<PAGE>   1
      As filed with the Securities and Exchange Commission on June 1, 1995
                                                  Registration No. 33-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

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

                    STEWART INFORMATION SERVICES CORPORATION
             (Exact name of registrant as specified in its charter)

           DELAWARE                                     74-1677330
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                             1980 POST OAK BOULEVARD
                              HOUSTON, TEXAS 77056
                        (Address, including zip code, of
                    registrant's Principal Executive Offices)

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

         STEWART INFORMATION SERVICES CORPORATION 1995 STOCK OPTION PLAN
                            (Full title of the plan)

                                    MAX CRISP
                VICE PRESIDENT - FINANCE, SECRETARY AND TREASURER
                    STEWART INFORMATION SERVICES CORPORATION
                             1980 POST OAK BOULEVARD
                              HOUSTON, TEXAS 77056
                                 (713) 625-8100

 (Name, address, including zip code, and telephone number, including area code,
                             of agent for service)

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

                                    Copy to:
                           FULBRIGHT & JAWORSKI L.L.P.
                            1301 MCKINNEY, SUITE 5100
                            HOUSTON, TEXAS 77010-3095
                                 (713) 651-5151
                            ATTENTION: JOHN A. WATSON

                           --------------------------
                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
=========================================================================================================================
                                                                PROPOSED           PROPOSED MAXIMUM
              TITLE OF SHARES TO           AMOUNT           MAXIMUM OFFERING      AGGREGATE OFFERING        AMOUNT OF
                 BE REGISTERED        TO BE REGISTERED     PRICE PER SHARE(1)          PRICE(1)          REGISTRATION FEE
- -------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>                     <C>                    <C>                   <C>          
 Common Stock,
 $1.00 par value                        100,000 shares          $18.50                $1,850,000            $638
=========================================================================================================================
</TABLE>

(1)      Pursuant to Rule 457(h), the proposed maximum offering price is
         estimated, solely for the purpose of determining the registration fee,
         on the basis of the average high and low sales prices of a share of
         Common Stock as reported by The New York Stock Exchange on May 30,
         1995.

================================================================================


<PAGE>   2
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.          INCORPORATION OF DOCUMENTS BY REFERENCE.

                 Stewart Information Services Corporation, a Delaware
corporation (the "Company"), hereby incorporates by reference in this
Registration Statement the following documents:

                 1. The Company's Annual Report on Form 10-K for the fiscal year
         ended December 31, 1994.

                 2. All other reports filed pursuant to Section 13(a) or 15(d)
         of the Securities Exchange Act of 1934, as amended (the "Exchange
         Act"), since the fiscal year ended December 31, 1994.

                 3. The description of the Company's common stock, $1.00 par
         value (the "Common Stock"), contained in a registration statement on
         Form 8-A filed pursuant to the Exchange Act, including any amendment or
         report filed for the purpose of updating such description.

                 All documents subsequently filed by the Company pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, is hereby deemed
to be incorporated by reference in this Registration Statement and a part hereof
from the date of the filing of such documents.

ITEM 5.          INTERESTS OF NAMED EXPERTS AND COUNSEL.

                 The financial statements and schedules of the Company as of
December 31, 1994 and 1993, and for each of the years in the three-year period
ended December 31, 1994, incorporated by reference in this Registration
Statement have been so incorporated in reliance upon the reports of the
following: KPMG Peat Marwick LLP; Price Waterhouse LLP; Perry-Smith & Co.; Ernst
& Young LLP; Doshier, Pickens & Francis, P.C.; Jim S. Walker; Denton Wolter &
Company, P.C.; Fancher & Company; M. Timothy O'Roark; Grant Bennett Accountants;
McGee, Haza & Co.; Aaronson, White & Company; Edgar, Kiker & Cross, L.L.P.; and
Ginny Sanders May, independent certified public accountants, incorporated by
reference herein, and given on the authority of said firms as experts in
accounting and auditing. The validity of the issuance of the shares of Common
Stock registered hereby will be passed upon by Fulbright & Jaworski L.L.P.,
counsel to the Company.

ITEM 6.          INDEMNIFICATION OF DIRECTORS AND OFFICERS.

                 Article Eleventh of the Company's Certificate of Incorporation
provides that no director of the Company will be personally liable to the
Company or its stockholders for monetary damages for breach of fiduciary duty by
such directors as a director; provided, however, that such article will not
eliminate or limit liability of a director to the extent provided by applicable
law (i) for any breach of the director's duty of loyalty to the Company or its
stockholders, (ii) for acts or omissions not in good faith or which involve
intentional misconduct or a knowing violation of the law, (iii) under Section
174 of the General Corporation Law of the State of Delaware (the "GCL"), or (iv)
for any transaction from which the director derived an improper personal
benefit. The effect of this provision is to eliminate the personal



                                      II-2
<PAGE>   3

liability of a director to the Company and its stockholders for monetary damages
for breach of his fiduciary duty as a director to the extent allowed under the
GCL. If a director were to breach such duty in performing his duties as a
director, neither the Company nor the stockholders could recover monetary
damages from the director, and the only course of action available to the
Company's stockholders would be equitable remedies such as an action to enjoin
or rescind a transaction involving a breach of fiduciary duty. To the extent
certain claims against directors are limited to equitable remedies, Article
Fourteenth may reduce the likelihood of derivative litigation and may discourage
stockholders or management from initiating litigation against directors for
breach of their fiduciary duty. Additionally, equitable remedies may not be
effective in many situations. If a stockholder's only remedy is to enjoin
completion of the Board of Directors' action, this remedy would be ineffective
if the stockholder does not become aware of a transaction until after it has
been completed. In such a situation, it is possible that the stockholders and
the Company would not have an effective remedy against the directors.

                 Section 145 of the General Corporation Law of the State of
Delaware empowers the Company to, and the By-Laws of the Company provide that it
shall, indemnify any person who was or is a party or is threatened to be made a
party to any threatened, pending or completed action, suit or proceeding by
reason of the fact that he is or was a director, officer, employee or agent of
the Company, or is or was serving at the request of the Company as a director,
officer, employee or agent of another corporation, partnership, joint venture,
trust or other enterprise, against expenses, judgments, fines and amounts paid
in settlement actually and reasonably incurred by him in connection with such
action, suit or proceeding if he acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
Company, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful; except that, in the case
of an action or suit by or in the right of the Company, no indemnification may
be made in respect of any claim, issue or matter as to which such person shall
have been adjudged to be liable to the Company unless and only to the extent
that the Court of Chancery or the court in which such action or suit was brought
shall determine that such person is fairly and reasonably entitled to indemnity
for proper expenses.

                 Delaware corporations are also authorized to obtain insurance
to protect officers and directors from certain liabilities, including
liabilities against which the corporation cannot indemnify its directors and
officers. The Company currently has in effect a directors' and officers'
liability insurance policy providing coverage for each director and officer in
his capacity as such.

ITEM 8.          EXHIBITS.

       4.1       Certificate of Incorporation of the Company, as amended
                 (Exhibit 3.1 to the Company's Annual Report on Form 10-K for
                 the year ended December 31, 1987, is incorporated by reference
                 herein).

       4.2       By-Laws of the Company, as amended.

       4.3       Rights of Common and Class B Common Stockholders (contained in
                 Exhibits 4.1 and 4.2 which are incorporated by reference
                 herein).

       4.4       Stewart Information Services Corporation 1995 Stock Option
                 Plan.

       5.1       Opinion of Fulbright & Jaworski L.L.P. regarding the legality
                 of the securities being registered.


                                      II-3


<PAGE>   4

       23.1      Consents of independent accountants.

       23.2      Consent of Fulbright & Jaworski L.L.P. (contained in Exhibit
                 5.1 hereto).

       24.1      Power of attorney (contained on page II-6 hereof).

ITEM 9.          UNDERTAKINGS.

         A.      The undersigned Registrant hereby undertakes:

                 (1) To file, during any period in which offers or sales are
         being made, a post-effective amendment to this Registration Statement:

                           i. To include any prospectus required by Section 
                 10(a)(3) of the Securities Act of 1933, as amended (the 
                 "Securities Act");

                          ii. To reflect in the prospectus any facts or events
                 arising after the effective date of this Registration Statement
                 (or the most recent post-effective amendment hereof) which,
                 individually or in the aggregate, represent a fundamental
                 change in the information set forth in this Registration
                 Statement; and

                         iii. To include any material information with 
                 respect to the plan of distribution not previously disclosed in
                 this Registration Statement or any material change to such 
                 information in this Registration Statement;

         Provided, however, that paragraphs A(1)(i) and A(1)(ii) do not apply if
         the information required to be included in a post-effective amendment
         by those paragraphs is contained in periodic reports filed by the
         Company pursuant to Section 13 or Section 15(d) of the Exchange Act
         that are incorporated by reference in this Registration Statement.

                 (2) That, for the purpose of determining any liability under
         the Securities Act, each such post-effective amendment shall be deemed
         to be a new registration statement relating to the securities offered
         herein, and the offering of such securities at that time shall be
         deemed to be the initial bona fide offering thereof.

                 (3) To remove from registration by means of a post-effective
         amendment any of the securities being registered which remain unsold at
         the termination of the offering.

         B. The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the Company's
Annual Report pursuant to Section 13(a) or Section 15(d) of the Exchange Act
that is incorporated by reference into this Registration Statement shall be
deemed to be a new registration statement relating to the securities offered
herein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

         C. Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Company pursuant to the foregoing provisions, or otherwise, the Company
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the


                                      II-4
<PAGE>   5


payment by the Company of expenses incurred or paid by a director, officer or
controlling person of the Company in the successful defense of any action, suit
or proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Company will, unless in the
opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act and will be governed by the final adjudication of such issue.


                                      II-5
<PAGE>   6

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Houston, State of Texas, on the 31st day of May,
1995.

                          STEWART INFORMATION SERVICES CORPORATION

                          By        /s/ Max Crisp                              
                             ---------------------------------------------------
                                       Max Crisp
                               Vice President - Finance, Secretary and Treasurer

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that each person whose
signature appears below constitutes and appoints Max Crisp and Tannie L.
Pizzitola, Jr., and each of them, to act as his true and lawful attorney-in-fact
and agent, with full power of substitution and resubstitution, for him and in
his name, place and stead, in any and all capacities, to sign any or all
post-effective amendments to this Registration Statement, and to file the same
with all exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person, hereby ratifying and confirming
all that said attorneys-in-fact and agents, or his substitute or substitutes or
all of them may lawfully do or cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed by the following persons, in the
capacities indicated on the 31st day of May, 1995.

<TABLE>
<CAPTION>
                        Signature                                                   Title
                        ---------                                                   -----
<S>                                                              <C>
                    /s/ Carloss Morris                            Co-Chief Executive Officer and Chairman of
- ------------------------------------------------------             the Board (Principal Executive Officer)
                      Carloss Morris                               

                    /s/ Stewart Morris                            Co-Chief Executive Officer,  President and
- ------------------------------------------------------              Director (Principal Executive Officer)
                      Stewart Morris                                

                      /s/ Max Crisp                                  Vice President - Finance, Secretary,
- ------------------------------------------------------           Treasurer and Director (Principal Financial
                        Max Crisp                                  Officer and Principal Accounting Officer)   
                                                        
</TABLE>



                                      II-6
<PAGE>   7

<TABLE>
<S>                                                                                <C>
                   /s/ E. Douglas Hodo                                             Director
- ---------------------------------------------------------      
                     E. Douglas Hodo

                    /s/ Nita B. Hanks                                              Director
- ---------------------------------------------------------      
                      Nita B. Hanks

                                                                                   Director
- ---------------------------------------------------------      
                      Paul W. Hobby

                                                                                   Director
- ---------------------------------------------------------      
                      C.M. Hudspeth

                                                                                   Director
- --------------------------------------------------------      
                     W. Arthur Porter

                                                                                   Director
- --------------------------------------------------------      
                   Lloyd M. Bentsen III
</TABLE>


                                      II-7
<PAGE>   8

                                INDEX TO EXHIBITS

   Number                               Exhibit
   ------                               -------
    4.1      Certificate of Incorporation of the Company, as amended (Exhibit
             3.1 to the Company's Annual Report on Form 10-K for the year ended
             December 31, 1987, is incorporated by reference herein).

    4.2      By-Laws of the Company, as amended.

    4.3      Rights of Common and Class B Common Stockholders (contained in
             Exhibits 4.1 and 4.2 which are incorporated by reference herein).

    4.4      Stewart Information Services Corporation 1995 Stock Option Plan.

    5.1      Opinion of Fulbright & Jaworski L.L.P. regarding the legality of
             the securities being registered.

    23.1     Consents of independent accountants.

    23.2     Consent of Fulbright & Jaworski L.L.P. (contained in Exhibit 5.1
             hereto).

    24.1     Power of attorney (contained on page II-6 hereof).
[{"type": "S-8", "sequence": "1", "description": "FORM S-8 -- STEWART INFORMATION SERVICES CORP.", "secsgml_size_bytes": 20674}]
{"company-data": {"conformed-name": "STEWART INFORMATION SERVICES CORP", "cik": "0000094344", "assigned-sic": "6361", "irs-number": "741677330", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-59747", "film-number": "95544031"}, "business-address": {"street1": "2200 W LOOP S", "street2": "STEWART TITLE BLDG", "city": "HOUSTON", "state": "TX", "zip": "77027", "phone": "7138711100"}}
1
      As filed with the Securities and Exchange Commission on June 1, 1995
                                                  Registration No. 33-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

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

                    STEWART INFORMATION SERVICES CORPORATION
             (Exact name of registrant as specified in its charter)

           DELAWARE                                     74-1677330
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                             1980 POST OAK BOULEVARD
                              HOUSTON, TEXAS 77056
                        (Address, including zip code, of
                    registrant's Principal Executive Offices)

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

         STEWART INFORMATION SERVICES CORPORATION 1995 STOCK OPTION PLAN
                            (Full title of the plan)

                                    MAX CRISP
                VICE PRESIDENT - FINANCE, SECRETARY AND TREASURER
                    STEWART INFORMATION SERVICES CORPORATION
                             1980 POST OAK BOULEVARD
                              HOUSTON, TEXAS 77056
                                 (713) 625-8100

 (Name, address, including zip code, and telephone number, including area code,
                             of agent for service)

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

                                    Copy to:
                           FULBRIGHT & JAWORSKI L.L.P.
                            1301 MCKINNEY, SUITE 5100
                            HOUSTON, TEXAS 77010-3095
                                 (713) 651-5151
                            ATTENTION: JOHN A. WATSON

                           --------------------------
                         CALCULATION OF REGISTRATION FEE
=========================================================================================================================
                                                                PROPOSED           PROPOSED MAXIMUM
              TITLE OF SHARES TO           AMOUNT           MAXIMUM OFFERING      AGGREGATE OFFERING        AMOUNT OF
                 BE REGISTERED        TO BE REGISTERED     PRICE PER SHARE(1)          PRICE(1)          REGISTRATION FEE
- -------------------------------------------------------------------------------------------------------------------------
Common Stock,
 $1.00 par value                        100,000 shares          $18.50                $1,850,000            $638
=========================================================================================================================
(1)      Pursuant to Rule 457(h), the proposed maximum offering price is
         estimated, solely for the purpose of determining the registration fee,
         on the basis of the average high and low sales prices of a share of
         Common Stock as reported by The New York Stock Exchange on May 30,
         1995.

================================================================================
2
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.          INCORPORATION OF DOCUMENTS BY REFERENCE.

                 Stewart Information Services Corporation, a Delaware
corporation (the "Company"), hereby incorporates by reference in this
Registration Statement the following documents:

                 1. The Company's Annual Report on Form 10-K for the fiscal year
         ended December 31, 1994.

                 2. All other reports filed pursuant to Section 13(a) or 15(d)
         of the Securities Exchange Act of 1934, as amended (the "Exchange
         Act"), since the fiscal year ended December 31, 1994.

                 3. The description of the Company's common stock, $1.00 par
         value (the "Common Stock"), contained in a registration statement on
         Form 8-A filed pursuant to the Exchange Act, including any amendment or
         report filed for the purpose of updating such description.

                 All documents subsequently filed by the Company pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, is hereby deemed
to be incorporated by reference in this Registration Statement and a part hereof
from the date of the filing of such documents.

ITEM 5.          INTERESTS OF NAMED EXPERTS AND COUNSEL.

                 The financial statements and schedules of the Company as of
December 31, 1994 and 1993, and for each of the years in the three-year period
ended December 31, 1994, incorporated by reference in this Registration
Statement have been so incorporated in reliance upon the reports of the
following: KPMG Peat Marwick LLP; Price Waterhouse LLP; Perry-Smith & Co.; Ernst
& Young LLP; Doshier, Pickens & Francis, P.C.; Jim S. Walker; Denton Wolter &
Company, P.C.; Fancher & Company; M. Timothy O'Roark; Grant Bennett Accountants;
McGee, Haza & Co.; Aaronson, White & Company; Edgar, Kiker & Cross, L.L.P.; and
Ginny Sanders May, independent certified public accountants, incorporated by
reference herein, and given on the authority of said firms as experts in
accounting and auditing. The validity of the issuance of the shares of Common
Stock registered hereby will be passed upon by Fulbright & Jaworski L.L.P.,
counsel to the Company.

ITEM 6.          INDEMNIFICATION OF DIRECTORS AND OFFICERS.

                 Article Eleventh of the Company's Certificate of Incorporation
provides that no director of the Company will be personally liable to the
Company or its stockholders for monetary damages for breach of fiduciary duty by
such directors as a director; provided, however, that such article will not
eliminate or limit liability of a director to the extent provided by applicable
law (i) for any breach of the director's duty of loyalty to the Company or its
stockholders, (ii) for acts or omissions not in good faith or which involve
intentional misconduct or a knowing violation of the law, (iii) under Section
174 of the General Corporation Law of the State of Delaware (the "GCL"), or (iv)
for any transaction from which the director derived an improper personal
benefit. The effect of this provision is to eliminate the personal

                                      II-2
3

liability of a director to the Company and its stockholders for monetary damages
for breach of his fiduciary duty as a director to the extent allowed under the
GCL. If a director were to breach such duty in performing his duties as a
director, neither the Company nor the stockholders could recover monetary
damages from the director, and the only course of action available to the
Company's stockholders would be equitable remedies such as an action to enjoin
or rescind a transaction involving a breach of fiduciary duty. To the extent
certain claims against directors are limited to equitable remedies, Article
Fourteenth may reduce the likelihood of derivative litigation and may discourage
stockholders or management from initiating litigation against directors for
breach of their fiduciary duty. Additionally, equitable remedies may not be
effective in many situations. If a stockholder's only remedy is to enjoin
completion of the Board of Directors' action, this remedy would be ineffective
if the stockholder does not become aware of a transaction until after it has
been completed. In such a situation, it is possible that the stockholders and
the Company would not have an effective remedy against the directors.

                 Section 145 of the General Corporation Law of the State of
Delaware empowers the Company to, and the By-Laws of the Company provide that it
shall, indemnify any person who was or is a party or is threatened to be made a
party to any threatened, pending or completed action, suit or proceeding by
reason of the fact that he is or was a director, officer, employee or agent of
the Company, or is or was serving at the request of the Company as a director,
officer, employee or agent of another corporation, partnership, joint venture,
trust or other enterprise, against expenses, judgments, fines and amounts paid
in settlement actually and reasonably incurred by him in connection with such
action, suit or proceeding if he acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
Company, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful; except that, in the case
of an action or suit by or in the right of the Company, no indemnification may
be made in respect of any claim, issue or matter as to which such person shall
have been adjudged to be liable to the Company unless and only to the extent
that the Court of Chancery or the court in which such action or suit was brought
shall determine that such person is fairly and reasonably entitled to indemnity
for proper expenses.

                 Delaware corporations are also authorized to obtain insurance
to protect officers and directors from certain liabilities, including
liabilities against which the corporation cannot indemnify its directors and
officers. The Company currently has in effect a directors' and officers'
liability insurance policy providing coverage for each director and officer in
his capacity as such.

ITEM 8.          EXHIBITS.

       4.1       Certificate of Incorporation of the Company, as amended
                 (Exhibit 3.1 to the Company's Annual Report on Form 10-K for
                 the year ended December 31, 1987, is incorporated by reference
                 herein).

       4.2       By-Laws of the Company, as amended.

       4.3       Rights of Common and Class B Common Stockholders (contained in
                 Exhibits 4.1 and 4.2 which are incorporated by reference
                 herein).

       4.4       Stewart Information Services Corporation 1995 Stock Option
                 Plan.

       5.1       Opinion of Fulbright & Jaworski L.L.P. regarding the legality
                 of the securities being registered.

                                      II-3
4

       23.1      Consents of independent accountants.

       23.2      Consent of Fulbright & Jaworski L.L.P. (contained in Exhibit
                 5.1 hereto).

       24.1      Power of attorney (contained on page II-6 hereof).

ITEM 9.          UNDERTAKINGS.

         A.      The undersigned Registrant hereby undertakes:

                 (1) To file, during any period in which offers or sales are
         being made, a post-effective amendment to this Registration Statement:

                           i. To include any prospectus required by Section 
                 10(a)(3) of the Securities Act of 1933, as amended (the 
                 "Securities Act");

                          ii. To reflect in the prospectus any facts or events
                 arising after the effective date of this Registration Statement
                 (or the most recent post-effective amendment hereof) which,
                 individually or in the aggregate, represent a fundamental
                 change in the information set forth in this Registration
                 Statement; and

                         iii. To include any material information with 
                 respect to the plan of distribution not previously disclosed in
                 this Registration Statement or any material change to such 
                 information in this Registration Statement;

         Provided, however, that paragraphs A(1)(i) and A(1)(ii) do not apply if
         the information required to be included in a post-effective amendment
         by those paragraphs is contained in periodic reports filed by the
         Company pursuant to Section 13 or Section 15(d) of the Exchange Act
         that are incorporated by reference in this Registration Statement.

                 (2) That, for the purpose of determining any liability under
         the Securities Act, each such post-effective amendment shall be deemed
         to be a new registration statement relating to the securities offered
         herein, and the offering of such securities at that time shall be
         deemed to be the initial bona fide offering thereof.

                 (3) To remove from registration by means of a post-effective
         amendment any of the securities being registered which remain unsold at
         the termination of the offering.

         B. The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the Company's
Annual Report pursuant to Section 13(a) or Section 15(d) of the Exchange Act
that is incorporated by reference into this Registration Statement shall be
deemed to be a new registration statement relating to the securities offered
herein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

         C. Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Company pursuant to the foregoing provisions, or otherwise, the Company
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the

                                      II-4
5

payment by the Company of expenses incurred or paid by a director, officer or
controlling person of the Company in the successful defense of any action, suit
or proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Company will, unless in the
opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act and will be governed by the final adjudication of such issue.

                                      II-5
6

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Houston, State of Texas, on the 31st day of May,
1995.

                          STEWART INFORMATION SERVICES CORPORATION

                          By        /s/ Max Crisp                              
                             ---------------------------------------------------
                                       Max Crisp
                               Vice President - Finance, Secretary and Treasurer

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that each person whose
signature appears below constitutes and appoints Max Crisp and Tannie L.
Pizzitola, Jr., and each of them, to act as his true and lawful attorney-in-fact
and agent, with full power of substitution and resubstitution, for him and in
his name, place and stead, in any and all capacities, to sign any or all
post-effective amendments to this Registration Statement, and to file the same
with all exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person, hereby ratifying and confirming
all that said attorneys-in-fact and agents, or his substitute or substitutes or
all of them may lawfully do or cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed by the following persons, in the
capacities indicated on the 31st day of May, 1995.
Signature                                                   Title
                        ---------                                                   -----
/s/ Carloss Morris                            Co-Chief Executive Officer and Chairman of
- ------------------------------------------------------             the Board (Principal Executive Officer)
                      Carloss Morris                               

                    /s/ Stewart Morris                            Co-Chief Executive Officer,  President and
- ------------------------------------------------------              Director (Principal Executive Officer)
                      Stewart Morris                                

                      /s/ Max Crisp                                  Vice President - Finance, Secretary,
- ------------------------------------------------------           Treasurer and Director (Principal Financial
                        Max Crisp                                  Officer and Principal Accounting Officer)
II-6
7
/s/ E. Douglas Hodo                                             Director
- ---------------------------------------------------------      
                     E. Douglas Hodo

                    /s/ Nita B. Hanks                                              Director
- ---------------------------------------------------------      
                      Nita B. Hanks

                                                                                   Director
- ---------------------------------------------------------      
                      Paul W. Hobby

                                                                                   Director
- ---------------------------------------------------------      
                      C.M. Hudspeth

                                                                                   Director
- --------------------------------------------------------      
                     W. Arthur Porter

                                                                                   Director
- --------------------------------------------------------      
                   Lloyd M. Bentsen III
II-7
8

                                INDEX TO EXHIBITS

   Number                               Exhibit
   ------                               -------
    4.1      Certificate of Incorporation of the Company, as amended (Exhibit
             3.1 to the Company's Annual Report on Form 10-K for the year ended
             December 31, 1987, is incorporated by reference herein).

    4.2      By-Laws of the Company, as amended.

    4.3      Rights of Common and Class B Common Stockholders (contained in
             Exhibits 4.1 and 4.2 which are incorporated by reference herein).

    4.4      Stewart Information Services Corporation 1995 Stock Option Plan.

    5.1      Opinion of Fulbright & Jaworski L.L.P. regarding the legality of
             the securities being registered.

    23.1     Consents of independent accountants.

    23.2     Consent of Fulbright & Jaworski L.L.P. (contained in Exhibit 5.1
             hereto).

    24.1     Power of attorney (contained on page II-6 hereof).