Sec Form 4 Filing - VALDES MAX O @ FIRST AMERICAN CORP - 2010-03-03

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person VALDES MAX O 2. Issuer Name and Ticker or Trading Symbol FIRST AMERICAN CORP [ FAF] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP and Chief Acct. Officer (Last) (First) (Middle) 1 FIRST AMERICAN WAY 3. Date of Earliest Transaction (MM/DD/YY) 03/03/2010 (Street) SANTA ANA, CA92707 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/03/2010 A 12,051 A $ 0 36,532 D Common Stock 03/04/2010 F( 1 ) 1,414 D $ 31.81 35,118 D Common Stock 03/05/2010 F( 1 ) 609 D $ 31.95 34,509 D ( 2 ) ( 3 ) ( 4 ) ( 5 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option (Right to Buy) $ 47.49 12/08/2006( 6 ) 12/08/2015 Common Stock 20,000 20,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other VALDES MAX O 1 FIRST AMERICAN WAY SANTA ANA, CA92707 SVP and Chief Acct. Officer Signatures /s/ Stacy S. Rentner, Attorney-in-Fact for Max O. Valdes 03/05/2010 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Payment of tax liability by withholding securities incident to the vesting of restricted stock units. ( 2 )Includes 12,051 shares acquired pursuant to a grant of restricted stock units vesting in five equal annual increments commencing 3/3/11, the first anniversary of the grant. ( 3 )Includes 8,621 unvested restricted stock units (including shares acquired through automatic dividend reinvestment) acquired pursuant to a grant of 9,372 restricted stock units on 3/4/09 and a grant of 1,084 restricted stock units on 6/22/09, each vesting in five equal annual increments commencing on 3/4/10. ( 4 )Includes 5,154 unvested restricted stock units (including shares acquired through automatic dividend reinvestment) acquired pursuant to a grant of 8,030 restricted stock units vesting in five equal annual increments commencing on 3/4/09, the first anniversary of the grant. ( 5 )Includes 3,341 unvested restricted stock units (including shares acquired through automatic dividend reinvestment) acquired pursuant to a grant of 7,657 restricted stock units vesting in five equal annual increments commencing 3/5/08, the first anniversary of the grant. ( 6 )The option vests in five equal annual increments commencing 12/8/06, the first anniversary of the grant.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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