately
     26% of total revenues with one client, Procter & Gamble, accounting for 12%
     of revenues.  Groupings of clients, which are located primarily in the
     United States and Canada, are not meaningful as the Registrant's services
     do not differ by client type.


     (2)   Backlog
           -------

     The Registrant recognizes revenue under the percentage of completion method
     of accounting.  Revenues are recognized as services are performed.  The
     Registrant had unrecognized revenue from contracts in process of
     approximately $19,497,000 and $12,252,000 for the years ended December 31,
     1995 and 1994, respectively.

                                       2
<PAGE>
 
     (3)   Competition
           -----------

     The business in which the Registrant is engaged is highly competitive. The
     industry is characterized by a large number of relatively small
     organizations and a few large concerns with resources greater than those of
     the Registrant. The Registrant is also subject to indirect competition from
     the marketing research departments of clients and potential clients,
     advertising agencies and consulting firms. The Registrant believes it is
     among the ten largest custom market research firms in the United States as
     measured by revenue. The Registrant also believes the principal methods of
     competition are the ability to properly design the market research project;
     perform and report on the research project in a short period of time; the
     quality and consistency of information; and price.


     (4)   Service Marks
           -------------

     The Registrant believes that all registered service marks and propriety
     marks are important to its business. The marks Autoquest(R),
     BrandVision(R), Mail Monitor(R), National ShowCase(R) and TeleNation(R) are
     registered service marks in the United States. The marks ComPete, Consumer
     Mail Panel, Data Gage, MarkeTest 2000, Market Facts, MiniScreen, National
     Telephone Center, OmniMax and PatientFacts are propriety marks of the
     Registrant.

     Market Facts Canada, Ltd. is the registered owner of the following
     trademarks in Canada: CATI(R), ADPAC(R), ADPAC II(R), NATIONAL FLEXIBUS(R)
     and TeleNation(R).


     (5)   Employees
           ---------

     The Registrant has approximately 525 salaried employees and employs part-
     time help as required. At December 31, 1995, there were approximately 875
     part-time employees. The Registrant has never had a work stoppage and
     believes it has maintained good employee relations. None of the
     Registrant's employees are represented by a union. A substantial number of
     employees are skilled personnel trained in the various facets of market
     research.


     ITEM 2.  DESCRIPTION OF PROPERTY

     The headquarters of the Registrant are located at 3040 West Salt Creek
     Lane, Arlington Heights, Illinois in an office building of approximately
     120,000 square feet owned by the Registrant. This location also houses the
     Registrant's computer facility, service departments, mail panel operations
     and largest sales office. The property is financed through a mortgage loan
     discussed in Note 5 of the Notes to Consolidated Financial Statements
     contained in the 1995 Annual Report to Stockholders and is incorporated
     herein by reference. Other leased sales offices in the United States are
     located at 902 Broadway, New York, New York; 65 Madison Avenue, Morristown,
     New Jersey; 16133 Ventura Boulevard, Encino, California; 1650 Tysons
     Boulevard, McLean, Virginia; 572 Washington Street, Wellesley,
     Massachusetts; and 201 East Fifth Street, Cincinnati, Ohio. The Registrant
     has three leased telephone interviewing facilities located at One Rotary
     Center, Evanston, Illinois; 4260 Westbrook Drive, Aurora, Illinois; and
     1010 Lake Street, Oak Park, Illinois.

     Canadian operations are headquartered at 77 Bloor Street West, Toronto,
     Ontario. This location primarily houses mail panel, telephone interviewing
     and sales operations. In addition, a smaller leased office is located at
     1200 McGill College, Montreal, Quebec.

                                       3
<PAGE>
 
Rental expense for the Registrant's leased locations was approximately
$1,168,000 in 1995. Some of the Registrant's leases provide for future increases
in rental payments to reflect increases in the lessor's taxes, maintenance, and
other operating expenses. The Registrant believes that these facilities are
adequate to meet its existing business requirements. The Registrant also leases
some of its computer and office equipment and vehicles. Additional information
regarding the Registrant's obligations under leases is contained in Note 9 of
the Notes to Consolidated Financial Statements contained in the 1995 Annual
Report to Stockholders and is incorporated herein by reference.


ITEM 3.  LEGAL PROCEEDINGS

There are no material legal proceedings pending to which the Registrant is a
party or of which the property of the Registrant is the subject.
 

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.


                     EXECUTIVE OFFICERS OF THE REGISTRANT
<TABLE>
<CAPTION>
                             Age of   Offices Held and Business
Name of Officer              Officer  Experience for Last Five Years
---------------------------  -------  ------------------------------------------
<S>                          <C>      <C>
Verne B. Churchill              63    Chairman of the Board of Directors since
                                      1987 and Chief Executive Officer of the
                                      Company since 1983.
 
Thomas H. Payne                 50    President and Chief Operating Officer of
                                      the Company since 1987.
 
Glenn W. Schmidt                53    Executive Vice President, Assistant
                                      Secretary and Assistant Treasurer of the
                                      Company since 1982.
 
Sanford M. Schwartz             44    Executive Vice President of the Company
                                      and President of Market Facts - New York,
                                      Inc. since July 1992; prior thereto
                                      President of Elrick & Lavidge, a market
                                      research firm in New York, New York.
 
Timothy Q. Rounds               57    Senior Vice President of the Company
                                      since 1984.
 
John C. Robertson               64    Chairman of the Board of Directors of
                                      Market Facts of Canada, Ltd. since June
                                      1995; prior thereto President of Market
                                      Facts of Canada, Ltd. since 1962.
 
Wesley S. Walton                57    Secretary of the Company since 1979 and a
                                      partner in the law firm of Keck, Mahin
                                      and Cate, Chicago, Illinois.
 
Ronald P. Duda                  53    Senior Vice President of the Company
                                      since May 1993; prior thereto Vice
                                      President of the Company.
 
Michael H. Freehill             53    Senior Vice President of the Company
                                      since 1988.
 
Janith P. Fuller                54    Senior Vice President of the Company
                                      since 1987.
</TABLE>

                                       4
<PAGE>
 
               EXECUTIVE OFFICERS OF THE REGISTRANT (Continued)
<TABLE>
<CAPTION>
                             Age of   Offices Held and Business
Name of Officer              Officer  Experience for Last Five Years
---------------------------  -------  ------------------------------------------
 
<S>                          <C>      <C>
Lawrence W. Labash              48    Senior Vice President of the Company
                                      since 1987.
 
Peter J. LaSalle                48    Senior Vice President of the Company
                                      since October 1994; prior thereto Vice
                                      President of the Company.
 
Lawrence R. Levin               41    Senior Vice President of the Company
                                      since February 1993; prior thereto Vice
                                      President of the Company.

Gregory J. McMahon              43    Senior Vice President of the Company
                                      since January 1994; prior thereto Vice
                                      President of the Company.
 
Donald J. Morrison              37    Senior Vice President of the Company
                                      since April 1995; prior thereto Vice
                                      President of the Company since February
                                      1993; prior thereto Marketing Vice
                                      President and General Manager for NFO
                                      Research, Greensboro, North Carolina.
 
William E. Seymour III          49    Senior Vice President of the Company
                                      since April 1991; prior thereto Vice
                                      President of the Company.
 
Timothy J. Sullivan             42    Vice President, Treasurer, and Assistant
                                      Secretary of the Company since April
                                      1991; prior thereto Treasurer and
                                      Assistant Secretary of the Company since
                                      1990.
 
Stephen J. Weber                51    Senior Vice President of the Company
                                      since 1985.
</TABLE>

Officers are elected annually in April by the Board of Directors for a period of
one year or until successors are duly elected and qualified. The executive
officers listed above are as of March 1, 1996.


PART II


ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
         MATTERS

The following section of the Registrant's 1995 Annual Report to Stockholders is
hereby incorporated by reference:

          Dividends and Market Price Statistics - page 1

This referenced section should be read in conjunction with the Consolidated
Financial Statements and related Notes (herein incorporated by reference) on
pages 6-16 of the 1995 Annual Report to Stockholders.


ITEM 6.  SELECTED FINANCIAL DATA

The following section of the Registrant's 1995 Annual Report to Stockholders is
hereby incorporated by reference:

          Selected Financial Data - page 1

This referenced section should be read in conjunction with the Consolidated
Financial Statements and related Notes (herein incorporated by reference) on
pages 6-16 of the 1995 Annual Report to Stockholders.

                                       5

<PAGE>
 
ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

 The following section of the Registrant's 1995 Annual Report to Stockholders is
 hereby incorporated by reference:

          Management's Discussion and Analysis of Financial Condition and
          Results of Operations - pages 4-5

 This referenced section should be read in conjunction with the Consolidated
 Financial Statements and related Notes (herein incorporated by reference) on
 pages 6-16 of the 1995 Annual Report to Stockholders.


ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 The financial statements required by this item are listed below:


                  INDEX TO FINANCIAL STATEMENTS AND SCHEDULES

                                                                     Page Number
                                                                     -----------

Consolidated Balance Sheets as of December 31, 1995 and 1994              *

For the years ended December 31, 1995, 1994 and 1993:

     Consolidated Statements of Earnings                                  *

     Consolidated Statements of Stockholders' Equity                      *

     Consolidated Statements of Cash Flows                                *

     Notes to Consolidated Financial Statements                           *

Independent Auditors' Report                                              *

* Incorporated by reference to the 1995 Annual Report to Stockholders, filed
  with the Commission pursuant to Rule 12b-23, portions of which are attached.

Independent Auditors' Report on Schedule                                  7

Schedule:

 
     II    Valuation and Qualifying Accounts for the years ended
            December 31, 1995, 1994 and 1993                              8

 
All other schedules are not submitted because they are not applicable or not
required or because the required information is included in the Consolidated
Financial Statements and related Notes in the 1995 Annual Report to
Stockholders.

                                       6

<PAGE>
 
                          INDEPENDENT AUDITORS' REPORT
                          ----------------------------



To the Stockholders and Board of Directors of Market Facts, Inc.:

Under date of February 27, 1996, we reported on the consolidated balance sheets
of Market Facts, Inc. and subsidiaries as of December 31, 1995 and 1994, and the
related consolidated statements of earnings, stockholders' equity, and cash
flows for each of the years in the three-year period ended December 31, 1995, as
contained in the 1995 annual report to stockholders.  These consolidated
financial statements and our report thereon are incorporated by reference in the
annual report on Form 10-K for the year 1995.  In connection with our audits of
the aforementioned consolidated financial statements, we also have audited the
related financial statement schedule as listed in the accompanying index.  This
financial statement schedule is the responsibility of the Company's management.
Our responsibility is to express an opinion on this financial statement schedule
based on our audits.

In our opinion, the financial statement schedule, when considered in relation to
the basic consolidated financial statements taken as a whole, presents fairly,
in all material respects, the information set forth therein.


KPMG Peat Marwick LLP
Chicago, Illinois
February 27, 1996

                                       7
<PAGE>
 
                      MARKET FACTS, INC. AND SUBSIDIARIES
                                  SCHEDULE II
                       VALUATION AND QUALIFYING ACCOUNTS

<TABLE>
<CAPTION>
 
 
                                               Years Ended December 31,
                                          ----------------------------------
                                             1995        1994        1993
                                          ----------  ----------  ----------
<S>                                       <C>         <C>         <C>
Allowance For Doubtful Accounts:
   Balance at beginning of year            $668,805    $563,500   $ 551,514
   MFCL's balance at 4/30/94                    --       42,334         -- 
   Provision                                197,515     101,666     185,000
   Write-offs of uncollectible accounts     (29,661)    (37,450)   (173,014)
   Cumulative foreign currency                1,544      (1,245)        -- 
    translation                            --------    --------   --------- 
   Balance at end of year                  $838,203    $668,805   $ 563,500
                                           ========    ========   =========
 
 
 
 
</TABLE>


                                       8
<PAGE>
 
ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
           FINANCIAL DISCLOSURE

None.


PART III


ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT


Information regarding the directors of the Registrant is included under the
caption "Election of Directors" in the Registrant's proxy statement for the
Registrant's 1996 Annual Meeting* and is incorporated herein by reference.
Information regarding the executive officers of the Registrant is included under
a separate caption at the end of Part I hereof, and is incorporated herein by
reference, in accordance with General Instruction G(3) to Form 10-K and
Instruction 3 to Item 401(b) of Regulation S-K.


ITEM 11.  EXECUTIVE COMPENSATION


Information regarding the above is included under the captions "Remuneration of
Named Executive Officers", "Stock Options" and "Employment Agreements" in the
Registrant's proxy statement for the Registrant's 1996 Annual Meeting* and is
incorporated herein by reference.


ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT


Information regarding the above is included in the following sections of the
Registrant's proxy statement for the Registrant's 1996 Annual Meeting*, which
sections are hereby incorporated by reference:

           Voting Securities - page 2

           Election of Directors - pages 3 - 6

           Security Ownership of Named Executive - page 6



ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


Information regarding the above is included in the following sections of the
Registrant's proxy statement for the Registrant's 1996 Annual Meeting*, which
sections are hereby incorporated by reference:

           Information Respecting Nominees - page 4, footnote (5)

           Certain Transactions - page 9

__________
* to be filed within 120 days after the end of the Registrant's fiscal year.

                                       9
<PAGE>
 
PART IV


ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

(a)    (1) Financial Statements as indexed on page 6.
(a)    (2) Financial Statement Schedule as indexed on page 6.

The consolidated balance sheets as of December 31, 1995 and 1994, and the
consolidated statements of earnings, stockholders' equity and cash flows for the
years ended December 31, 1995, 1994 and 1993, together with the report of the
independent auditors, and management's discussion and analysis of financial
condition and results of operations are contained in the Registrant's 1995
Annual Report to Stockholders, portions of which are filed with this Form 10-K
and are incorporated herein by reference.

(a)    (3) See list of exhibits set forth in the Index on pages 12 and 13.
(b)        None.
(c)        See list of exhibits set forth in the Index on pages 12 and 13.
(d)        Financial Statement Schedule as indexed on page 6.
 


                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this Annual Report to be signed on
its behalf by the undersigned thereunto duly authorized.

MARKET FACTS, INC.
------------------
(Registrant)



By:    TIMOTHY J. SULLIVAN
       -------------------
       Timothy J. Sullivan
       Vice President, Treasurer and
       Assistant Secretary


Dated: March 12, 1996

                                       10
<PAGE>
 
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.

<TABLE> 
<CAPTION> 
<S>                                                         <C>       
VERNE B. CHURCHILL
------------------
Verne B. Churchill
Chairman of the Board,
Chief Executive Officer and Director


THOMAS H. PAYNE
---------------
Thomas H. Payne
President, Chief Operating Officer
and Director


GLENN W. SCHMIDT
----------------                                            ---------------------
Glenn W. Schmidt                                            William W. Boyd
Executive Vice President,                                   Director
Assistant Secretary, Assistant Treasurer and Director
(Principal Financial Officer)


TIMOTHY J. SULLIVAN
-------------------                                         ---------------------
Timothy J. Sullivan                                         Karen E. Predow-James
Vice President, Treasurer and Assistant Secretary           Director
(Principal Accounting Officer)


LAWRENCE W. LABASH
------------------                                          ---------------------
Lawrence W. Labash                                          John C. Robertson
Senior Vice President and Director                          Chairman of the Board of Directors, Market Facts
                                                            of Canada, Ltd. and Director


TIMOTHY Q. ROUNDS
-----------------                                           ---------------------
Timothy Q. Rounds                                           Wesley S. Walton
Senior Vice President and Director                          Secretary and Director


SANFORD M. SCHWARTZ
-------------------                                         ---------------------
Sanford M. Schwartz                                         Jack R. Wentworth
Executive Vice President,                                   Director
President, Market Facts - New York, Inc.
and Director
</TABLE> 


March 12, 1996

                                       11
<PAGE>
 
                               INDEX TO EXHIBITS

Exhibit Number  Description
--------------  -----------
  (2)(1)        Stock Purchase Agreement by and among Market Facts, Inc. and
                John C. Robertson and Roberta Robertson dated as of April 27,
                1994.
 
  (3)(a)(5)     Composite Certificate of Incorporation as Amended and Currently
                in Effect.

  (3)(b)(3)     By-laws as Amended and Currently in Effect.

  (4)(a)(5)     Article Fourth of Certificate of Incorporation is included in
                Exhibit (3)(a) above.

  (4)(b)(6)     The Stockholder Rights Plan.

  (10.1)(8)*    Term Note dated February 23, 1995 between Market Facts, Inc. and
                Verne Churchill.

  (10.2)(8)*    Term Note dated February 23, 1995 between Market Facts, Inc. and
                Lawrence Labash.

  (10.3)(8)*    Term Note dated February 23, 1995 between Market Facts, Inc. and
                Thomas Payne.

  (10.4)(8)*    Term Note dated February 23, 1995 between Market Facts, Inc. and
                Glenn Schmidt.

  (10.5)(8)*    Term Note dated March 1, 1995 between Market Facts, Inc. and
                Stephen J. Weber.
 
  (10.6)(7)*    Promissory Note dated April 1, 1994 between Market Facts, Inc.
                and Stephen J. Weber.

  (10.7)(1)*    Employment Agreement by and among Market Facts of Canada, Ltd.,
                Market Facts, Inc. and John C. Robertson dated as of April 14,
                1994.

  (10.8)(4)*    1982 Executive Incentive Stock Option Plan.

  (10.9)(3)     Mortgage and Security Agreement dated April 11, 1990 between
                American National Bank and Trust Company as Trustee under Trust
                No. 110201-04 and The Manufacturers Life Insurance Company
                together with Mortgage Note.

  (10.10)(2)    Unsecured Note and Procedures Letter between Market Facts, Inc.
                and Harris Trust and Savings Bank.

  (10.11)(2)*   Employment Agreement with Verne B. Churchill.

  (10.12)(2)*   Employment Agreement with Lawrence W. Labash.

  (10.13)(2)*   Employment Agreement with Timothy Q. Rounds.

  (10.14)(2)*   Employment Agreement with Glenn W. Schmidt.

  (10.15)(2)*   Employment Agreement with Sanford M. Schwartz.

                                       12
<PAGE>
 
  Exhibit Number     Description
  --------------     -----------

  (10.16)(2)*        Indemnity Agreement with Jack R. Wentworth. Substantially
                     identical agreements were also entered into with the
                     following directors:

                     William W. Boyd             John C. Robertson
                     Verne B. Churchill          Timothy Q. Rounds
                     Lawrence W. Labash          Glenn W. Schmidt
                     Thomas H. Payne             Sanford M. Schwartz
                     Karen E. Predow-James       Wesley S. Walton

  (13)               Portions of the 1995 Annual Report to Stockholders
                     incorporated herein by reference.

  (21)               Subsidiaries of the Registrant.

  (23)               Consent of Independent Auditors.

  (27)               Financial Data Schedule.
_____________________

(1)  Incorporated by reference to Registrant's Quarterly Report on Form 10-Q for
     the quarterly period ended March 31, 1994.

(2)  Incorporated by reference to Registrant's Quarterly Report on Form 10-Q for
     the quarterly period ended September 30, 1994.

(3)  Incorporated by reference to Registrant's Annual Report on Form 10-K for
     its fiscal year ended December 31, 1992.

(4)  Incorporated by reference to Exhibit No. 10(d) of Registrant's Annual
     Report on Form 10-K for its fiscal year ended December 31, 1981, commission
     file number 0-4781.

(5)  Incorporated by reference to Registrant's Annual Report on Form 10-K/A-1
     for its fiscal year ended December 31, 1993.

(6)  Incorporated by reference to Exhibit No. 4 of Registrant's Form 8-K dated
     August 7, 1989, commission file number 0-4781.

(7)  Incorporated by reference to Registrant's Quarterly Report on Form 10-Q/A-1
     for the quarterly period ended June 30, 1994.

(8)  Incorporated by reference to Registrant's Quarterly Report on Form 10-Q for
     the quarterly period ended March 31, 1995.

*    Management contract or compensatory plan or arrangement required to be
     filed as an exhibit to this Annual Report on Form 10-K pursuant to Item
     14(c) of Form 10-K.


                                       13