8-K

United States
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):
October 25, 2006

Fidelity National Financial, Inc.

(Exact name of Registrant as Specified in its Charter)

1-9396
(Commission File Number)

Delaware	86-0498599
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification Number)

601 Riverside Avenue
Jacksonville, Florida 32204

(Addresses of Principal Executive Offices)

(904) 854-8100
(Registrant’s Telephone Number, Including Area Code)

(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:
o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 2.02. Results of Operations and Financial Condition
	Item 9.01. Financial Statements and Exhibits
SIGNATURE
EXHIBIT INDEX
Exhibit 99.1

Item 2.02. Results of Operations and Financial Condition

On October 25, 2006, Fidelity National Financial, Inc. (the “Company”) issued an earnings release announcing its financial results for the third quarter of 2006. The information in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

A copy of the earnings release is attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

Exhibit	Description
99.1	Press release announcing Fidelity National Financial, Inc. Reports Third Quarter 2006 EPS of $0.70.

SIGNATURE

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 thereunto duly authorized.

	Fidelity National Financial, Inc.
Date: October 30, 2006	By:	/s/ Alan L. Stinson
		Name: Alan L. Stinson Title: Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit	Description
99.1	Press release announcing Fidelity National Financial, Inc. Reports Third Quarter 2006 EPS of $0.70.

EX-99.1

Exhibit 99.1

Fidelity National Financial, Inc. Reports Third Quarter 2006 EPS of $0.70

     Jacksonville, Fla. — (October 25, 2006) — Fidelity National Financial, Inc. (NYSE:FNF), a Fortune 500 provider of outsourced products and services to a variety of industries, today reported operating results for the three-month and nine-month periods ended September 30, 2006.

	3rd Quarter 2006	3rd Quarter 2005
Total revenue	$2.63 billion	$2.53 billion
Earnings per diluted share *	$0.70*	$	1.21
Net earnings	$127.6 million	$214.4 million
Cash flow from operations	$277.0 million	$462.3 million

	Nine Months Ended	Nine Months Ended
	September 30, 2006	September 30, 2005
Total revenue	$7.63 billion	$7.23 billion
Gain on sale of minority interest in FIS	—	($318.2 million)
Adjusted Total Revenue	$7.63 billion	$6.92 billion
Earnings per diluted share *	$2.02*	$4.79
Net earnings	$366.6 million	$848.9 million
Gain on sale of minority interest in FIS	—	($318.2 million)
Adjusted net earnings	$366.6 million	$530.7 million
Adjusted earnings per share *	$2.02*	$2.99
Cash flow from operations	$609.8 million	$1.01 billion
Income tax paid on FNT distribution	$108.8 million	—
Adjusted cash flow from operations	$718.6 million	$1.01 billion

* For purposes of computing earnings per diluted share, FNF has to analyze the dilutive impact of outstanding options at its public subsidiaries, Fidelity National Title Group, Inc. and Fidelity National Information Services, Inc., and, if necessary, adjust the net earnings available to FNF shareholders before calculating earnings per diluted share. For the three-month and nine-month periods ended September 30, 2006, net earnings were reduced by $1.3 million and $2.9 million, respectively, resulting in a reduction of $0.01 and $0.02, respectively, in earnings per diluted share for three-month and nine-month periods ended September 30, 2006.

     “This was another successful quarter for FNF,” said Chairman and Chief Executive Officer William P. Foley, II. “The third quarter was one of transition for our title insurance business. The mix of business clearly shifted from a majority of purchase transactions toward more refinance transactions, which generate about half of the revenue of a purchase transaction. In the title business, we were focused on reducing headcount and eliminated approximately 650 positions during the quarter, which helped in reducing title related personnel costs by $75 million versus the prior year quarter. FIS had a very strong quarter, as they generated 10.2% revenue growth and grew EBITDA by more than 10%. Organic revenue growth has accelerated significantly since the FIS/Certegy merger through the improvement of the sales organization, cross selling existing customers, developing new products and services that leverage the core processing capability and putting the best resources behind new large targeted customer opportunities. Specialty insurance continues to provide growing and more recurring revenue and earnings streams that are not necessarily tied to mortgage originations and through both organic growth and two recent acquisitions, Sedgwick has become a more than $600 million revenue base company with greater than 15% EBITDA margins.”

     The merger of FNF with and into FIS is scheduled to close on November 9, 2006. FNF shareholders will receive approximately 0.537228 shares of FIS common stock for each share of FNF stock. Upon the closing of the merger of FNF with and into FIS, Fidelity National Title Group, Inc. (NYSE:FNT) will legally change its name to Fidelity National Financial, Inc. and its common stock will trade on the New York Stock Exchange under the trading symbol ‘FNF’ beginning on November 10, 2006.

     The following are summary financial results for the operating subsidiaries of FNF for the three-month and nine-month periods ending September 30, 2006 and 2005:

Fidelity National Title Group (“FNT”)

	3rd Quarter 2006	3rd Quarter 2005
Total revenue	$1.507 billion	$1.774 billion
Pre-tax margin	10.7%	15.4%
Net earnings	$103.4 million	$169.7 million
Net earnings per share — diluted	$0.60	$0.98
Cash flow from operations	$112.9 million	$206.9 million
Return on average equity	15.9%	25.0%

	Nine Months Ended	Nine Months Ended
	September 30, 2006	September 30, 2005
Total revenue	$4.456 billion	$4.723 billion
Pre-tax margin	10.5%	14.0%
Net earnings	$299.0 million	$412.6 million
Net earnings per share — diluted	$1.72	$2.38
Cash flow from operations	$414.8 million	$603.8 million
Return on average equity	15.6%	21.7%

Fidelity National Information Services (“FIS”)

	3rd Quarter 2006	3rd Quarter 2005
Total revenue	$1,082.3 million	$704.0 million
Pro forma revenue growth	10.2%	N/A
Net earnings	$78.6 million	$57.9 million
EBITDA	$280.6 million	$194.5 million
Free cash flow	$122.6 million	$54.1 million
Cash earnings	$107.3 million	$75.8 million

	Nine Months Ended	Nine Months Ended
	September 30, 2006	September 30, 2005
Total revenue	$3,010.4 million	$2,067.8 million
Pro forma revenue growth	7.5%	N/A
Net earnings	$184.0 million	$151.1 million
EBITDA	$745.3 million	$550.2 million
Free cash flow	$285.7 million	$192.5 million
Cash earnings	$265.8 million	$211.9 million

Specialty Insurance

	3rd Quarter 2006			3rd Quarter 2005
Total revenue	$103.6 million			$97.8 million
Pre-tax margin		18.4	%		15.7	%
Pre-tax earnings	$19.1 million			$15.4 million

	Nine Months Ended			Nine Months Ended
	September 30, 2006			September 30, 2005
Total revenue	$315.5 million			$253.8 million
Pre-tax margin		21.2	%		15.9	%
Pre-tax earnings	$67.0 million			$40.4 million

     FNF presents its financial results in accordance with Generally Accepted Accounting Principles (“GAAP”). However, in order to provide the investment community with a more thorough means of evaluating the operating performance of its operations, FNF also reports several non-GAAP measures, including earnings before interest, taxes, depreciation and amortization (“EBITDA”), net earnings plus depreciation and amortization less capital expenditures (“Free Cash Flow”) and net earnings plus other intangible amortization, net of income tax (“Cash Earnings”). Any non-GAAP measures should be considered in context with the GAAP financial presentation and should not be considered in isolation or as a substitute for GAAP net earnings.

     Fidelity National Financial, Inc. (NYSE:FNF), is a provider of outsourced products and services to a variety of industries. Through its majority-owned, publicly traded subsidiary,

Fidelity National Information Services, Inc. (NYSE:FIS), FNF provides an industry leading suite of data processing, payment and risk management services to financial institutions and retailers. www.fnf.com.

     This press release contains forward-looking statements that involve a number of risks and uncertainties. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements are based on management’s beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future economic performance and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to: changes in general economic, business and political conditions, including changes in the financial markets; our dependence on operating subsidiaries as a source of cash flow; significant competition that our operating subsidiaries face; the possibility that the announced merger of FNF with and into FIS will not be completed, will be completed in a different form or with different effects on stockholders than described or will not be successful in achieving the goals targeted; and other risks detailed in the “Statement Regarding Forward-Looking Information,” “Risk Factors” and other sections of the Company’s Form 10-K and other filings with the Securities and Exchange Commission.

SOURCE: Fidelity National Financial, Inc.
CONTACT: Daniel Kennedy Murphy, Senior Vice President, Finance and Investor Relations,
904-854-8120, dkmurphy@fnf.com

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

	Three months ended				Nine months ended
	September 30,				September 30,
	2006		2005		2006		2005
	(Unaudited)				(Unaudited)
Direct title premiums	$	485,043	$	641,542	$	1,479,415	$	1,702,397
Agency title premiums		701,533		763,242		1,998,117		2,024,188
Total title premiums		1,186,576		1,404,784		3,477,532		3,726,585
Escrow and other title-related fees		267,744		323,506		808,468		864,472
Total title and escrow		1,454,320		1,728,290		4,286,000		4,591,057
Transaction processing services		1,013,372		646,447		2,832,638		1,912,168
Specialty insurance		99,619		95,448		304,070		248,276
Interest and investment income		48,129		36,064		139,883		90,503
Realized gains and losses		4,805		8,699		30,121		34,281
Gain on FIS transaction		—		—		—		318,209
Other		14,577		12,937		41,378		36,645
Total revenue		2,634,822		2,527,885		7,634,090		7,231,139
Personnel costs		863,163		841,051		2,632,935		2,396,243
Other operating expenses		610,732		442,001		1,706,137		1,282,250
Agent commissions		538,700		590,876		1,537,489		1,558,547
Depreciation and amortization		142,170		95,619		404,770		298,178
Claim loss expense		118,643		135,354		357,210		333,320
Interest expense		65,931		48,466		183,536		120,001
Total expenses		2,339,339		2,153,367		6,822,077		5,988,539
Earnings before income taxes		295,483		374,518		812,013		1,242,600
Income tax expense		109,920		144,189		302,069		354,577
Minority interest		57,992		15,926		143,381		39,081
Net earnings	$	127,571	$	214,403	$	366,563	$	848,942
Net earnings per share — basic	$	0.72	$	1.24	$	2.09	$	4.92
Net earnings per share — diluted	$	0.70	$	1.21	$	2.02	$	4.79
Weighted average shares — basic		176,048		172,515		175,119		172,686
Weighted average shares — diluted		180,783		177,540		180,123		177,254
Direct operations orders opened		811,400		976,600		2,490,700		2,843,600
Direct operations orders closed		521,900		694,000		1,602,700		1,891,100

FIDELITY NATIONAL FINANCIAL, INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)

Three Months Ended													Specialty			Corporate
September 30, 2006	Consolidated			Eliminations			FNTG			FIS			Insurance			and Other
Gross operating revenue	$	2,581,888		$	(67,489	)	$	1,464,293		$	1,080,651		$	99,619		$	4,814
Interest and investment income		48,129			—			41,261			361			4,011			2,496
Realized gains and losses		4,805			—			1,478			1,292			6			2,029
Total revenue		2,634,822			(67,489	)		1,507,032			1,082,304			103,636			9,339
Personnel costs		863,163			(5,863	)		436,064			416,733			11,409			4,820
Other operating expenses		610,732			(40,053	)		223,359			383,120			41,358			2,948
Agent commissions		538,700			(21,573	)		555,010			—			—			5,263
Depreciation		41,758			—			18,259			23,201			190			108
Amortization		100,412			—			11,622			87,934			1,516			(660	)
Claim loss expense		118,643			—			88,706			240			29,695			2
Interest expense		65,931			—			12,762			49,629			398			3,142
Total expenses		2,339,339			(67,489	)		1,345,782			960,857			84,566			15,623
Pretax earnings		295,483			—			161,250			121,447			19,070			(6,284	)
Pretax margin		11.2	%		—			10.7	%		11.2	%		18.4	%		—
Open orders		811,400			—			663,500			147,900			—			—
Closed orders		521,900			—			440,200			81,700			—			—

Three Months Ended													Specialty			Corporate
September 30, 2005	Consolidated			Eliminations			FNTG			FIS			Insurance			and Other
Gross operating revenue	$	2,483,122		$	(40,956	)	$	1,741,666		$	698,110		$	95,448			($11,146	)
Interest and investment income		36,064			—			28,994			1,733			2,393			2,944
Realized gains and losses		8,699			—			3,583			4,145			(6	)		977
Total revenue		2,527,885			(40,956	)		1,774,243			703,988			97,835			(7,225	)
Personnel costs		841,051			—			511,325			317,821			10,492			1,413
Other operating expenses		442,001			(17,717	)		246,109			185,185			39,096			(10,672	)
Agent commissions		590,876			(23,239	)		612,139			526			—			1,450
Depreciation		35,508			—			16,699			18,570			187			52
Amortization		60,111			—			7,119			52,212			776			4
Claim loss expense		135,354			—			103,612			72			31,730			(60	)
Interest expense		48,466			—			4,669			37,548			145			6,104
Total expenses		2,153,367			(40,956	)		1,501,672			611,934			82,426			(1,709	)
Pretax earnings		374,518			—			272,571			92,054			15,409			(5,516	)
Pretax margin		14.8	%		—			15.4	%		13.1	%		15.7	%		—
Open orders		976,600			—			821,700			154,900			—			—
Closed orders		694,000			—			602,900			91,100			—			—

FIDELITY NATIONAL FINANCIAL, INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)

Nine Months Ended													Specialty			Corporate
September 30, 2006	Consolidated			Eliminations			FNTG			FIS			Insurance			and Other
Gross operating revenue	$	7,464,086		$	(170,653	)	$	4,317,814		$	3,003,533		$	304,070		$	9,322
Interest and investment income		139,883			—			115,680			3,500			11,460			9,243
Realized gains and losses		30,121			—			22,091			3,331			(50	)		4,749
Total revenue		7,634,090			(170,653	)		4,455,585			3,010,364			315,480			23,314
Personnel costs		2,632,935			(17,795	)		1,354,720			1,245,945			33,791			16,274
Other operating expenses		1,706,137			(94,417	)		666,587			1,011,725			112,385			9,857
Agent commissions		1,537,489			(58,441	)		1,587,547			—			—			8,383
Depreciation		125,103			—			53,596			70,716			483			308
Amortization		279,667			—			29,716			247,588			4,195			(1,832	)
Claim loss expense		357,210			—			260,444			425			96,646			(305	)
Interest expense		183,536			—			36,462			141,930			979			4,165
Total expenses		6,822,077			(170,653	)		3,989,072			2,718,329			248,479			36,850
Pretax earnings		812,013			—			466,513			292,035			67,001			(13,536	)
Pretax margin		10.6	%		—			10.5	%		9.7	%		21.2	%		—
Open orders		2,490,700			—			2,044,500			446,200			—			—
Closed orders		1,602,700			—			1,350,300			252,400			—			—

Nine Months Ended													Specialty			Corporate
September 30, 2005	Consolidated			Eliminations			FNTG			FIS			Insurance			and Other
Gross operating revenue	$	6,788,146		$	(136,287	)	$	4,626,747		$	2,058,403		$	248,276		$	(8,993	)
Interest and investment income		90,503			—			71,149			4,826			5,470			9,058
Realized gains and losses		352,490			—			25,505			4,580			62			322,343
Total revenue		7,231,139			(136,287	)		4,723,401			2,067,809			253,808			322,408
Personnel costs		2,396,243			—			1,415,928			946,442			28,044			5,829
Other operating expenses		1,282,250			(74,997	)		693,927			561,467			103,470			(1,617	)
Agent commissions		1,558,547			(61,290	)		1,617,260			—			—			2,577
Depreciation		101,528			—			51,521			49,599			261			147
Amortization		196,650			—			21,686			172,286			2,669			9
Claim loss expense		333,320			—			254,289			284			78,778			(31	)
Interest expense		120,001			—			5,393			87,357			168			27,083
Total expenses		5,988,539			(136,287	)		4,060,004			1,817,435			213,390			33,997
Pretax earnings		1,242,600			—			663,397			250,374			40,418			288,411
Pretax margin		17.2	%		—			14.0	%		12.1	%		15.9	%		—
Open orders		2,843,600			—			2,398,900			444,700			—			—
Closed orders		1,891,100			—			1,651,800			239,300			—			—

FIDELITY NATIONAL FINANCIAL, INC.
SUMMARY BALANCE SHEET INFORMATION
(In thousands, except per share amounts)

	September 30,		December 31,
	2006		2005
	Unaudited
Cash and investment portfolio	$	5,134,291	$	5,077,583
Goodwill		4,861,734		2,873,861
Capitalized software		704,567		530,341
Other intangible assets		1,179,126		641,420
Total assets		14,574,872		11,104,617
Notes payable		3,524,126		3,217,019
Reserve for claim losses		1,203,792		1,113,506
Secured trust deposits		875,317		882,602
Total stockholders’ equity		4,490,672		3,279,775
Book value per share		25.39		18.84

FIDELITY NATIONAL FINANCIAL, INC.
FIS SEGMENT NET EARNINGS TO EBITDA RECONCILIATIONS
(In thousands)
(Unaudited)

For the Three Months Ended
September 30, 2006
Net Earnings	$	78,580
+ Interest Expense		49,717
+ Income Taxes		42,799
+ Depreciation		23,201
+ Amortization		87,934
+ Minority Interest		(34	)
- Other Income		(1,570	)
EBITDA	$	280,627

For the Three Months Ended
September 30, 2005
Net Earnings	$	57,892
+ Interest Expense		37,548
+ Income Taxes		31,112
+ Depreciation		18,570
+ Amortization		52,212
+ Minority Interest		1,917
- Other Income		(4,746	)
EBITDA	$	194,505

For the Nine Months Ended
September 30, 2006
Net Earnings	$	183,967
+ Interest Expense		142,018
+ Income Taxes		108,006
+ Depreciation		70,716
+ Amortization		247,588
+ Minority Interest		(40	)
- Other Income		(6,933	)
EBITDA	$	745,322

For the Nine Months Ended
September 30, 2005
Net Earnings	$	151,064
+ Interest Expense		87,357
+ Income Taxes		92,006
+ Depreciation		49,599
+ Amortization		172,286
+ Minority Interest		6,171
- Other Income		(8,274	)
EBITDA	$	550,209

FIDELITY NATIONAL FINANCIAL, INC.
FIS SEGMENT NET EARNINGS TO FREE CASH FLOWS RECONCILIATIONS
(In thousands)
(Unaudited)

For the Three Months Ended
September 30, 2006
Net Earnings	$	78,580
+ Depreciation		23,201
+ Amortization		87,934
- Capital Expenditures		(67,114	)
Free Cash Flow	$	122,601

For the Three Months Ended
September 30, 2005
Net Earnings	$	57,892
+ Depreciation		18,570
+ Amortization		52,212
- Capital Expenditures		(74,602	)
Free Cash Flow	$	54,072

For the Nine Months Ended
September 30, 2006
Net Earnings	$	183,967
+ Depreciation		70,716
+ Amortization		247,588
- Capital Expenditures		(216,534	)
Free Cash Flow	$	285,737

For the Nine Months Ended
September 30, 2005
Net Earnings	$	151,064
+ Depreciation		49,599
+ Amortization		172,286
- Capital Expenditures		(180,497	)
Free Cash Flow	$	192,452

FIDELITY NATIONAL FINANCIAL, INC.
FIS SEGMENT NET EARNINGS TO CASH EARNINGS RECONCILIATIONS
(In thousands)
(Unaudited)

For the Three Months Ended
September 30, 2006
Net Earnings	$	78,580
+ Amortization of Intangibles, Net of Income Tax		28,749
Cash Earnings	$	107,329

For the Three Months Ended
September 30, 2005
Net Earnings	$	57,892
+ Amortization of Intangibles, Net of Income Tax		17,941
Cash Earnings	$	75,833

For the Nine Months Ended
September 30, 2006
Net Earnings	$	183,967
+ Amortization of Intangibles, Net of Income Tax		81,866
Cash Earnings	$	265,833

For the Nine Months Ended
September 30, 2005
Net Earnings	$	151,064
+ Amortization of Intangibles, Net of Income Tax		60,857
Cash Earnings	$	211,921