8-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): March 5, 2003

FIDELITY NATIONAL FINANCIAL, INC.

(Exact name of Registrant as specified in charter)

Delaware	1-9396	86-0498599
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

17911 Von Karman Avenue, Suite 300, Irvine, CA	92614
(Address of principal executive offices)	(Zip Code)

(949) 622-4333

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed, since last report.)

Page 1 of 3 Pages

TABLE OF CONTENTS

	Item 7. Financial Statements and Exhibits.
	Item 9. Regulation FD Disclosure.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1

Item 7. Financial Statements and Exhibits.

(a) — (b)	Not applicable.
(c)	Exhibits.
	The following exhibits are filed herewith:

Exhibit
Number	Description
99.1	Press release dated January 29, 2003

Item 9. Regulation FD Disclosure.

     On January 29, 2003, Fidelity National Financial, Inc issued a press release announcing its preliminary operating results for the three- and twelve-month periods ended December 31, 2002.

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.

	FIDELITY NATIONAL FINANCIAL, INC.
Date: March 5, 2003	/s/ Peter T. Sadowski
	Peter T. Sadowski
	Executive Vice President and General Counsel

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press release dated January 29, 2003

EX-99.1 3 a88246exv99w1.htm EXHIBIT 99.1

EXHIBIT 99.1

PRESS RELEASE

Fidelity National Financial Reports $1.77 in EPS for
Fourth Quarter 2002; $5.38 for 2002

     Irvine, Calif. — (January 29, 2003) — Fidelity National Financial, Inc. (NYSE:FNF), the nation’s largest provider of title insurance and real estate related products and services, today reported operating results for the three and twelve-month periods ended December 31, 2002.

4th Quarter 2002	4th Quarter 2001
Net Earnings	Net Earnings
$174.9 million	$92.3 million
$1.77 per diluted share	$0.95 per diluted share

Twelve Months Ended December 31, 2002	Twelve Months Ended December 31, 2001
Net Earnings	Net Earnings
$531.7 million	$305.5 million
$5.38 per diluted share	$3.15 per diluted share

• Revenue for the fourth quarter of 2002 was a company record $1.6 billion, compared with $1.1 billion for the fourth quarter of 2001; revenue for the twelve months ended December 31, 2002 was a record $5.1 billion compared with $3.9 billion in the prior year period

• Total title premiums were $1.1 billion for the fourth quarter of 2002 versus $792 million for the fourth quarter of 2001; title premiums for the twelve months ended December 31, 2002 were $3.5 billion compared with $2.7 billion in the prior year period

• Real estate related services revenue was $127 million for the fourth quarter of 2002, compared with $91 million for the fourth quarter of 2001

• Cash flow from operations was $245 million for the fourth quarter of 2002 and $814 million for the twelve months ended December 31, 2002

• Annualized return on average equity was 32.1 percent for the fourth quarter of 2002 and 27.3 percent for the twelve months ended December 31, 2002

• The Company repurchased 1,076,670 shares of its common stock during the fourth quarter and has repurchased 2,035,170 shares from inception of its systematic stock repurchase program on May 15, 2002 through December 31, 2002

     “The fourth quarter was a great finish to the strongest year in the history of our company,” said Chairman and Chief Executive Officer William P. Foley, II. “Fourth quarter revenue of $1.6 billion and full year revenue of $5.1 billion were both records for FNF. We also achieved record net earnings of $175 million for the fourth quarter and $532 million for the full year 2002. Cash flow from operations of $245 million for the quarter and $814 million for the year were fabulous. We also continue to systematically repurchase our stock, devoting $33 million in the fourth quarter and $61 million since the inception of the program in May 2002.”

     The following table depicts monthly direct orders opened and closed for the fourth quarters of 2002 and 2001, as well as the annual total for each year:

Month	Direct Orders Opened		Direct Orders Closed
October 2002		385,000		258,000
November 2002		318,700		229,300
December 2002		290,100		265,200
Fourth Quarter 2002		993,800		752,500
Full Year 2002		3,228,300		2,290,300

Month	Direct Orders Opened		Direct Orders Closed
October 2001		317,400		167,500
November 2001		285,000		176,100
December 2001		184,800		190,900
Fourth Quarter 2001		787,200		534,500
Full Year 2001		2,635,200		1,770,600

     “Order volumes continued to show strength in the fourth quarter, with nearly 1 million open orders,” said President Randy Quirk. “We enter 2003 optimistic about the earnings potential of FNF.”

     Fidelity National Financial, Inc., a Fortune 500 company, is the nation’s largest title insurance and diversified real estate related services company. FNF had total revenue of $5.1 billion and earned more than $530 million in 2002, with cash flow from operations of nearly $815 million. The Company’s title insurance underwriters — Fidelity National Title, Chicago Title, Ticor Title, Security Union Title and Alamo Title — together issue approximately 30 percent of all title insurance policies nationally. The Company provides title insurance in 49 states, the District of Columbia, Guam, Mexico, Puerto Rico, the U.S. Virgin Islands and Canada. In addition, FNF performs other real estate-related services such as escrow, default management and exchange intermediary services, and homeowners, flood and home warranty insurance.

     FNF also provides real estate and technology services through its majority-owned, publicly traded subsidiary, Fidelity National Information Solutions (NASDAQ: FNIS). FNIS provides data, technology solutions and services to lenders, brokers, real estate professionals, settlement companies, vendors and other participants in the real estate industry. More information about the FNF family of companies can be found at www.fnf.com and www.fnis.com.

     This press release contains statements related to future events and expectations and, as such, constitutes forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company to be different from those expressed or implied above. The Company expressly disclaims any duty to update or revise forward-looking statements. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to, the effect of governmental regulations, the economy, competition and other risks detailed from time to time in the “Management’s Discussion and Analysis” section of the Company’s Form 10-K and other reports and filings with the Securities and Exchange Commission.

SOURCE: Fidelity National Financial, Inc.

CONTACT: Daniel Kennedy Murphy, Senior Vice President, Finance and Investor Relations, 805-696-7218, dkmurphy@fnf.com

FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY OF EARNINGS
(In thousands, except per share amounts and order information)

		Three months ended					Twelve months ended
		December 31,					December 31,
		2002		2001			2002		2001
		(Unaudited)		(Unaudited)
Direct title premiums		$	502,537	$	370,839		$	1,610,792	$	1,291,276
Agency title premiums			636,776		421,660			1,936,937		1,403,203
	Total title premiums		1,139,313		792,499			3,547,729		2,694,479
Escrow and other title-related fees			291,396		211,866			970,700		728,406
Real estate related services			127,164		91,465			435,347		287,063
Interest and investment income			18,994		21,009			78,017		93,105
Realized investment gains (losses)			2,824		(1,675	)		12,019		6,349
Other income			10,278		16,913			38,828		64,705
	Total revenue		1,589,969		1,132,077			5,082,640		3,874,107
Personnel costs			438,708		333,006			1,476,430		1,187,177
Other operating expenses			304,847		245,799			1,021,893		829,433
Agent commissions			500,637		331,723			1,521,573		1,098,328
Claim loss expense			56,970		39,289			177,391		134,724
Amortization of cost in excess of net assets acquired			—		19,110			—		54,155
Interest expense			8,054		9,652			34,053		46,569
	Total expenses		1,309,216		978,579			4,231,340		3,350,386
Earnings before income taxes			280,753		153,498			851,300		523,721
Income tax expense			101,071		61,400			306,468		209,488
Minority interest			4,747		(182	)		13,115		3,048
Earnings before cumulative effect of accounting change			174,935		92,280			531,717		311,185
Cumulative effect of accounting change, net of tax benefit of $3,035			—		—			—		(5,709	)
Net earnings		$	174,935	$	92,280		$	531,717	$	305,476
EPS before cumulative effect of accounting change — basic		$	1.83	$	0.98		$	5.58	$	3.31
EPS before cumulative effect of accounting change — diluted		$	1.77	$	0.95		$	5.38	$	3.21
Net EPS — basic		$	1.83	$	0.98		$	5.58	$	3.25
Net EPS — diluted		$	1.77	$	0.95		$	5.38	$	3.15
Weighted average shares — basic			95,653		94,532			95,371		94,048
Weighted average shares — diluted			98,971		97,326			98,815		96,865
Direct orders opened			993,800		787,200			3,228,300		2,635,200
Direct orders closed			752,500		534,500			2,290,300		1,770,600

SUMMARY BALANCE SHEET INFORMATION
(In thousands, except per share amounts)

	December 31,		December 31,
	2002		2001
Cash and investment portfolio	$	3,048,208	$	2,366,132
Cost in excess of net assets acquired		996,613		808,584
Total assets		5,245,744		4,415,998
Notes payable		493,458		565,690
Reserve for claim losses		887,973		881,053
Secured trust deposits		750,920		673,126
Total equity		2,253,936		1,638,870
Book value per share		23.55		17.39

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EX-99.1

Exhibit 99.1