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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549




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Form 10-K/A(Amendment No. 1)

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|           |  |                                                                                                                       
|---------- |  | ----------------------------------------------------------------------------------------------------------------------
|(Mark One) |  |                                                                                                                       
|þ          |  | ANNUAL REPORT PURSUANT TO SECTION 13 OR
    15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE
    REQUIRED)    
|          
|           |  | For the fiscal year ended December 31,
    2002                                                                       
|          
|or        
|          
|o          |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR
    15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE
    REQUIRED)

Commission File No. 0-20312

Fidelity National Information Solutions,
Inc.

(Exact name of Registrant as specified in its
charter)


|                                                                   |  |                                                         
|------------------------------------------------------------------ |  | --------------------------------------------------------
|Delaware                                                           |  | 41-1293754                                              
|(State or other jurisdiction of
    incorporation or organization) |  | (I.R.S. Employer
    Identification No.)                
|                                                                  
|4050 Calle Real
    Santa Barbara, California 93110                |  | (805) 696-7000                                          
|(Address of principal executive offices,
    including zip code)   |  | (Registrants telephone number,
    including area code)

Securities registered pursuant to
Section 12(b) of the Act:

|                              |  |                                          
|----------------------------- |  | -----------------------------------------
|Title of Each Class           |  | Name of Each Exchange on Which Registered
|                              |  |                                          
|Common Stock, $.001 par value |  | NASDAQ                                   

Securities Registered Pursuant to
Section 12(g) of the Act:

None


Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the
past
90 days.     Yes þ          No o

Indicate by check mark whether the registrant is
an accelerate filer (as defined in Rule 12b-2 of the
Act).     Yes þ          No o

Indicate by check mark if disclosure of
delinquent filers pursuant to Item 405 of Regulation S-K is
not contained herein, and will not be contained, to the best of
registrants knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this
Form 10-K, or any amendment to this
Form 10-K.     o

As of March 10, 2003, 39,612,056 shares of
Common Stock ($.001 par value) were outstanding.

The aggregate market value of the shares of the
Common Stock held by non-affiliates of the registrant on
June 30, 2002 was $131,084,352.

The information in Part III hereof (excluding the
information required pursuant to Item 405 of
Regulation S-K, which is included in this Amendment) is
incorporated herein by reference to the registrants Proxy
Statement on Schedule 14A for the fiscal year ended
December 31, 2002, to be filed within 120 days after
the close of the fiscal year that is the subject of this Report.





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EXPLANATORY NOTE

In its Annual Report on Form 10-K
for the fiscal year ended December 31, 2002, filed on
March 28, 2003, the Registrant erroneously checked the box on
the facing page of the Report indicating that there were no instances
of delinquent filings pursuant to Section 16 of the Securities
Exchange Act of 1934. There were in fact delinquent filings during
2002, which are described in this Amendment.



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TABLE OF CONTENTS



|           |  |  |  |  |  |  |  | 
|---------- |  |  |  |  |  |  |  | 
|Part III  
|SIGNATURES



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##### Table of Contents



TABLE OF CONTENTS

|           |  |                                                   
|---------- |  | --------------------------------------------------
|PART III   | 
|Item 10.   |  | Directors and Executive Officers of the Registrant
|          
|SIGNATURES | 



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Part III

Item
10.     Directors and Executive
Officers of the Registrant

Section 16(a) Beneficial Ownership Report
Compliance

Section 16 of the Exchange Act of 1934, as
amended, requires the Companys executive officers and
directors to file reports of their ownership, and changes in
ownership, of the Companys securities with the SEC. Executive officers
and directors are required by the SECs regulations to
furnish the Company with copies of all forms they file pursuant
to Section 16 and the Company is required to report in its
Annual Report on Form 10-K any failure of its directors and
executive officers to file by the relevant due date any of these
reports during fiscal year 2002. Based solely upon a review of
the copies of the reports received by it, the Company believes
that all such filing requirements were satisfied except that
Willie Davis, Richard Freeman, Earl Gallegos and Cary Thompson
each filed one late report for a transaction in 2002. The
failure to timely file such report was an inadvertent error by
the Company.



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##### Table of Contents






SIGNATURES

Pursuant to the requirements of Section 13 or
15(d) of the Securities Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.



| |                                              
| | ---------------------------------------------
| | FIDELITY NATIONAL INFORMATION SOLUTIONS, INC.



| |     |                                                                                                                                          
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------
| | By: | /s/ Neil A. Johnson
    ______________________________________ 
     Neil A. Johnson Executive Vice President and Chief Financial Officer

Date: April 14, 2003



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##### Table of Contents



CERTIFICATIONS

I, Patrick F. Stone certify that:



| |                                                                                                                                                                                                                                                                                                                                                        
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 1.     I have reviewed
    this annual report on Form 10-K/A of Fidelity National
    Information Solutions, Inc.;                                                                                                                                                                                                                                     
|
| | 2.     Based on my
    knowledge, this annual report does not contain any untrue
    statement of a material fact or omit to state a material fact
    necessary to make the statements made, in light of the
    circumstances under which such statements were made, not
    misleading with respect to the period covered by this annual
    report;
|
| | 3.     Based on my
    knowledge, the financial statements, and other financial
    information included in this annual report, fairly present in
    all material respects the financial condition, results of
    operations and cash flows of the registrant as of, and for, the
    period presented in this annual report;                        
|
| | 4.     The
    registrants other certifying officer and I are responsible
    for establishing and maintaining disclosure controls and
    procedures (as defined in Exchange Act Rules 13a-14 and
    15d-14) for the registrant and we have:                                                                                                        



| |                                                                                                                                                                                                                                                                                                                
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | a) designed such disclosure controls and
    procedures to ensure that material information relating to the
    registrant, including its consolidated subsidiaries, is made
    known to us by others within those entities, particularly during
    the period in which this annual report is being prepared;
|
| | b) evaluated the effectiveness of the
    registrants disclosure controls and procedures as of a
    date within 90 days prior to the filing date of this annual
    report (the Evaluation Date); and                                                                                                      
|
| | c) presented in this annual report our
    conclusions about the effectiveness of the disclosure controls
    and procedures based on our evaluation as of the Evaluation Date;                                                                                                                                



| |                                                                                                                                                                                                                                                                     
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 5.     The
    registrants other certifying officer and I have disclosed,
    based on our most recent evaluation, to the registrants
    auditors and the audit committee of registrants board of
    directors (or persons performing the equivalent function):



| |                                                                                                                                                                                                                                                                                                                      
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | a) all significant deficiencies in the
    design or operation of internal controls which could adversely
    affect the registrants ability to record, process,
    summarize and report financial data and have identified for the
    registrants auditors any material weaknesses in internal
    controls; and
|
| | b) any fraud, whether or not material, that
    involves management or other employees who have a significant
    role in the registrants internal controls; and                                                                                                                                                    



| |                                                                                                                                                                                                                                                                                                                                                                                                                      
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 6.     The
    registrants other certifying officers and I have indicated
    in this annual report whether or not there were significant
    changes in internal controls or in other factors that could
    significantly affect internal controls subsequent to the date of
    our most recent evaluation, including any corrective actions
    with regard to significant deficiencies and material weaknesses.



| |     |                     
| | --- | --------------------
| | By: | /s/ Patrick F. Stone

| |                        
| | -----------------------
| |                        
| | Patrick F. Stone       
| | Chief Executive Officer

Date: April 14, 2003





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I, Neil A. Johnson, certify that:



| |                                                                                                                                                                                                                                                                                                                                                        
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | 1.     I have reviewed
    this annual report on Form 10-K/A of Fidelity National
    Information Solutions, Inc.;                                                                                                                                                                                                                                     
|
|
| | 2.     Based on my
    knowledge, this annual report does not contain any untrue
    statement of a material fact or omit to state a material fact
    necessary to make the statements made, in light of the
    circumstances under which such statements were made, not
    misleading with respect to the period covered by this annual
    report;
|
| | 3.     Based on my
    knowledge, the financial statements, and other financial
    information included in this annual report, fairly present in
    all material respects the financial condition, results of
    operations and cash flows of the registrant as of, and for, the
    period presented in this annual report;                        
|
| | 4.     The
    registrants other certifying officer and I are responsible
    for establishing and maintaining disclosure controls and
    procedures (as defined in Exchange Act Rules 13a-14 and
    15d-14) for the registrant and we have:                                                                                                        



| |                                                                                                                                                                                                                                                                                                                
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | a) designed such disclosure controls and
    procedures to ensure that material information relating to the
    registrant, including its consolidated subsidiaries, is made
    known to us by others within those entities, particularly during
    the period in which this annual report is being prepared;
|
| | b) evaluated the effectiveness of the
    registrants disclosure controls and procedures as of a
    date within 90 days prior to the filing date of this annual
    report (the Evaluation Date); and                                                                                                      
|
| | c) presented in this annual report our
    conclusions about the effectiveness of the disclosure controls
    and procedures based on our evaluation as of the Evaluation Date;                                                                                                                                



| |                                                                                                                                                                                                                                                                     
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 5.     The
    registrants other certifying officer and I have disclosed,
    based on our most recent evaluation, to the registrants
    auditors and the audit committee of registrants board of
    directors (or persons performing the equivalent function):



| |                                                                                                                                                                                                                                                                                                                      
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | a) all significant deficiencies in the
    design or operation of internal controls which could adversely
    affect the registrants ability to record, process,
    summarize and report financial data and have identified for the
    registrants auditors any material weaknesses in internal
    controls; and
|
| | c) any fraud, whether or not material, that
    involves management or other employees who have a significant
    role in the registrants internal controls; and                                                                                                                                                    



| |                                                                                                                                                                                                                                                                                                                                                                                                                      
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 6.     The
    registrants other certifying officers and I have indicated
    in this annual report whether or not there were significant
    changes in internal controls or in other factors that could
    significantly affect internal controls subsequent to the date of
    our most recent evaluation, including any corrective actions
    with regard to significant deficiencies and material weaknesses.



| |     |                    
| | --- | -------------------
|
| | By: | /s/ Neil A. Johnson

| |                        
| | -----------------------
| |                        
| | Neil A. Johnson        
| | Chief Financial Officer
|




Date: April 14, 2003