10-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________

FORM 10-K/A

(Amendment No. 1)

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

For the fiscal year ended December 31, 2013

OR

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

For the transition period from ____________ to ____________

Commission file number 001-13585

__________________

CoreLogic, Inc.

(Exact name of registrant as specified in its charter)

Delaware	95-1068610
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

40 Pacifica, Irvine, California, 92618-7471

(Address of principal executive offices) (Zip Code)

(949) 214-1000

Registrant’s telephone number, including area code

__________________

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

Common	New York Stock Exchange
(Title of each class)	(Name of each exchange on which registered)

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

None

__________________

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

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 o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) 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. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in

Rule 12b-2 of the Exchange Act.

Large accelerated filer x	Accelerated filer o
Non-accelerated filer o (Do not check if a smaller reporting company)	Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No x

The aggregate market value of voting and non-voting common equity held by non-affiliates of the registrant as of June 28, 2013, the last business day of the registrant's most recently-completed second fiscal quarter was $2,215,145,000.

On March 17, 2014, there were 91,703,660 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive proxy statement with respect to the 2014 annual meeting of the stockholders are incorporated by reference in Part III of this report. The definitive proxy statement or an amendment to this Form 10-K will be filed no later than 120 days after the close of registrant’s fiscal year.

Explanatory Note

The sole purpose of this Amendment No. 1 on Form 10-K (this “Amendment”) to the Annual Report on Form 10-K of CoreLogic, Inc. (the “Company”) for the fiscal year ended December 31, 2013 (the “Original Report”), filed by the Company with the Securities and Exchange Commission on February 27, 2014, is to amend Item 15, "Exhibits and Financial Statement Schedules," to provide, in accordance with Rule 3-09 of Regulation S-X, the following document which was not included in the Original Report: Exhibit 99.1 - Audited Financial Statements of RELS LLC.

Except for the foregoing amended information, this Amendment does not amend or update any other information contained in the Original Report. This Amendment continues to speak as of the filing date of the Original Report, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update any related disclosures made in the Original Report.

Item 15. Exhibits and Financial Statement Schedules

(a) 1. The consolidated financial statements of CoreLogic, Inc., as listed in Item 15 of the Original Report, are included in Item 8 of the Original Report.

2. The financial statements of RELS LLC required by Rule 3-09 of Regulation S-X are provided as Exhibit 99.1 to this Amendment.

3. Exhibits -- See Exhibit Index.

SIGNATURES

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

		CoreLogic, Inc.
		(Registrant)
		By: /s/   Anand Nallathambi
		Anand Nallathambi
		President and Chief Executive Officer
		(Principal Executive Officer)
Date:	March 19, 2014

EXHIBIT INDEX

Exhibit No.	Description
2.1	Agreement and Plan of Merger, dated May 28, 2010, by and between The First American Corporation and CoreLogic, Inc. (Incorporated by reference herein from Exhibit 2.1 to the Company’s Form 8-K as filed with the SEC on June 1, 2010).
2.2	Purchase and Sale Agreement by and among CoreLogic Acquisition Co. I, LLC, CoreLogic Acquisition Co. II, LLC, CoreLogic Acquisition Co. III, LLC, Property Data Holdings, Ltd., DataQuick Lending Solutions, Inc., Decision Insight Information Group S.à r.l., and solely with respect to, and as specified in, Sections 2.5, 2.7, 2.10(f), 5.7, 5.18, 5.21, 8.2(b), 8.7(b), and 9.15 of the Purchase and Sale Agreement, CoreLogic Solutions, LLC, and solely with respect to, and as specified in, Sections 5.4 and 5.7 of the Purchase and Sale Agreement, Property Data Holdings, L.P. (incorporated by reference to Exhibit 2.1 to Current Report on Form 8-K filed on July 5, 2013). † ^
3.1	Amended and Restated Certificate of Incorporation of CoreLogic, Inc., dated May 28, 2010 (Incorporated by reference herein from Exhibit 3.1 to the Company’s Current Report on Form 8-K as filed with the SEC on June 1, 2010).
3.2	Amended and Restated Bylaws of CoreLogic, Inc., effective February 27, 2012 (Incorporated by reference herein from Exhibit 3.1 to the Company's Current Report on Form 8-K as filed with the SEC on February 28, 2012).
4.1	Specimen Certificate for shares of Common Stock of CoreLogic, Inc. (Incorporated by reference herein from Exhibit 3.3 to the Company’s Current Report on Form 8-K as filed with the SEC on June 1, 2010).
4.2	Senior Indenture, dated as of April 7, 1998, between The First American Financial Corporation and Wilmington Trust Company as Trustee (Incorporated by reference herein from Exhibit (4) to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 1998 as filed with the SEC on August 14, 1998).
4.3	Form of First Supplemental Indenture (Incorporated by reference herein from Exhibit 4.2 of Registration Statement 333-116855 on Form S-3, dated June 25, 2004).
4.4	Second Supplemental Indenture to Senior Indenture, dated as of April 30, 2010 (Incorporated by reference herein from Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).
4.5	Third Supplemental Indenture to Senior Indenture, dated as of May 10, 2010 (Incorporated by reference herein from Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).
4.6	Fourth Supplemental Indenture to Senior Indenture, dated as of June 1, 2010 (Incorporated by reference herein from Exhibit 4.5 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).
4.7	Form of Senior Note (Incorporated by reference herein from Exhibit 4.3 of Registration Statement 333-116855 on Form S-3, dated June 25, 2004).
4.8	Senior Notes Indenture, dated May 20, 2011, among CoreLogic, Inc., the guarantors named therein and Wilmington Trust FSB, as trustee (Incorporated by reference herein to Exhibit 4.1 to the Company's Current Report on Form 8-K as filed with the SEC on May 25, 2011).
4.9	Supplemental Indenture, dated November 13, 2013, among CoreLogic, Inc., the guarantors party thereto and Wilmington Trust, National Association, as trustee (Incorporated by reference herein from Exhibit 4.1 to the Company’s Current Report on Form 8-K as filed with the SEC on November 15, 2013).

4.10	Registration Rights Agreement, dated May 20, 2011, by and among CoreLogic, Inc., the guarantors identified therein, and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC, Barclays Capital, Inc., SunTrust Robinson Humphrey, Inc., U.S. Bancorp Investments, Inc., Comerica Securities, Inc. and HSBC Securities (USA) Inc. (Incorporated by reference herein to Exhibit 4.2 to the Company's Current Report on Form 8-K as filed with the SEC on May 25, 2011).
10.1	Separation and Distribution Agreement by and between The First American Corporation and First American Financial Corporation, dated as of June 1, 2010 (Incorporated by reference herein to Exhibit 10.1 to the Company’s Current Report on Form 8-K as filed with the SEC on June 1, 2010).
10.2	Tax Sharing Agreement by and between The First American Corporation and First American Financial Corporation, dated as of June 1, 2010 (Incorporated by reference herein to Exhibit 10.2 to the Company’s Current Report on Form 8-K as filed with the SEC on June 1, 2010).
10.3	Promissory Note issued by The First American Corporation to First American Financial Corporation, dated June 1, 2010 (Incorporated by reference herein to Exhibit 10.3 to the Company’s Current Report on Form 8-K as filed with the SEC on June 1, 2010).
10.4	Restrictive Covenants Agreement among First American Financial Corporation and The First American Corporation, dated June 1, 2010 (Incorporated by reference herein to Exhibit 10.4 to the Company’s Current Report on Form 8-K as filed with the SEC on June 1, 2010).
10.5	Assignment and Assumption Agreement by and between CoreLogic, Inc. and First Advantage Corporation, dated as of June 9, 2010 (Incorporated by reference herein from Exhibit 10.10 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).*
10.6	Arrangement regarding Mr. Nallathambi’s Relocation Assistance Package (Incorporated by reference herein to description included in the Company’s Current Report on Form 8-K filed with the SEC on June 14, 2010).*
10.7	Employment Agreement, dated May 3, 2011, between CoreLogic, Inc. and Anand K. Nallathambi (Incorporated by reference herein from Exhibit 10.6 to the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2011 as filed with the SEC on May 6, 2011).*
10.8	Employment Agreement between CoreLogic, Inc. and George S. Livermore dated May 3, 2011 (Incorporated by reference herein to Exhibit 10.10 to the Company's Quarterly Report on Form 10-Q for the period ended June 30, 2011 as filed with the SEC on August 8, 2011).*
10.9	Employment Agreement, dated May 3, 2011, between CoreLogic, Inc. and Barry M. Sando (Incorporated by reference herein to Exhibit 10.11 to the Company's Quarterly Report on Form 10-Q for the period ended June 30, 2011 as filed with the SEC on August 8, 2011).*
10.10	Form of Employment Agreement (Incorporated by reference herein from Exhibit 10.7 to the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2011 as filed with the SEC on May 6, 2011).*
10.11	Employment Agreement, dated August 29, 2011, between CoreLogic, Inc. and Frank Martell (Incorporated by reference herein to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended September 30, 2011 as filed with the SEC on November 4, 2011).*
10.12	Employment Agreement, dated March 14, 2011, between CoreLogic, Inc. and James L. Balas (Incorporated by reference herein from Exhibit 10.85 to the Company's Annual Report on Form 10-K/A for the fiscal year ended December 31, 2011 as filed with the SEC on April 30, 2012).*
10.13	Employment Agreement, dated May 4, 2011, between CoreLogic, Inc. and Stergios Theologides (Incorporated by reference herein from Exhibit 10.86 to the Company's Annual Report on Form 10-K/A for the fiscal year ended December 31, 2011 as filed with the SEC on April 30, 2012).*
10.14	Form of Change in Control Agreement (Incorporated by reference herein to Exhibit 10.2 to the Company’s Current Report on Form 8-K as filed with the SEC on June 14, 2010).*

10.15	Pension Restoration Plan, effective as of June 1, 2010 (Incorporated by reference herein from Exhibit 10.18 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).*
10.16	Executive Supplemental Benefit Plan, effective as of June 1, 2010 (Incorporated by reference herein from Exhibit 10.19 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).*
10.17	Amendment No. 1 to the Company’s Executive Supplemental Benefit Plan, effective as of December 31, 2010 (Incorporated by reference herein from Exhibit 10.1 to the Company’s Current Report on Form 8-K as filed with the SEC on November 24, 2010).*
10.18	Amendment No. 2 to the Company’s Executive Supplemental Benefit Plan, dated as of January 27, 2011 (Incorporated by reference herein from Exhibit 10.23 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 as filed with the SEC on March 14, 2011).*
10.19	Management Supplemental Benefit Plan, effective as of June 1, 2010 (Incorporated by reference herein from Exhibit 10.20 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).*
10.20	Amendment No. 1 to the Company’s Management Supplemental Benefits Plan, effective as of December 31, 2010 (Incorporated by reference herein from Exhibit 10.2 to the Company’s Current Report on Form 8-K as filed with the SEC on November 24, 2010). *
10.21	Amendment No. 2 to the Company’s Management Supplemental Benefit Plan, dated as of January 27, 2011 (Incorporated by reference herein from Exhibit 10.25 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 as filed with the SEC on March 14, 2011).*
10.22	Deferred Compensation Plan, effective as of June 1, 2010 (Incorporated by reference herein from Exhibit 10.21 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).*
10.23	Amendment No. 1 to the Company’s Deferred Compensation Plan, effective as of December 31, 2010 (Incorporated by reference herein from Exhibit 10.3 to the Company’s Current Report on Form 8-K as filed with the SEC on November 24, 2010).*
10.24	Amendment No. 2 to the Company’s Deferred Compensation Plan, effective as of January 1, 2011 (Incorporated by reference herein from Exhibit 10.27 to the Company's Annual Report on Form 10-K/A for the fiscal year ended December 31, 2010 as filed with the SEC on March 31, 2011).*
10.25	Amendment No. 3 to the Company's Deferred Compensation Plan, effective as of September 29, 2011 (Incorporated by reference herein to Exhibit 10.30 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011 as filed with the SEC on February 29, 2012).*
10.26	Amendment No. 4 to the Company's Deferred Compensation Plan, effective as of September 29, 2011 (Incorporated by reference herein to Exhibit 10.31 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011 as filed with the SEC on February 29, 2012).*
10.27	1997 Directors’ Stock Plan (Incorporated by reference herein from Exhibit 4.1 of Registration Statement No. 333-41993 on Form S-8, dated December 11, 1997).*
10.28	Amendment No. 1 to 1997 Directors’ Stock Plan, dated February 26, 1998 (Incorporated by reference herein from Exhibit (10)(m) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 1998 as filed with the SEC on March 22, 1999).*

10.29	Amendment No. 2 to 1997 Directors’ Stock Plan, dated July 7, 1998 (Incorporated by reference herein from Exhibit (10)(n) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 1998 as filed with the SEC on March 22, 1999).*
10.30	Amendment No. 3 to 1997 Directors’ Stock Plan, dated July 19, 2000 (Incorporated by reference herein from Exhibit (10)(c) to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2000 as filed with the SEC on August 11, 2000).*
10.31	1996 Stock Option Plan (Incorporated by reference herein from Exhibit 4 of Registration Statement No. 333-19065 on Form S-8, dated December 30, 1996).*
10.32	Amendment No. 1 to 1996 Stock Option Plan , dated February 26, 1998 (Incorporated by reference herein from Exhibit (10)(i) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 1998 as filed with the SEC on March 22, 1999).*
10.33	Amendment No. 2 to 1996 Stock Option Plan, dated June 22, 1998 (Incorporated by reference herein from Exhibit (10)(j) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 1998 as filed with the SEC on March 22, 1999).*
10.34	Amendment No. 3 to 1996 Stock Option Plan, dated July 7, 1998 (Incorporated by reference herein from Exhibit (10)(k) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 1998 as filed with the SEC on March 22, 1999).*
10.35	Amendment No. 4 to 1996 Stock Option Plan, dated April 22, 1999 (Incorporated by reference herein from Exhibit (10)(a) to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 1999 as filed with the SEC on August 16, 1999).*
10.36	Amendment No. 5 to 1996 Stock Option Plan, dated February 29, 2000 (Incorporated by reference herein from Exhibit (10)(o) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 1998 as filed with the SEC on March 22, 1999).*
10.37	Amendment No. 6 to 1996 Stock Option Plan, dated July 19, 2000 (Incorporated by reference herein from Exhibit (10)(b) of Quarterly Report on Form 10-Q for the period ended June 30, 2000 as filed with the SEC on August 11, 2000).*
10.38	Amendment No. 7 to 1996 Stock Option Plan, dated June 4, 2002 (Incorporated by reference herein from Exhibit (10)(a) to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2002 as filed with the SEC on August14, 2002).*
10.39	The CoreLogic, Inc. 2006 Incentive Compensation Plan (formerly The First American Corporation 2006 Incentive Compensation Plan) (Incorporated by reference herein from Exhibit 10.42 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 as filed with the SEC on March 14, 2011).*
10.40	CoreLogic, Inc.'s 2011 Performance Incentive Plan (Incorporated by reference herein to Exhibit A to the Company's Proxy Statement on Schedule 14A as filed with the SEC on April 18, 2011).*
10.41	CoreLogic, Inc.'s Amended 2011 Performance Incentive Plan (Incorporated by reference herein to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the period ended September 30, 2011 as filed with the SEC on November 4, 2011).*
10.42	Form of Notice of Restricted Stock Unit Grant (Employee) and Restricted Stock Unit Award Agreement (Employee), approved February 27, 2007 (Incorporated by reference herein from Exhibit 99.1 to the Company’s Current Report on Form 8-K as filed with the SEC on March 5, 2007).*
10.43	Form of Amendment to Restricted Stock Unit Award Agreement (Incorporated by reference herein from Exhibit 99.1 to the Company’s Current Report on Form 8-K as filed with the SEC on March 26, 2007).*

10.44	Form of Amendment to Restricted Stock Unit Award Agreement (Incorporated by reference herein from Exhibit 99.1 to the Company’s Current Report on Form 8-K as filed with the SEC on April 10, 2007).*
10.45	Form of Notice of Restricted Stock Unit Grant (Employee) and Restricted Stock Unit Award Agreement (Employee), approved February 26, 2008 (Incorporated by reference herein from Exhibit (10)(tt) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2007 as filed with the SEC on February 29, 2008).*
10.46	Form of Notice of Restricted Stock Unit Grant (Employee) and Restricted Stock Unit Award Agreement (Employee), approved February 10, 2009 (Incorporated by reference herein from Exhibit 10(uu) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008 as filed with the SEC on March 2, 2009).*
10.47	Form of Notice of Restricted Stock Unit Grant (Employee) and Restricted Stock Unit Award Agreement (Employee), approved October 5, 2009 (Incorporated by reference herein from Exhibit (10)(e) to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2009 as filed with the SEC on November 2, 2009).*
10.48	Form of Notice of Restricted Stock Unit Grant (Employee) and Restricted Stock Unit Award Agreement (Employee), approved January 25, 2010 (Incorporated by reference herein from Exhibit 10(zz) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009 as filed with the SEC on March 1, 2010).*
10.49	Form of Notice of Restricted Stock Unit Grant and Restricted Stock Unit Award Agreement (Employee) (Incorporated by reference herein to Exhibit 10.4 to the Company's Current Report on Form 8-K as filed with the SEC on May 25, 2011).*
10.50	Form of Notice of Restricted Stock Unit Grant (Non-Employee Director) and Restricted Stock Unit Award Agreement (Non-Employee Director) (Incorporated by reference herein from Exhibit 99.1 to the Company’s Current Report on Form 8-K as filed with the SEC on March 6, 2007).*
10.51	Form of Notice of Restricted Stock Unit Grant (Non-Employee Director) and Restricted Stock Unit Award Agreement (Non-Employee Director) for Non-Employee Director Restricted Stock Unit Award (Incorporated by reference herein from Exhibit 10(b) to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2008 as filed with the SEC on August 8, 2008).*
10.52	Form of Notice of Restricted Stock Unit Grant (Non-Employee Director) and Restricted Stock Unit Award Agreement (Non-Employee Director), approved February 10, 2009 (Incorporated by reference herein from Exhibit 10(yy) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008 as filed with the SEC on March 2, 2009).*
10.53	Form of Notice of Restricted Stock Unit Grant and Restricted Stock Unit Award Agreement (Non-Employee Director) (Incorporated by reference herein from Exhibit 10.14 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).*
10.54	Form of Notice of Restricted Stock Unit Grant and Restricted Stock Unit Award Agreement (Employee) (Incorporated by reference herein from Exhibit 10.15 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 as filed with the SEC on August 9, 2010).*
10.55	Form of Notice of Restricted Stock Unit Grant and Restricted Stock Unit Award Agreement (Employee) (Incorporated by reference herein from Exhibit 10.55  to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 as filed with the SEC on March 14, 2011).*
10.56	Form of Notice of Restricted Stock Unit Grant and Restricted Stock Unit Award Agreement (Employee).*Ÿ
10.57	Form of Bonus Restricted Stock Unit Grant and Restricted Stock Unit Award Agreement (Employee).*Ÿ

10.58	Form of Notice of Restricted Stock Unit Grant and Restricted Stock Unit Award Agreement (Non-Employee Director) (Incorporated by reference herein to Exhibit 10.3 to the Company's Current Report on Form 8-K as filed with the SEC on May 25, 2011).*
10.59	Form of Notice of Performance-Based Restricted Stock Unit Grant and Performance-Based Restricted Stock Unit Award Agreement (Employee) (Incorporated by reference to Exhibit 10.7 to the Company's Current Report on Form 8-K filed on June 1, 2010).*
10.60	Form of Notice of Performance-Based Restricted Stock Unit Grant and Performance-Based Restricted Stock Unit Award Agreement (Employee) (Incorporated by reference herein from Exhibit 10.57  to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 as filed with the SEC on March 14, 2011). *
10.61	Form of Notice of Performance-Based Restricted Stock Unit Grant and Performance-Based Restricted Stock Unit Award Agreement (Employee) (Incorporated by reference herein to Exhibit 10.6 to the Company's Current Report on Form 8-K as filed with the SEC on May 25, 2011).*
10.62	Form of Performance-Based Restricted Stock Unit Award Agreement, approved February 19, 2013(Incorporated by reference herein from Exhibit 10.62  to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012 as filed with the SEC on February 25, 2013).*
10.63	Form of Notice of Nonqualified Stock Option Grant and Nonqualified Stock Option Grant Agreement (Employee) (Incorporated by reference to Exhibit 10.8 to the Company's Current Report on Form 8-K filed on June 1, 2010).*
10.64	Form of Notice of Nonqualified Stock Option Grant and Nonqualified Stock Option Grant Agreement (Employee) (Incorporated by reference herein from Exhibit 10.59 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 as filed with the SEC on March 14, 2011).*
10.65	Form of Notice of Option Grant and Option Award Agreement (Employee) (Incorporated by reference herein to Exhibit 10.5 to the Company's Current Report on Form 8-K as filed with the SEC on May 25, 2011).*
10.66	Form of Notice of Performance Unit Grant and Performance Unit Award Agreement, approved January 25, 2010 (Incorporated by reference herein from Exhibit 10(mmm) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009 as filed with the SEC on March 1, 2010).*
10.67	Form of Notice of Performance Unit Grant and Performance Unit Award Agreement, approved March 1, 2011 (Incorporated by reference herein from Exhibit 10.64 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 as filed with the SEC on March 14, 2011).*
10.68	Form of Performance-Based Restricted Stock Unit Award Agreement, approved January 18, 2012 (Incorporated by reference herein to Exhibit 10.70 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011 as filed with the SEC on February 29, 2012).*
10.69	Form of Performance-Based Restricted Stock Unit Award Agreement, approved January 29, 2014.*Ÿ
10.70	Form of Performance Unit Award Agreement, approved January 18, 2012 (Incorporated by reference herein to Exhibit 10.71 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011 as filed with the SEC on February 29, 2012).*
10.71	Form of Performance Unit Grant and Form of Performance Unit Award Agreement, approved January 29, 2014.*Ÿ
10.72	Dorado Network Systems Corporation 2011 Restricted Stock Unit Plan (Incorporated by reference herein to Exhibit 4.3 to the Company's Registration Statement on Form S-8 as filed with the SEC on May 20, 2011).*

10.73	Purchase Agreement between CoreLogic, Inc. and STG-Fairway Holdings, LLC, dated as of December 22, 2010 (Incorporated by reference herein to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 29, 2010).
10.74	Credit Agreement, dated May 23, 2011, among CoreLogic, Inc., CoreLogic Australia Pty Limited, the guarantors named therein, the lenders party from time to time thereto and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K as filed with the SEC on May 25, 2011).
10.75	Credit Agreement, dated as of September 18, 2013, among CoreLogic, Inc., CoreLogic Australia Pty Limited, the guarantors named therein, the lenders party from time to time thereto and Bank of America, N.A., as administrative agent (Incorporated by reference herein to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2013 as filed with the SEC on October 25, 2013).
10.76	Reseller Services Agreement, dated as of November 30, 1997 (Incorporated by reference herein from Exhibit (10)(g) to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 1998 as filed with the SEC on May 15, 1998).
10.77	Amendment to Reseller Services Agreement for Resales to Consumers, dated as of November 30, 1997 (Incorporated by reference herein from Exhibit (10)(h) to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 1998 as filed with the SEC on May 15, 1998).
10.78	Agreement for Service, dated October 7, 1998, between CoreLogic CREDCO (formerly First American CREDCO) and Equifax Credit Information Services, Inc. (Incorporated by reference herein from Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2011 as filed with the SEC on May 6, 2011).
10.79	Addendum to Agreement for Service, dated May 31, 2000, between CoreLogic CREDCO (formerly First American CREDCO) and Equifax Credit Information Services, Inc. (Incorporated by reference herein from Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2011 as filed with the SEC on May 6, 2011).
10.80	Reseller Service Agreement, dated April 26, 2011, between CoreLogic, Inc. and Trans Union LLC (Incorporated by reference herein from Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2011 as filed with the SEC on May 6, 2011).
10.81	Form of Indemnification Agreement (Directors and Officers) (Incorporated by reference herein to Exhibit 10.1 to the Company's Current Report on Form 8-K as filed with the SEC on May 25, 2011).*
10.82	Master Professional Services Agreement, dated August 17, 2011, between CoreLogic Real Estate Solutions, LLC and Cognizant Technology Solutions U.S. Corporation (Incorporated by reference herein to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q/A for the period ended September 30, 2011 as filed with the SEC on March 23, 2012).±
10.83	Amendment No. 2 to Supplement A, effective as of March 1, 2012, by and between CoreLogic Solutions, LLC and Cognizant Technology Solutions U.S. Corporation, to the Master Professional Services Agreement between CoreLogic Real Estate Solutions, LLC and Cognizant Technology Solutions U.S. Corporation (Incorporated by reference herein to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2013 as filed with the SEC on October 25, 2013). ±
10.84	Master Services Agreement by and between the Company and Dell Marketing, L.P., dated as of July 19, 2012 (Incorporated by reference herein from Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended September 30, 2012 as filed with the SEC on October 26, 2012).±

10.85	Amendment No. 1 dated October 23, 2012 to the Master Services Agreement by and between CoreLogic Solutions, LLC and Dell Marketing, L.P. (Incorporated by reference herein from Exhibit 10.85 to the Company’s Annual Report on Form 10-K for the period ended December 31, 2013 as filed with the SEC on February 25, 2013)
10.86	Amendment No. 2 dated October 26, 2012 to the Master Services Agreement and Supplement A between CoreLogic Solutions, LLC and Dell Marketing L.P. (Incorporated by reference herein from Exhibit 10.85 to the Company’s Annual Report on Form 10-K for the period ended December 31, 2013 as filed with the SEC on February 25, 2013). ±
10.87	Support Agreement, dated June 11, 2012, between CoreLogic, Inc., on the one hand, and Highfields Capital Management LP, Highfields GP LLC, Highfields Associates LLC, Highfields Capital I LP, Highfields Capital II LP, and Highfields Capital III L.P., on the other hand (Incorporated by reference herein from Exhibit 99.1 to the Company's Current Report on Form 8-K as filed with the SEC on June 12, 2012).
21.1	Subsidiaries of the registrant.Ÿ
23.1	Consent of Independent Registered Public Accounting Firm.Ÿ
23.2	Consent of Independent Registered Public Accounting Firm. **
31.1	Certification by Principal Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.Ÿ
31.2	Certification by Principal Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.Ÿ
31.3	Certification by Principal Executive Officer Pursuant to Rule 13a-14(a) under Securities Exchange Act of 1934, as amended. **
31.4	Certification by Principal Executive Officer Pursuant to Rule 13a-14(a) under Securities Exchange Act of 1934, as amended. **
32.1	Certification by Principal Executive Officer Pursuant to 18 U.S.C. Section 1350.Ÿ
32.2	Certification by Principal Financial Officer Pursuant to 18 U.S.C. Section 1350.Ÿ
32.3	Certification by Principal Executive Officer Pursuant to 18 U.S.C. Section 1350. **
32.4	Certification by Principal Financial Officer Pursuant to 18 U.S.C. Section 1350. **
99.1	Audited Financial Statements of RELS LLC. **
101	Extensible Business Reporting Language (XBRL)
**	Filed herewith

Ÿ	Included in previously filed original Annual Report on Form 10-K for the fiscal year ended December 31, 2013.
*	Indicates a management contract or compensatory plan or arrangement in which any director or named executive officer participates.
±	Confidential treatment has been requested with respect to portions of this exhibit pursuant to Rule 24b-2 of the Securities Exchange Act of 1934 and these confidential portions have been redacted from this exhibit. A complete copy of this exhibit, including the redacted terms, has been separately filed with the Securities and Exchange Commission.
^	Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby agrees to furnish supplementally copies of any of the omitted schedules and exhibits upon request by the Securities and Exchange Commission.
†	This agreement contains representations and warranties by us or our subsidiaries. These representations and warranties have been made solely for the benefit of the other parties to the agreement and (i) has been qualified by disclosures made to such other parties, (ii) were made only as of the date of such agreement or such other date(s) as may be specified in such agreement and are subject to more recent developments, which may not be fully reflected in our public disclosures, (iii) may reflect the allocation of risk among the parties to such agreement and (iv) may apply materiality standards different from what may be viewed as material to investors. Accordingly, these representations and warranties may not describe the actual state of affairs at the date hereof and should not be relied upon.

EX-23.2

Exhibit 23.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No 333-167337), Form S-4 (No. 333-108033) and Form S-8 (Nos. 333-184292, 333-182957, 333-134283, 333-113269, 333-111829, 333-74620, 333-41993, 333-163197, 333-174373 and 333-176353) of CoreLogic, Inc. of our report dated March 19, 2014 relating to the financial statements of RELS LLC, which appears in this Amendment No. 1 to Annual Report on Form 10-K/A.

/s/ PricewaterhouseCoopers LLP

Minneapolis, Minnesota

March 19, 2014

EX-31.3

Exhibit 31.3

CERTIFICATIONS

I, Anand K. Nallathambi, certify that:

1. I have reviewed this Amendment No. 1 to the Annual Report on Form 10-K/A of CoreLogic, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; and

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.

Date: March 19, 2014

By: /s/ Anand K. Nallathambi

Anand K. Nallathambi

President and Chief Executive Officer

(Principal Executive Officer)

EX-31.4

Exhibit 31.4

CERTIFICATIONS

I, Frank D. Martell, certify that:

1. I have reviewed this Amendment No. 1 to Annual Report on Form 10-K/A of CoreLogic, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; and

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.

Date: March 19, 2014

By: /s/ Frank D. Martell

Frank D. Martell

Chief Financial Officer

(Principal Financial Officer) 

EX-32.3

Exhibit 32.3

Certification pursuant to 18 U.S.C. Section 1350,

as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with Amendment No. 1 to the Annual Report of CoreLogic, Inc. (the “Company”) filed on Form 10-K/A for the period ended December 31, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Anand K. Nallathambi, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By: /s/ Anand K. Nallathambi
Anand K. Nallathambi
President and Chief Executive Officer
Date:	March 19, 2014

The foregoing certification is being furnished solely to accompany the Report pursuant to 18 U.S.C. §1350, and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

EX-32.4

Exhibit 32.4

Certification pursuant to 18 U.S.C. Section 1350,

as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with Amendment No. 1 to the Annual Report of CoreLogic, Inc. (the “Company”) filed on Form 10-K/A for the period ended December 31, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Frank D. Martell, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By: /s/ Frank D. Martell
Frank D. Martell
Chief Financial Officer
(Principal Financial Officer)
Date:	March 19, 2014

The foregoing certification is being furnished solely to accompany the Report pursuant to 18 U.S.C. §1350, and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

EX-99.1

Exhibit 99.1

RELS LLC

Consolidated Financial Statements

December 31, 2013, 2012 and 2011

RELS LLC

Index

December 31, 2013, 2012 and 2011

	Page(s)
Report of Independent Registered Public Accounting Firm	1
Consolidated Financial Statements
Balance Sheets	2
Statements of Income and Comprehensive Income	3
Statements of Partners' Capital	4
Statements of Cash Flows	5
Notes to the Financial Statements	6

Report of Independent Registered Public Accounting Firm

To the Board of Rels Companies and the Partners of

RELS LLC

In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of income and comprehensive income, partners’ capital and cash flows present fairly, in all material respects, the financial position of RELS LLC and its subsidiaries (the “Company”) at December 31, 2013 and 2012, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2013 in conformity with accounting principles generally accepted in the United States of America. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall consolidated financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

As discussed in Note 7 to the consolidated financial statements, the Company has significant related party transactions with Wells Fargo Corporation, CoreLogic, Inc. and Rels Management Company.

/s/PricewaterhouseCoopers LLP

Minneapolis, Minnesota

March 19, 2014

1

RELS LLC

Consolidated Balance Sheets

December 31, 2013 and 2012

	2013			2012
Assets
Cash and cash equivalents	$	12,988,562		$	5,985,948
Accounts receivable, net of allowance for doubtful accounts of $20,564 and $114, respectively	6,406,494			10,536,265
Prepaid expenses and other assets	915,217			299,890
Due from related parties	33,515,551			44,216,754
Property and equipment, net	3,099,298			2,259,319
Total assets	$	56,925,122		$	63,298,176
Liabilities and Partners' Capital
Accounts payable and other liabilities	$	5,392,671		$	7,698,466
Accrued payroll and benefits	7,039,361			7,115,143
Accrued pension costs	4,204,570			5,194,577
Accumulated losses of RELS Management Company in excess of investment	11,925,308			12,962,937
Total liabilities	28,561,910			32,971,123
Commitments and contingencies (Note 5)
Partners' capital
Wells Fargo & Co.	17,276,279			19,253,026
CoreLogic, Inc.	17,345,526			19,330,193
Accumulated other comprehensive loss	(6,896,068		)	(9,287,381		)
Total RELS LLC partners' capital	27,725,737			29,295,838
Noncontrolling interests	637,475			1,031,215
Total partners' capital	28,363,212			30,327,053
Total liabilities and partners' capital	$	56,925,122		$	63,298,176

The accompanying notes are an integral part of these consolidated financial statements.

2

RELS LLC

Consolidated Statements of Income and Comprehensive Income

Years Ended December 31, 2013, 2012 and 2011

	2013			2012			2011
Revenues
Operating revenues	$	347,070,726		$	451,875,884		$	352,713,619
Expenses
Professional fees	149,332,233			232,134,850			161,084,579
Salaries and other personnel costs	103,701,622			110,797,949			85,375,217
Selling, general and administrative costs	29,915,994			29,467,344			27,066,247
Total expenses	282,949,849			372,400,143			273,526,043
Other income (expense)
Equity income (loss) from investment in RELS Management Company	916,865			3,162,940			(2,096,603		)
Total other income (expense)	916,865			3,162,940			(2,096,603		)
Income from continuing operations	65,037,742			82,638,681			77,090,973
Income from discontinued operations (Note 4)	—			7,050,125			11,612,853
Net income	65,037,742			89,688,806			88,703,826
Net income attributable to noncontrolling interest	(654,160		)	(1,296,210		)	(1,648,117		)
Net income attributable to RELS LLC	$	64,383,582		$	88,392,596		$	87,055,709
Other comprehensive income (loss)
Net actuarial gain (loss) adjustment	2,391,313			(557,009		)	(2,227,674		)
Comprehensive Income	67,429,055			89,131,797			86,476,152
Comprehensive income attributable to noncontrolling interest	(654,160		)	(1,296,210		)	(1,648,117		)
Comprehensive income attributable to RELS LLC	$	66,774,895		$	87,835,587		$	84,828,035

The accompanying notes are an integral part of these consolidated financial statements.

3

RELS LLC

Consolidated Statements of Partners' Capital

Years Ended December 31, 2013, 2012 and 2011

	Wells Fargo & Co.			CoreLogic, Inc.			Accumulated Other Comprehensive Loss			Total RELS LLC Capital			Noncontrolling Interests			Total Capital
Balances at December 31, 2010	$	18,318,224		$	18,391,632		$	(6,502,698	)	$	30,207,158		$	4,717,770		$	34,924,928
Distributions	(36,859,145		)	(37,006,877		)	—			(73,866,022		)	(499,000		)	(74,365,022		)
Net income	43,440,799			43,614,910			—			87,055,709			1,648,117			88,703,826
Net actuarial loss adjustment	—			—			(2,227,674		)	(2,227,674		)	—			(2,227,674		)
Balances at December 31, 2011	24,899,878			24,999,665			(8,730,372		)	41,169,171			5,866,887			47,036,058
Distributions	(49,754,752		)	(49,954,168		)	—			(99,708,920		)	(6,131,882		)	(105,840,802		)
Net income	44,107,900			44,284,696			—			88,392,596			1,296,210			89,688,806
Net actuarial loss adjustment	—			—			(557,009		)	(557,009		)	—			(557,009		)
Balances at December 31, 2012	19,253,026			19,330,193			(9,287,381		)	29,295,838			1,031,215			30,327,053
Distributions	(34,104,153		)	(34,240,843		)	—			(68,344,996		)	(1,047,900		)	(69,392,896		)
Net income	32,127,406			32,256,176			—			64,383,582			654,160			65,037,742
Net actuarial gain adjustment	—			—			2,391,313			2,391,313			—			2,391,313
Balances at December 31, 2013	$	17,276,279		$	17,345,526		$	(6,896,068	)	$	27,725,737		$	637,475		$	28,363,212

The accompanying notes are an integral part of these consolidated financial statements.

4

RELS LLC

Consolidated Statements of Cash Flows

Years Ended December 31, 2013, 2012 and 2011

	2013			2012			2011
Cash flows from operating activities
Net income	$	65,037,742		$	89,688,806		$	88,703,826
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	2,274,829			2,344,910			2,638,190
Loss on disposal of property and equipment	448,620			531,295			—
Gain on sale of discontinued operations	—			(3,000,000		)	—
Accrued pension costs	1,280,542			703,307			837,584
Equity (income) loss from investment in RELS Management Company	(916,865		)	(3,132,416		)	2,204,485
Changes in operating assets and liabilities, net
Accounts receivable	4,129,770			778,928			1,662,582
Prepaid expenses and other assets	(615,327		)	(82,583		)	(108,872		)
Accounts payable and other liabilities	(2,305,792		)	(2,147,199		)	(1,157,989		)
Accrued payroll and benefits	(75,783		)	1,869,508			(1,047,286		)
Cash provided by operating activities	69,257,736			87,554,556			93,732,520
Cash flows from investing activities
Purchases of property and equipment	(3,563,429		)	(1,945,415		)	(1,636,391		)
Net proceeds from sale of discontinued operations	—			3,000,000			—
Due from related parties, net	10,701,203			11,498,401			(14,622,002		)
Cash provided by (used in) investing activities	7,137,774			12,552,986			(16,258,393		)
Cash flows from financing activities
Capital distributions	(68,344,996		)	(99,708,920		)	(73,866,022		)
Distributions to noncontrolling interest holders in consolidated joint ventures	(1,047,900		)	(6,131,882		)	(499,000		)
Cash used in financing activities	(69,392,896		)	(105,840,802		)	(74,365,022		)
Net increase (decrease) in cash and cash equivalents	7,002,614			(5,733,260		)	3,109,105
Cash and cash equivalents
Beginning of year	5,985,948			11,719,208			8,610,103
End of year	$	12,988,562		$	5,985,948		$	11,719,208

The accompanying notes are an integral part of these consolidated financial statements.

5

RELS LLC

Notes to the Consolidated Financial Statements

December 31, 2013, 2012 and 2011

1. Description of Business and Significant Accounting Policies

Description of Business

RELS LLC (the “Company”) is primarily engaged in the business of providing customers with property appraisal and credit reporting services. The Company does business as RELS Valuation and Valuation Ventures. The Company is owned 50.1% by CoreLogic, Inc. (“CoreLogic”) and 49.9% by Wells Fargo & Co. (“Wells Fargo”).

Summary of Significant Accounting Policies

Basis of Accounting

The consolidated financial statements are prepared on the accrual basis of accounting, in accordance with accounting principles generally accepted in the United States of America.

Principles of Consolidation

The accompanying consolidated financial statements include the consolidated accounts of the Company and all majority-owned subsidiaries and effectively controlled joint ventures. All significant intercompany transactions and balances have been eliminated. Investments in the Company’s joint ventures and Prime Valuation Services, LLC, in which the Company holds 50.1% partnership interests, are accounted for using the full consolidation method due to the Company’s effective control over the joint ventures. The ownership interests of the joint ventures minority participants are recorded as “Noncontrolling interests” in the consolidated balance sheets.

Revision

The Company revised certain prior year expenses which were erroneously recorded as an offset to Operating revenues to Selling, general and administrative costs in the consolidated statements of income and comprehensive income. The amounts were increased $13.1 million and $10.1 million for the years ended December 31, 2012 and 2011, respectively. This correction did not have an impact to Net income or Partners’ capital as previously reported. Additionally, the Company revised net income and other comprehensive income for the year ended December 31, 2012 to reflect the actuarial pension loss for an investment accounted for on the equity method. The correction increased previously reported net income by $336,162 and decreased other comprehensive income by $424,727. The Company concluded that the impact to the prior period consolidated financial statements was immaterial.

Use of Estimates

The preparation of consolidated financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the statements. Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash equivalents are short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. The Company considers cash equivalents to be all short-term investments that have an initial maturity of three months or less and are not restricted.

Accounts Receivable

Accounts receivable are generally due from mortgage originators and servicers, financial institutions and other businesses located throughout the United States. Credit is extended based on an evaluation of the customer's financial condition, and generally, collateral is not required.

Property and Equipment

Property and equipment are recorded at cost and depreciated primarily on a straight-line basis over their estimated useful lives. Maintenance and repair costs are charged to expense as incurred. Major overhauls that extend the useful lives of existing assets are capitalized. When properties are retired or disposed, the costs and accumulated depreciation are eliminated and the resulting profit or loss is recognized in income.

6

RELS LLC

Notes to the Consolidated Financial Statements

December 31, 2013, 2012 and 2011

Depreciation for financial statement purposes is computed using straight line rates according to the Company’s fixed asset policy. Useful lives by asset category are as follows:

Office furniture and equipment	5 years
Computers, related equipment and software	3 years
Automobiles	3 years
Leasehold improvements	Life of lease or economic life; whichever is shorter

The Company capitalizes costs of software developed or obtained for internal use, once the preliminary project stage has been completed, and management commits to funding the project and it is probable that the project will be completed and the software will be used to perform the function intended. Capitalization of costs ceases when the project is substantially complete and ready for its intended use. Costs incurred in the preliminary project stage and costs not qualifying for capitalization are charged to expense.

Revenue Recognition

The Company derives their revenues principally from U.S. mortgage originators and servicers with good creditworthiness. The Company’s product and service deliverables are generally comprised of property valuation or other related services. The Company’s revenue arrangements with their customers generally include a work order or written agreement specifying the data products or services to be delivered and related terms of sale including payment amounts and terms. The primary revenue recognition-related judgments exercised are to determine when all of the following criteria have been met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the price to the buyer is fixed or determinable; and (4) collectability is reasonably assured.

Appraisal service is recognized at the time of delivery as the Company has no significant ongoing obligation after delivery.

Income Taxes

As a limited liability company, the Company is taxed as a partnership and is not subject to federal taxes. The results of operations are included in the tax returns of the respective company members and not taxed at the entity level. There are currently no examinations being conducted of the Company by the Internal Revenue Service (“IRS”) or any other taxing authority.

Concentration of Risk of the Real Estate Market

Activity in the real estate market is cyclical in nature and is affected greatly by the cost and availability of long-term mortgage funds. Real estate activity and, in turn, the Company’s revenue base, can be adversely affected during periods of high interest rates and/or limited money supply.

Recent Accounting Pronouncements

In June 2011, the Financial Accounting Standards Board (“FASB”) issued updated guidance related to the presentation of comprehensive income. The guidance provides that an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The updated guidance is effective for annual financial reporting periods beginning after December 15, 2011 and for interim periods within the fiscal year. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

In May 2011, the FASB issued updated guidance related to fair value measurements and disclosures. The update provides amendments to achieve common fair value measurements and disclosure requirements in Generally Accepted Accounting Principles (“GAAP”) and International Financial Reporting Standards. The amendments in this update explain how to measure fair value. They do not require additional fair value measurements and are not intended to establish valuation standards or affect valuation practices outside of financial reporting. The updated guidance is effective during interim and annual financial reporting periods

7

RELS LLC

Notes to the Consolidated Financial Statements

December 31, 2013, 2012 and 2011

beginning after December 15, 2011. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

2. Fair Value Measurements

GAAP requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practical to estimate that fair value. At December 31, 2013 and 2012, the Company’s financial instruments included cash and cash equivalents, accounts receivable and accounts payable. The fair values of cash and cash equivalents, accounts receivable and accounts payable approximated carrying values due to the short-term nature of these instruments.

3. Property and Equipment

At December 31, 2013 and 2012, property and equipment is comprised of the following:

	2013			2012
Leasehold improvements	$	488,622		$	322,459
Furniture and equipment	6,235,608			5,084,867
Software	24,169,093			23,828,395
	30,893,323			29,235,721
Less: Accumulated depreciation and amortization	(27,794,025		)	(26,976,402		)
	$	3,099,298		$	2,259,319

Depreciation expense for property and equipment was $202,227, $231,981, and $262,038 for the years ended December 31, 2013, 2012, and 2011, respectively. Capitalized software amortization expense was $2,072,602, $2,112,929, and $2,367,691 during the years ended December 31, 2013, 2012, and 2011, respectively. The net book value of capitalized software costs included in property and equipment at December 31, 2013 and 2012, was $1,936,613 and $1,960,135, respectively.

4. Sale of ResDirect and Rels Credit

On February 28, 2013, Rels Management Company (“RMC”), which is owned 50% by RELS LLC and accounted for on the equity method, completed the sale of ResDirect, its wholly owned subsidiary, to CoreLogic Solutions LLC for $4.0 million. The sale resulted in a net gain of $1.5 million for the year ended 2013. The gain attributable to the Company is included in equity income from investment in Rels Management Company in the consolidated statements of income and comprehensive income. The ResDirect business, wholly owned by RMC, had approximately $3.9 million, $26.7 million and $18.4 million of revenues for the years ended December 31, 2013, 2012 and 2011, respectively.

On July 1, 2012, the Company sold the stock of its wholly owned subsidiary, Rels Credit, to CoreLogic CredCo, LLC for $3.0 million, which resulted in a net gain of $3.0 million for the year ended 2012. Net asset value of Rels Credit at the time of sale was minimal. From the date of this transaction, the Company has no continuing involvement in the credit services business, and therefore Rels Credit operations have been reflected as discontinued operations in the Company’s consolidated financial statements. The assets and liabilities for Rels Credit were $146.0 million and $7.0 million, respectively, as of December 31, 2011. Results of this business for 2011 have been recast to conform to the 2012 presentation.

The operating results of the discontinued operations through June 30, 2012, included in the consolidated financial statements for the years ended December 31, 2012 and 2011 were as follows:

8

RELS LLC

Notes to the Consolidated Financial Statements

December 31, 2013, 2012 and 2011

	2012			2011
Total revenue	$	31,056,613		$	48,846,773
Total expenses	(24,006,488		)	(37,233,920		)
Net income	$	7,050,125		$	11,612,853

5. Commitments and Contingencies

The Company leases certain office facilities under operating leases, which are renewable. Certain leases provide that the Company will pay insurance and taxes. Rental expense for the years ended December 31, 2013, 2012, and 2011 was $1,957,569, $1,882,496, and $1,953,059, respectively.

Future minimum rental payments (including operating expenses) under operating leases, which end after 2013 and have initial or remaining noncancelable lease terms in excess of one year as of December 31, 2013, are as follows:

2014	$	2,245,300
2015	2,173,600
2016	1,833,100
2017	33,900
2018	25,600
2019 and after	27,100
Total minimum payments	$	6,338,600

The Company is involved in various routine legal proceedings related to its operations. While the ultimate disposition of each proceeding is not determinable, the Company does not believe that any such proceedings will have a materially adverse effect on its financial condition, results of operations or cash flows.

6. Employee Benefit Plans

Defined Contribution Plan

The Company participates in a defined contribution 401(k) plan (the “Plan”) for the benefit of its employees and their beneficiaries, which allows eligible employees to save for retirement through pre-tax contributions. The Company makes discretionary contributions in accordance with the plan document. For the year ended December 31, 2013, the Company contributed approximately $1.6 million to this plan. The Company made no contributions to this plan for the year ended December 31, 2012.

Defined Benefit Plan

The Company has a frozen defined benefit pension plan that provides retirement benefits to substantially all employees of the Company who had monthly earnings prior to December 31, 2001. The net pension obligation recorded and the related periodic costs are based on, among other things, assumptions of the discount rate, estimated return on plan assets, highest average monthly compensation, as defined by the plan, and the mortality of participants. The obligation for these claims and the related periodic costs are measured using actuarial techniques and assumptions. Actuarial gains and losses are deferred and amortized over future periods. The plan assets of the Company’s pension plan are valued at fair value using quoted market prices. Investments, in general, are subject to various risks, including credit, interest and overall market volatility risks.

The obligations and funded status of the Company’s postretirement pension benefit plan as of December 31 is as follows:

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RELS LLC

Notes to the Consolidated Financial Statements

December 31, 2013, 2012 and 2011

	2013			2012
Change in benefit obligation
Benefit obligation at beginning of year	$	16,651,678		$	15,079,180
Interest costs	667,569			690,276
Actuarial losses	(1,951,186		)	1,269,205
Benefits paid	(492,198		)	(386,983		)
Benefit obligation at end of year	$	14,875,863		$	16,651,678

As of December 31, 2013 and 2012, the accumulated benefit obligation equaled the projected benefit obligation for the plan.

	2013			2012
Change in plan assets
Fair value of plan assets at beginning of year	$	11,457,101		$	11,144,919
Actual return on plan assets	(314,007		)	223,326
Company contributions	20,397			475,839
Benefits, premiums and expenses paid	(492,198		)	(386,983		)
Fair value of plan assets at end of year	$	10,671,293		$	11,457,101

	2013			2012
Reconciliation of funded status
Unfunded status of the plan	$	(4,204,570	)	$	(5,194,577	)

	2013			2012
Amounts recognized in the consolidated balance sheet consist of
Noncurrent postretirement benefit liability	$	(4,204,570	)	$	(5,194,577	)

	2013		2012
Amounts recognized in accumulated other comprehensive loss
Unrecognized net actuarial loss	$	6,592,104	$	8,862,654

Amounts included in accumulated other comprehensive loss as of December 31, 2013 which the Company expects to recognize in postretirement benefit expense during 2014 is $589,436.

	2013		2012
Weighted-average assumptions used to determine benefit obligations
Discount rate	4.92	%	4.11	%

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RELS LLC

Notes to the Consolidated Financial Statements

December 31, 2013, 2012 and 2011

Net periodic postretirement pension benefit costs as of December 31 included the following components:

	2013			2012			2011
Components of net periodic benefit cost
Interest cost	$	667,569		$	690,276		$	703,267
Expected return on plan assets	(167,577		)	(166,147		)	(288,479		)
Amortization of net actuarial loss	800,948			685,542			530,677
Net periodic benefit cost	$	1,300,940		$	1,209,671		$	945,465

	2013			2012			2011
Other changes in plan assets and projected benefit obligation recognized in other comprehensive loss
Net actuarial (gain) loss	$	(1,469,602	)	$	1,212,026		$	2,650,470
Reversal of amortization item
Net actuarial loss	(800,948		)	(685,542		)	(530,677		)
Total recognized in other comprehensive loss	$	(2,270,550	)	$	526,484		$	2,119,793

	2013		2012		2011
Weighted-average assumptions used to determine net costs
Discount rate	4.11	%	4.66	%	5.48	%
Expected return on plan assets	3.50	%	3.50	%	4.50	%

Future Cash Flows

At December 31, 2013, the following pension benefit payments are expected to be paid by the Company’s plan and reflect expected future services, as appropriate:

2014	$	496,182
2015	537,207
2016	590,338
2017	652,228
2018	701,535
2019 to 2023	4,351,652

Estimated contributions to the plan for 2014 are $735,000.

Plan Assets

The Company's pension plan asset allocation by asset category as of the measurement date follows:

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RELS LLC

Notes to the Consolidated Financial Statements

December 31, 2013, 2012 and 2011

	Percentage of Plan Assets
	at December 31,
	2013		2012
Asset category
Domestic and international equities	2	%	2	%
Fixed income funds	98	%	98	%
	100	%	100	%

The Company’s retirement plan assets are measured at fair value on a recurring basis (annually). The Company determines the fair value of its defined benefit pension plans assets with a three‑level hierarchy for fair value measurements that distinguishes between market participant assumptions developed based on market data obtained from sources independent of the reporting entity (observable inputs) and the reporting entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The hierarchy level assigned to each security in the Company’s defined benefit pension plan assets is based on management’s assessment of the transparency and reliability of the inputs used in the valuation of such instrument at the measurement date. The three hierarchy levels are defined as follows:

Level 1 Valuations based on unadjusted quoted market prices in active markets for identical securities. The fair value of equity and certain fixed income securities are classified as Level 1.

Level 2 Valuations based on observable inputs (other than Level 1 prices), such as quoted prices for similar assets at the measurement date; quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly.

Level 3 Valuations based on inputs that are unobservable and significant to the overall fair value measurement, and involve management judgment.

As of December 31, 2013 and 2012, approximately 93% and 92%, respectively, of the Company's defined pension plan assets were Level 2 assets and 7% and 8% respectively, for 2013 and 2012 were classified as Level 1 assets.

7. Related Parties

The Company has significant transactions with CoreLogic, Wells Fargo and RMC. For the years ended December 31, 2013, 2012, and 2011, approximately 91%, 91% and 92%, respectively, of the Company’s revenues included in the consolidated statements of income and comprehensive income were received from Wells Fargo and its affiliates. For the years ended December 31, 2013 and 2012, approximately $4.5 million and $7.3 million, respectively, of the Company’s accounts receivable included in the consolidated balance sheets were due from Wells Fargo and its affiliates.

The Company conducts business with CoreLogic, from whom they primarily receive certain services supporting the sales of credit reports and appraisals. The expenses relating to these services provided by CoreLogic were approximately $1.4 million, $14.2 million, and $22.9 million, respectively, for the years ended December 31, 2013, 2012 and 2011. For both the years ended December 31, 2013 and 2012, there were no amounts due to CoreLogic within the Company’s accrued liabilities included in the consolidated balance sheets.

The Company owns 50% of RMC. The Company uses the equity method of accounting for its investment in RMC as the Company has significant influence, but does not have effective control of RMC. RMC provides management, administrative and other support services to the Company including holding excess cash from the Company. During the years ended December 31, 2013, 2012, and 2011, the Company recorded equity income (loss) from its investment in RMC of $916,865, $3,162,940, and $(2,096,603), respectively. Losses accumulated over the years have caused the Company's carrying value of its investment in RMC to become

12

RELS LLC

Notes to the Consolidated Financial Statements

December 31, 2013, 2012 and 2011

negative. The Company has continued to record the losses in RMC in excess of its carrying value, which is shown as a liability, due to its commitment to provide financial support to RMC. The expenses relating to the services provided by RMC were approximately $2.6 million, $8.6 million, and $6.2 million, respectively, for the years ended December 31, 2013, 2012 and 2011. These expenses, in addition to certain transfers of cash in conjunction with RMC's handling of treasury activity for the Company, all flow through the Due from RMC account.

The consolidated balance sheets include amounts due from the following related parties.

	2013			2012
Due from (to)
RMC	$	33,538,218		$	44,216,754
Rels Title	377,796			—
ResDirect	(400,463		)	—
	$	33,515,551		$	44,216,754

8. Subsequent Events

The Company evaluated events occurring between the end of the most recent fiscal year and March 19, 2014, the date the consolidated financial statements were available to be issued.

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