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                                                                   EXHIBIT 10.68


                  FIDELITY NATIONAL INFORMATION SOLUTIONS, INC.
                        2001 EMPLOYEE STOCK PURCHASE PLAN

                                    ARTICLE I
                               PURPOSE OF THE PLAN

        1.1    PURPOSE. The Company has determined that it is in its best
interests to provide an incentive to attract and retain employees and to
increase employee morale by providing a program through which employees may
acquire a proprietary interest in the Company through the purchase of shares of
the common stock of the Company ("Company Stock") and its subsidiary
corporations. The Plan is hereby adopted by the Company to permit employees to
subscribe for and purchase directly from the Company shares of the Company
Stock, and to pay the purchase price in installments by payroll deductions.
Participation in the Plan is entirely voluntary and the Company makes no
recommendations to its employees as to whether they should participate in the
Plan. The Plan is not intended to be an employee benefit plan under the Employee
Retirement Income Security Act of 1974, and therefore is not required to comply
with that Act.

                                   ARTICLE II
                                   DEFINITIONS

        2.1    BASE EARNINGS. "Base Earnings" means the amount of a
Participant's regular salary before deductions required by law and deductions
authorized by the Participant, including any elective deferrals with respect to
a plan of the Company qualified under either Section 125 or Section 401(a) of
the Internal Revenue Code of 1986, issued to an employee by the Company and any
amounts deferred by the Participant to a nonqualified deferred compensation plan
sponsored by the Company. In the case of Participants primarily compensated on a
commission basis, "Base Earnings" may include commission earnings not to exceed
$7,500 per month. "Base Earnings" shall not include wages paid for overtime,
extended workweek schedules or any other form of extra compensation. "Base
Earnings" shall not include payments made by the Company based upon salary for
Social Security (FUTA), workmen's compensation, unemployment compensation,
disability payments or any other payment mandated by state or federal statute or
Company contributions made by the Company for insurance, annuity or any other
employee benefit plan. .

        2.2    BOARD. "Board" means the Board of Directors for the Company.

        2.3    BROKER. "Broker" means the financial institution designated by
the Company to act as Broker for the Plan under Article VIII below.

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        2.4    BROKERAGE ACCOUNT. "Brokerage Account" means the bookkeeping
entry maintained by the Company for the purpose of accounting for the benefits
accrued by a Participant under the Plan.

        2.5    COMMITTEE. "Committee" means the Committee described in Article
VIII.

        2.6    COMPANY. "Company" means Fidelity National Information Solutions,
Inc., a Delaware corporation and any affiliated Company who adopts this Plan
with the approval of the Board of Directors of the Company.

        2.7    COMPANY STOCK. "Company Stock" means the common stock of the
Company.

        2.8    EMPLOYEE. "Employee" means each person currently employed by the
Company or any of its operating subsidiaries who average at least twenty hours
per week and have been employed continuously during the last ninety days, any
portion of whose income is subject to withholding of income tax or for whom
Social Security retirement contributions are made by the Company and any person
qualifying as a common law employee of the Company. Persons determined by the
Board to be non-employees and Employees on leave of absence are not eligible to
become Participants in the Plan.

        2.9    EFFECTIVE DATE. "Effective Date" means October 1, 2001.

        2.10   PARTICIPANT. "Participant" means an Employee who has satisfied
the eligibility requirements of Section 3.1 and has become a participant in the
Plan in accordance with Section 3.2.

        2.11   PAYROLL PERIOD. "Payroll Period" means the approximately two week
pay periods coinciding with the Company's payroll practices, as revised from
time to time.

        2.12   PLAN YEAR. "Plan Year" means the twelve consecutive month period
ending on December 31.

        2.13   QUARTER. "Quarter" means the three consecutive calendar month
periods commencing January 1 through March 31, April 1 through June 30, July 1
through September 30 and October 1 through December 31 each Plan Year.

        2.14   QUARTER END. "Quarter End" means the last day of each calendar
quarter (March 31, June 30, September 30 or December 31).



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                                   ARTICLE III
                          ELIGIBILITY AND PARTICIPATION

        3.1    ELIGIBILITY. Employees of the Company working more than 20 hours
per week and who are not classified as temporary employees may become a
Participant in the Plan on the first day of the next Payroll Period (to the
extent practical under the Company's payroll practices) following the completion
of ninety days of employment with the Company.

        3.2    PARTICIPATION. An Employee who has satisfied the eligibility
requirements of Section 3.1 may become a Participant in the Plan upon completion
and delivery to the Recordkeeper authorization of payroll deductions. The
payroll deduction agreement and any modification or revocation thereof shall be
made by the Participant in such form, within such time and in accordance with
such rules and procedures as are prescribed by the Plan Administrator for that
purpose. Payroll deductions for a Participant shall commence on the first day of
the next Payroll Period coincident with or next following the filing of the
Participant's Enrollment and shall remain in effect until revoked by the
Participant by the filing of a notice of withdrawal from the Plan under Article
VII or by the filing of a new Enrollment providing for a change in the
Participant's payroll deduction rate under Section 4.2.

        3.3    SPECIAL RULES. In the event that a person is excluded from
participation in the Plan under Section 2.8 above and a court of competent
jurisdiction determines that that person or persons are eligible to participate
in the Plan, the person or persons shall be treated as an Employee only from the
date of the court's determination and shall not be entitled to retroactive
participation in the Plan.

                                   ARTICLE IV
                               PAYROLL DEDUCTIONS

        4.1    PARTICIPANT ELECTION. Upon Enrollment, each Participant shall
designate the amount of payroll deductions ("Participant Contributions") to be
made from his paycheck to purchase Company Stock under the Plan. The amount of
Participant Contributions shall be designated in whole percentages of Base
Earnings, of at least 3% not to exceed 15% of Base Earnings for any Plan Year.
The amount so designated upon Enrollment shall be effective as of the next
payroll period and shall continue until terminated or altered in accordance with
Section 4.2 below.

        4.2    CHANGES IN ELECTION. A Participant may terminate participation in
the Plan at any time prior to the close of a Payroll Period as provided in
Article VII. A Participant may decrease or increase the rate of Participant
Contributions AT ANY TIME by completing a new Enrollment setting forth the
desired change. Any change under this Section shall become


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effective on the first day of the next Payroll Period (to the extent practical
under the Company's payroll practices) following the delivery of the new
Enrollment.

        4.3    PARTICIPANT ACCOUNTS. The Company shall establish and maintain a
separate Brokerage Account for each Participant. The amount of each
Participant's Participant Contributions shall be credited to his Brokerage
Account. No interest will be paid or allowed on amounts credited to a
Participant's Brokerage Account. All Participant Contributions withheld by the
Company under the Plan are general corporate assets of the Company and may be
used by the Company for any corporate purpose. The Company is not obligated to
segregate such Participant Contributions.

                                    ARTICLE V
                              COMPANY CONTRIBUTIONS

        5.1    OFFICERS AND DIRECTORS. For each Officer or director of the
Company who is a Participant in the Plan and remains an Employee of the Company
on each day from each Quarter End until the anniversary of that Quarter End (the
"Matching Date"), the Company shall make a Matching Contribution to the
Brokerage Account of that Participant. The Matching Contribution shall be in an
amount equal to one-half of the amount of Participant Contributions set aside
into the Participant's Brokerage Account for the Quarter ending on the
applicable Quarter End. The Matching Contribution shall be made as soon as is
practical to the Broker following the Matching Date. Withholding taxes, if any,
shall be made upon such Matching Contribution based upon the Participant's
existing withholding percentages or as otherwise required by law from the
Participant's Base Earnings. "Officer" means President, Secretary, Vice
President, Treasurer or Assistant Vice President and shall be determined by the
Committee as of any Quarter End.

        5.2    OTHER PARTICIPANTS. For each Participant who the Committee
determines is not considered an Officer or Director of the Company under Section
5.1 above, who is a Participant in the Plan and remains an Employee of the
Company on each day from each Quarter End until the Matching Date, the Company
shall make a Matching Contribution to the Brokerage Account of that Participant.
The Matching Contribution shall be in an amount equal to one-third of the amount
of Participant Contributions set aside into the Participant's Brokerage Account
for the Quarter ending on the applicable Quarter End. The Matching Contribution
shall be made as soon as is practical to the Broker following the Matching Date.
Withholding taxes, if any, shall be made upon such Matching Contribution based
upon the Participant's existing withholding percentages or as otherwise required
by law from the Participant's Base Earnings.

        5.3    TEN YEAR EMPLOYEES. Notwithstanding the provisions of Section 5.2
above, each Employee who is a Participant in the Plan and has completed at least
ten consecutive years of employment with the Company at the time any Matching
Contribution will be made,


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the Matching Contribution for such Participant under Section 5.2 above shall be
one-half of the amount of the Participant's Contributions instead of one-third.

                                   ARTICLE VI
                                PURCHASE OF STOCK

        6.1    PURCHASE OF COMPANY STOCK. Absent an election by the Participant
to terminate and have his Brokerage Account returned, as soon as is practical
following the transfer of funds from the Company to the Broker following the
close of each Payroll Period or Quarter End for Matching Contributions, the Plan
shall purchase on behalf of each Participant the maximum number of shares and
partial shares of Company Stock at the purchase price determined under Section
6.4 as can be purchased with the amounts held in each Participant's Brokerage
Account. In the event that there are amounts held in a Participant's Brokerage
Account that are not used to purchase Company Stock, all such amounts shall be
held in the Participant's Brokerage Account and carried forward to the next
Payroll Period.

        6.2    DELIVERY OF COMPANY STOCK.

        (a)    Company Stock acquired under the Plan may either be issued
directly to Participants or may be issued to the Broker engaged by the Company
to administer the Plan under Article VIII. If the Company Stock is issued in the
name of the Broker, all Company Stock so issued ("Plan Held Stock") shall be
held in the name of the Broker for the benefit of the Plan. The Broker shall
maintain Brokerage Accounts for the benefit of the Participants that shall
reflect each Participant's interest in the Plan Held Stock. Such accounts shall
reflect the number of whole and partial shares of Company Stock that are being
held by the Broker for the benefit of each Participant.

        (b)    Any Participant may elect to have the Company Stock purchased
under the Plan from his Brokerage Account be issued directly to the Participant.
Any election under this paragraph shall be on the forms provided by the Company
and shall be issued in accordance with paragraph (c) below.

        (c)    In the event that Company Stock under the Plan is issued directly
to a Participant, the Company will deliver to each Participant a stock
certificate or certificates issued in his name for the number of shares of
Company Stock purchased as soon as practicable after the Company Stock is
purchased. Where Company Stock is issued under this paragraph, only full shares
of stock will be issued to a Participant. The time of issuance and delivery of
shares may be postponed for such period as may be necessary to comply with the
registration requirements under the Securities Act of 1933, as amended, the
listing requirements of any securities exchange on which the Company Stock may
then be listed, or


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the requirements under other laws or regulations applicable to the issuance or
sale of such shares.

        6.4    PURCHASE PRICE. The purchase price for any Offering Period shall
be the Fair Market Value of Company Stock on the Purchase Date.

        6.5    FAIR MARKET VALUE. "Fair Market Value" on any given date means
the value of one share of Company Stock, determined as follows:

        (a)    If the Company Stock is then listed or admitted to trading on the
NASDAQ National Market System or a stock exchange which reports closing sale
prices, the Fair Market Value shall be the opening sale price on the date of
valuation on the NASDAQ National Market System or principal stock exchange on
which the Company Stock is then listed or admitted to trading, or, if no opening
sale price is quoted or no sale takes place on such day, then the Fair Market
Value shall be the opening sale price of the Company Stock on the NASDAQ
National Market System or such exchange on the next preceding day on which a
sale occurred.

        (b)    If the Company Stock is not then listed or admitted to trading on
the NASDAQ National Market System or a stock exchange which reports closing sale
prices, the Fair Market Value shall be the average of the opening bid and asked
prices of the Company Stock in the over-the-counter market on the date of
valuation.

        (c)    If neither (a) nor (b) is applicable as of the date of valuation,
then the Fair Market Value shall be determined by the Administrator in good
faith using any reasonable method of valuation, which determination shall be
conclusive and binding on all interested parties.

        6.6    FEES AND COMMISSIONS. The Company shall pay the Broker's
administrative charges for opening and maintaining the Brokerage Accounts for
the Participants and the brokerage commissions on purchases made for such
Brokerage Accounts that are attributable to the purchase of Company Stock with
Participant Contributions and Matching Contributions under the Plan. Such
Brokerage Accounts may be utilized for other transactions as described in
Section 6.7 below, but any fees, commissions or other charges by the Broker in
connection with such transactions shall, in certain circumstances described in
Section 6.7, be payable directly to the Broker by the Participant.

        6.7    PARTICIPANT ACCOUNTS WITH BROKER. Each Participant's Brokerage
Account shall be credited with all cash dividends paid with respect to full
shares and fractional shares of Company Stock purchased with Participant
Contributions and Matching Contributions, unless the Company Stock is registered
in the Participant's name under Section 6.2 above. Unless directed otherwise,
all cash dividends on Company Stock held in a Participant's


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Brokerage Account shall automatically be reinvested Company Stock as soon as is
practical following receipt of the dividends by the Broker. Applicable fees and
brokerage commissions on the reinvestment of such dividends will be payable by
the Participant. Any stock dividends or stock splits that are made with respect
to Company Stock purchased with Participant Contributions and Matching
Contributions shall be credited to the Participant's Brokerage Account without
charge to the Participant. Any Participant may request that a certificate for
any or all of the full shares of Company Stock credited to his Brokerage Account
be delivered to him or her at any time, provided that the Participant shall be
charged by the Broker for any fees applicable to such request. A Participant may
request the Broker to sell any or all of the full or fractional shares of
Company Stock allocated to his Brokerage Account. Unless directed otherwise by
the Participant, the Broker shall mail to the Participant a check for the
proceeds, less any applicable fees and brokerage commissions and any transfer
taxes, registration fees or other normal charges associated with such a sale
which shall be paid by the Participant. Except as provided in Section 7.1 below,
any sale of Company Stock held in a Participant's Brokerage Account shall not
affect his status as a Participant in the Plan. A Participant may purchase or
sell additional shares of Company Stock through his Brokerage Account at any
time through separate purchases arranged through the Broker. The Participant
shall pay any and all costs, commissions or fees associated with any such
transactions to the Broker, including, but not limited to, purchases, sales,
reinvestment of dividends, requests for certificates and crediting of stock
dividends or stock splits.

                                   ARTICLE VII
                                   WITHDRAWAL

        7.1    IN SERVICE WITHDRAWALS. At any time prior to the close of a
Payroll Period, any Participant may withdraw the amounts held in his Brokerage
Account by executing a notice of withdrawal with the Recordkeeper. In such a
case, the entire balance of the Participant's Brokerage Account shall be paid to
the Participant, without interest, as soon as is practicable. Upon such
notification, that Participant shall cease to participate in the Plan for the
remainder of the Payroll Period in which the notice is given. Any Employee who
has withdrawn under this Section shall be excluded from participation in the
Plan for the remainder of the Payroll Period, but may then be reinstated as a
Participant for a subsequent Payroll Period by executing a new Enrollment to the
Recordkeeper.

        7.2    TERMINATION OF EMPLOYMENT.

        (a)    In the event that a Participant's employment with the Company
terminates for any reason, the Participant shall cease to participate in the
Plan on the date of termination. As soon as is practical following the date of
termination, the entire balance of the Participant's Brokerage Account shall be
paid to the Participant or his beneficiary, without interest.


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        (b)    A Participant may file a written designation of a beneficiary who
is to receive any shares of Company Stock purchased under the Plan or any cash
from the Participant's Brokerage Account in the event of his death subsequent to
a Quarter End, but prior to delivery of such shares and cash. In addition, a
Participant may file a written designation of a beneficiary who is to receive
any cash from the Participant's Brokerage Account under the Plan in the event of
his death prior to a Quarter End under paragraph (a) above.

        (c)    Any beneficiary designation under paragraph (b) above may be
changed by the Participant at any time by written notice. In the event of the
death of a Participant, the Committee may rely upon the most recent beneficiary
designation it has on file as being the appropriate beneficiary. In the event of
the death of a Participant and no valid beneficiary designation exists or the
beneficiary has predeceased the Participant, the Committee shall deliver any
cash or shares of Company Stock to the executor or administrator of the estate
of the Participant, or if no such executor or administrator has been appointed
to the knowledge of the Committee, the Committee, in its sole discretion, may
deliver such shares of Company Stock or cash to the spouse or any one or more
dependents or relatives of the Participant, or if no spouse, dependent or
relative is known to the Committee, then to such other person as the Committee
may designate.

                                  ARTICLE VIII
                               PLAN ADMINISTRATION

        8.1    PLAN ADMINISTRATION.

        (a)    Authority to control and manage the operation and administration
of the Plan shall be vested in the Board, or a committee ("Committee") appointed
by the Board. The Board or Committee shall have all powers necessary to
supervise the administration of the Plan and control its operations.

        (b)    In addition to any powers and authority conferred on the Board or
Committee elsewhere in the Plan or by law, the Board or Committee shall have the
following powers and authority:

                (i)   To designate agents to carry out responsibilities relating
        to the Plan;

                (ii)  To administer, interpret, construe and apply this Plan and
        to answer all questions that may arise or that may be raised under this
        Plan by a Participant, his beneficiary or any other person whatsoever;


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               (iii) To establish rules and procedures from time to time for the
        conduct of its business and for the administration and effectuation of
        its responsibilities under the Plan; and

               (iv)  To perform or cause to be performed such further acts as it
        may deem to be necessary, appropriate, or convenient for the operation
        of the Plan.

        (c)    Any action taken in good faith by the Board or Committee in the
exercise of authority conferred upon it by this Plan shall be conclusive and
binding upon a Participant and his beneficiaries. All discretionary powers
conferred upon the Board shall be absolute.

        9.2    LIMITATION ON LIABILITY. No Employee of the Company nor member of
the Board or Committee shall be subject to any liability with respect to his
duties under the Plan unless the person acts fraudulently or in bad faith. To
the extent permitted by law, the Company shall indemnify each member of the
Board or Committee, and any other Employee of the Company with duties under the
Plan who was or is a party, or is threatened to be made a party, to any
threatened, pending or completed proceeding, whether civil, criminal,
administrative, or investigative, by reason of the person's conduct in the
performance of his duties under the Plan.

                                   ARTICLE IX
                                  COMPANY STOCK

        9.1    LIMITATIONS ON PURCHASE OF SHARES. The maximum number of shares
of Company Stock that shall be made available for sale under the Plan shall be
10,784,600 shares, subject to adjustment under Section 9.4 below. The Company
will issue the shares of Company Stock to be sold to Participants under the
Plan. If the total number of shares of Company Stock that would otherwise be
issuable pursuant to rights granted pursuant to Article VI of the Plan at the
purchase date exceeds the number of shares then available under the Plan, the
Company shall make a pro rata allocation of the shares remaining available in as
uniform and equitable a manner as is practicable. In such event, the Company
shall give written notice of such reduction of the number of shares to each
participant affected thereby and any unused Participant Contributions shall be
returned to such participant if necessary.

        9.2    VOTING COMPANY STOCK. The Participant will have no interest or
voting right in shares to be purchased under Article VI of the Plan until such
shares have been purchased.

        9.3    REGISTRATION OF COMPANY STOCK. Shares to be delivered to a
Participant under the Plan will be registered in the name of the Plan unless
designated otherwise by the Participant.


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        9.4    CHANGES IN CAPITALIZATION OF THE COMPANY. Subject to any required
action by the stockholders of the Company, the number of shares of Company Stock
covered by each right under the Plan which has not yet been exercised and the
number of shares of Company Stock which have been authorized for issuance under
the Plan but have not yet been placed under rights or which have been returned
to the Plan upon the cancellation of a right, as well as the Purchase Price per
share of Company Stock covered by each right under the Plan which has not yet
been exercised, shall be proportionately adjusted for any increase or decrease
in the number of issued shares of Company Stock resulting from a stock split,
stock dividend, spin-off, reorganization, recapitalization, merger,
consolidation, exchange of shares or the like. Such adjustment shall be made by
the Board, whose determination in that respect shall be final, binding and
conclusive. Except as expressly provided herein, no issue by the Company of
shares of stock of any class, or securities convertible into shares of stock of
any class, shall affect, and no adjustment by reason thereof shall be made with
respect to, the number or price of shares of Company Stock subject to any right
granted hereunder.

        9.5    MERGER OF COMPANY. In the event that the Company at any time
proposes to merge into, consolidate with or to enter into any other
reorganization pursuant to which the Company is not the surviving entity
(including the sale of substantially all of its assets or a "reverse" merger in
which the Company is the surviving entity), the Plan shall terminate, unless
provision is made in writing in connection with such transaction for the
continuance of the Plan and for the assumption of rights theretofore granted, or
the substitution for such rights of new rights covering the shares of a
successor corporation, with appropriate adjustments as to number and kind of
shares and prices, in which event the Plan and the rights theretofore granted or
the new rights substituted therefore, shall continue in the manner and under the
terms so provided. If such provision is not made in such transaction for the
continuance of the Plan and the assumption of rights theretofore granted or the
substitution for such rights of new rights covering the shares of a successor
corporation, then the Board of Directors or its committee shall cause written
notice of the proposed transaction to be given to the persons holding rights not
less than 10 days prior to the anticipated effective date of the proposed
transaction, and, concurrent with the effective date of the proposed
transaction, such rights shall be exercised automatically in accordance with
Article VI as if such effective date were the end of a Payroll Period unless a
Participant withdraws from the Plan as provided in Article VII.


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                                    ARTICLE X
                              MISCELLANEOUS MATTERS

        10.1   AMENDMENT AND TERMINATION. Since future conditions affecting the
Company cannot be anticipated or foreseen, the Company reserves the right to
amend, modify, or terminate the Plan at any time. Upon termination of the Plan,
all benefits shall become payable immediately. Notwithstanding the foregoing, no
such amendment or termination shall affect rights previously granted, nor may an
amendment make any change in any right previously granted which adversely
affects the rights of any Participant. In addition, no amendment may be made
without prior approval of the stockholders of the Company if such amendment
would:

        (a)    Increase the number of shares of Company Stock that may be issued
under the Plan;

        (b)    Materially modify the requirements as to eligibility for
participation in the Plan; or

        (c)    Materially increase the benefits that accrue to Participants
under the Plan.

        10.2   BENEFITS NOT ALIENABLE. Benefits under the Plan may not be
assigned or alienated, whether voluntarily or involuntarily. Any attempt at
assignment, transfer, pledge or other disposition shall be without effect,
except that the Company may treat such act as an election to withdraw funds in
accordance with Article VII.

        10.3   NO ENLARGEMENT OF EMPLOYEE RIGHTS. This Plan is strictly a
voluntary undertaking on the part of the Company and shall not be deemed to
constitute a contract between the Company and any Employee or to be
consideration for, or an inducement to, or a condition of, the employment of any
Employee. Nothing contained in the Plan shall be deemed to give the right to any
Employee to be retained in the employ of the Company or to interfere with the
right of the Company to discharge any Employee at any time.

        10.4   GOVERNING LAW. To the extent not preempted by Federal law, all
legal questions pertaining to the Plan shall be determined in accordance with
the laws of the State of California.

        10.5   NON-BUSINESS DAYS. When any act under the Plan is required to be
performed on a day that falls on a Saturday, Sunday or legal holiday, that act
shall be performed on the next succeeding day which is not a Saturday, Sunday or
legal holiday. Notwithstanding the above, Fair Market Value shall be determined
in accordance with Section 6.5.


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        10.6   COMPLIANCE WITH SECURITIES LAWS. Notwithstanding any provision of
the Plan, the Committee shall administer the Plan in such a way to insure that
the Plan at all times complies with any requirements of Federal Securities Laws.
For example, affiliates may be required to make irrevocable elections in
accordance with the rules set forth under Section 16b-3 of the Securities
Exchange Act of 1934.

        IN WITNESS WHEREOF, FIDELITY NATIONAL INFORMATION SOLUTIONS, INC. has
caused this instrument to become effective as of October 1, 2001.


                                   FIDELITY NATIONAL INFORMATION SOLUTIONS, INC.

                                   BY:
                                       -----------------------------------------


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