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



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   -----------


                                    FORM 8-K


                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


                          Date of Report: July 26, 2000
                        (Date of earliest event reported)



                        LANDAMERICA FINANCIAL GROUP, INC.
             (Exact Name of Registrant as Specified in its Charter)



          Virginia                       1-13990                  54-1589611
(State or Other Jurisdiction     (Commission File Number)       (IRS Employer
      of Incorporation)                                      Identification No.)


            101 Gateway Centre Parkway
                Richmond, Virginia                      23235-5153
     (Address of Principal Executive Offices)           (Zip Code)


               Registrant's telephone number, including area code:
                                 (804) 267-8000



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

<PAGE>

Item 5.      Other Events.

         LandAmerica Financial Group, Inc. (the "Company") and State Street Bank
and Trust  Company,  the parent  company of  EquiServe  ("State  Street"),  have
entered  into  a  Third  Amendment,  dated  as of  July  26,  2000  (the  "Third
Amendment"), to the Amended and Restated Rights Agreement dated as of August 20,
1997 (the "Rights  Agreement")  between the Company and Wachovia Bank,  N.A., as
Rights  Agent  ("Wachovia"),  as amended by the First  Amendment  to Amended and
Restated Rights  Agreement,  dated as of December 11, 1997,  between the Company
and  Wachovia  and by the  Second  Amendment  to  Amended  and  Restated  Rights
Agreement,  dated as of June 1, 1999,  between the  Company,  Wachovia and State
Street, as successor Rights Agent.

         Pursuant  to  the  Third  Amendment,  the  Company  has  clarified  the
definition  of  "Acquiring  Person" to include any person who is the  beneficial
owner of any shares of the Company's  common stock,  without par value  ("Common
Stock"),  and who engages in a business  combination  transaction  with Reliance
Insurance  Company  ("RIC") or any of its affiliates that results in such person
being  or  becoming  the  beneficial  owner,  on  the  effective  date  of  such
transaction,  of (i) such  shares of Common  Stock and (ii) the shares of Common
Stock and the  Company's 7% Series B  Cumulative  Convertible  Preferred  Stock,
without par value,  issued to RIC in connection  with the terms of the Company's
acquisition of Commonwealth  Land Title Insurance  Company and Transnation Title
Insurance Company from RIC in February 1998.

         The  Third   Amendment  is  attached   hereto  as  an  exhibit  and  is
incorporated herein by reference.


Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

       (c)   Exhibits.

             No.           Description
             ---           -----------

             4.1           Third   Amendment  to  Amended  and  Restated  Rights
                           Agreement,  dated as of July 26,  2000,  between  the
                           Company and State Street Bank and Trust  Company,  as
                           Rights Agent.









                                      -2-
<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.



                                   LANDAMERICA FINANCIAL GROUP, INC.
                                   (Registrant)



Date:  August 4, 2000              By: /s/ Russell W. Jordan, III
                                       -----------------------------------------
                                       Russell W. Jordan, III
                                       Senior Vice President and General Counsel













                                      -3-
<PAGE>

                                  Exhibit Index
                                  -------------


Exhibit
Number                   Document
------                   --------

4.1                      Third   Amendment  to  Amended  and   Restated   Rights
                         Agreement,  dated  as of July  26,  2000,  between  the
                         Company  and State  Street Bank and Trust  Company,  as
                         Rights Agent.
[{"type": "8-K", "sequence": "1", "filename": "0001.txt", "description": "8-K - LANDAMERICA FINANCIAL GROUP, INC.", "secsgml_size_bytes": 4806}]
{"company-data": {"conformed-name": "LANDAMERICA FINANCIAL GROUP INC", "cik": "0000877355", "assigned-sic": "6361", "irs-number": "541589611", "state-of-incorporation": "VA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-13990", "film-number": "687514"}, "business-address": {"street1": "101 GATEWAY CENTRE PARKWAY", "street2": "GATEWAY ONE", "city": "RICHMOND", "state": "VA", "zip": "23235", "phone": "8042678000"}, "mail-address": {"street1": "PO BOX 27567", "street2": "PO BOX 27567", "city": "RICHMOND", "state": "VA", "zip": "23261"}, "former-company": {"former-conformed-name": "LAWYERS TITLE CORP", "date-changed": "19930328"}}
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   -----------

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                          Date of Report: July 26, 2000
                        (Date of earliest event reported)

                        LANDAMERICA FINANCIAL GROUP, INC.
             (Exact Name of Registrant as Specified in its Charter)

          Virginia                       1-13990                  54-1589611
(State or Other Jurisdiction     (Commission File Number)       (IRS Employer
      of Incorporation)                                      Identification No.)

            101 Gateway Centre Parkway
                Richmond, Virginia                      23235-5153
     (Address of Principal Executive Offices)           (Zip Code)

               Registrant's telephone number, including area code:
                                 (804) 267-8000

================================================================================
Item 5.      Other Events.

         LandAmerica Financial Group, Inc. (the "Company") and State Street Bank
and Trust  Company,  the parent  company of  EquiServe  ("State  Street"),  have
entered  into  a  Third  Amendment,  dated  as of  July  26,  2000  (the  "Third
Amendment"), to the Amended and Restated Rights Agreement dated as of August 20,
1997 (the "Rights  Agreement")  between the Company and Wachovia Bank,  N.A., as
Rights  Agent  ("Wachovia"),  as amended by the First  Amendment  to Amended and
Restated Rights  Agreement,  dated as of December 11, 1997,  between the Company
and  Wachovia  and by the  Second  Amendment  to  Amended  and  Restated  Rights
Agreement,  dated as of June 1, 1999,  between the  Company,  Wachovia and State
Street, as successor Rights Agent.

         Pursuant  to  the  Third  Amendment,  the  Company  has  clarified  the
definition  of  "Acquiring  Person" to include any person who is the  beneficial
owner of any shares of the Company's  common stock,  without par value  ("Common
Stock"),  and who engages in a business  combination  transaction  with Reliance
Insurance  Company  ("RIC") or any of its affiliates that results in such person
being  or  becoming  the  beneficial  owner,  on  the  effective  date  of  such
transaction,  of (i) such  shares of Common  Stock and (ii) the shares of Common
Stock and the  Company's 7% Series B  Cumulative  Convertible  Preferred  Stock,
without par value,  issued to RIC in connection  with the terms of the Company's
acquisition of Commonwealth  Land Title Insurance  Company and Transnation Title
Insurance Company from RIC in February 1998.

         The  Third   Amendment  is  attached   hereto  as  an  exhibit  and  is
incorporated herein by reference.

Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

       (c)   Exhibits.

             No.           Description
             ---           -----------

             4.1           Third   Amendment  to  Amended  and  Restated  Rights
                           Agreement,  dated as of July 26,  2000,  between  the
                           Company and State Street Bank and Trust  Company,  as
                           Rights Agent.

                                      -2-
SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                   LANDAMERICA FINANCIAL GROUP, INC.
                                   (Registrant)

Date:  August 4, 2000              By: /s/ Russell W. Jordan, III
                                       -----------------------------------------
                                       Russell W. Jordan, III
                                       Senior Vice President and General Counsel

                                      -3-
Exhibit Index
                                  -------------

Exhibit
Number                   Document
------                   --------

4.1                      Third   Amendment  to  Amended  and   Restated   Rights
                         Agreement,  dated  as of July  26,  2000,  between  the
                         Company  and State  Street Bank and Trust  Company,  as
                         Rights Agent.