8-K

UNITED STATES

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) July 31, 2008

THE FIRST AMERICAN CORPORATION

(Exact Name of the Registrant as Specified in Charter)

California	001-13585	95-1068610
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1 First American Way, Santa Ana, California		92707-5913
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code (714) 250-3000

Not Applicable.

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On July 31, 2008, The First American Corporation issued a press release announcing its preliminary financial results for the quarter ended June 30, 2008, and released on its website (at www.firstam.com/investor) a slide presentation for its previously announced second quarter earnings conference call. The full text of the press release is attached hereto as Exhibit 99.1.

The information in this current report, including the exhibit hereto, is being “furnished” in accordance with General Instruction B.2 of Form 8-K. As such, this information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act and is not incorporated by reference into any filings with the SEC unless it shall be explicitly so incorporated in such filings.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release.

2

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 CORPORATION
Date: July 31, 2008	By:	/s/ Max O. Valdes
		Name:	Max O. Valdes
		Title:	Chief Financial Officer

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EX-99.1

Exhibit 99.1

NEWS   FOR IMMEDIATE RELEASE

THE FIRST AMERICAN CORPORATION REPORTS PRELIMINARY

FINANCIAL RESULTS FOR THE SECOND QUARTER OF 2008

—Results Reflect Meaningful Improvements in Operating Efficiency—

SANTA ANA, Calif., July 31, 2008 – The First American Corporation (NYSE: FAF), America’s largest provider of business information, today announced preliminary financial results for the quarter ended June 30, 2008.

Current Quarter Highlights

• Title Insurance and Services segment pretax margin of 3.4 percent

• Title Insurance claims development remains in-line with expectations

• Information Solutions Group pretax margin of 16.2 percent

• Net income of $42.0 million, or 45 cents per diluted share

• Continued progress on company-wide expense-reduction initiatives

• Salary and other operating expenses, on a consolidated basis, decreased by $179.3 million, or 14.7 percent

• Operating cash flow of $71.2 million

Consolidated Review

“We are pleased by the performance of both the Financial Services and Information Solutions businesses in light of the current market environment,” stated Parker S. Kennedy, chairman and chief executive officer of The First American Corporation. “We are especially encouraged by the operating results within our Title Insurance segment. Clearly, these results reflect the hard work that began last year to restructure our Title operations and change our business model. We are focused in our commitment to maximize profitability in all of our businesses.”

Total revenues for the second quarter of 2008 were $1.7 billion, a decrease of 20 percent relative to the second quarter of 2007. Net income was $42.0 million, or 45 cents per diluted share in the second quarter of 2008, compared with a net loss of $66.0 million, or 68 cents per diluted share, in the second quarter of 2007. Results for the second quarter of 2007 included reserve strengthening, restructuring and asset impairments totaling $172.8 million, or $1.79 per diluted share, net of tax.

At the end of last week, the company became aware of circumstances surrounding an investment held by First American Title Insurance Company (FATICO) in a title agent that may cause the investment to be impaired. The company is currently evaluating whether to impair its $37.3 million carrying value; however, any impairment will not impact FATICO’s statutory surplus. The final determination with respect to any impairment will be reflected in the company’s Form 10-Q for the quarter ended June 30,

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First American Reports Preliminary Financial Results for the Second Quarter 2008

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2008, which it expects to timely file. Consequently, the results presented in this news release are preliminary.

Financial Services Group

Current Quarter Highlights:

• Title Insurance and Services segment pretax margin of 3.4 percent

• Title Insurance and Services segment pretax income of $38.4 million

• Title Insurance and Services segment other operating expenses decreased by 10 percent

• Title Insurance claims development remains in-line with expectations at 6.2 percent of operating revenues

• Title Insurance and Services segment staff reduction of 700 will result in annualized savings of $40.1 million

• 94 title insurance office closures expected to yield $5.6 million of annualized savings

“Our Title Insurance segment earnings this quarter reflect our aggressive cost-reduction efforts and the structural improvements that are ongoing throughout the organization,” stated Dennis J. Gilmore, First American’s chief operating officer and chief executive officer of the Financial Services Group. “We will continue our efforts to increase the efficiency of our operations by advancing certain key company-wide initiatives, including focused management of employee costs, centralizing administrative functions, reorganizing our operating structure and rationalizing our office footprint.”

Title Insurance and Services. During the second quarter of 2008, operating revenues in the Title Insurance and Services segment were $1.1 billion, a 25 percent decrease from the same quarter of 2007. Factors contributing to these results were a decline in the number of title orders closed, a decrease in the average revenue per order closed and the termination of certain agency relationships. Average revenue per direct title order was $1,528, a 6 percent decline relative to the second quarter of 2007. The company’s direct operations closed 401,200 title orders for the second quarter of 2008, a decrease of 17 percent when compared with 482,900 title orders closed in the second quarter of 2007.

Salary and other personnel costs were $338.6 million, a 24 percent decrease, compared with the second quarter of 2007, primarily due to staff reductions. The company reduced staff by approximately 700 during the second quarter of 2008. Included in salary and other personnel costs for the second quarter of 2008 were $6.1 million of employee separation costs. Other operating expenses were $266.8 million, a decrease of 10 percent, compared with the second quarter of 2007. The decrease was primarily due to a reduction in title production costs, lower occupancy costs and other cost-containment programs. Other operating expenses include $6.6 million of lease termination costs incurred during the second quarter of 2008.

The loss provision for claims during the second quarter of 2008 was 6.2 percent of operating revenues, versus 23.7 percent in the second quarter of 2007. The current quarter rate reflects the expected

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First American Reports Preliminary Financial Results for the Second Quarter 2008

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claims experience for policy year 2008, with minor reserve adjustments required for prior policy years. The rate for the second quarter of 2007 reflected an expected claims rate of 6.4 percent for policy year 2007 and adverse development primarily for policy years 2006, 2005 and 2004.

Pretax income for the Title Insurance and Services segment was $38.4 million in the second quarter of 2008, compared to a pretax loss of $156.2 million in the second quarter of 2007.

Specialty Insurance. Total revenues at First American’s Specialty Insurance segment were $76.5 million in the second quarter of 2008, a 7 percent decrease relative to the second quarter of 2007. The decline was primarily due to a decrease in property and casualty insurance revenues. Pretax income was $8.7 million in the second quarter of 2008, a 36 percent decrease relative to the second quarter of 2007.

Information Solutions Group

Current Quarter Highlights:

• Information Solutions Group pretax income of $88.7 million

• Sales from new products and market share gains helped offset the decline in transaction-based real estate-related revenue

• Salary and other operating expenses in the Information Solutions Group declined 8.9 percent relative to the second quarter of 2007

• Cost-savings initiatives year-to-date are expected to result in annualized savings of $47.1 million

• Additional efficiency initiatives have been identified and will be implemented in the second half of 2008

“The Information Solutions Group made considerable progress towards its strategic objectives during the second quarter. These steps assisted in the group posting stable margins for the quarter. We continue to focus on new product development, the integration of our operations and expense reductions,” said Frank V. McMahon, First American’s vice chairman and chief executive officer of the Information Solutions Group.

Information and Outsourcing Solutions. Total revenues at the Information and Outsourcing Solutions segment were $193.6 million in the second quarter of 2008, a 10 percent decrease from the prior year. The decline was primarily a result of a decrease in tax service, flood certification and appraisal-related revenues, offset in part by an increase in volume at the default-related businesses. Pretax income during the quarter was $42.8 million, a 10 percent decrease from the prior year.

Data and Analytic Solutions. Total revenues at the Data and Analytic Solutions segment were $158.5 million in the second quarter of 2008, a 7 percent decrease relative to the second quarter of 2007. The decrease was primarily due to the effects of the continued slowdown in mortgage originations and the ongoing tightening of the credit markets, which has led to a decrease in mortgage securitization activity. These factors have impacted the demand for some of the mortgage analytic product offerings. Pretax

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First American Reports Preliminary Financial Results for the Second Quarter 2008

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income was $24.9 million in the second quarter of 2008, a 19 percent decrease relative to the second quarter of 2007.

Risk Mitigation and Business Solutions. During the second quarter of 2008, total revenues at the Risk Mitigation and Business Solutions segment were $196.6 million, a decrease of 11 percent relative to the second quarter of 2007. The decrease was primarily due to the disposition of the USSEARCH.com business in the fourth quarter of 2007 and several other business lines in 2008, combined with a general downturn in demand for the credit, data and employment-based products. Pretax income for the segment was $21.0 million, a decrease of 35 percent, compared with the second quarter of last year.

Investment and Other Income

Investment and other income decreased 37 percent during the second quarter of 2008, to $54.5 million, down from $86.4 million in the prior year. Declining yields on lower investment balances contributed to the decline.

Spin-Off Update

The company also reported that, based on management’s recommendation, its Board of Directors has decided to delay the previously announced separation of its Financial Services and Information Solutions companies. “We remain intent on moving forward with our planned spin-off,” stated Kennedy. “We still firmly believe that splitting our businesses will unlock the unrealized value of the Information Solutions businesses and strengthen the competitive position of both companies. However, given the uncertainty in the real estate and mortgage credit markets, we believe it is prudent to delay the split. Our primary focus at this time is expense management, product development and maximizing profitability. We will split the companies when we see more stability in our markets and when the outlook becomes clearer. In the meantime, we will continue to report results of our businesses as if they were already separated and we will enthusiastically look forward to creating two great companies.”

Teleconference/Webcast

First American’s second quarter results will be discussed in more detail on Thursday, July 31, 2008, at 11 a.m. EDT, via teleconference. The toll-free dial-in number is (888) 955-3516. Callers from outside the United States may dial (210) 234-5896. The pass code for the event is FIRST AMERICAN. The live audio webcast of the call and the accompanying slide presentation will be available on First American’s Web site at www.firstam.com/investor. An audio replay of the conference call will be available through Aug. 8, 2008, by dialing (203) 369-3865. An audio archive of the call will also be available for replay on First American’s Web site.

About First American

The First American Corporation (NYSE: FAF) is a FORTUNE 500^® company that traces its history to 1889. With revenues of approximately $8.2 billion in 2007, it is America’s largest provider of business information. First American combines advanced analytics with its vast data resources to supply

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businesses and consumers with valuable information products to support the major economic events of people’s lives, such as getting a job, renting an apartment, buying a car or house, securing a mortgage and opening or buying a business. The First American Family of Companies, many of which command leading market share positions in their respective industries, operate within five primary business segments, including: Title Insurance and Services, Specialty Insurance, Information and Outsourcing Solutions, Data and Analytic Solutions, and Risk Mitigation and Business Solutions. More information about the company and an archive of its press releases can be found at www.firstam.com.

Forward-Looking Statements

Certain statements made in this press release, including those related to a potential investment impairment, the annualized savings from staff reductions and office closures in the Financial Services businesses, continued increases in operational efficiencies and the sources of those efficiencies in the Financial Services businesses, annualized cost savings and future efficiency initiatives in the Information Solutions businesses and the ultimate consummation and effects of the spin-off transaction, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These and other forward-looking statements may contain the words “believe,” “anticipate,” “expect,” “plan,” “predict,” “estimate,” “project,” “will be,” “will continue,” “will likely result,” and other similar words and phrases. Risks and uncertainties exist that may cause results to differ materially from those set forth in these forward-looking statements. Factors that could cause the anticipated results to differ from those described in the forward-looking statements include: interest rate fluctuations; changes in the performance of the real estate markets; limitations on access to public records and other data; general volatility in the capital markets; changes in applicable government regulations; heightened scrutiny by legislators and regulators of the company’s Title Insurance and Services segment and certain other of the company’s businesses; consolidation among the company’s significant customers and competitors; changes in the company’s ability to integrate businesses that it acquires; systems interruptions and intrusions; the company’s inability to realize the benefits of its offshore strategy; product migration; any inability to ultimately consummate the spin-off transaction as a result of, among other factors, any inability to obtain necessary regulatory approvals or the failure to obtain the final approval of the company’s board of directors; the inability to recognize the benefits of the spin-off transaction as a result of, among other factors, unexpected corporate overhead costs, unfavorable reaction from customers, employees, ratings agencies or other interested persons, the triggering of rights and obligations by the spin-off, accommodations required to be made to obtain consents or waivers or the inability to transfer assets into the entity being spun-off; and other factors described in Part I, Item 1A of the company’s annual report on Form 10-K for the year ended Dec. 31, 2007, as updated in Part II, Item 1A of the company’s quarterly report on Form 10-Q for the period ended March 31, 2008, in each case as filed with the Securities and Exchange Commission. The forward-looking statements speak only as of the date they are made. The company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.

(Additional Financial Data Follows)

First American Reports Preliminary Financial Results for the Second Quarter 2008

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Summary of Financial Results and Selected Information

(in thousands, except per share amounts and title orders)

(unaudited)

	For the Three Months Ended					For the Six Months Ended
	June 30					June 30
	2008		2007			2008		2007
Total revenues	$	1,716,233	$	2,155,337		$	3,370,362	$	4,274,026
Income (loss) before income taxes and minority interests	$	100,913	$	(79,960	)	$	170,487	$	100,458
Income taxes (benefit)	$	41,780	$	(39,765	)	$	63,897	$	19,674
Minority interests	$	17,128	$	25,801		$	35,267	$	62,993
Net income (loss)	$	42,005	$	(65,996	)	$	71,323	$	17,791
Net income (loss) per share:
Basic	$	0.45	$	(0.68	)	$	0.77	$	0.18
Diluted	$	0.45	$	(0.68	)	$	0.77	$	0.18
Weighted average common shares outstanding:
Basic		92,503		96,377			92,252		96,563
Diluted		93,205		96,377			92,951		98,384
Title orders opened		532,300		660,900			1,127,600		1,376,400	(A)
Title orders closed		401,200		482,900			790,800		941,800	(A)
Paid Title Claims		76,590		72,056			141,930		134,449

(A) Includes 35,300 title orders opened and 900 title orders closed associated with a government program established to help Louisiana residents recover from the impact of Hurricane Katrina. The program has been modified by the government, and the company does not anticipate this order volume to continue.

First American Reports Preliminary Financial Results for the Second Quarter 2008

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Condensed Consolidated Balance Sheets

(in thousands, except share data)

(unaudited)

	June 30, 2008			December 31, 2007
Assets
Cash and cash equivalents	$	935,537		$	1,162,569
Accounts and accrued income receivable, net		628,392			559,996
Income tax receivable		118,911			39,187
Investments:
Deposits with savings and loan associations and banks		389,570			198,055
Debt securities		1,453,190			1,368,212
Equity securities		139,369			147,102
Other long-term investments		453,262			457,764
		2,435,391			2,171,133
Loans receivable, net		123,175			116,751
Property and equipment, net		723,493			755,435
Title plants and other indexes		666,307			645,679
Deferred income taxes		41,145			23,274
Goodwill		2,634,018			2,567,340
Other intangible assets, net		324,037			346,207
Other assets		263,474			260,350
	$	8,893,880		$	8,647,921
Liabilities and Stockholders’ Equity
Demand deposits	$	1,153,531		$	743,685
Accounts payable and accrued liabilities		972,171			1,123,624
Deferred revenue		734,241			756,202
Reserve for known and incurred but not reported claims		1,338,250			1,357,632
Notes and contracts payable		920,341			906,046
Deferrable interest subordinated notes		100,000			100,000
		5,218,534			4,987,189
Minority interests in consolidated subsidiaries		677,160			675,907
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $1 par value
Authorized - 500,000 shares; outstanding - none
Common stock, $1 par value
Authorized - 180,000,000 shares
Outstanding - 92,594,000 and 91,830,000 shares		92,594			91,830
Additional paid-in capital		787,411			762,734
Retained earnings		2,236,657			2,205,994
Accumulated other comprehensive loss		(118,476	)		(75,733	)
		2,998,186			2,984,825
	$	8,893,880		$	8,647,921

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First American Reports Preliminary Financial Results for the Second Quarter 2008

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Condensed Consolidated Statement of Income and Comprehensive Income

(in thousands, except per share amounts)

(unaudited)

	For the Three Months Ended						For the Six Months Ended
	June 30						June 30
	2008			2007			2008			2007
Revenues
Operating revenues	$	1,664,431		$	2,081,934		$	3,256,879		$	4,064,424
Investment and other income		54,512			86,419			122,069			157,898
Gain on stock issued by subsidiary		1,325			7,092			1,325			9,303
Net realized investment (losses) gains		(4,035	)		(20,108	)		(9,911	)		42,401
		1,716,233			2,155,337			3,370,362			4,274,026
Expenses
Salaries and other personnel costs		562,900			675,708			1,140,514			1,323,004
Premiums retained by agents		372,945			528,573			734,175			1,080,768
Other operating expenses		478,979			545,450			928,618			1,050,848
Provision for policy losses and other claims		114,883			386,988			221,982			527,126
Depreciation and amortization		59,703			61,198			117,226			117,689
Premium taxes		12,270			17,910			24,286			35,396
Interest		13,640			19,470			33,074			38,737
		1,615,320			2,235,297			3,199,875			4,173,568
Income (loss) before income taxes and minority interests		100,913			(79,960	)		170,487			100,458
Income taxes (benefit )		41,780			(39,765	)		63,897			19,674
Income (loss) before minority interests		59,133			(40,195	)		106,590			80,784
Minority interests		17,128			25,801			35,267			62,993
Net income (loss)		42,005			(65,996	)		71,323			17,791
Other comprehensive (loss) income, net of tax:
Unrealized (loss) gain on securities		(23,483	)		(3,256	)		(50,809	)		753
Foreign currency translation adjustments		3,156			662			3,900			1,167
Minimum pension liability adjustment		2,083			4,404			4,166			4,404
		(18,244	)		1,810			(42,743	)		6,324
Comprehensive income (loss)	$	23,761		$	(64,186	)	$	28,580		$	24,115
Net income (loss) per share:
Basic	$	0.45		$	(0.68	)	$	0.77		$	0.18
Diluted	$	0.45		$	(0.68	)	$	0.77		$	0.18
Weighted average common shares outstanding:
Basic		92,503			96,377			92,252			96,563
Diluted		93,205			96,377			92,951			98,384

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First American Reports Preliminary Financial Results for the Second Quarter 2008

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Segment Information

(in thousands, except percentages)

(unaudited)

	For the Three Months Ended June 30
	Total revenues				Pretax (A)					Margins
	2008		2007		2008		2007			2008		2007
Financial Services
Title Insurance and Services	$	1,116,229	$	1,501,910	$	38,368	$	(156,164	)	3.4	%	-10.4	%
Specialty Insurance		76,537		82,232		8,685		13,523		11.3	%	16.4	%
	$	1,192,766	$	1,584,142	$	47,053	$	(142,641	)	3.9	%	-9.0	%
Information Solutions
Information and Outsourcing Solutions	$	193,568	$	215,981	$	42,817	$	47,631		22.1	%	22.1	%
Data and Analytic Solutions		158,520		170,731		24,911		30,827		15.7	%	18.1	%
Risk Mitigation and Business Solutions		196,645		221,901		20,950		32,162		10.7	%	14.5	%
	$	548,733	$	608,613	$	88,678	$	110,620		16.2	%	18.2	%
	For the Six Months Ended June 30
	Total revenues				Pretax (A)					Margins
	2008		2007		2008		2007			2008		2007
Financial Services
Title Insurance and Services	$	2,164,172	$	2,917,713	$	41,313	$	(102,932	)	1.9	%	-3.5	%
Specialty Insurance		152,618		162,868		17,175		25,488		11.3	%	15.6	%
	$	2,316,790	$	3,080,581	$	58,488	$	(77,444	)	2.5	%	-2.5	%
Information Solutions
Information and Outsourcing Solutions	$	389,749	$	422,580	$	93,367	$	93,860		24.0	%	22.2	%
Data and Analytic Solutions		315,033		405,591		47,273		134,935		15.0	%	33.3	%
Risk Mitigation and Business Solutions		400,264		439,098		43,088		52,067		10.8	%	11.9	%
	$	1,105,046	$	1,267,269	$	183,728	$	280,862		16.6	%	22.2	%

(A) - Income (loss) before income tax, minority interest and corporate expenses

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Media Contact: Carrie Gaska Corporate Communications The First American Corporation (714) 250-3298 • cgaska@firstam.com Investor Contact: Mark Seaton Investor Relations The First American Corporation (714) 250-4264 • mseaton@firstam.com