SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

STONE PATRICK F

(Last)

(First)

(Middle)

4050 CALLE REAL

(Street)

SANTA BARBARA

93110

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FIDELITY NATIONAL FINANCIAL INC /DE/ [ FNF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/02/2004		M		135,952	A	$10.2289	152,552	D
Common Stock	01/02/2004		S		14,500	D	$38.5	138,052	D
Common Stock	01/02/2004		S		1,000	D	$38.51	137,052	D
Common Stock	01/02/2004		S		4,900	D	$38.52	132,152	D
Common Stock	01/02/2004		S		1,800	D	$38.53	130,352	D
Common Stock	01/02/2004		S		96,700	D	$38.7	33,652	D
Common Stock	01/02/2004		S		17,052	D	$38.71	16,600	D
Common Stock	01/02/2004		M		4,715	A	$11.5839	21,315	D
Common Stock	01/02/2004		S		3,848	D	$38.71	17,467	D
Common Stock	01/02/2004		S		500	D	$38.73	16,197	D
Common Stock	01/02/2004		S		100	D	$38.74	16,867	D
Common Stock	01/02/2004		S		267	D	$38.76	16,600	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to purchase)	$10.2289	01/02/2004		M			135,952	11/21/2002	11/21/2011	Common Stock	207,500	$10.2289	0	D
Stock Option (right to purchase)	$11.5839	01/02/2004		M			4,715	11/17/2001	11/17/2009	Common Stock	63,544	$11.5839	13,882	D
Stock Option (right to purchase)	⁽¹⁾							⁽²⁾	⁽³⁾	Common Stock	428,382		428,382⁽⁴⁾	D

Explanation of Responses:

1. Comprises options granted at various prices.

2. Exercise dates vary for each of the various grants.

3. Expiration dates vary for each of the various grants.

4. Reflects Reporting Person's total Derivative Securities ownership in Fidelity National Financial, Inc. as of January 2, 2004.

Remarks:

	Patrick F. Stone	01/02/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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