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                              EMPLOYMENT AGREEMENT



       THIS EMPLOYMENT AGREEMENT (this "Agreement") is entered into effective as
of the 1st day of October, 2001 (the "Effective Date"), by and among Hoover's,
Inc., a Delaware corporation (the "Company") and Russell Secker, a citizen of
the United Kingdom (the "Executive"), and the parties agree as follows:

       1.       RECITALS.

                (a)      Executive was previously employed by the Company's
                         Hoover's Online Europe Limited subsidiary ("Hoover's
                         Europe") as Director of Operations and Finance,
                         pursuant to an Employment Agreement dated July 3, 2000
                         between Executive and Hoover's Europe (the "Hoover's
                         Europe Employment Agreement").

                (b)      Following the pending closure of the Company's Hoover's
                         Europe subsidiary, Executive has agreed to the
                         termination of the Hoover's Europe Employment
                         Agreement. Company desires to retain Executive as its
                         Senior Vice President, Product Management, and
                         Executive desires to accept such appointment, in
                         accordance with the terms of this Agreement; and,

                (c)      Each of the Company and Executive acknowledges that
                         each has given and received, good, valuable, present
                         and sufficient consideration to support each of the
                         obligations of the parties under this Agreement.

       2.       RELATIONSHIP.

                The Company hereby employs Executive to serve as the Senior Vice
President, Product Management of the Company, and Executive hereby agrees to
such employment, upon the terms and conditions set forth below.









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       3.       SERVICES.  During the time of his employment under this
                Agreement:

                (a)      Executive shall serve as Senior Vice President, Product
                         Management of the Company, and shall perform such
                         executive duties and responsibilities commonly incident
                         to such office as may be prescribed from time to time
                         by the Company's Chief Executive Officer and President;
                         and,

                (b)      Executive shall devote his full time, attention and
                         energy to the business of the Company; and

                (c)      Executive will relocate from London, England to Austin,
                         Texas in order to perform his duties hereunder. Subject
                         to reasonable travel requirements, the majority of the
                         services to be provided by Executive to the Company
                         shall be provided at its offices in Austin, Texas, and
                         Executive shall be required to maintain his primary
                         residence within the Austin area during the Term hereof
                         (as defined below), provided that the parties have
                         agreed to a schedule for travel between Austin, Texas
                         and London, England as set forth on EXHIBIT A.

       4.       TERM.

                The term of this Agreement (the "Term") shall commence on the
Effective Date and shall continue until terminated in accordance with Section 7
of this Agreement.

       5.       COMPENSATION AND BENEFITS.

                During the Term of Executive's employment under this Agreement:

                (a)      subject to the adjustments provided for below, the
                         Company shall pay to Executive a salary at the annual
                         rate of One Hundred Eighty Thousand and No/100
                         Dollars ($180,000.00), which salary shall be paid in
                         installments on the Company's customary pay dates and
                         shall be subject to all applicable withholding
                         required by state or federal law; provided, that (i)
                         Executive's salary shall be subject to review and
                         adjustment during the term of this Agreement in the
                         discretion of the Board, but shall not be reduced
                         prior to June 30, 2002, and (ii) the Board will
                         review Executive's compensation at least once
                         annually following completion of the Company's fiscal
                         year (currently March


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                         31), such review to occur no later than one hundred
                         twenty (120) days following the completion of the
                         fiscal year; and

                (b)      the Company shall provide to Executive, at the expense
                         of the Company, such benefits as the Board or the
                         Compensation Committee of the Board, if any, in its
                         sole discretion, from time to time, determines to
                         provide, which shall be the same benefits, including
                         health insurance, 401(k) and disability insurance, and
                         subject to the same terms and conditions (including
                         without limitation eligibility requirements) as
                         received by other senior executives of the Company; and

                (c)      Executive shall be eligible to receive a bonus for the
                         Company's fiscal year ending March 31, 2002 based on
                         the attainment of financial, operational and strategic
                         goals as set forth on EXHIBIT B attached hereto.
                         Executive may be eligible for such other incentive
                         compensation and bonuses in any calendar year as the
                         Board or the Compensation Committee of the Board, if
                         any, from time to time, determines to provide in its
                         sole discretion; and

                (d)      Executive shall receive up to fifteen (15) days of
                         vacation per calendar year, which shall accrue and
                         accumulate in accordance with the Company's vacation
                         policies.

                (e)      Executive will receive reimbursements for his
                         reasonable living expenses incurred in connection
                         with performance of his duties in Austin, Texas from
                         October 1, 2001 through July 31, 2001, not to exceed
                         a total of $5,000 per month. In addition, Executive
                         will receive a loan of $85,000 payable as of July 31,
                         2002 (the "Loan"), provided that one-twelfth (1/12)
                         the total of such loan shall be forgiven on the last
                         day of each month following, for so long as Executive
                         continues to serve as a full-time employee of
                         Hoover's, Inc. Such Loan will not bear interest and
                         the remaining balance due on such loan shall be
                         repayable in full upon demand by Hoover's, Inc. upon
                         Executive's resignation as an employee of Hoover's,
                         Inc., or Executive's termination for Cause by
                         Hoover's, Inc.

       6.       CONFIDENTIAL AND PROPRIETARY INFORMATION.



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                In consideration of Executive's employment by the Company, the
Company's promise to disclose to Executive its confidential and Proprietary
Information (as defined below), the compensation now and hereafter paid to
Executive, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, Executive hereby agrees with the
Company as follows:

                (a)      Executive recognizes and acknowledges that he may
                         have access to certain Proprietary Information
                         (defined below) of the Company and its affiliates and
                         that such information constitutes valuable, special
                         and unique property of the Company; the Executive
                         will not, during or after the term of his employment,
                         directly or indirectly divulge, disclose, transmit,
                         use, lecture upon, publish, or otherwise communicate
                         or make available any of such Proprietary Information
                         to any person or firm, corporation, association, or
                         other entity for any reason or purpose whatsoever,
                         except as may be required in connection with
                         Executive's work for the Company or if the Company's
                         Board of Directors expressly authorizes such in
                         writing.

                (b)      The term "Proprietary Information" shall mean trade
                         secrets, confidential knowledge, data, or any other
                         proprietary information of the Company and each of
                         its subsidiaries or affiliated companies. By way of
                         illustration but not limitation, "Proprietary
                         Information" includes (a) information regarding plans
                         for research, development, new products and services,
                         marketing and selling, business plans, budgets and
                         unpublished financial statements, licenses, prices
                         and costs, suppliers, customer lists and customers
                         that were learned or discovered by Executive during
                         the term of his employment with the Company; (b)
                         information regarding the skills and compensation of
                         other employees of the Company; and (c) "Inventions,"
                         which consist of inventions, discoveries,
                         developments, improvements, trade secrets, processes,
                         formulas, data, lists, software programs and all
                         other works of authorship, mask works, ideas,
                         concepts, know-how, designs, and techniques, relating
                         to the business or proposed business of the Company,
                         whether or not patentable, copyrightable, or
                         registrable under patent, copyright, or similar
                         statutes in the United States or elsewhere, that were
                         discovered, developed, created, conceived, reduced to
                         practice, made, learned, or written by Executive,
                         either alone or jointly with others, in the course of
                         his employment with the Company.



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                (c)      Executive understands, in addition, that the Company
                         may from time to time receive from third parties
                         confidential or proprietary information ("Third Party
                         Information") subject to a duty on the Company's part
                         to maintain the confidentiality of such information
                         and to use it only for certain limited purposes. At
                         all times during the term of Executive's employment
                         and thereafter, Executive will hold Third Party
                         Information in the strictest confidence and will not
                         disclose, discuss, transmit, use, lecture upon, or
                         publish any Third Party Information, except as such
                         disclosure, discussion, transmission, use, or
                         publication may be required in connection with
                         Executive's work for the Company, or unless the Board
                         of Directors of the Company expressly authorizes such
                         in writing.

                (d)      Executive acknowledges and agrees that all data,
                         listings, charts, drawings, records, files, drafts,
                         memoranda, devices, documents, specifications and
                         similar items, together with all copies thereof,
                         relating to the business of the Company and its
                         affiliates or their customers, and/or any other
                         material containing or disclosing any Proprietary
                         Information, Inventions, or Third Party Information
                         whether compiled by Executive, furnished to Executive
                         by the Company or its affiliates, or their customers
                         or clients or otherwise made accessible to Executive
                         or coming into his possession, while Executive is in
                         the employ of the Company, and copies of any such
                         items, shall be and remain the sole and exclusive
                         property of the Company or its customers or clients,
                         as the case may be, and none of such items shall be
                         removed from the Company's business premises by
                         Executive without the prior written consent of the
                         Company, except as required in the course of his
                         employment and all of such items shall be promptly
                         returned to the Company by Executive upon the
                         termination of his employment with the Company for
                         whatever reason.

                (e)      Executive understands and agrees that he shall not
                         use the proprietary or confidential information of
                         any former employer or any other person or entity in
                         connection with his employment with the Company.
                         During Executive's employment with the Company,
                         Executive will not improperly use or disclose any
                         confidential or proprietary information, if any, of
                         any former employer or any other person or entity to
                         whom Executive has an obligation of confidentiality,
                         and he will not bring onto the premises of the
                         Company any unpublished documents or any property
                         belonging to any former employer or any other person
                         or entity to whom Executive has an obligation of



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                         confidentiality unless consented to in writing by
                         that former employer, person, or entity.

                (f)      Executive acknowledges that any breach by Executive of
                         this Section 6 will result in irreparable harm to the
                         Company with respect to which no adequate remedy at law
                         exists. Accordingly, in addition to any other remedies
                         available to the Company with respect to any actual or
                         threatened breach of this Agreement, Executive consents
                         to the entry of any temporary and permanent injunctive
                         relief.

                (g)      The Company's obligations under Section 7(h)(i) of this
                         Agreement (if any) shall cease in the event of
                         Executive's material breach of his obligations under
                         this Section 6.

                (h)      Section 6 shall survive the termination of this
                         Agreement, the Term and/or the Executive's employment
                         with the Company.

       7.       TERMINATION.

                (a)      The Company shall have the right to terminate the
                         employment of Executive under this Agreement at any
                         time, and without notice, for "Cause" as hereinafter
                         defined. "Cause" for the purpose of this Agreement
                         shall mean any one or more of the following:

                         (i)        the breach or violation by Executive of this
                                    Agreement or the failure of Executive to
                                    perform in any material respect any of his
                                    obligations under this Agreement for any
                                    reason other than death or disability which
                                    failure or breach continues after ten (10)
                                    days' written notice and opportunity to
                                    cure,

                         (ii)       gross neglect of duties by Executive,

                         (iii)      misappropriation of Company assets or
                                    willful breach of fiduciary duty as an
                                    officer of the Company,

                         (iv)       conviction of Executive of a felony, or


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                         (v)        the willful failure or refusal of Executive
                                    to follow a lawful and ethical direction
                                    from the Board.

                (b)      The Company shall have the right to terminate the
                         employment of Executive under this Agreement at any
                         time without "Cause" upon the giving to Executive of
                         thirty (30) days written notice of such termination;
                         PROVIDED, HOWEVER, that during any such thirty (30) day
                         notice period, the Company may suspend, with no
                         reduction in pay or benefits, Executive from his duties
                         as set forth herein (including, without limitation,
                         Executive's position as a representative and agent of
                         the Company).

                (c)      Executive shall have the right to terminate his
                         employment under this Agreement at any time upon giving
                         to the Company thirty (30) days written notice of such
                         termination; PROVIDED, HOWEVER, that the Company may
                         waive all or a portion of the thirty (30) days' notice
                         and accelerate the effective date of such termination.

                (d)      The employment of Executive under this Agreement
                         shall terminate automatically upon the death of
                         Executive.

                (e)      For purposes of this Agreement, Disability shall mean
                         that the Executive is unable for a period of ninety
                         (90) consecutive days because of accident, illness or
                         disease to substantially render the services required
                         hereunder. In such event, the Executive's employment
                         hereunder can be terminated upon written notice from
                         the Company to the Executive subject to all applicable
                         law.

                (f)      In the event of the termination of the employment of
                         Executive under any of subsections (a), (c), (d) or
                         (e), the Company shall have no liability or obligation
                         to Executive under this Agreement except for

                         (i)        unpaid salary compensation and any unused
                                    accrued vacation through, and any unpaid
                                    reimbursable expenses outstanding as of, the
                                    date of termination; and

                         (ii)       all benefits, if any, that had accrued to
                                    the Executive through the date of
                                    termination under the plans and programs
                                    described in Section 5 above, or any other
                                    applicable plans and programs in which he



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                                    participated as an employee of the Company,
                                    in the manner and in accordance with the
                                    terms of such plans and programs.

                  (g)    In the event of a termination by Company without Cause
                         on or prior to the Expiration Date, the Executive shall
                         be entitled to the following:

                         (i)        as severance compensation, his then
                                    applicable salary compensation (payable
                                    monthly) for a period of six (6) months from
                                    the date of such termination, less all
                                    applicable withholdings required by state or
                                    federal law (and the Executive shall be
                                    under no obligation to mitigate his/her
                                    damages or seek other employment) (the
                                    "Severance Payments");

                         (ii)       any unpaid reimbursable expenses
                                    outstanding, and any unused accrued
                                    vacation, as of the date of termination;

                         (iii)      all benefits, if any, that had accrued to
                                    the Executive through the date of
                                    termination under the plans and programs
                                    described in Section 5 above, or any other
                                    applicable benefit plans and programs in
                                    which he participated as an employee of the
                                    Company, in the manner and in accordance
                                    with the terms of such plans and programs.

                         (iv)       the remaining balance due under the Loan as
                                    of the date of such termination shall be
                                    forgiven by the Company.

                         (v)        the making of any Severance Payments set
                                    forth in Section 7(g)(i) is expressly
                                    conditioned upon the Employee signing a
                                    general release drafted in a commercially
                                    reasonable fashion (the "Release") of the
                                    Company, and its respective affiliates,
                                    successors and assigns, officers, directors,
                                    employees, agents, attorneys and
                                    representatives, of any claims (including
                                    without limitation any claims of
                                    discrimination) relating solely to
                                    Executive's employment with the Company, or
                                    the termination thereof, and not to any
                                    rights that Executive may have as a
                                    stockholder. If the Executive breaches the
                                    Release, in addition to any other remedies
                                    available to it, the Company may cease
                                    making any severance payments and providing
                                    the other benefits provided for in Section
                                    7(g)(i), without affecting the Company's
                                    rights under this Agreement.



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       8.       NONCOMPETITION.

                In consideration of the premises hereof and in further
                consideration of the Company's promise to disclose to
                Executive confidential information and Proprietary Information
                of the Company as set forth in Section 6, and the experience
                Executive will gain throughout his employment with the
                Company, and for other good and valuable consideration, the
                receipt and sufficiency of which is hereby acknowledged, the
                Executive expressly agrees, confirms, represents and covenants
                for the benefit of the Company, as follows:

                (a)      During the Non-Compete Period (as defined below), the
                         Executive shall not engage either directly or
                         indirectly in competition with the Company, or any of
                         its successors or affiliates, within the Applicable
                         Territory (defined below), and in particular, the
                         Executive shall not, as owner, operator, manager,
                         employee, consultant, independent contractor, agent,
                         salesperson, officer, director, shareholder,
                         investor, guarantor, partner or member of a joint
                         venture, or otherwise, directly or indirectly, engage
                         in any manner in the Business (defined below) within
                         the Applicable Territory. For purposes of this
                         Agreement, the term "Applicable Territory" shall mean
                         and include all of the United States of America,
                         Western Europe and Canada and any other country in
                         which the Company is engaged in Business during the
                         term hereof, and the term "Business" shall mean any
                         enterprise whose primary business is selling
                         information about companies, people and industries to
                         other businesses in direct competition with Company,
                         including but not limited to [*], as well as any new
                         entities (including entities that Executive may
                         found), that are actively engaged in the provision of
                         business information to users on a paid, subscription
                         basis; provided that in order to enforce this
                         non-competition restriction as against such an
                         additional entity, the Company shall have given
                         notice to Executive of the inclusion of such
                         additional entity to the restricted employer list at
                         least thirty (30) days prior to the date on which
                         Executive was terminated; provided that if the
                         existence of such new company does not become
                         generally known within the business community until
                         after Executive's termination, the Company shall have
                         thirty (30) days from the earlier of the date on
                         which it became aware of the existence of such
                         entity, or the date on which it should reasonably
                         have become aware of the existence of such entity
                         based on publicly available information, to inform
                         Executive of the application



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                         of this provision to such entity; and any other
                         business engaged in by the Company or any of its
                         subsidiaries or affiliates during the Term other than
                         any business incidental to the operations of the
                         Company or any of its subsidiaries taken together as
                         a whole;

                (b)      The "Noncompete Period" shall begin on the Effective
                         Date of this Agreement and shall continue through such
                         period as Executive continues to receive payments under
                         Section 7(g)(i) above;

                (c)      During the Non-Compete Period, the Executive shall not
                         contact or solicit or encourage any of the following to
                         discontinue his, her or its relationship with the
                         Company or any subsidiary of the Company: (i)
                         employees, (ii) suppliers, distributors or customers,
                         (iii) former employees whose employment has been
                         terminated for less than six (6) months, or (iv)
                         potential suppliers, distributors or customers
                         Executive had contact with or performed services for
                         during his employment with the Company;

                (d)      Notwithstanding anything set forth in this Agreement
                         to the contrary, it shall not be a violation of this
                         Agreement for the Executive to own, in the aggregate,
                         less than two percent (2%) of any publicly traded
                         entity competitive with the Company, if and only if
                         the Executive does not provide services or
                         information to that entity directly or indirectly,
                         and does not act as officer, director, Executive,
                         consultant or contractor, nor receive any economic
                         benefit from such competitive business other than as
                         a result of his ownership interest, and then only to
                         the extent that the other owners receive the same
                         economic benefit;

                (e)      The covenants and agreements of the Executive set forth
                         in this Section 8 are ancillary to an otherwise
                         enforceable agreement and supported by independent
                         valuable consideration and are necessary to enforce the
                         confidentiality provisions hereof, and the limitations
                         as to time, geographic area and scope of activity to be
                         restrained are reasonable and acceptable to the
                         Executive and do not impose any greater restraint than
                         is reasonably necessary to protect the goodwill and
                         other business interests of the Company;

                (f)      If, at some later date, a court of competent
                         jurisdiction or any arbitrator determines that any of
                         the provisions set forth in this Agreement do not meet
                         the criteria for enforceability under applicable law,
                         the Executive agrees that


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                         this Agreement may be reformed by such court or
                         arbitrator pursuant to, and enforced to the maximum
                         extent permitted by, applicable law;

                (g)      The Executive acknowledges that any breach by him of
                         this Agreement will result in irreparable harm to the
                         Company with respect to which no adequate remedy at law
                         shall exist. Accordingly, in addition to any other
                         remedies available to the Company with respect to any
                         actual or threatened breach of this Agreement, the
                         Executive consents to the entry of any temporary and
                         permanent injunctive relief, together with temporary
                         restraining orders ancillary to the same;

                (h)      The Company's obligations under Section 7(g)(i) of this
                         Agreement (if any) shall cease in the event of
                         Executive's material breach of his obligations under
                         this Section 8; and

                (i)      Section 8 shall survive the termination of this
                         Agreement, the Term and/or the Executive's employment
                         with the Company.

       9.       OPTIONS.

                In addition to the compensation described above, Executive
                will receive options to purchase 50,000 shares of the
                Company's common stock at an exercise price equal to the
                Company's closing stock price on the NASDAQ National Market
                System ("NASDAQ NMS") on the date of the option grant (October
                1, 2001), such options to be granted pursuant to the Company's
                1999 Stock Incentive Plan (the "Plan") in accordance with the
                Option Agreement attached hereto as EXHIBIT C. The options
                granted as described above have been approved by the Company's
                Board of Directors and will be governed in all respects by the
                Plan, and Executive and the Company agree to act in accordance
                with the terms of the Plan. Executive will also receive an
                additional option to purchase 50,000 shares of the Company's
                common stock following the completion of his relocation to
                Austin, Texas, such options to be issued at an exercise price
                equal to the Company's closing stock price on the NASDAQ
                National Market System ("NASDAQ NMS") on the date of the
                option grant, subject to approval by the Company's Board of
                Directors.

       10.      NO CONFLICTING OBLIGATIONS. Executive represents and warrants to
                the Company that (i) this Agreement is valid and binding upon
                and enforceable against him



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                in accordance with its terms, (ii) Executive is not bound by or
                subject to any contractual or other obligation that would be
                violated by his execution or performance of this Agreement,
                including, but not limited to, any non-competition agreement
                presently in effect, and (iii) Executive is not subject to any
                pending or, to Executive's knowledge, threatened claim, action,
                judgment, order, or investigation that could adversely affect
                his ability to perform his obligations under this Agreement or
                the business reputation of the Company.

       11.      INDEMNIFICATION.

                Executive undertakes to be responsible for any income tax,
                Executive's National Insurance contributions, fines, interest
                and/or penalties arising in respect of payments received by
                Executive under the Hoover's Europe Employment Agreement while
                Executive was an employee of Hoover's Europe (the "Excess
                Tax") and Executive hereby indemnifies and shall keep
                indemnified the Company Hoover's for any such Excess Tax
                incurred by the Company or Hoover's Europe (excluding any
                interest or penalties incurred by reason of the default of the
                Company or Hoover's Europe) provided that the Company notifies
                Executive within 14 days of receipt of any demand from the
                Inland Revenue ("IR") and agrees to provide Executive with all
                reasonable cooperation in relation to any representations that
                Executive may wish to make to the IR concerning such demand.
                Provided Executive has not already paid the sum directly to
                the Inland Revenue, Executive undertakes immediately to pay to
                the Company any such Excess Tax when requested by the Company.

       12.      NONTRANSFERABILITY.

                Neither this Agreement nor any rights or obligations hereunder
                may be assigned by the Executive without the prior written
                consent of the Company.

       13.      WAIVER.

                The parties acknowledge and agree that the failure of either
                party to enforce any provision of this Employment Agreement
                shall not constitute a waiver of that particular provision, or
                of any other provisions of this Employment Agreement.

       14.      NOTICE.



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                Any notice required or permitted to be given hereunder shall
                be in writing and delivered personally or mailed by prepaid
                registered mail to the party to be notified at the following
                addresses (or such other addresses as one party may notify the
                other of:

                (a)      To the Company at:

                         Hoover's, Inc.
                         5800 Airport Blvd.
                         Austin, Texas 78752
                         Attention:    CEO

                  (b)    To the Executive at:

                         Russell Secker

                         [*]
                         [*]

       Any notice mailed as aforesaid shall be deemed to have been received on
the third day following the mailing thereof.

       15.      GOVERNING LAW AND FORUM FOR DISPUTES.

                This Agreement shall be interpreted in accordance with the
                laws of the State of Texas. The parties agree that any dispute
                arising hereunder shall be subject to final and binding
                arbitration conducted pursuant to the rules of the American
                Arbitration Association and the arbitration shall take place
                in Austin, Texas; provided that following a Change of Control,
                either party may, at their discretion, seek to resolve a
                dispute arising hereunder through arbitration, as described
                above, or by filing suit subject to the jurisdiction and venue
                provisions described below. The parties further agree that all
                disputes and/or proceedings which are not subject to final and
                binding arbitration or to enforce the results of such
                arbitration shall be submitted to the District Court of Travis
                County, Texas, which shall have exclusive jurisdiction and
                venue of any such dispute and/or proceeding and, also, shall
                have jurisdiction to enter any and all equitable relief
                ancillary to any such proceeding. The Executive acknowledges
                that a material portion of the business of the Company is
                conducted in Texas, and consents to the jurisdiction of, and
                service of process by, such court. Executive understands and
                agrees that the arbitration shall be instead of any jury trial



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                and that the arbitrator's decision shall be final and binding
                to the fullest extent permitted by law and enforceable by any
                court having jurisdiction thereof. Each party will split the
                cost of the arbitration filing and hearing fees, and the cost
                of the arbitrator; each side will bear its own attorneys'
                fees; that is, the arbitrator will not have authority to award
                attorneys' fees UNLESS a statutory section at issue in the
                dispute authorizes the award of attorneys' fees to the
                prevailing party, in which case the arbitrator has authority
                to make such award as permitted by the statute in question.
                The only claims or disputes not covered by this paragraph are
                disputes related to (i) claims for benefits under the
                unemployment insurance or workers' compensation laws, and (ii)
                issues affecting the validity, infringement or enforceability
                of any trade secret or patent rights held or sought by the
                Company or which the Company could otherwise seek and (iii)
                issues pertaining to the validity, enforceability or breach of
                Sections 6 or 8 of this Agreement; in the foregoing cases such
                claims or disputes shall not be subject to arbitration and
                will be resolved pursuant to applicable law.

       16.      FINAL AGREEMENT.

                Both parties acknowledge and agree that this Agreement
                constitutes the complete and entire agreement between the
                parties with respect to the subject matter hereof; that the
                parties have executed this Agreement based upon the express
                terms and provisions set forth herein; that the parties have
                not relied on any representations, oral or written, which are
                not set forth in this Agreement; that no previous agreement,
                either oral or written, shall have any effect on the terms or
                provisions of this Agreement; and, that all previous
                employment agreements, either oral or written, are expressly
                superseded and revoked by this Agreement.

       17.      MODIFICATION.

                Both parties acknowledge and agree that the covenants and/or
                provisions of this Agreement may not be modified by any
                subsequent agreement unless the modifying agreement (i) is in
                writing, (ii) contains an express provision referencing this
                Agreement and (iii) is signed by the Company and the
                Executive.




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       18.      BINDING EFFECT.

                This Agreement shall enure to the benefit of and be binding
                upon the parties hereto and their respective heirs, executors,
                administrators, successors and permitted assigns.

       19.      LEGAL CONSULTATION.

                The Executive and the Company acknowledge and agree that both
                parties have been accorded a reasonable opportunity to review
                this Agreement with legal counsel prior to the execution of
                this Agreement.












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         IN WITNESS WHEREOF the parties hereto have executed this Agreement.

                                        "COMPANY"

                                        HOOVER'S, INC., a Delaware corporation



                                        By:
                                        Name:
                                        Title:


                                        "EXECUTIVE"




                                        RUSSELL SECKER
                                        SOCIAL SECURITY #:  [*]















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                                    EXHIBIT A

      SCHEDULE FOR TRAVEL BETWEEN AUSTIN, TEXAS AND LONDON, ENGLAND


    DATE:                                              LOCATION:

    [*]                                                [*]













    The foregoing schedule is subject to reasonable adjustments, as mutually
agreed between the parties.













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                                                          EXHIBIT B


<Table>
<Caption>

Name:                                     Russell Secker
Position                                  SVP Product Management
                                          $180,000 (effective Oct. 1,
Annual Salary                             2001)
----------------------------------------------------------------------------------------------------------------------------------
                                                                                  GOOD               SUPERIOR            EXCELLENT
BONUS %                                                                            15%                 30%                  50%
TOTAL BONUS DOLLARS AVAILABLE AT LEVEL                                           $13,500             $27,000              $45,000
----------------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>                          <C>       <C>                  <C>                 <C>
                                          [*]
                                                                 WEIGHTING
                                    GOALS FY 02                   FACTOR

-----------------------------------------------------------------------------------------------------------------------------------
[*]                                       [*]                       30%    [*]                  [*]                 [*]
-----------------------------------------------------------------------------------------------------------------------------------
[*]                                       [*]                       30%    [*]                  [*]                 [*]
-----------------------------------------------------------------------------------------------------------------------------------
Specific Operational Goals                                          40%    CEO evaluation       CEO evaluation      CEO evaluation
(as referenced below)
-----------------------------------------------------------------------------------------------------------------------------------
* Assumes no change in FASB rules regarding amortization of goodwill. Any reduction in goodwill expense required by FASB is added
to this number.

</Table>








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Assumptions

1.       Bonus Plan applies to salary base for October 1, 2001 through March 31,
         2002. Bonus for April 1, 2001 through September 30, 2001 will be based
         on HEU bonus plan and salary base.
2.       [*]
3.       [*]
4.       [*]
5.       This plan applies to the full FY 2002, and the executive must be in
         place at the conclusion of FY 2002 (March 31, 2002) to collect any
         benefits under it, except in the event of termination for any reason
         following a change in control in which case bonus will be paid pro rata
         following fiscal year end. Except in the case of a change of control,
         this restriction will apply regardless of the cause of executive's
         termination of employment, subject to the provisions of executive's
         Employment Agreement with the Company.
6.       The determination of whether non-quantitative targets have been made
         and if so, whether they were at the Good, Superior or Excellent levels
         shall be made by the CEO.
7.       All payments to Executives under this plan must be approved by the
         Board in advance, following a presentation by CEO.

Operational Goals

         [*]




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                                    EXHIBIT C

                                     [LOGO]



                                 HOOVER'S, INC.
                       NOTICE OF GRANT OF STOCK OPTION
                       -------------------------------

                  Notice is hereby given of the following option grant (the
"Option") to purchase shares of the Common Stock of Hoover's, Inc. (the
"Corporation"):

                  OPTIONEE:  Russell J. R. Secker

                  GRANT DATE:  October 1, 2001

                  VESTING COMMENCEMENT DATE:  October 1, 2002

                  EXERCISE PRICE:  $2.25

                  NUMBER OF OPTION SHARES:  50,000

                  EXPIRATION DATE:  October 1, 2011

                  TYPE OF OPTION: Incentive Options to the extent of limitations
                  imposed by Internal Revenue Code Section 422. In the event
                  that all or any portion of the Option does not qualify under
                  Section 422, such portion shall be classified as a
                  Non-Qualified Stock Option.

                  EXERCISE SCHEDULE: The Option shall become exercisable with
respect to twenty five percent (25%) of the Option Shares upon Optionee's
completion of each year of Service over the four (4) year period measured from
the Vesting Commencement Date. In no event shall the Option become exercisable
for any additional Option Shares after Optionee's cessation of Service.

                  Optionee understands and agrees that the Option is granted
subject to and in accordance with the terms of the Hoover's, Inc. 1999 Stock
Incentive Plan (the "Plan"). Optionee further agrees to be bound by the terms of
the Plan and the terms of the Option as set forth in the


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Stock Option Agreement and any Addenda to such Stock Option Agreement attached
hereto as Exhibit A. A copy of the Plan is available upon request made to the
Corporate Secretary at the Corporation's principal offices.

                  NO EMPLOYMENT OR SERVICE CONTRACT. Nothing in this Notice or
in the attached Stock Option Agreement or in the Plan shall confer upon Optionee
any right to continue in Service for any period of specific duration or
interfere with or otherwise restrict in any way the rights of the Corporation
(or any Parent or Subsidiary employing or retaining Optionee) or of Optionee,
which rights are hereby expressly reserved by each, to terminate Optionee's
Service at any time for any reason, with or without cause.

                  DEFINITIONS. All capitalized terms in this Notice shall have
the meaning assigned to them in this Notice or in the attached Stock Option
Agreement.


DATED: October 1, 2001











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                                     HOOVER'S, INC.

                                     By:
                                        ----------------------------------------
                                     Title:

                                     -------------------------------------------




                                     -------------------------------------------
                                     Russell J.R. Secker

                                     Address:
                                               ---------------------------------

                                     -------------------------------------------



         ATTACHMENTS
         Exhibit A - Stock Option Agreement





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[*] Indicates that material has been omitted and confidential treatment
requested therefor. All such material has been filed separately with the
Commission pursuant to Rule 406.

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