SecProbe.io

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Mail Stop 6010

								July 29, 2005

Raymond R. Quirk
Chief Executive Officer
Fidelity National Title Group, Inc.
601 Riverside Avenue
Jacksonville, Florida 32204

	Re:	Fidelity National Title Group, Inc.
		Registration Statement on Form S-1
		Filed July 6, 2005
		File No. 333-126402

Dear Mr. Quirk:

	We have reviewed your filing and have the following comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation
as to why our comment is inapplicable or a revision is
unnecessary.
Please be as detailed as necessary in your explanation.  In some
of
our comments, we may ask you to provide us with information so we
may
better understand your disclosure.  After reviewing this
information,
we may raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We
look forward to working with you in these respects.  We welcome
any
questions you may have about our comments or any other aspect of
our
review.  Feel free to call us at the telephone numbers listed at
the
end of this letter.

FORM S-1

Letters to FNF Shareholders and FNT Shareholders

1. Please state in the FNT letter and better highlight, using
boldface
or larger type, that the receipt of FNT shares is a taxable event.

Prospectus Cover Page

2. In the cover letters and the Summary, where you state that the
Class A stockholders will have 17.5% of the common stock, please
also
disclose, as you disclose on page 10, that FNF will hold 97.9% of
the
voting power because of the Class B common stock`s ten-to-one
voting
preference.

Prospectus Summary, page 1

3. The "Company Overview," "Competitive Strengths," "Strategy,"
and
"Company History" discussions in the Summary are repeated almost
verbatim on pages 37-39 in the Business section of your document.
Please revise to provide a shorter summary of the information that
is
contained in the Business section, rather than repeating entire
paragraphs of your document in the Summary.

4. Your summary does not present a balanced view of your business.
Currently, your summary is a detailed discussion of only the
positive
aspects of your business and strategy.  Please revise the summary
to
present a balanced picture.  The balancing disclosure you provide
should be no less prominent than your positive disclosure and
should
appear under appropriate headings.  Also, since you discuss your
strengths and strategy, the balancing disclosure in each of those
subsections should discuss the difficulties you face and the
obstacles
you will need to overcome to accomplish your strategy objectives.
Among other things, you should discuss the fact that A.M. Best
downgraded your financial strength rating.

Risk Factors, page 7

5. Do state laws regulate the price of your policies?  If so,
please
include a risk factor addressing this issue.

6. Your first two risk factors allude to risks that may affect
your
business, operating results, and financial condition, without
fully
describing those risks.  For example, your first risk factor
discusses
interest rates, general and specific economic conditions, and
seasonality.  Your second risk factor mentions prevailing
economic,
regulatory, competitive and other conditions in California.
Either
expand these two risk factors to more completely and specifically
describe the mentioned risks or create separate risk factors to
adequately and completely describe all of the material risks.

Our subsidiaries engage in insurance-related businesses . . . ,
page 8

7. If any specific regulation has presented a material difficulty
to
your business, please identify the regulation and discuss the
situation.  It may be appropriate to place this disclosure in a
separate risk factor.

8. Please discuss the investigations of the California Department
of
Insurance and National Association of Insurance Commissioners in a
separate risk factor.  Also, explain in more detail the subject
matter
of these investigations.  For example, which "reinsurance
practices"
are being investigated?

If the rating agencies further downgrade our company . . . , page
8

9. Please state how many ratings each of the five rating agencies
have, and state where your ratings rank in these totals.

The Distribution, page 13

10. Please state that Fidelity National Financial, Inc. is both a
selling shareholder and an underwriter in this transaction and
provide
the required selling shareholder disclosure.

No Fractional Shares, page 14

11. Please disclose the approximate per share value that will be
used
to determine the cash payment made in connection with the
fractional
shares.

Forward-Looking Statements, page 15

12. The second and third paragraphs of this section seem to
suggest
the Risk Factors section is incomplete.  The Risk Factors section
should include all risks you believe are material, and it is
inappropriate to refer in the Risk Factors section or in any other
part of your document to risks that are not material.  Please
revise
or delete the second and third paragraphs of the Forward-Looking
Statements section so they are consistent with this policy.

Dividend Policy, page 15

13. Describe briefly the regulatory restrictions on your ability
to
pay dividends.

Selected Historical Financial Information, page 17

14. Your current presentation that includes labeling each column
as
unaudited creates the impression that the columns not marked as
such
have been audited.  Please clarify for us whether the auditors
performed an audit in compliance with SAS 42 of this information
or
revise the presentation accordingly.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations

Recent Developments, page 22

15. Please file as an exhibit the agreement underlying your
acquisition of Service Link.  See Item 601(b)(2) and
(b)(10)(ii)(C) of
Regulation S-K.  Also, provide us with your analysis of the
applicability of Item 3-05 of Regulation S-X with respect to the
acquisition of Service Link.

Critical Accounting Policies, page 23

16. We note that the discussion of the critical accounting
policies
appears to reiterate in some regards the information included in
the
notes to the financial statements.  Please revise your critical
accounting policies which we believe should be described as
critical
accounting "estimates" to disclose the uncertainties involved in
applying each principle and discuss the variability that is
reasonably
likely to result from the application.  For each estimate
identified,
ensure that you have analyzed and disclosed to the extent possible
the
following factors:

a. How management arrived at the estimate;
b. How accurate management`s estimate/assumption has been in the
past;
c. Whether the estimate/assumption is reasonably likely to change
in
the future; and
d. Evaluate the sensitivity to change of critical accounting
policies.

	Refer to Release 33-8350.

Reserve for Claim Losses, page 23

17. We believe your disclosure in Management`s Discussion and
Analysis
regarding the reserve for claim losses could be improved to better
explain the judgments and uncertainties surrounding this estimate
and
the potential impact on your financial statements.  We believe
that
disclosures explaining the likelihood that materially different
amounts would be reported under different conditions or using
different assumptions is consistent with the objective of
Management`s
Discussion and Analysis.  Accordingly, please revise MD&A to
include
the following information for each of your lines of business.

a. Please disclose the reserves accrued as of the latest balance
sheet
date presented.  The total of theses amounts should agree to the
amount presented on the balance sheet.
b. Please disclose the range of loss reserve estimates as
determined
by your actuaries.  Discuss the key assumptions used to arrive at
management`s best estimate of loss reserves within that range and
what
specific factors led management to believe this amount rather than
any
other amount within the range represented the best estimate of
incurred losses.
c. If you do not calculate a range around your loss reserve, but
instead use point estimates please include the following
disclosures:
1. Disclose the various methods considered and the method that was
selected to calculate the reserves.  If multiple point estimates
are
generated, include the range of these point estimates.  Include a
discussion of why the method selected was more appropriate over
the
other methods.
2. Discuss how management determined the most appropriate point
estimate and why the other point estimates were not chosen.  Also
clarify whether the company actually records to the point estimate
or
if not, how that estimate is used.
3. Include quantified and narrative disclosure of the impact that
reasonably likely changes in one or more of the variables (i.e.
actuarially method and/or assumptions used) would have on reported
results, financial position and liquidity.
d. Because IBNR reserve estimates are more imprecise, please
disclose
the amount of IBNR separately from case reserves for all lines of
business.

Comparisons of Three Months Ended March 31, 2005 and 2004, page 24

Results of Operations, page 24

18. Please provide a better discussion of what the metrics "Orders
opened by direct title operations" and "Orders closed by direct
title
operations" represent.  Include how the amounts disclosed for each
impact operations in the current period.

Liquidity and Capital Resources, page 31

Cash requirements, page 31

19. We note that most of your liquidity discussion appears to be
from
the holding company perspective.  Please revise your MD&A to
address
this information at the operating subsidiary level.  Specifically
include a more robust discussion of the reasonably likely impact
the
payment of claims will have on known trends and uncertainties, in
particular cash outflows from operations.  Specifically address
your
asset/liability management process and whether there are any
significant variations between the maturity of your investments
and
the expected payment of your loss reserves.  Include a discussion
of
the impact of selling securities before anticipated or the use of
credit facilities to pay for policy liabilities will have on your
future liquidity and results of operations.

20. On page 3, you state that you are currently upgrading your
operating system to improve ordering and delivery.  If this will
result in material capital expenditures, state the amount of those
expenditures here.

Contractual Obligations, page 32

21. Please revise your presentation of the "Title claim reserve"
to be
included in the contractual obligation table with your other
obligations.

22. Elsewhere in the filing, you disclose the estimated payments
relating to pension and postretirement plans.  As these payments
represent future obligations of the Company, we believe the
inclusion
of estimated pension and postretirement payments in the
contractual
obligations table or a related footnote disclosure will provide
investors increased transparency of your cash flow.  Based on the
above factors, please revise your contractual obligations table to
include these payments or supplement the table with additional
information that will assist the investor with understanding the
Company`s cash requirements.  Lastly, consider the need to
incorporate
a discussion to describe any known trends and uncertainties
related to
your pension plan that will likely result in a material change in
your
results of operations, financial condition, or your liquidity.

Business

Competitive Strengths, page 37

23. Please disclose what your operating margins are, and explain
the
basis for your belief that they are among the best in the
industry.

Reinsurance and Coinsurance, page 41

24. We note you reinsure certain risks, and you assume reinsurance
for
other title insurers.

* Please disclose the amount of premiums earned from your
customers,
as opposed to other title insurers for whom you assume
reinsurance,
during the past two years, and state how much of these premiums
you
passed along to reinsurers.
* Identify your principal reinsurers, and state how much of your
premiums you ceded to each one.
* Disclose the percentage of your risk that you currently
reinsure.
* Please disclose the amount of revenues you earned by assuming
reinsurance for other title insurers during the past two years.
* Please file as exhibits the written agreements with your
principal
reinsurers and with the companies for whom you assume reinsurance,
and
discuss the material terms of the agreements in the body of your
filing.  These terms would include the type of policies to which
the
agreements apply, both parties` financial obligations under the
agreements, expiration date and termination provisions, and any
other
material rights and obligations of the parties.

Legal Proceedings, page 45

25. Please explain in more detail the allegations in the class
action
suit in California.

26. For every lawsuit discussed in this section, please state the
amount of potential damages or, if you have settled, the amount
you
agreed to pay.

Regulation, page 47

27. Please state whether or not you are currently in compliance
with
each of the laws, rules and regulations you mention in this
section.
Also, describe any incidence of noncompliance over the past three
years.

Management, page 51

28. It appears Mr. Foley is the only director who has been
selected as
of now, as the other individuals are labeled as various types of
officers.  Please explain when and how you will select your
initial
directors.

Shares of FNF Common Stock, page 55

29. The table includes everyone you have identified on page 51 as
an
officer or director except for Mr. Foley, yet the total shares
held by
officers and directors is much higher than the sum of the amounts
held
by each individual officer/director.  Please explain or reconcile
this
difference.

FNF Corporate Services Agreements, page 66

30. Please disclose the payment terms and durations of the
corporate
services agreements.  Also, for each, disclose the amount you will
receive and pay to FNF.  Provide similar disclosure regarding the
FIS
corporate services agreement discussed on pages 69-70.

31. We note that you have yet to file any of these agreements and
we
have not had the benefit of reviewing them.  However, please
ensure
that all of the disclosure required by Item 404 of Regulation S-K
is
disclosed concerning these contracts.  This disclosure should be
more
comprehensive and detailed than the disclosure describing arms-
length
contracts.  Also, additional information will have to be
disclosed.
For example, as to any transaction involving the purchase or sale
of
assets by or to FNT, otherwise than in the ordinary course of
business, state the cost of the assets to the purchaser and, if
acquired by the seller within two years prior to the transaction,
the
cost thereof to the seller.  Indicate the principle followed in
determining the registrant`s purchase or sale price and the name
of
the person making such determination.  This disclosure must be
provided for each such transaction.  See Instruction 5 of Item
404(a)
of Regulation S-K.  We note the intellectual property agreement in
particular.

New Notes Payable to FNF, page 67

32. Please file the notes as exhibits.

Employee Matters Agreement, page 68

33. Please describe the terms of this agreement in more detail.
For
example, what responsibilities and liabilities will you have?
What is
the approximate amount you will be required to pay to the employee
benefit plans or to reimburse to FNF?

Intellectual Property Cross License Agreement, page 69

34. Please describe the terms of this agreement in more detail.
Discuss any payments you will