Exhibit 3.64
 Exhibit A
 AMENDMENT TO
OPERATING AGREEMENT
OF
LSI ALABAMA, L.L.C.
  1.
    
    Section 8. Status of Members is hereby revised to add the following section:
 8.8
    
    Action by Consent. Unless otherwise provided by the Articles of
Organization or this Operating Agreement, any action required or permitted to
be taken at any meeting of the Members may be taken without a meeting, upon
unanimous written consent of all of the Members.
 2.
    
    Section 10.1 Right to Sell or Assign is hereby deleted in its entirety
and replaced with the following:Except as may be otherwise set forth in this Agreement, a Member shall not sell,
assign, convey, or exchange (collectively hereinafter referred to in this Section
as Assignment) the whole or any portion of such Members interest in the Company
without the prior written consent of all of the other Members, which approval may
be unreasonably withheld, and an opinion of counsel that such Assignment will not
contravene the applicable provisions of laws, rules and regulations of the federal
and state securities commissions.
  LSI Title Company, a
California corporationBy:
    /s/ Todd C. JohnsonTodd C. JohnsonSenior Vice President and Secretary




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OPERATING AGREEMENT
 OF
 LSI ALABAMA, L.L.C.
 September 17, 2001




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TABLE OF CONTENTS
 1. Definitions
    
    
    12. Name, Office, Agent for Service of Process and Members Name and Mailing Address
    
    
    32.1 Name
    
    
    32.2 Office
    
    
    32.3 Agent for Service of Process
    
    
    32.4 Members Name and Mailing Address
    
    
    33. Duration
    
    
    34. Purpose and Description of Activity
    
    
    34.1 General
    
    
    34.2 Borrow Money
    
    
    34.3 Make Contracts
    
    
    34.4 Miscellaneous
    
    
    35. Capital Contributions and Capital Accounts
    
    
    45.1 Members Capital Contributions
    
    
    45.2 Percentage Interest
    
    
    45.3 Additional Members
    
    
    45.4 Execute Amendment
    
    
    45.5 Members Obligation to Contribute
    
    
    45.6 Summary of Capital Contributions
    
    
    45.7 Capital Accounts
    
    
    45.8 Interest on Capital Contributions
    
    
    55.9 Representations and Warranties
    
    
    56. Profits, Losses and Distributions
    
    
    56.1 Allocation of Income or Loss
    
    
    56.2 Cash Distributions
    
    
    56.3 Limitation on Loss Allocations Which Create An Adjusted Capital Account Deficit
    
    
    56.4 Special Allocations
    
    
    66.5 Curative Allocations
    
    
    76.6 Tax Allocation Rules Under Section 704(c)
    
    
    77. Fiscal Matters
    
    
    87.1 Books of Account
    
    
    87.2 Financial Statements
    
    
    87.3 Annual Accounts
    
    
    88. Status of Members
    
    
    88.1 Managed by Members
    
    
    88.2 Agency Power of Members
    
    
    8
 -i-




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8.3 Limitation of Liability
    
    
    98.4 Relationship of Members
    
    
    98.5 Restrictions
    
    
    98.6 Rights
    
    
    98.7 Tax Duties
    
    
    99. Loans by Members to the Company
    
    
    1010. Transfer of a Members Interest
    
    
    1010.1 Right to Sell or Assign
    
    
    1010.2 Effective Date of Assignment
    
    
    1010.3 Treatment of Assignor
    
    
    1010.4 Financial Rights
    
    
    1010.5 Adjustment of Basis
    
    
    1010.6 Death of Member
    
    
    1110.7 Permitted Transfers
    
    
    1110.8 Dispositions Void
    
    
    1111. Substituted Members
    
    
    1111.1 Written Assignment
    
    
    1111.2 Assignment Delivered
    
    
    1111.3 Approval by Members
    
    
    1111.4 Transfer Fee Paid
    
    
    1112. First Right of Refusal
    
    
    1112.1 Sellers Notice
    
    
    1112.2 Members Option
    
    
    1212.3 Purchase by Members
    
    
    1212.4 Terms of Purchase
    
    
    1212.5 Unrestricted Transfer
    
    
    1213. Cessation of Membership of a Member
    
    
    1214. Dissolution of Company
    
    
    1314.1 Events of Dissolution
    
    
    1314.2 Special Meeting to Appoint Liquidating Member
    
    
    1314.3 Statement of Assets and Liabilities
    
    
    1314.4 Sale of Assets and Distribution of Proceeds
    
    
    1315. Other Ventures
    
    
    1416. Amendments
    
    
    1416.1 LLC Act
    
    
    1416.2 Vote of Members
    
    
    1417. Resolution of Disputes
    
    
    1417.1 Waiver of Trial by Jury
    
    
    14
 -ii-




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17.2 Negotiation
    
    
    1417.3 Mediation
    
    
    1517.4 Arbitration
    
    
    1517.5 Costs and Fees
    
    
    1517.6 Notice
    
    
    1518. Miscellaneous
    
    
    1518.1 Notices
    
    
    1518.2 Applicable Law
    
    
    1618.3 Entire Agreement
    
    
    1618.4 Successors in Interest
    
    
    1618.5 Captions
    
    
    1618.6 Construction
    
    
    1618.7 Severability
    
    
    16
 -iii-




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OPERATING AGREEMENT
 OF
 LSI ALABAMA, L.L.C.
 LSI ALABAMA, L.L.C th Lenders Service, Inc., a Delaware corporation
 WITNESSETH:
    Definitions .
 Available Cash
 Capital Account
 Capital Contribution
 Code
 Nonrecourse Deduction
 Member Nonrecourse Debt
 1




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Member Nonrecourse Debt Minimum Gain
 Company Minimum Gain
 Percentage Interest
 Profits and Losses




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Name, Office, Agent for Service of Process and Members Name and Mailing
Address
 Name
 Office
 Agent for Service of Process
 Members Name and Mailing Address
 Duration
 Purpose and Description of Activity
 General
 Borrow Money
 Make Contracts
 Miscellaneous




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Capital Contributions and Capital Accounts
 Members Capital Contributions
 Percentage Interest
 Additional Members
 Execute Amendment
 Members Obligation to Contribute
 Summary of Capital Contributions
 Capital Accounts increased




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decreased
 Interest on Capital Contributions
 Representations and Warranties
 Profits, Losses and Distributions .
 Allocation of Income or Loss
 Cash Distributions
 Limitation on Loss Allocations Which Create An Adjusted Capital Account Deficit
 Special Allocations




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Minimum Gain Chargeback Allocations.
 Member Minimum Gain Chargeback Rules 1.704-2(j)(2).
 Qualified Income Offset Allocations
 Gross Income Allocation
 Nonrecourse Deductions




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Member Nonrecourse Deductions
 Curative Allocations
 Tax Allocation Rules Under Section 704(c)




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Fiscal Matters .
 Books of Account
 Financial Statements
 Annual Accounts
 Status of Members
 Managed by Members
 Agency Power of Members
 Limitation of Liability




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Relationship of Members
 Restrictions
 Rights
 Tax Duties
 Loans by Members to the Company




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Transfer of a Members Interest .
 Right to Sell or Assign
   Effective Date of Assignment
 Treatment of Assignor
 Financial Rights
 Adjustment of Basis
 Death of Member
 Permitted Transfers




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Dispositions Void ab initio.
 Substituted Members
 Written Assignment
 Assignment Delivered
 Approval by Members
 Transfer Fee Paid
 First Right of Refusal
 Sellers Notice
 Members Option
 Purchase by Members




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Terms of Purchase
 Unrestricted Transfer
 Cessation of Membership of a Member




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Dissolution of Company
 Events of Dissolution
   Special Meeting to Appoint Liquidating Member
 Statement of Assets and Liabilities
 Sale of Assets and Distribution of Proceeds
     Other Ventures




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Amendments
 LLC Act
 Vote of Members
 Resolution of Disputes
 Waiver of Trial by Jury
 Negotiation
 Mediation
 Arbitration




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Costs and Fees
 Notice
 Miscellaneous .
 Notices
 Applicable Law
 Entire Agreement
 Successors in Interest
 Captions




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Construction
 Severability
  LENDERS SERVICE, INC.By:
    
    /s/ Joseph J. MurinJoseph J. MurinIts: President and CEO




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EXHIBIT A
 Initial Capital
    
    PercentageMember Name & Address
    
    Contribution
    
    InterestLenders Service, Inc
    
    $
    100.00
    
    
    
    100
    %700 Cherrington
Parkway Coraopolis,
PA 15108