Fidelity National Financial, Inc. - Form 13F Holdings Report (13F-HR)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 13F

FORM 13F COVER PAGE

Report for the Calendar Year or Quarter Ended: March 31, 2008

Check here if Amendment [ ]; Amendment Number: ______
This Amendment (Check only one.): [ ] is a restatement.
[ ] adds new holdings entries.

INSTITUTIONAL INVESTMENT MANAGER FILING THIS REPORT:

Name: Fidelity National Financial, Inc.
Address: 601 Riverside Avenue
 Jacksonville, FL 32204

Form 13F File Number: 28-11785

The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form.

PERSON SIGNING THIS REPORT ON BEHALF OF REPORTING MANAGER:

Name: Anthony J. Park
Title: Chief Financial Officer

(Principal Financial and Accounting Officer)

Phone: (904) 854-8100

SIGNATURE, PLACE, AND DATE OF SIGNING:

(s) Anthony J. Park Jacksonville, Florida May 12, 2008
-------------------------------------- [City, State] [Date]
[Signature]

REPORT TYPE (CHECK ONLY ONE.):

[X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager
are reported in this report.)

[ ] 13F NOTICE. (Check here if no holdings reported are in this report, and
all holdings are reported by other reporting manager(s).)

[ ] 13F COMBINATION REPORT. (Check here if a portion of the holdings for this
reporting manager are reported in this report and a portion are reported by
other reporting manager(s).)

LIST OF OTHER MANAGERS REPORTING FOR THIS MANAGER:

FORM 13F FILE NUMBER NAME

FORM 13F SUMMARY PAGE

REPORT SUMMARY:

Number of Other Included Managers: None
Form 13F Information Table Entry Total: 27
Form 13F Information Table Value Total: $ 75,692
 (thousands)

LIST OF OTHER INCLUDED MANAGERS:

Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report.

[If there are no entries in this list, state "NONE" and omit the column headings and list entries.]

None.

FORM 13F REPORT

NAME OF REPORTING MANAGER: FIDELITY NATIONAL FINANCIAL, INC.

 VALUE SHARES/ SH/ PUT/ INVSTMT OTHER VOTING AUTHORITY
NAME OF ISSUER TITLE OF CLASS CUSIP (X1000) PRN AMT PRN CALL DSCRETN MANAGERS SOLE SHARED NONE
NORTHGATE MINERALS CORP. COMMON 666416-10-2 12,055 3,778,900 SH DEFINED x
ALLEGHENY ENERGY INC COMMON 017361-10-6 8,317 164,700 SH DEFINED x
SEASPAN CORP. COMMON Y75638-10-9 5,271 185,000 SH DEFINED x
NYSE EURONEXT COMMON 629491-10-1 4,567 74,000 SH DEFINED x
CORNELL COMPANIES INC. COMMON 219141-10-8 4,290 191,000 SH DEFINED x
NTN BUZZTIME INC. COMMON 629410-30-9 3,987 6,644,611 SH DEFINED x
ROCKWELL COLLINS, INC. COMMON 774341-10-1 3,800 66,500 SH DEFINED x
ING GROEP N.V. COMMON 456837-10-3 3,748 100,300 SH DEFINED x
TESORO CORPORATION COMMON 881609-10-1 3,405 113,500 SH DEFINED x
BHP BILLITON LTD. COMMON 088606-10-8 3,293 50,000 SH DEFINED x
ALBEMARLE CORPORATION COMMON 012653-10-1 2,951 80,800 SH DEFINED x
GULFMARK OFFSHORE, INC. COMMON 402629-10-9 2,558 46,750 SH DEFINED x
MARINER ENERGY, INC. COMMON 56845T-30-5 2,485 92,000 SH DEFINED x
TELECOM CORP. OF NEW ZEALAND LTD. COMMON 879278-20-8 2,474 166,400 SH DEFINED x
IMPERIAL OIL LIMITED COMMON 453038-40-8 2,357 45,100 SH DEFINED x
OWENS CORNING COMMON 690742-10-1 1,813 100,000 SH DEFINED x
DISNEY (WALT) CO. COMMON 254687-10-6 1,569 50,000 SH DEFINED x
NISSAN MOTOR LTD COMMON 654744-40-8 1,559 93,493 SH DEFINED x
RELIANT ENERGY, INC. COMMON 75952B-10-5 1,540 65,100 SH DEFINED x
SARA LEE CORP. COMMON 803111-10-3 1,398 100,000 SH DEFINED x
RTI INTERNATIONAL METALS INC. COMMON 74973W-10-7 1,130 25,000 SH DEFINED x
AMR CORP COMMON 001765-10-6 794 88,000 SH DEFINED x
CONTINENTAL AIRLINES INC. COMMON 210795-30-8 577 30,000 SH DEFINED x
UNIVERSAL CORP VA COMMON 913456-10-9 13 200 SH DEFINED x
AMERICAN RESTAURANT GROUP INC COMMON 029309-80-4 10 1,000 SH DEFINED x
LANDAMERICA FINL GROUP, INC COMMON 514936-10-3 1 37 SH DEFINED x
COMCAST CORP NEW COMMON 20030N-10-1 0 1 SH DEFINED x



 75,962 12,352,392

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