WALSH INTERNATIONAL INC.
                           105 TERRY DRIVE, SUITE 118
                                NEWTOWN, PA 18940
                     TEL: (215) 860-4949 FAX: (215) 860-6658



October 27, 1997



Mr. Dennis M.J. Turner
34 Chester Terrace
Lond NW1 4ND

Dear Mr. Turner:

     Reference  is made to the  arrangement  pursuant  to which you  receive  an
annual fee of  $100,000  (the  "Current  Fee") in respect  of your  services  as
Chairman  of the Board of  Directors  of Walsh  International  Inc.,  a Delaware
corporation  (the  "Company").  This will  confirm  that,  for good and valuable
consideration,  the adequacy and receipt of which are hereby  acknowledged,  the
Company and you have agreed as follows:

     1. Except as provided in paragraph 2 below, if (i) you are removed, with or
without cause, from the Board of Directors of the Company and are not re-elected
within  three  months  of such  removal  or  (ii)  you  are  not  nominated  for
re-election  to the  Board of  Directors  of the  Company  within  three  months
following the  expiration of your term of office,  then the Company shall pay or
cause to be paid to you, within 30 days after the expiration of such three-month
period,  a lump-sum  cash amount  equal to the greater of the Current Fee or the
annual fee which you are  receiving  in respect of your  service on the Board at
the time of such removal or expiration.

     2. If, in anticipation of or within two years after a Change in Control (as
defined below),  (i) you are removed,  with or without cause,  from the Board of
Directors of the Company or the board of directors or similar  governing body of
the surviving  entity or successor to the Company in such Change in Control (the
"Board") and are not  re-elected to the Board within three months of such remove
or (iii) are not nominated for election or re-election to the Board within three
months  following the expiration of your term of office or (iii) you resign from
the Board and are not re-elected to the Board within three months following such
resignation,  then the Company  shall pay or cause to be paid to you,  within 30
days after the  expiration of such  three-month  period,  a lump-sum cash amount
equal to three  times the greater of the Current Fee or the annual fee which you
are  receiving  in  respect  of your  service  on the  Board at the time of such
removal, expiration or resignation.

     3.  While  you serve on the  Board,  your  annual  fee in  respect  of such
services may not be reduced below the Current Fee without your written consent.

<PAGE>
Mr. Dennis M.J. Turner
October 27, 1997
Page Two


     4. For the purposes  hereof,  a "Change in Control" means the occurrence of
any of the following:

          (i) any event  pursuant to which any  "Person"  becomes an  "Acquiring
     Person" (as such terms are defined in that  certain  Agreement  dated as of
     October 14, 1997 between the Company and Harris  Trust  Company of New York
     as Rights Agent,  as such  Agreement  initially  entered into effects as of
     such date):

          (ii)  a  merger,   consolidation,   exchange,   combination  or  other
     transaction  involving the company and another entity (or the securities of
     the Company and such other  entity) as a result of which the holders of all
     of the  shares of Common  Stock of the  Company  outstanding  prior to such
     transaction do not hold, directly or indirectly,  shares of the outstanding
     voting  securities  of,  or  other  voting  ownership   interests  in,  the
     surviving,   resulting  or  successor   entity  in  such   transaction   in
     substantially  the  same  proportions  as  those  in  which  they  held the
     outstanding shares of Common Stock of the Company immediately prior to such
     transaction;

          (iii) the  sale,  transfer,  assignment  or other  disposition  by the
     Company and/or one or more  Associated  Companies,  in one transaction or a
     series of transactions within any period of 18 consecutive  calendar months
     (including,  without  limitation,  by means of the sale of capital stock of
     any subsidiary or  subsidiaries of the Company) of assets which account for
     an aggregate of 50% or more of the consolidated revenues of the Company and
     its subsidiaries,  as determined in accordance with U.S. generally accepted
     accounting principles, for the fiscal year most recently ended prior to the
     date of such  transaction  (or, in the case of a series of  transactions as
     described above, the first such transaction);  provided,  however,  that no
     such  transaction  shall be taken  into  account if  substantially  all the
     proceeds  thereof  (whether  in  cash  or in  kind)  are  used  after  such
     transaction in the ongoing  conduct by the Company and/or its  subsidiaries
     prior to such transaction;

          (iv) the Company is dissolved; or

          (v) a majority  of the  directors  of the Company are persons who were
     not members of the Board as of the date (the "Reference Date") which is the
     more recent of the date hereof and the date which is two years prior to the
     date on which such  determination  is made,  unless the first  election  or
     appointment  (or  the  first  nomination  for  election  by  the  Company's
     shareholders)  of each  director  who was not a member  of the Board on the
     Reference  Date was approved by a vote of at least  two-thirds of the Board
     in  office  prior  to the  time  of such  first  election,  appointment  or
     nomination.

<PAGE>
Mr. Dennis M.J. Turner
October 27, 1997
Page Three


     5. The terms of  paragraphs  1, 2 and 3 hereof  shall be  binding  upon the
Company and its  successors  and assigns and shall inure to your benefit and the
benefit of your spouse,  executors,  legal representatives,  heirs, devisees and
assigns.

     6. If the foregoing  accurately  sets forth the terms of the  understanding
that has been  reached  between the  Company  and you with  respect to the above
subject  matter,  kindly sign and return the enclosed copy hereof to the Company
at  the  address  in the  letterhead  hereof  (attention,  General  Counsel  and
Secretary),  whereupon this letter shall become a binding  agreement between the
Company and you, effective as of the date hereof, which shall be governed by and
construed in accordance with the laws of the State of Delaware.

Very truly yours,

WALSH INTERNATIONAL, INC.



By: /s/ Michael A. Hauck
   -------------------------------
        Michael A. Hauck
        Chief Executive Officer


ACCEPTED AND AGREED:

/s/ Dennis M.J. Turner
----------------------------------
    Dennis M.J. Turner


Date:     15 November 1997
     -----------------------------