SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

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

                                    FORM 8-K

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

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

Date of report (Date of earliest event reported)  October 22, 1998

                    THE FIRST AMERICAN FINANCIAL CORPORATION
             (Exact Name of the Registrant as Specified in Charter)

California                            0-3658                         95-1068610
(State or Other Jurisdiction        (Commission                   (IRS Employer
of Incorporation)                   File Number)            Identification No.)

114 East Fifth Street, Santa Ana, California                         92701-4642
(Address of Principal Executive Offices)                             (Zip Code)

Registrants telephone number, including area code  (714) 558-3211

                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)




Item 5.           Other Events.

Year 2000 Disclosure

         The Securities and Exchange Commission has issued interpretive guidance
regarding  disclosure of Year 2000 issues and consequences,  effective August 4,
1998 (the "Interpretation").  In accordance with the Interpretation,  we provide
this  disclosure  to  supplement  the  information  contained in our 1997 Annual
Report on Form 10-K, our subsequent  Quarterly  Reports on Form 10-Q, each under
the  Securities  and  Exchange  Act of  1934,  and  our  effective  Registration
Statements  under the Securities Act of 1933 which  incorporate  such reports by
reference.

         Special Note of Caution Regarding Forward-Looking Statements

         Certain  statements  contained  in this  document,  particularly  those
describing  (1) our  ability to assess and  remediate  the Year 2000  Problem by
implementing our Year 2000 plan, (2) our ability to implement our Year 2000 plan
in a timely manner, and (3) the costs resulting from  implementation of our Year
2000 plan, may constitute "forward-looking statements" within the meaning of the
federal securities laws. When used in our documents or oral  presentations,  the
words "anticipate," "estimate," "expect," "objective," "projection," "forecast,"
"goal," or similar  words are intended to identify  forward-looking  statements.
Forward-looking  statements are based on our management's beliefs,  assumptions,
and  expectations  of our future economic  performance,  taking into account the
information  currently available to them. These statements are not statements of
historical fact. Forward-looking statements are subject to or may be impacted by
a number of  factors,  risks  and  uncertainties  that  could  cause our  actual
results,  performance or financial condition to be materially different from the
expectations of future results, performance or financial condition we express or
imply  in  any   forward-looking   statements.   In  particular,   give  careful
consideration to the cautionary statements made in this document.

         What is the Year 2000 Problem?

         Much of today's  information  technology  (e.g.,  computer systems) and
embedded technology (e.g., microcontrollers) identifies a particular year on the
basis of the last two  digits of that  year.  For  example,  the year  "1998" is
recognized  by the digits "98." The  inability  of  information  technology  and
embedded  technology to properly  recognize a year that begins with "20" instead
of  "19," if not  corrected,  may  result  in the  failure  of  systems  (or the
production  of  erroneous  results)  which rely on  information  technology  and
embedded  technology.  This failure of systems,  production of erroneous results
and the resulting damages is commonly known as the "Year 2000 Problem."

         How Does the Year 2000 Problem Impact the Company?

         We are dependent,  to a substantial degree, upon the proper functioning
of our  computer  systems  as  well  as  those  of our  vendors,  suppliers  and
customers.  Most of our  products  and  services  rely on  information  and data
provided by others. Most of this information and data is provided electronically
and is dependent on information systems and telecommunications.  For example, we
rely on governmental  agencies to provide title and tax information.  Similarly,
we deliver most of our products and services  electronically.  The  inability of
our vendors and suppliers to provide  accurate  information  in a timely manner,
our inability to accurately and timely process such  information,  the inability
of our  customers to receive and use our products  and  services,  and a general
disruption  of  telecommunications  and  utilities  as a result of the Year 2000
Problem would most likely result in business interruption or shutdown, financial
loss,  potential  regulatory action,  harm to our reputation and potential legal
liability.

         What is our State of Readiness?

         With the help of an outside  consulting  firm,  we have  created a Year
2000 Program  Management Office and have adopted a five-step plan to address the
Year  2000  Problem.  The  five  steps  of our  plan  are:  (1)  awareness,  (2)
inventory/assessment,  (3) renovation,  (4) testing, and (5) implementation.  To
implement our plan, we have divided our company into "business  units" comprised
of (a) the  reporting  regions  of the  title  insurance  subsidiaries,  (b) the
subsidiary companies of our real estate information  services business,  (c) our
home warranty  subsidiaries,  (d) our trust and banking subsidiaries and (e) our
various other subsidiaries.

         Our "awareness"  phase involves  communicating  the nature and scope of
the Year  2000  Problem  to the  management  of the  business  units in order to
engender    strong    management    support    for    its    resolution.     Our
"inventory/assessment"  phase  involves the  identification  of our  information
systems and  non-information  systems which require renovation or replacement to
become Year 2000 compliant.  Our  "renovation"  phase involves the repair and/or
replacement of the systems  identified in the prior phase.  Our "testing"  phase
involves  the testing of repaired  and replaced  systems.  Our  "implementation"
phase involves the integration of tested systems into our daily operations.

         All phases of our plan are currently  active.  The awareness phase will
continue  throughout  1998 and  1999.  June 30,  1998  was the  target  date for
completion  of the  inventory/assessment  phase;  that  phase  is  substantially
complete.  However, all of the phases of the plan must be revisited each time we
acquire a new  business.  Accordingly,  the  inventory/assessment  phase remains
active. Based on our current knowledge, we have established the following target
dates:  (1) December 31, 1998 for completion of  renovation,  (2) April 30, 1999
for   completion  of  testing,   and  (3)  June  30,  1999  for   completion  of
implementation.  In each case,  completion of the applicable phase is subject to
the  limitation  noted above for newly acquired  business.  We make no assurance
that we will be able to meet these target dates.

         Our  efforts  to survey  the Year  2000  readiness  of our  significant
vendors,  suppliers  and  customers  continues.  To date,  we have not  received
sufficient information from these parties about their Year 2000 plans to predict
the outcome of their efforts. Even after responses are received, there can be no
assurance that the systems of our significant  vendors,  suppliers and customers
will be timely renovated.

         What will it cost to implement the Year 2000 Plan?

         To date we have spent approximately $5 million in implementing our Year
2000 plan. We expect to incur at least an additional  $25 million to $35 million
in  implementing  our Year 2000 plan.  About half the costs will be for hardware
and  software  replacement  and  about  half  will be for  labor.  The costs for
hardware and software will be capitalized over the estimated useful lives of the
hardware and software. Labor costs will be expenses incurred. Our Year 2000 plan
costs are being funded through operating cash flow.

         Do we have Contingency Plans?

         With the help of a professional disaster planner, we are in the process
of creating  company-wide  and business unit  contingency  plans for  unexpected
systems  failures  as a result  of the Year  2000  Problem.  We hope to have our
contingency plans in effect by the end of 1998.

         Will our Year 2000 Plan be reviewed?

         We have  engaged a consultant  to review our Year 2000 plan.  Under the
terms of this  engagement,  the consultant will (1) review the operations of (a)
the Year 2000 Program  Management Office, (2) review our Year 2000 plan, and (3)
review the implementation of the Year 2000 plan at selected locations. From time
to time during the review,  the consultant will report its findings to the Audit
Committee of our Board of Directors.

         No Assurances

         The costs to  implement  our Year 2000  plan and our  target  dates for
completion  of the  various  phases of our Year  2000 plan are based on  current
estimates.  These estimates  reflect numerous  assumptions  about future events,
including  the  continued  availability  of  certain  resources,  the timing and
effectiveness of third party renovation plans and other factors.  We can give no
assurance that these estimates will be achieved, and actual results could differ
materially from these estimates.






                                   SIGNATURES

          Pursuant to the  requirements of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.



                                       THE FIRST AMERICAN FINANCIAL CORPORATION



Date: October 22, 1998                 By: /s/ Thomas A. Klemens
                                           -------------------------
                                           Name:  Thomas A. Klemens
                                           Title: Executive Vice President and 
                                                  Chief Financial Officer