<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 ---------------

                                   FORM 10-K/A

       FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

    For the fiscal year ended December 31, 2000

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

    For the transition period from                    to
                                   ------------------    ---------------------

                         Commission File Number: 0-24961


                        AMERICAN NATIONAL FINANCIAL, INC.
             (Exact name of Registrant as specified in its charter)

             California                                   33-0731548
      ------------------------                        -------------------
      (State of Incorporation)                          (I.R.S. Employer
                                                       Identification No.)

           1111 E. Katella Avenue, Suite 220, Orange, California 92867
--------------------------------------------------------------------------------
          (Address of principal executive offices, including zip code)

       Registrant's telephone number, including area code: (714) 289-4300


Securities registered pursuant to Section 12(b) of the Act: None.

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

                                                  Name of each exchange
         Title of each class                       on which registered
     --------------------------                  -----------------------
     Common Stock, no par value                  NASDAQ National Market

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 [X]  No [ ]

Indicate by a 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. [X]

As of March 13, 2001, 7,507,507 shares of common stock (no par value) were
outstanding, and the aggregate market value of the shares of the common stock
held by non-affiliates of the registrant was $17,319,894. The aggregate market
value was computed with reference to the closing price on the NASDAQ National
Market on such date.

                      DOCUMENTS INCORPORATED BY REFERENCE.

                                      None.

<PAGE>   2

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT

     The names of the directors, director nominees and all executive officers of
American National Financial, Inc. (the "Company"), and certain information about
them, are set forth below:

<TABLE>
<CAPTION>

Name                             Occupation                                   Age              Director Since
----                             ----------                                   ---              --------------
<S>                              <C>                                          <C>              <C>
Michael C. Lowther               Chairman of the Board and                     59                   1996
                                 Chief Executive Officer
                                 American National Financial, Inc.
                                 Orange, California

William P. Foley, II             Chairman of the Board and                     56                   1997
                                 Chief Executive Officer
                                 Fidelity National Financial, Inc.
                                 Irvine, California

Wayne D. Diaz                    President                                     53                   1996
                                 American National Financial, Inc.
                                 Orange, California

Dennis R. Duffy                  Executive Vice President                      58                   1996
                                 American National Financial, Inc.
                                 Orange, California

Carl A. Strunk                   Executive Vice President and                  63                   1999
                                 Chief Financial Officer
                                 American National Financial, Inc.
                                 Orange, California

Barbara A. Ferguson              Executive Vice President                      44                   1997
                                 American National Financial, Inc.
                                 Orange, California

Bruce Elieff                     Principal                                     44                   1998
                                 Sun Cal Companies
                                 Anaheim, California

Matthew K. Fong                  Of Counsel                                    47                   1998
                                 Sheppard, Mullin, Richter & Hampton
                                 Los Angeles, California

Bruce L. Nelson                  Chairman of the Board                         52                    N/A
                                 Roundtree Capital Corporation
                                 Santa Barbara, California
</TABLE>

MICHAEL C. LOWTHER

     Mr. Lowther is Chairman of the Board of the Company and has been since
March 2000. He has been Chief Executive Officer and a director of the Company
since 1996. For approximately 15 years prior to joining American Title Company,
Mr. Lowther served as Chairman of the Board and Chief Executive Officer of World
Title Company, which he co-founded in 1980.


                                       2

<PAGE>   3

WILLIAM P. FOLEY, II

     Mr. Foley is a director of the Company. He joined the Company as its
Chairman of the Board in June 1997 and served in that capacity through March
2000. Mr. Foley is the Chairman of the Board and Chief Executive Officer of
Fidelity National Financial, Inc. and has been since its formation in 1984. Mr.
Foley was President of Fidelity National Financial, Inc. from its formation in
1984 until December 31, 1994. Mr. Foley is currently serving as Chairman of the
Board of CKE Restaurants, Inc., Checkers Drive-In Restaurants, Inc. and Santa
Barbara Restaurant Group, Inc. He is Co-Chairman of the Board of Directors of
Micro General Corporation and a director of Fresh Foods, Inc. and Miravant
Medical Technologies, Inc.

WAYNE D. DIAZ

     Mr. Diaz has been President and a director of the Company since its
formation. During the five years prior to joining the Company, Mr. Diaz held the
position of Executive Vice President of Fidelity National Title Insurance
Company.

DENNIS R. DUFFY

     Mr. Duffy has held his position of Executive Vice President and director of
the Company since 1996. Prior to 1996, he was owner of an underwritten title
company and held various management positions with both Title Insurance and
Trust Company (TICOR) and SAFECO.

CARL A. STRUNK

     Mr. Strunk joined the Company as its Executive Vice President and Chief
Financial Officer in August 1998 and was elected a director in 1999. Mr. Strunk
is Executive Vice President, Finance, of CKE Restaurants, Inc. and was its Chief
Financial Officer from February 1997 through April 2001. He served as Executive
Vice President and Chief Financial Officer of Fidelity National Financial, Inc.
from March 1992 to September 1997, and thereafter served as Executive Vice
President, Finance, until March 1998. Mr. Strunk is also a member of the Board
of Directors of Micro General Corporation.

BARBARA A. FERGUSON

     Ms. Ferguson joined the Company in August 1997 as Executive Vice President
and a director. For approximately 12 years prior to joining American National
Financial, Inc., Ms. Ferguson served as Senior Vice President of Fidelity
National Title Insurance Company.

BRUCE ELIEFF

     Mr. Elieff was elected to the Company's Board of Directors in August 1998.
Mr. Elieff is a principal of Sun Cal Companies, a real estate development firm
located in Southern California. He has held this position since 1977.

MATTHEW K. FONG

     Mr. Fong was elected to the Company's Board of Directors in November 1998.
In January 1999, Mr. Fong joined the law firm of Sheppard, Mullin, Richter &
Hampton LLP. From 1995 to 1998, Mr. Fong served as the State Treasurer of the
State of California. From 1991 to 1995, Mr. Fong served as Vice Chairman of the
California State Board of Equalization.

BRUCE L. NELSON

     Mr. Nelson is currently the Chairman of the Board of Roundtree Capital
Corporation, a private investment company he founded in 1990. From 1980 to 1990,
Mr. Nelson served as Vice President and Treasurer with Rockefeller Group, Inc.


                                       3

<PAGE>   4

             SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING 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 such 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
this Proxy Statement any failure of its directors and executive officers to file
by the relevant due date any of these reports during fiscal year 2000. 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 Mr. Diaz
filed one late report for a transaction in 2000.

ITEM 11. EXECUTIVE COMPENSATION

     The following Summary Compensation Table shows compensation paid by the
Company and its subsidiaries to the named executive officers of the Company for
all services in all capacities during the years indicated.

                           SUMMARY COMPENSATION TABLE

                               ANNUAL COMPENSATION
<TABLE>
<CAPTION>
                                                                                    LONG TERM COMPENSATION
                                                                                   -------------------------
                                                                                   RESTRICTED   SECURITIES     ALL OTHER
                                            SALARY        BONUS     OTHER ANNUAL     STOCK      UNDERLYING    COMPENSATION
NAME AND PRINCIPAL POSITION     YEAR        ($)(1)        ($)(2)    COMPENSATION     AWARDS    OPTIONS(#)(3)     ($)(4)
------------------------------  ----       --------      --------   ------------   ----------  -------------  ------------
<S>                             <C>        <C>           <C>        <C>            <C>         <C>            <C>
Michael C. Lowther............  2000       $270,516      $200,000       -               -         171,667        $4,605
Chairman of the Board           1999        267,454       185,000       -               -          27,640           530
and Chief Executive Officer     1998        256,667       275,000       -               -              -              -

Wayne D. Diaz.................  2000        270,516       200,000       -               -         171,667         4,427
President                       1999        267,454       185,000       -               -          27,640           319
                                1998        256,667       275,000       -               -               -             -

Dennis R. Duffy...............  2000        161,038       125,000       -               -         141,667         1,597
Executive Vice President        1999        166,901       125,000       -               -          10,000           530
                                1998        162,958       160,000       -               -               -             -

Barbara A. Ferguson...........  2000        170,500       125,000       -               -         141,667         1,757
Executive Vice President        1999        167,450       125,000       -               -          10,000             -
                                1998        170,000       160,000       -               -             -               -
</TABLE>

--------------------
(1)  Amounts shown for the indicated fiscal year include amounts deferred at the
     election of the named executive officer pursuant to the Company's 401(k)
     plan.

(2)  Bonuses were awarded during the year following the fiscal year to which the
     bonuses relate, based on an evaluation by the Compensation Committee of the
     Board of Directors. Amounts shown for the indicated fiscal year include
     cash bonus amounts earned in the indicated fiscal year and deferred at the
     election of the named executive officer and utilized to reduce the exercise
     price of stock options granted to such officer in the subsequent fiscal
     year pursuant to the 1999 Stock Option Plan. Bonus amounts applied to
     reduce the exercise price of stock option grants awarded and included in
     this column for 2000 and 1999, the only years in which this Plan has been
     in effect, are as follows: (i) Mr. Lowther: $100,000 - 2000 bonus, $92,500
     - 1999 bonus; (ii) Mr. Diaz: $100,000 - 2000 bonus, $92,500 - 1999 bonus;
     (iii) Mr. Duffy: $12,500 - 2000 bonus, $62,500 - 1999 bonus; and (iv) Ms.
     Ferguson $41,663 - 2000 bonus, $62,500 - 1999 bonus.

(3)  The number of securities underlying options has been adjusted to reflect
     all dividends.

(4)  Amounts shown for fiscal 2000 consist of the following: (i) Mr. Lowther:
     Company paid life insurance premiums -- $1,354, Company contribution to
     Employee Stock Purchase Plan -- $3,251; (ii) Mr. Diaz: Company paid life
     insurance premiums -- $1,176, Company contribution to Employee Stock
     Purchase Plan -- $3,251; (iii) Mr. Duffy: Company paid life insurance
     premiums -- $708, Company contribution to Employee Stock Purchase Plan --
     $889; and (iv) Ms. Ferguson: Company paid life insurance premiums -- $90,
     Company contribution to Employee Stock Purchase Plan -- $1,667.


                                       4

<PAGE>   5

OFFICER AND DIRECTOR LOANS

     The Board of Directors adopted an Employee Stock Purchase Loan Plan
("Employee Plan") and the Non-Employee Director Stock Purchase Loan Program
("Director Program"). The Employee Plan authorized an aggregate amount of $1.7
million to make loans to key employees to purchase shares of the Company's
Common Stock through open market purchases or in privately negotiated
transactions. The Director Program authorized an aggregate amount of $300,000 to
make loans to outside directors to purchase shares of the Company's Common Stock
through open market purchases or in privately negotiated transactions. The loans
are at an interest rate of 6 1/4% per annum for a term of five years immediately
callable in the event of termination of employment or resignation as a director,
as the case may be.

     During fiscal year 2000, each of the following named executive officers
participated in the Employee Plan Program, and the highest aggregate
indebtedness to the Company for each participant was as follows: Mr. Lowther -
$259,157; Mr. Diaz - $259,157; Mr. Duffy - $259,157; and Ms. Ferguson -
$259,157.

     During fiscal year 2000, each of the following named directors participated
in the Director Program, and the highest aggregate indebtedness to the Company
for each participant was as follows: Mr. Foley - $466,482; Mr. Strunk -
$259,157; and Mr. Fong - $103,663.

OPTION GRANTS

     The following table provides information as to options to purchase Common
Stock granted to the named individuals during 2000 pursuant to the Company's
1998 Stock Incentive Plan and 1999 Stock Option Plan.

                        OPTION GRANTS IN LAST FISCAL YEAR

<TABLE>
<CAPTION>
                                                                                            POTENTIAL REALIZABLE
                                                                                              VALUE AT ASSUMED
                            NUMBER OF      PERCENTAGE OF                                    ANNUAL RATES OF STOCK
                            SECURITIES     TOTAL OPTIONS                                      PRICE APPRECIATION
                            UNDERLYING       GRANTED TO    EXERCISE OR                        FOR OPTION TERM(3)
                             OPTION         EMPLOYEES IN    BASE PRICE     EXPIRATION     -------------------------
     NAME                   GRANTS(#)       FISCAL YEAR     ($/SHARE)         DATE          5%($)           10%($)
     ----                   ----------     -------------   -----------     ----------     --------         --------
<S>                         <C>            <C>             <C>             <C>            <C>              <C>
Michael C. Lowther            50,000                         $3.00(1)        3/13/10       $94,500         $238,500
                              61,667                         $1.50(2)        3/14/10        58,275          147,076
                              60,000                         $2.69(1)        10/4/10       101,606          256,435
                             -------
                             171,667           10.8%


Wayne D. Diaz                 50,000                         $3.00(1)        3/13/10       $94,500         $238,500
                              61,667                         $1.50(2)        3/14/10        58,275          147,076
                              60,000                         $2.69(1)        10/4/10       101,606          256,435
                             -------
                             171,667           10.8%

Dennis R. Duffy               50,000                         $3.00(1)        3/13/10       $94,500         $238,500
                              41,667                         $1.50(2)        3/14/10        39,375           99,376
                              50,000                         $2.69(1)        10/4/10        84,672          213,696
                             -------
                             141,667            8.9%

Barbara A. Ferguson           50,000                         $3.00(1)        3/13/10       $94,500         $238,500
                              41,667                         $1.50(2)        3/14/10        39,375           99,376
                              50,000                         $2.69(1)        10/4/10        84,672          213,696
                             -------
                             141,667            8.9%
                             =======
</TABLE>

-----------------
(1) The fair market value of the Company's Common Stock on the date of grant.

(2) The options granted under the 1999 Stock Option Plan were granted to key
    employees of the Company at an exercise price of $3.00, the fair market
    value of the Company's Common Stock on the date of grant. The executive
    officer applied his/her deferred bonus amount to reduce the exercise price
    to $1.50 per share. (See note (2) of Summary Compensation Table.) Unless
    exercised sooner, the exercise price of these options will decrease
    approximately $0.05 per year through 2010, at which time the exercise price
    will be $0.95.

(3) These are assumed rates of appreciation and are not intended to forecast
    future appreciation of the Company's Common Stock.


                                       5

<PAGE>   6

OPTION EXERCISES AND FISCAL YEAR-END VALUES

     There were no stock option exercises by the named individuals in 2000. The
Company did not reprice any existing options during the last completed fiscal
year.

                        AGGREGATED STOCK OPTION EXERCISES
              IN LAST FISCAL YEAR AND FISCAL YEAR-END OPTION VALUES

<TABLE>
<CAPTION>
                                                             NUMBER OF UNEXERCISED             VALUE OF UNEXERCISED
                                                                   OPTIONS AT                 IN-THE-MONEY OPTIONS AT
                             SHARES          VALUE             DECEMBER 31, 2000                 DECEMBER 31, 2000
                           ACQUIRED ON      REALIZED      ----------------------------      ----------------------------
       NAME                EXERCISE(#)         ($)        EXERCISABLE    UNEXERCISABLE      EXERCISABLE    UNEXERCISABLE
       ----                -----------      --------      -----------    -------------      -----------    -------------
<S>                        <C>              <C>           <C>            <C>                <C>            <C>
Michael C. Lowther.........  None              N/A           80,094         119,213           $104,094         $39,400

Wayne D. Diaz..............  None              N/A           80,094         119,213           $104,094         $39,400

Dennis R. Duffy............  None              N/A           48,334         103,333            $70,334         $34,400

Barbara A. Ferguson........  None              N/A           48,334         103,333            $70,334         $34,400
</TABLE>

EMPLOYMENT AGREEMENTS

     The Company entered into a three-year employment agreement with its
Chairman and Chief Executive Officer, Mr. Lowther, effective August 8, 1998.
Following the expiration of the initial term, the employment agreement will
automatically renew for successive one-year terms unless Mr. Lowther or the
Company notifies the other of his or its intent not to renew the agreement.
However, the Company may only decline to renew the agreement if the Company or
any of its subsidiaries does not meet the budgeted expectations for such
entities as determined by the Company's Board of Directors in the exercise of
reasonable discretion. Pursuant to this agreement, Mr. Lowther's annual base
salary is $260,000. The agreement provides for additional incentive compensation
in respect of each fiscal year ending during the term thereof as determined by
the Chairman of the Board and the Board of Directors. The agreement allows the
Company to terminate Mr. Lowther upon written notice without cause, in which
case he will receive (i) severance pay in an amount equal to his annual salary
in effect as of the date of termination plus the total bonus paid or payable to
him for the most recent calendar year multiplied by the greater number of years
remaining in the term of employment, including partial years, or 2 years, and
(ii) maintenance of all benefit plans and programs for Mr. Lowther for the
greater of 2 years or the number of years (including partial years) remaining in
the agreement. Upon Mr. Lowther's death, his estate will receive a


                                       6

<PAGE>   7

payment in the amount of the annual base salary for the remainder of the
agreement and the minimum annual bonus without offset prorated throughout the
date of termination. Upon incapacity or disability for a continuous period of
nine months, the Company may terminate the employment contract with Mr. Lowther
upon payment of an amount equal to his annual base salary, without offset for
the remainder of the agreement. The Company entered into an amendment with Mr.
Lowther to his employment agreement that provides for a change of control
provision. This provision enables Mr. Lowther to terminate his employment
agreement due to a change in control during the period commencing 60 days and
expiring 365 days after such change in control. In the event of termination of
the agreement for good reason (defined in the agreement as a change in control)
or if Mr. Lowther's employment is terminated following a change in control under
certain circumstances then he will receive (i) his minimum annual base salary
through the date of termination, (ii) severance pay in an amount equal to his
annual salary in effect as of the date of termination plus the total bonus paid
or payable to him for the most recent calendar year multiplied by the greater of
the number of years (including partial years) remaining in the agreement or the
number 1, and (iii) maintenance of all benefit plans and programs for Mr.
Lowther for the number of years (including partial years) remaining in the
agreement.

     The Company entered into a three-year employment agreement with Wayne D.
Diaz effective August 8, 1998. Following the expiration of the initial term, the
employment agreement will automatically renew for successive one-year terms
unless Mr. Diaz or the Company notifies the other of his or its intent not to
renew the agreement. However, the Company may only decline to renew the
agreement if the Company or any of its subsidiaries does not meet the budgeted
expectations for such entities as determined by the Company's Board of Directors
in the exercise of reasonable discretion. Pursuant to this agreement, Mr. Diaz's
annual base salary is $260,000. The agreement provides for additional incentive
compensation in respect of each fiscal year ending during the term thereof as
determined by the Chairman of the Board and the Board of Directors. The
agreement allows the Company to terminate Mr. Diaz upon written notice without
cause, in which case he will receive (i) severance pay in an amount equal to his
annual salary in effect as of the date of termination plus the total bonus paid
or payable to him for the most recent calendar year multiplied by the greater
number of years remaining in the term of employment, including partial years, or
2 years, and (ii) maintenance of all benefit plans and programs for Mr. Diaz for
the greater of 2 years or the number of years (including partial years)
remaining in the agreement. Upon Mr. Diaz's death, his estate will receive a
payment in the amount of the annual base salary for the remainder of the
agreement and the minimum annual bonus without offset prorated throughout the
date of termination. Upon incapacity or disability for a continuous period of
nine months, the Company may terminate the employment contract with Mr. Diaz
upon payment of an amount equal to his annual base salary, without offset for
the remainder of the agreement. The Company entered into an amendment with Mr.
Diaz to his employment agreement that provides for a change of control
provision. This provision enables Mr. Diaz to terminate his employment agreement
due to a change in control during the period commencing 60 days and expiring 365
days after such change in control. In the event of termination of the agreement
for good reason (defined in the agreement as a change in control) or if Mr.
Diaz's employment is terminated following a change in control under certain
circumstances then he will receive (i) his minimum annual base salary through
the date of termination, (ii) severance pay in an amount equal to his annual
salary in effect as of the date of termination plus the total bonus paid or
payable to him for the most recent calendar year multiplied by the greater of
the number of years (including partial years) remaining in the agreement or the
number 1, and (iii) maintenance of all benefit plans and programs for Mr. Diaz
for the number of years (including partial years) remaining in the agreement.

     The Company entered into a three-year employment agreement with Dennis R.
Duffy effective August 8, 1998. Following the expiration of the initial term,
the employment agreement will automatically renew for successive one-year terms
unless Mr. Duffy or the Company notifies the other of his or its intent not to
renew the agreement. However, the Company may only decline to renew the
agreement if the Company or any of its subsidiaries does not meet the budgeted
expectations for such entities as determined by the Company's Board of Directors
in the exercise of reasonable discretion. Pursuant to this agreement, Mr.
Duffy's annual base salary is $160,000. The agreement provides for additional
incentive compensation in respect of each fiscal year ending during the term
thereof as determined by the Board of Directors. The agreement allows the
Company to terminate Mr. Duffy upon written notice without cause, in which case
he will receive (i) severance pay in an amount equal to his annual salary in
effect as of the date of termination plus the total bonus paid or payable to him
for the most recent calendar year multiplied by the greater number of years
remaining in the term of employment, including partial years, or 2 years, and
(ii) maintenance of all benefit plans and programs for Mr. Duffy for the greater
of 2 years or the number of years (including partial years) remaining in the
agreement. Upon Mr. Duffy's death, his estate will receive a


                                       7

<PAGE>   8

payment in the amount of the annual base salary for the remainder of the
agreement and the minimum annual bonus without offset prorated throughout the
date of termination. Upon incapacity or disability for a continuous period of
nine months, the Company may terminate the employment contract with Mr. Duffy
upon payment of an amount equal to his annual base salary, without offset for
the remainder of the agreement.

     The Company entered into a three-year employment agreement with Barbara
Ferguson effective August 8, 1998. Following the expiration of the initial term,
the employment agreement will automatically renew for successive one-year terms
unless Ms. Ferguson or the Company notifies the other of her or its intent not
to renew the agreement. However, the Company may only decline to renew the
agreement if the Company or any of its subsidiaries does not meet the budgeted
expectations for such entities as determined by the Company's Board of Directors
in the exercise of reasonable discretion. Pursuant to this agreement, Ms.
Ferguson's annual base salary is $160,000. The agreement provides for additional
incentive compensation in respect of each fiscal year ending during the term
thereof as determined by the Board of Directors. The agreement allows the
Company to terminate Ms. Ferguson upon written notice without cause, in which
case she will receive (i) severance pay in an amount equal to her annual salary
in effect as of the date of termination plus the total bonus paid or payable to
her for the most recent calendar year multiplied by the greater number of years
remaining in the term of employment, including partial years, or 2 years, and
(ii) maintenance of all benefit plans and programs for Ms. Ferguson for the
greater of 2 years or the number of years (including partial years) remaining in
the agreement. Upon Ms. Ferguson's death, her estate will receive a payment in
the amount of the annual base salary for the remainder of the agreement and the
minimum annual bonus without offset prorated throughout the date of termination.
Upon incapacity or disability for a continuous period of nine months, the
Company may terminate the employment contract with Ms. Ferguson upon payment of
an amount equal to her annual base salary, without offset for the remainder of
the agreement. The Company entered into an amendment with Ms. Ferguson to her
employment agreement that provides for a change of control provision. This
provision enables Ms. Ferguson to terminate her employment agreement due to a
change in control during the period commencing 60 days and expiring 365 days
after such change in control. In the event of termination of the agreement for
good reason (defined in the agreement as a change in control) or if Ms.
Ferguson's employment is terminated following a change in control under certain
circumstances then she will receive (i) her minimum annual base salary through
the date of termination, (ii) severance pay in an amount equal to her annual
salary in effect as of the date of termination plus the total bonus paid or
payable to her for the most recent calendar year multiplied by the greater of
the number of years (including partial years) remaining in the agreement or the
number 1, and (iii) maintenance of all benefit plans and programs for Ms.
Ferguson for the number of years (including partial years) remaining in the
agreement.

     COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

     The Compensation Committee was formed in 1999. During fiscal 2000, the
Compensation Committee consisted of two independent directors, including Mr.
Elieff and Mr. Fong, and no member of the Compensation Committee was a former or
current officer or employee of the Company or any of its subsidiaries. In
addition, during that year, no executive officer of the Company served (i) as a
member of the compensation committee or board of directors of another entity,
one of whose executive officers served on the Compensation Committee, or (ii) as
a member of the compensation committee of another entity, one of whose executive
officers served on the Board of Directors.


                                       8

<PAGE>   9

         REPORT OF THE COMPENSATION COMMITTEE ON EXECUTIVE COMPENSATION

GENERAL

     The Compensation Committee of the Board of Directors is responsible for
establishing and administering the policies that govern executive compensation
and benefit practices. The Compensation Committee evaluates the performance of
the executive officers and determines their compensation levels, in terms of
salary, annual bonus and related benefits, all subject to Board approval. The
Compensation Committee has access to independent compensation data for use in
assessing levels of compensation for officers of the Company.

COMPENSATION PHILOSOPHY

     The Company's executive compensation programs are designed to (i) provide
levels of compensation that integrate pay and incentive plans with the Company's
strategic goals, so as to align the interests of executive management with the
long-term interests of the Shareholders; (ii) motivate Company executives to
achieve the strategic business goals of the Company and to recognize their
individual contributions; and (iii) provide compensation opportunities which are
competitive to those offered by other national title insurance companies and
other middle-market corporations similar in size and performance. Although the
exact identity of the corporations surveyed varies, these generally include
title companies and other corporations equal to or larger than the Company. The
Compensation Committee believes that the components of executive compensation
should include base salary, annual cash bonus, stock option grants and other
benefits and should be linked to individual and Company performance. With regard
to the Company's performance, the measures used for determining appropriate
levels of compensation for executive officers include the Company's national
market share, net margin, quality of service, meeting strategic goals within the
current economic climate and industry environment, scope of responsibilities,
expansion by acquisition or otherwise, and profit retention and profitability,
all of which combine to enhance Shareholder value.

     The Committee approves the employment agreements and salary and bonus
levels for key employees, including Mr. Lowther and Mr. Diaz. The Compensation
Committee then makes recommendations with respect to the compensation to the
entire Board of Directors for its approval.

COMPENSATION OF THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER FOR FISCAL 2000

     Mr. Lowther's compensation for fiscal 2000 was determined pursuant to the
terms of his employment agreement in effect during that period. His employment
agreement provided him with a base annual salary, which may be reviewed and
increased at the discretion of the Chairman of the Board and/or the Compensation
Committee. Mr. Lowther also received a cash bonus, which was determined by the
Board of Directors based on Mr. Lowther's and the Company's performance during
the preceding year. The Company, through the Board of Directors, has the
discretion to award stock options to Mr. Lowther. Mr. Lowther received stock
options in 2000 totaling 171,667 shares of Common Stock. Of these options,
61,667 shares vested upon date of grant, 50,000 vest in three equal, annual
installments beginning on the first anniversary of the date of grant, and the
remaining 60,000 vest in three equal, annual installments beginning on the first
anniversary of the date of grant.

COMPENSATION OF OTHER EXECUTIVES FOR FISCAL 2000

     With respect to the base salaries and incentive compensation awarded to
other executive officers in respect of fiscal 2000, the Compensation Committee
approved these amounts pursuant to the executives' employment agreements and the
executives' performances as directed and approved by the Compensation Committee.
The decision of the Compensation Committee with respect to the base salary for
each such executive officer is subjective and was made after consideration of
the performance of the executive in his/her particular area of responsibility,
the executive's contribution to the Company's overall management team and an
assessment of the future contributions the executive should be able to make to
the Company.

STOCK OPTION GRANTS

     As indicated above, an important element of the Company's compensation
philosophy is the desire to align the interests of the executive officers with
the long-term interests of the Company's Shareholders. The purpose of the
Company's Stock Incentive Plan is to attract, retain and award executive
officers and directors and to furnish incentives to these persons to improve
operations, increase profits and positively impact the Company's long-term
performance. Consistent with these objectives, the Compensation Committee
granted options to executive officers in 2001 for their performance in 2000.

     As additional incentive compensation, certain executive officers are
permitted to participate in a program pursuant to which the officer can defer a
portion of his bonus and apply the deferred amount to reduce the exercise price
of stock options granted to him. In subsequent years, the exercise price of the
options is further reduced by a percentage amount determined by the Compensation
Committee. In 2000, Mr. Lowther, Mr. Diaz, Mr. Duffy and Ms. Ferguson
participated in this bonus deferral program.


                                       9
<PAGE>   10

     Corporate Deduction for Compensation. Section 162(m) of the Internal
Revenue Code generally limits to $1.0 million the corporate deduction for
compensation paid to certain executive officers, unless certain requirements are
met. The Company's policy with respect to the deductibility limit of Section
162(m) generally is to preserve the federal income tax deductibility of
compensation paid to executive officers. However, while the tax impact of any
compensation arrangement is an important factor to be considered, the impact is
evaluated in light of the Company's overall compensation philosophy.
Accordingly, the Company has and will continue to authorize the payment of
non-deductible compensation if it deems that it is consistent with its
compensation philosophy and in the best interests of the Company and its
Shareholders.

                                                The Compensation Committee


                                                Bruce Elieff
                                                Matthew K. Fong
                                                Bruce L. Nelson


                                PERFORMANCE GRAPH

     Set forth below is a graph comparing cumulative total shareholder return on
the Company's common stock against the cumulative total return on the S&P 500
Index and against the cumulative total return of a peer group index comprised of
certain companies for the industry in which the Company competes (SIC code 6361
-- Title Insurance) for the period beginning on February 12, 1999, the date the
Company went public, and ending December 31, 2000. This peer group consists of
the following companies: Capital Title Group, Inc., First American Financial,
LandAmerica Financial Group, Inc. and Stewart Information Services Corp. The
peer group comparison has been weighted based on the Company's stock market
capitalization. The graph assumes an initial investment of $100.00 on February
12, 1999, with any dividends reinvested over the periods indicated.

                         COMPARISON OF CUMULATIVE TOTAL
               RETURN OF COMPANY, INDUSTRY INDEX AND BROAD MARKET

                                    2/12/99     12/31/99      12/31/00
                                    -------     --------      --------
American National Financial           100         52.86         61.25

S&P 500 Index                         100        120.71        109.72

Peer Group                            100         49.79        119.16

                   ASSUMES $100 INVESTED ON FEBRUARY 12, 1999
                      ASSUMES DIVIDEND REINVESTED MONTHLY.


ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The following table sets forth the beneficial ownership as of April 1, 2001
of the Common Stock of the Company by each director who owns shares, by the
director nominees, all executive officers named in the Summary Compensation
Table, and all directors and executive officers as a group. The information as
to beneficial stock ownership is based on data furnished by the persons
concerning whom such information is given. Unless otherwise indicated, the
addresses of the people listed below are the same as the Company's address.

<TABLE>
<CAPTION>
                                          NUMBER OF      NUMBER  OF                  PERCENT
NAME AND ADDRESS                        SHARES OWNED     OPTIONS(1)      TOTAL       OF TOTAL
----------------                        ------------     ----------    ---------     --------
<S>                                     <C>              <C>           <C>           <C>
Fidelity National Financial, Inc....      2,099,996           -0-      2,099,996       28.96%
17911 Von Karman Avenue
Irvine, CA  92614

Michael C. Lowther..................      1,037,135       172,641      1,209,776       16.27%

William P. Foley, II................        450,256        75,000        525,256        7.16%

Wayne D. Diaz......................       1,025,334       172,641      1,197,975       16.11%

Dennis R. Duffy....................         165,986        76,667        242,653        3.31%

Carl A. Strunk.....................         141,862        69,998        211,860        2.89%

Barbara A. Ferguson................         218,273        96,109        314,382        4.27%

Bruce Elieff.......................             -0-        10,000         10,000          *

Matthew K. Fong....................          37,871        10,000         47,871          *

Bruce Nelson.......................             -0-           -0-            -0-          *

All directors and officers
 (8 persons).......................       3,076,717       683,056      3,759,773       47.32%
</TABLE>

-------------

 *  Represents less than 1% of the Company's Common Stock.

(1) Represents shares subject to stock options that are exercisable on April 1,
    2001 or become exercisable within 60 days of April 1, 2001.


                                       10

<PAGE>   11

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     TRANSACTIONS INVOLVING FIDELITY NATIONAL FINANCIAL, INC.

     Fidelity National Financial, Inc. ("FNFI") is a provider of title insurance
and diversified real estate related services. At December 31, 2000, FNFI owned
2,099,996 shares of the Company's outstanding Common Stock which represented
28.3% of the total Common Stock outstanding as of that date. Mr. Foley, a
director of the Company, serves as the Chairman of the Board and Chief Executive
Officer of FNFI.

     The Company and Fidelity National Title Insurance Company ("FNTIC"), a
subsidiary of FNFI, entered into an Issuing Agency Agreement pursuant to which
ATC has agreed that until June 30, 2007 it will act exclusively as an agent for
FNTIC and Chicago Title Insurance Company, a subsidiary of FNFI, with respect to
the procurement of title insurance policies in 14 selected counties in
California and Arizona, subject to certain exceptions. This exclusive
arrangement does not apply to other counties into which the Company may expand
in the future. In addition, under the Issuing Agency Agreement, FNTIC provides
certain administrative services for ATC, including accounting, legal and human
resources services. ATC pays FNTIC a management fee of 1% of gross premiums for
these services. ATC paid FNTIC $529,926 for these services in 2000. This
administrative services arrangement is terminable by ATC upon 90 days notice to
FNTIC.

     On January 28, 1998, ATC and FNTIC entered into a sublease pursuant to
which ATC subleased the Company's principal executive office from FNTIC. Such
lease provides for monthly rental payments to FNTIC of $37,000 and expired on
July 11, 2000. The aggregate payments paid under the lease in 2000 were $
215,817.

     TRANSACTIONS WITH MANAGEMENT AND OTHERS

     The Board of Directors adopted an Employee Stock Purchase Loan Plan
("Employee Plan") and the Non-Employee Director Stock Purchase Loan Program
("Director Program"). The Employee Plan authorized an aggregate amount of $1.7
million to make loans to key employees to purchase shares of the Company's
Common Stock through open market purchases or in privately negotiated
transactions. The Director Program authorized an aggregate amount of $300,000 to
make loans to outside directors to purchase shares of the Company's Common Stock
through open market purchases or in privately negotiated transactions. The loans
are at an interest rate of 6 1/4% per annum for a term of five years immediately
callable in the event of termination of employment or resignation as a director,
as the case may be.

     During fiscal year 2000, each of the following named executive officers
participated in the Employee Plan Program, and the highest aggregate
indebtedness to the Company for each participant was as follows: Mr. Lowther -
$259,157; Mr. Diaz - $259,157; and Ms. Ferguson - $259,157.

     During fiscal year 2000, each of the following named directors participated
in the Director Program, and the highest aggregate indebtedness to the Company
for each participant was as follows: Mr. Foley - $466,482; Mr. Strunk -
$259,157; and Mr. Fong - $103,663.



                                       11

<PAGE>   12

                                   SIGNATURES

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


                                              AMERICAN NATIONAL FINANCIAL, INC.


                                              By: /s/ MICHAEL C. LOWTHER
                                                  -----------------------------
                                                      Michael C. Lowther
                                                      Chairman of the Board and
                                                      Chief Executive Officer

Date: April 26, 2001

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
       SIGNATURE                                  TITLE                            DATE
       ---------                                  -----                            ----
<S>                                 <C>                                        <C>
/s/ MICHAEL C. LOWTHER              Chief Executive Officer and Director       April 26, 2001
----------------------------
    Michael C. Lowther


/s/ WAYNE D. DIAZ                          President and Director              April 26, 2001
----------------------------
    Wayne D. Diaz


/s/ CARL A. STRUNK                        Executive Vice President,            April 26, 2001
----------------------------               Chief Financial Officer
    Carl A. Strunk                        (Principal Financial and
                                             Accounting Officer)
                                                and Director


/s/ DENNIS R. DUFFY                       Executive Vice President             April 26, 2001
----------------------------                    and Director
    Dennis R. Duffy


/s/ BARBARA A. FERGUSON                   Executive Vice President             April 26, 2001
----------------------------                    and Director
    Barbara A. Ferguson


/s/ WILLIAM P. FOLEY, II                          Director                     April 26, 2001
----------------------------
    William P. Foley, II


/s/ BRUCE ELIEFF                                  Director                     April 26, 2001
----------------------------
    Bruce Elieff


                                                  Director                     April __, 2001
----------------------------
    Matthew K. Fong


/s/ BRUCE L. NELSON                               Director                     April 26, 2001
----------------------------
    Bruce L. Nelson
</TABLE>


                                       12