<PAGE>   1
 
                                                                    EXHIBIT 10.1
 
                              F.Y.I. INCORPORATED
                            1995 STOCK OPTION PLAN*
 
SECTION 1. Purpose
 
     The Plan (i) authorizes the Committee to provide to Employees and
Consultants of the Corporation and its Subsidiaries, who are in a position to
contribute materially to the long-term success of the Corporation, with options
to acquire Common Stock, par value $.01 per share, of the Corporation, and (ii)
provides for the automatic grant of options to Non-Employee Directors of the
Corporation in accordance with the terms specified herein. The Corporation
believes that this incentive program will cause those persons to increase their
interest in the Corporation's welfare, and aid in attracting and retaining
Employees, Consultants and Directors of outstanding ability.
 
SECTION 2. Definitions
 
     Unless the context clearly indicates otherwise, the following terms, when
used in this Plan, shall have the meanings set forth in this Section:
 
     (a) "Board" shall mean the Board of Directors of the Corporation.
 
     (b) A "Change in Control" shall be deemed to have occurred if:
 
          (i) any person, other than the Corporation or an employee benefit plan
     of the Corporation, acquires directly or indirectly the Beneficial
     Ownership (as defined in Section 13(d) of the Exchange Act) of any voting
     security of the Corporation and immediately after such acquisition such
     Person is, directly or indirectly, the Beneficial Owner of voting
     securities representing 50% or more of the total voting power of all of the
     then-outstanding voting securities of the Corporation;
 
          (ii) the individuals (A) who, as of the closing date of the Initial
     Public Offering, constitute the Board (the "Original Directors") or (B) who
     thereafter are elected to the Board and whose election, or nomination for
     election, to the Board was approved by a vote of at least two-thirds ( 2/3)
     of the Original Directors then still in office (such directors becoming
     "Additional Original Directors" immediately following their election) or
     (C) who are elected to the Board and whose election, or nomination for
     election, to the Board was approved by a vote of at least two-thirds ( 2/3)
     of the Original Directors and Additional Original Directors then still in
     office (such directors also becoming "Additional Original Directors"
     immediately following their election) (such individuals being the
     "Continuing Directors"), cease for any reason to constitute a majority of
     the members of the Board;
 
          (iii) the stockholders of the Corporation shall approve a merger,
     consolidation, recapitalization, or reorganization of the Corporation, a
     reverse stock split of outstanding voting securities, or consummation of
     any such transaction if stockholder approval is not sought or obtained,
     other than any such transaction which would result in at least 75% of the
     total voting power represented by the voting securities of the surviving
     entity outstanding immediately after such transaction being Beneficially
     Owned by at least 75% of the holders of outstanding voting securities of
     the Corporation immediately prior to the transaction, with the voting power
     of each such continuing holder relative to other such continuing holders
     not substantially altered in the transaction; or
 
          (iv) the stockholders of the Corporation shall approve a plan of
     complete liquidation of the Corporation or an agreement for the sale or
     disposition by the Corporation of all or a substantial portion of the
     Corporation's assets (i.e., 50% or more of the total assets of the
     Corporation).
 
     (c) "Code" shall mean the Internal Revenue Code of 1986 as it may be
amended from time to time.
 
---------------
 
* Incorporating amendments through March 5, 1998.
<PAGE>   2
 
     (d) "Committee" shall mean the Board, or any Committee of two or more
Directors that may be designated by the Board to administer the Plan.
 
     (e) "Consultant" shall mean (i) any person who is engaged to perform
services for the Corporation or its Subsidiaries, other than as an Employee or
Director, or (ii) any person who has agreed to become a consultant within the
meaning of clause (i).
 
     (f) "Control Person" shall mean any person who, as of the date of grant of
an Option, owns (within the meaning of Section 422(b)(6) of the Code) stock
possessing more than ten percent (10%) of the total combined voting power or
value of all classes of stock of the Corporation or of any parent or Subsidiary.
 
     (g) "Corporation" shall mean F.Y.I. Incorporated, a Delaware corporation.
 
     (h) "Director" shall mean any member of the Board.
 
     (i) "Employee" shall mean (i) any full-time employee of the Corporation or
its Subsidiaries (including Directors who are otherwise employed on a full-time
basis by the Corporation or its Subsidiaries), or (ii) any person who has agreed
to become an employee within the meaning of clause (i).
 
     (j) "Exchange Act" shall mean the Securities Exchange Act of 1934 as it may
be amended from time to time.
 
     (k) "Fair Market Value" of the Stock on a given date shall be based upon:
(i) if the Stock is listed on a national securities exchange or quoted in an
interdealer quotation system, the last sales price or, if unavailable, the
average of the closing bid and asked prices per share of the Stock on such date
(or, if there was no trading or quotation in the Stock on such date, on the next
preceding date on which there was trading or quotation) as provided by one of
such organizations; or (ii) if the Stock is not listed on a national securities
exchange or quoted in an interdealer quotation system, as determined by the
Board in good faith in its sole discretion; provided, however, that the "fair
market value" of Stock on the date on which shares of Stock are first issued and
sold pursuant to a registration statement filed with and declared effective by
the Securities and Exchange Commission shall be the Initial Public Offering
price of the shares so issued and sold, as set forth in the first final
prospectus used in such offering.
 
     (l) "Grantee" shall mean a person granted an Option under the Plan.
 
     (m) "Initial Public Offering" shall mean an initial public offering of
shares of Stock in a firm commitment underwriting registered with the Securities
and Exchange Commission in compliance with the provisions of the 1933 Act.
 
     (n) "ISO" shall mean an Option granted pursuant to the Plan to purchase
shares of the Stock and intended to qualify as an incentive stock option under
Section 422 of the Code, as now or hereafter constituted.
 
     (o) "1933 Act" shall mean the Securities Act of 1933, as amended.
 
     (p) "Non-Employee Director" shall mean a Director of the Corporation who is
not an Employee, nor has been an Employee at any time during the prior one year
period.
 
     (q) "NQSO" shall mean an Option granted pursuant to the Plan to purchase
shares of the Stock that is not an ISO.
 
     (r) "Options" shall refer collectively to NQSOs and ISOs issued under and
subject to the Plan.
 
     (s) "Parent" shall mean any parent corporation as defined in Section 424 of
the Code.
 
     (t) "Plan" shall mean this 1995 Stock Option Plan as set forth herein and
as amended from time to time.
 
     (u) "Stock" shall mean shares of the Common Stock of the Corporation.
 
                                        2
<PAGE>   3
 
     (v) "Stock Option Agreement" shall mean a written agreement between the
Corporation and the Grantee, or a certificate accepted by the Grantee,
evidencing the grant of an Option hereunder and containing such terms and
conditions, not inconsistent with the Plan, as the Committee shall approve.
 
     (w) "Subsidiary" shall mean (i) any corporation with respect to which the
Corporation owns, directly or indirectly, 50% or more of the total combined
voting power of all classes of stock of such corporation, or (ii) any entity
which the Committee reasonably expects to become a subsidiary within the meaning
of clause (i).
 
SECTION 3. Shares of Stock Subject to the Plan
 
     The total amount of Stock that may be subject to outstanding Options,
determined immediately after the grant of any Option, shall not exceed the
greater of 650,000 shares or sixteen percent (16%) of the total number of shares
of Stock outstanding. Notwithstanding the foregoing, the number of shares that
may be delivered upon exercise of ISOs shall not exceed 650,000, provided,
however, that shares subject to ISOs shall not be deemed delivered if such
Options are forfeited, expire or otherwise terminate without delivery of shares
to the Grantee. Any shares of Stock delivered pursuant to an Option may consist,
in whole or in part, of authorized and unissued shares or treasury shares.
 
SECTION 4. Administration of the Plan
 
     The Plan shall be administered by the Committee. Subject to the express
provisions of the Plan, the Committee shall have the authority to interpret the
Plan, to prescribe, amend and rescind rules and regulations relating to the
Plan, to determine the terms and provisions of Stock Option Agreements
thereunder and to make all other determinations necessary or advisable for the
administration of the Plan. Any controversy or claim arising out of or related
to this Plan or the Options granted thereunder shall be determined unilaterally
by, and at the sole discretion of, the Committee. Any action of the Committee
with respect to the Plan shall be final, conclusive, and binding on all persons,
including the Corporation, its Subsidiaries, Grantees, any person claiming any
rights under the Plan from or through any Grantee, and stockholders. The express
grant of any specific power to the Committee, and the taking of any action by
the Committee, shall not be construed as limiting any power or authority of the
Committee. The Committee may delegate to officers or managers of the Corporation
or any Subsidiary of the Corporation the authority, subject to such terms as the
Committee shall determine, to perform such functions as the Committee may
determine, to the extent permitted under applicable law. Other provisions of the
Plan notwithstanding, the Board may perform any function of the Committee under
the Plan. In any case in which the Board is performing a function of the
Committee under the Plan, each reference to the Committee herein shall be deemed
to refer to the Board.
 
SECTION 5. Types of Options
 
     Options granted under the Plan may be of two types: ISOs or NQSOs. The
Committee shall have the authority and discretion to grant to an eligible
Employee either ISOs, NQSOs or both, but shall clearly designate the nature of
each Option at the time of grant in the Stock Option Agreement. Grantees who are
not Employees (determined with reference to Section 2(i)(i) only) of the
Corporation or a Subsidiary (determined with reference to Section 2(w)(i) only)
on the date an Option is granted shall only receive NQSOs.
 
SECTION 6. Grant of Options to Employees and Consultants
 
     (a) Employees and Consultants of the Corporation and its Subsidiaries shall
be eligible to receive Options under the Plan.
 
     (b) The exercise price per share of Stock subject to an Option granted to
an Employee or Consultant shall be determined by the Committee and specified in
the Stock Option Agreement, provided, however, that the exercise price of each
share subject to an Option shall be not less than 100%, or, in the case of an
ISO granted to a Control Person, 110%, of the Fair Market Value of a share of
the Stock on the date such Option is granted.
                                        3
<PAGE>   4
 
     (c) The term of each Option granted to an Employee or Consultant shall be
determined by the Committee and specified in a Stock Option Agreement, provided
that no Option shall be exercisable more than ten years from the date such
Option is granted, and provided further that no ISO granted to a Control Person
shall be exercisable more than five years from the date of Option grant.
 
     (d) The Committee shall determine and designate from time to time Employees
or Consultants who are to be granted Options, and shall specify in the Stock
Option Agreement the nature of each Option granted and the number of shares of
Stock subject to each such Option, provided, however, that in any calendar year,
no Employee or Consultant may be granted an Option to purchase more than 500,000
shares of Stock (determined without regard to when such Option is exercisable),
subject to adjustment pursuant to Section 10.
 
     (e) Notwithstanding any other provisions hereof, the aggregate Fair Market
Value (determined at the time the ISO is granted) of the Stock with respect to
which ISOs are exercisable for the first time by any Employee during any
calendar year under all plans of the Corporation and any Parent or Subsidiary
corporation shall not exceed $100,000. To the extent the limitation set forth in
the preceding sentence is exceeded, the Options with respect to such excess
shall be treated as NQSOs.
 
     (f) The Committee shall determine whether any Option granted to an Employee
or Consultant shall become exercisable in one or more installments and specify
the installment dates in the Stock Option Agreement. The Committee may also
specify in the Stock Option Agreement such other provisions, not inconsistent
with the terms of this Plan, as it may deem desirable, including such provisions
as it may deem necessary to qualify any ISO under the provisions of Section 422
of the Code. Unless otherwise determined by the Committee and specified in the
Stock Option Agreement, all Options shall immediately become exercisable upon a
Change in Control.
 
     (g) All Options granted hereunder prior to the Initial Public Offering
shall be conditional upon, and for all purposes hereunder, deemed granted upon,
the Initial Public Offering.
 
     (h) The Committee may, at any time, grant new or additional options to any
eligible Employee or Consultant who has previously received Options under this
Plan, or options under other plans, whether such prior Options or other options
are still outstanding, have been exercised previously in whole or in part, or
have been canceled. The exercise price of such new or additional Options may be
established by the Committee, subject to Section 6(b) hereof, without regard to
such previously granted Options or other options.
 
SECTION 7. Grants of Options to Non-Employee Directors
 
     (a) Non-Employee Directors of the Corporation shall be eligible to receive
Options under the Plan only pursuant to the provisions of this Section 7. Each
individual who agrees to become a Non-Employee Director prior to the
consummation of the Corporation's Initial Public Offering shall receive, without
the exercise of the discretion of any person, an NQSO under the Plan relating to
the purchase of 10,000 shares of Stock at an exercise price per share equal to
the Initial Public Offering price per share. Such option grant shall be
conditional upon, and for all purposes hereunder, deemed granted upon, the
Initial Public Offering. Thereafter, on the day after the first annual meeting
of stockholders next following the date of an Initial Public Offering, and no
later than the day after each subsequent annual meeting, each person who is a
continuing Non-Employee Director on any such date shall receive, without the
exercise of the discretion of any person, an NQSO under the Plan relating to the
purchase of 5,000 shares of Stock, and each person who is a new, first-time
Non-Employee Director on any such date shall receive, without the exercise of
the discretion of any person, an NQSO under the Plan relating to the purchase of
10,000 shares of Stock. In the event that there are not sufficient shares
available under this Plan to allow for the grant to each Non-Employee Director
of an NQSO for the number of shares provided herein, each Non-Employee Director
shall receive an NQSO for his pro rata share of the total number of shares of
Stock available under the Plan.
 
     (b) Except as set forth in Section 7(a), the exercise price of each share
of Stock subject to an Option granted to a Non-Employee Director shall equal the
Fair Market Value of a share of Stock on the date such Option is granted.
Payment of the exercise price for the shares being purchased shall be made in
cash.
 
                                        4
<PAGE>   5
 
     (c) Each Option granted to a Non-Employee Director shall become exercisable
in equal annual installments on the date of grant and on each of the first two
anniversaries of the date of grant; provided, however, that each such Option
shall immediately become exercisable upon a Change in Control. The Option shall
have a term of five years from the date of grant; provided, however, that upon
termination of a Non-Employee Director's period of directorship for any reason,
such Non-Employee Director may exercise any Options until the earlier to occur
of (i) the end of such five year period, or (ii) the date which is three-months
after the date of such termination, but only to the extent such Option was
exercisable immediately prior to such termination.
 
SECTION 8. Exercise of Options
 
     (a) A Grantee shall exercise an Option by delivery of written notice to the
Corporation setting forth the number of shares with respect to which the Option
is to be exercised, together with cash, certified check, bank draft, wire
transfer, or postal or express money order payable to the order of the
Corporation for an amount equal to the Option price of such shares and any
income tax required to be withheld. The Committee may, in its sole discretion,
permit a Grantee to pay all or a portion of the exercise price by delivery of
Stock or other property (including notes or other contractual obligations of
Grantees to make payment on a deferred basis, such as through "cashless
exercise" arrangements, to the extent permitted by applicable law), and the
methods by which Stock will be delivered or deemed to be delivered to Grantees.
 
     (b) Except as provided pursuant to Section 9(a), no Option granted to an
Employee or Consultant shall be exercised unless at the time of such exercise
the Grantee is then an Employee (determined with reference to Section 2(i)(i)
only) or Consultant (determined with reference to Section 2(e)(i) only) of the
Corporation or a Subsidiary (determined with reference to Section 2(w)(i) only).
 
     (c) Except as provided in Section 9(a), no Option granted to a Non-Employee
Director shall be exercised unless at the time of such exercise the Grantee is
then a Non-Employee Director.
 
SECTION 9. Exercise of Options upon Termination
 
     (a) Unless otherwise determined by the Committee, upon termination of
(other than a Non-Employee Director) with the Corporation and its Subsidiaries,
such Grantee may exercise any Options during the three month period following
such termination, but only to the extent such Option was exercisable immediately
prior to such termination. Notwithstanding the foregoing, if the Committee
determines that such termination is for cause, all Options held by such Grantee
shall immediately terminate. In addition, all Options granted on the basis of
clause (ii) of Section 2(e), (i) or (w) shall immediately terminate if the
Committee determines, in its sole discretion, that the Consultant, Employee, or
Subsidiary, as the case may be, will not become a Consultant, Employee or
Subsidiary within the meaning of clause (i) of such Sections.
 
     (b) Unless otherwise determined by the Committee and specified in the Stock
Option Agreement, in no event shall any Option be exercisable for more than the
maximum number of shares that the Grantee was entitled to purchase at the date
of termination of the relationship with the Corporation and its Subsidiaries.
 
     (c) The sale of any Subsidiary shall be treated as a termination of
employment with respect to any Grantee employed by such Subsidiary.
 
     (d) Subject to the foregoing, in the event of death, Options may be
exercised by a Grantee's legal representative.
 
SECTION 10. Adjustment Upon Changes in Capitalization
 
     In the event of any dividend or other distribution (whether in the form of
cash, Stock, or other property), recapitalization, forward or reverse split,
reorganization, merger, consolidation, spin-off, combination, repurchase, or
share exchange, or other similar corporate transaction or event, affects the
Stock such that an adjustment is appropriate in order to prevent dilution or
enlargement of the rights of Grantees under the Plan, then the Committee shall,
in such manner as it may deem equitable, adjust any or all of (i) the number and
kind of shares of Stock deemed to be available thereafter for grants of Options
under Section 3, (ii) the
                                        5
<PAGE>   6
 
number and kind of shares of Stock that may be delivered or deliverable in
respect of outstanding Options, (iii) the number of shares with respect to which
Options may be granted to a given Grantee in the specified period as set forth
in Section 6(d), and (iv) the exercise price (or, if deemed appropriate, the
Committee may make provision for a cash payment with respect to any outstanding
Option). In addition, the Committee is authorized to make adjustments in the
terms and conditions of, and the criteria included in, Options (including,
without limitation, cash payments in exchange for an Option or substitution of
Options using stock of a successor or other entity) in recognition of unusual or
nonrecurring events (including, without limitation, events described in the
preceding sentence) affecting the Corporation or any Subsidiary or the financial
statements of the Corporation or any Subsidiary, or in response to changes in
applicable laws, regulations, or accounting principles.
 
SECTION 11. Restrictions on Issuing Shares
 
     The Corporation shall not be obligated to deliver Stock upon the exercise
or settlement of any Option or take other actions under the Plan until the
Corporation shall have determined that applicable federal and state laws, rules,
and regulations have been complied with and such approvals of any regulatory or
governmental agency have been obtained and contractual obligations to which the
Option may be subject have been satisfied. The Corporation, in its discretion,
may postpone the issuance or delivery of Stock under any Option until completion
of such stock exchange listing or registration or qualification of such Stock or
other required action under any federal or state law, rule, or regulation as the
Corporation may consider appropriate, and may require any Grantee to make such
representations and furnish such information as it may consider appropriate in
connection with the issuance or delivery of Stock under the Plan.
 
SECTION 12. Tax Withholding
 
     The Corporation shall have the right to require that the Grantee make such
provision, or furnish the Corporation such authorization, necessary or desirable
so that the Corporation may satisfy its obligation, under applicable laws, to
withhold or otherwise pay for income or other taxes of the Grantee attributable
to the grant or exercise of Options granted under the Plan or the sale of Stock
issued with respect to Options. This authority shall include authority to
withhold or receive Stock or other property and to make cash payments in respect
thereof in satisfaction of a Grantee's tax obligations.
 
SECTION 13. Transferability
 
     Unless otherwise determined by the Committee, no Option shall be subject to
anticipation, sale, assignment, pledge, encumbrance, charge or transfer except
by will or the laws of descent and distribution, and an Option shall be
exercisable during the Grantee's lifetime only by the Grantee. In the case of
any transfer, the transferee's rights and obligations with respect to the Option
shall be determined by reference to the Grantee and the Grantee's rights and
obligations with respect to the Option had no transfer been made.
Notwithstanding such transfer, the Grantee shall remain obligated pursuant to
Section 12 if required by applicable law.
 
SECTION 14. General Provisions
 
     (a) Each Option shall be evidenced by a Stock Option Agreement. The terms
and provisions of such Stock Option Agreements may vary among Grantees and among
different Options granted to the same Grantee.
 
     (b) The grant of an Option in any year shall not give the Grantee any right
to similar grants in future years, any right to continue such Grantee's
employment relationship with the Corporation or its Subsidiaries, or, until such
Option is exercised and share certificates are issued, any rights as a
Stockholder of the Corporation. All Grantees shall remain subject to discharge
to the same extent as if the Plan were not in effect.
 
     (c) No Grantee, and no beneficiary or other persons claiming under or
through the Grantee shall have any right, title or interest by reason of any
Option to any particular assets of the Corporation or its
                                        6
<PAGE>   7
 
Subsidiaries, or any shares of Stock allocated or reserved for the purposes of
the Plan or subject to any Option except as set forth herein. The Corporation
shall not be required to establish any fund or make any other segregation of
assets to assure the payment of any Option.
 
     (d) The issuance of shares of Stock to Grantees or to their legal
representatives shall be subject to any applicable taxes and other laws or
regulations of the United States or of any state having jurisdiction thereof.
 
SECTION 15. Amendment or Termination
 
     The Board may, at any time, alter, amend, suspend, discontinue or terminate
this Plan; provided, however, that no such action shall adversely affect the
rights of Grantees to Options previously granted hereunder and, provided
further, however, that any shareholder approval necessary or desirable in
connection with any federal or state law or regulation or the rules of any stock
exchange or automated quotation system on which the Common Stock may then be
listed or quoted, shall be obtained in an appropriate manner. The Committee may
waive any conditions or rights under, or amend, alter, suspend, discontinue, or
terminate, any Option theretofore granted and any Stock Option Agreement
relating thereto; provided, however, that, without the consent of an affected
Grantee, no such action may materially impair the rights of such Grantee under
such Option.
 
SECTION 16. Effective Date of Plan
 
     This Plan is effective upon its adoption by the Board and shall continue in
effect until terminated by the Board. No ISO may be granted more than ten years
after such date.
 
                                        7