As filed with the Securities and Exchange Commission on June 3, 1999

                                                     Registration No. 333-

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

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

                               FACTUAL DATA CORP.
             (Exact name of registrant as specified in its charter)

           Colorado                                    75-1236955
 (State or other jurisdiction of                    (I.R.S. Employer
  incorporation or organization)                   Identification No.)

                              5200 Hahns Peak Drive
                            Loveland, Colorado 80538
                                 (970) 663-5700

       (Address, including zip code, and telephone number, including area
               code, of registrant's principal executive offices)
                                   ----------

                            1997 STOCK INCENTIVE PLAN
                            (Full title of the plan)
                                   ----------

                          Copies of communications to:

                              Samuel E. Wing, Esq.
                              Jones & Keller, P.C.
                            1625 Broadway, Suite 1600
                             Denver, Colorado 80202
                                 (303) 573-1600
                (Name, address, including zip code, and telephone
               number, including area code, of agent for service)
                                   ----------

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>

                                                 Proposed maximum    Proposed maximum
   Title of each class of          Amount of      offering price        aggregate            Amount of
securities to be registered      be registered       per share        offering price      Registration fee
----------------------------     -------------   ----------------    -----------------    -----------------
<S>                              <C>              <C>                 <C>                 <C>

Common Stock                     26,500           $5.50               $145,750            $40.52(1)


Common Stock                      5,000           $6.50                $32,500            $9.04(1)


Common Stock                    168,500          $10.53             $1,774,305            $493.22(2)


       Total                    200,000                                                   $542.82
                                =======
</TABLE>



(1)  Calculated in accordance with Rule 457(h) under the Securities Act of 1933,
     as amended.
(2)  Calculated in accordance with Rule 457(c) under the Securities Act of 1933,
     as amended.


<PAGE>


                                     PART I

             INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Note: The document  containing the 1997 Stock  Incentive Plan required by Item 1
of Form S-8 will be sent or given to the pertinent individual(s) as specified by
Rule 428 under the Securities Act of 1933, as amended (the "Securities Act"). In
accordance  with  Rule  428 and the  requirements  of Part I of Form  S-8,  such
documents are not being filed with the Securities and Exchange  Commission  (the
"Commission")  either as part of this Registration  Statement or as prospectuses
or prospectus  supplements  pursuant to Rule 424 under the  Securities  Act. The
Registrant  shall  maintain  a file of such  documents  in  accordance  with the
provisions  of Rule 428.  Upon  request,  the  Registrant  shall  furnish to the
Commission  or its staff a copy or copies of all of the  documents  included  in
such file.


<PAGE>


                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

We file  annual,  quarterly  and special  reports,  proxy  statements  and other
information  with the SEC.  You may read and copy any  document we file with the
SEC at the SEC's Public  Reference Room at 450 Fifth Street,  N.W.,  Washington,
D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the
public  reference  room. Our SEC filings are also available to the public at the
SEC's web site at HTTP://WWW.SEC.GOV.

The SEC allows us to  "incorporate  by reference"  the  information we file with
them, which means that we can disclose important information to you by referring
you to those documents.  The information incorporated by reference is considered
to be part of this  Prospectus,  and information that we file later with the SEC
will  automatically  update and supersede  this  information.  We incorporate by
reference  the documents  listed below and any future  filings we will made with
the SEC under Sections 13(a),  13(c), 14 or 15(d) of the Securities Exchange Act
of 1934,  as amended.  This  Prospectus is part of a  Registration  Statement we
filed with the SEC. The documents we incorporate by reference are:

A.   our Annual  Report on Form  10-KSB for the Fiscal Year Ended  December  31,
     1998;

B.   our Quarterly Report on Form 10-QSB for the quarter ended March 31, 1999;

C.   the  description of our Common Stock which is contained in Items 1 and 2 of
     our Registration  Statement on Form 8-A filed pursuant to Section 12 of the
     Exchange Act on May 5, 1998.

D.   all documents we file pursuant to Sections 13(a), 13(c), 14 or 15(d) of the
     Exchange Act after the date of this Prospectus and prior to the termination
     of the offering of the shares offered hereby.

The Company  will provide  without  charge to each person to whom a copy of this
Prospectus has been delivered,  on the written or oral request of such person, a
copy of any or all of the documents  referred to above which have been or may be
incorporated  in this  Prospectus  by  reference,  other than  exhibits  to such
documents,  and any or all other documents required to be delivered to employees
of the  Company  pursuant  to Rule  428(b)  under the  Securities  Act.  Written
requests or requests by telephone  for such copies,  or  additional  information
about the Plan and its administrator, should be directed to Jeff Koenig, Factual
Data Corp., 5200 Hahns Peak Drive, Loveland, Colorado 80538, (970) 663-5700.

Item 4.  Description of Securities.

Not applicable.



<PAGE>


Item 5.  Interests of Named Experts and Counsel.

Not applicable.

Item 6.  Indemnification of Directors and Officers.

Our Bylaws  requires  us to  indemnify,  to the  fullest  extent  authorized  by
applicable  law,  any person who is or is  threatened  to be made a party to any
civil, criminal,  administrative,  investigative,  or other action or proceeding
instituted or threatened by reason of the fact that he is or was our director or
officer or is or was  serving at our request as a director of officer of another
corporation, partnership, joint venture, trust or other enterprise.

Our Articles of Incorporation  provides that, to the fullest extent permitted by
Colorado law, our directors and officers shall not be liable to us or any of our
shareholders  for damages  caused by a breach of fiduciary duty by such director
or officers.

Sections  7-109-102 and 103 of the Colorado  Business  Corporation  Act ("CBCA")
authorize  the  indemnification  of  directors  and officers  against  liability
incurred  by  reason  of  being a  director  or  officer  and  against  expenses
(including attorney's fees) judgments,  fines and amounts paid in settlement and
reasonably  incurred in  connection  with any action  seeking to establish  such
liability,  in the case of third-party  claims, if the officer or director acted
in good faith and in a manner he reasonably  believed to be in or not opposed to
the best interests of the  corporation,  and in the case of actions by or in the
right of the corporation,  if the officer or director acted in good faith and in
a manner he reasonably  believed to be in or not opposed to the best interest of
the  corporation  and if such officer or director  shall not have been  adjudged
liable to the corporation, unless a court otherwise determines.  Indemnification
is also authorized  with respect to any criminal action or proceeding  where the
officer or  director  also had no  reasonable  cause to believe  his conduct was
unlawful.

We have entered into indemnification  agreements with our executive officers and
directors which provide for certain defense costs and reimbursements.

The above discussion of our Articles of Incorporation,  bylaws, the CBCA and the
indemnification agreements is only a summary and is qualified in its entirety by
the full text of each of the foregoing.

The Company also carries a Directors' and Officers'  Liability  Insurance policy
for its executive officers and directors.

Item 7.  Exemption from Registration Claimed.

Not applicable.


<PAGE>



Item 8.  Exhibits.

The following documents are filed as a part of this registration statement.

Exhibit
 Number     Description

4           Factual Data Corp. 1997 Stock Incentive Plan, as Amended.

5           Opinion  of  Jones &  Keller,  P.C.  regarding  legality  of
            securities.

23.1        Consent of Ehrhardt Keefe Steiner & Hottman PC.

23.2        Consent of Jones & Keller,  P.C.  (included in their opinion
            filed as Exhibit 5).

24          Power  of  Attorney  (see   signature  page of  this   Registration
            Statement).

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
               to include any material  information  with respect to the plan of
               distribution   not  previously   disclosed  in  the  registration
               statement  or any  material  change  to such  information  in the
               registration statement;

          (2)  that,  for the purpose of  determining  any  liability  under the
               Securities Act of 1933, as amended (the "Securities  Act"),  each
               such  post-effective  amendment  shall  be  deemed  to  be a  new
               registration   statement   relating  to  the  securities  offered
               therein,  and the offering of such  securities at that time shall
               be deemed to be the initial bona fide offering thereof; and

          (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
     Registrant's  annual  report  pursuant to Section 13(a) or Section 15(d) of
     the Exchange Act (and,  where applicable each filing of an employee benefit
     plan's annual report pursuant to Section 15(d) of the Exchange Act) that is
     incorporated by reference in the registration  statement shall be deemed to
     be a new registration statement relating to the securities offered therein,
     and the offering of such  securities at that time shall be deemed to be the
     initial bona fide offering thereof.



<PAGE>


C.   Insofar as indemnification for liabilities arising under the Securities Act
     may be permitted to  directors,  officers  and  controlling  persons of the
     Registrant  pursuant  to  the  foregoing  provisions,   or  otherwise,  the
     Registrant  has been  advised  that in the opinion of the  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 payment by the
     Registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
     controlling  person of the  Registrant  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
     Registrant  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 of 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.


<PAGE>


                             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 Loveland, State of Colorado, on May 28, 1999.

                                    FACTUAL DATA CORP.


                                    By: /s/Jerald  H. Donnan
                                           Jerald H. Donnan, President

                          POWER OF ATTORNEY

Each person whose  signature  appears below  constitutes  and appoints Jerald H.
Donnan and Todd A. Neiberger, jointly and severally, as attorneys-in-fact,  each
with the power of substitution for him or her in any and all capacities, to sign
any amendment to this Registration Statement and to file the same, with exhibits
thereto and other  documents in connection  therewith,  with the  Securities and
Exchange Commission, granting to said attorneys-in-fact,  and each of them, full
power and authority to do and perform each and every act and thing requisite and
necessary  to be done in  connection  therewith,  as  fully to all  intents  and
purposes  as he or  she  might  or  could  do in  person  hereby  ratifying  and
confirming  all that said  attorneys-in-fact  or any of them, or their or his or
her substitutes, 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 below by the following  persons in the  capacities and
on the dates indicated.



<PAGE>


         Signature                     Title                 Date

By: /s/ Jerald H. Donnan            Chairman of the Board       May 28, 1999
        Jerald H. Donnan             of Directors, President
                                     and Chief Executive Officer
                                     (Principal Executive
                                     Officer)

By: /s/ Todd A. Neiberger           Chief Financial Officer     May 28, 1999
        Todd A. Neiberger            and a Director
                                     (Principal Financial
                                     and Accounting Officer)

By: /s/ James N. Donnan              Vice President and a       May 28, 1999
        James N. Donnan               Director

By: /s/ Robert J. Terry              Director                   May 28, 1999
        Robert J. Terry

By: /s/ Abdul H. Rajput              Director                   May 28, 1999
        Abdul H. Rajput

By: /s/ Daniel G. Helle              Director                   May 28, 1999
        Daniel G. Helle



<PAGE>





                          INDEX TO EXHIBITS


Exhibit
 Number    Description

4          Factual Data Corp. 1997 Stock Incentive Plan, as Amended.

5          Opinion of Jones & Keller, P.C. regarding legality of
           securities.

23.1       Consent of Ehrhardt Keefe Steiner & Hottman PC.

23.2       Consent of Jones & Keller, P.C. (included in their opinion
           filed as Exhibit 5).

24         Power  of  Attorney  (see   signature   page  of  this   Registration
           Statement).
[{"type": "S-8", "sequence": "1", "description": "S8", "secsgml_size_bytes": 16301}]
{"company-data": {"conformed-name": "FACTUAL DATA CORP", "cik": "0001056673", "assigned-sic": "7374", "irs-number": "841449911", "state-of-incorporation": "CO", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-80101", "film-number": "99641261"}, "business-address": {"street1": "5200 HAHNS PEAK DRIVE", "street2": "SUITE 200", "city": "LOVELAND", "state": "CO", "zip": "80538", "phone": "9706635700"}, "mail-address": {"street1": "5200 HAHNS PEAK DR", "street2": "SUITE 200", "city": "LOVELAND", "state": "CO", "zip": "80538"}}
As filed with the Securities and Exchange Commission on June 3, 1999

                                                     Registration No. 333-

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

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

                               FACTUAL DATA CORP.
             (Exact name of registrant as specified in its charter)

           Colorado                                    75-1236955
 (State or other jurisdiction of                    (I.R.S. Employer
  incorporation or organization)                   Identification No.)

                              5200 Hahns Peak Drive
                            Loveland, Colorado 80538
                                 (970) 663-5700

       (Address, including zip code, and telephone number, including area
               code, of registrant's principal executive offices)
                                   ----------

                            1997 STOCK INCENTIVE PLAN
                            (Full title of the plan)
                                   ----------

                          Copies of communications to:

                              Samuel E. Wing, Esq.
                              Jones & Keller, P.C.
                            1625 Broadway, Suite 1600
                             Denver, Colorado 80202
                                 (303) 573-1600
                (Name, address, including zip code, and telephone
               number, including area code, of agent for service)
                                   ----------

                         CALCULATION OF REGISTRATION FEE
Proposed maximum    Proposed maximum
   Title of each class of          Amount of      offering price        aggregate            Amount of
securities to be registered      be registered       per share        offering price      Registration fee
----------------------------     -------------   ----------------    -----------------    -----------------
Common Stock                     26,500           $5.50               $145,750            $40.52(1)

Common Stock                      5,000           $6.50                $32,500            $9.04(1)

Common Stock                    168,500          $10.53             $1,774,305            $493.22(2)

       Total                    200,000                                                   $542.82
                                =======
(1)  Calculated in accordance with Rule 457(h) under the Securities Act of 1933,
     as amended.
(2)  Calculated in accordance with Rule 457(c) under the Securities Act of 1933,
     as amended.
PART I

             INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Note: The document  containing the 1997 Stock  Incentive Plan required by Item 1
of Form S-8 will be sent or given to the pertinent individual(s) as specified by
Rule 428 under the Securities Act of 1933, as amended (the "Securities Act"). In
accordance  with  Rule  428 and the  requirements  of Part I of Form  S-8,  such
documents are not being filed with the Securities and Exchange  Commission  (the
"Commission")  either as part of this Registration  Statement or as prospectuses
or prospectus  supplements  pursuant to Rule 424 under the  Securities  Act. The
Registrant  shall  maintain  a file of such  documents  in  accordance  with the
provisions  of Rule 428.  Upon  request,  the  Registrant  shall  furnish to the
Commission  or its staff a copy or copies of all of the  documents  included  in
such file.
PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

We file  annual,  quarterly  and special  reports,  proxy  statements  and other
information  with the SEC.  You may read and copy any  document we file with the
SEC at the SEC's Public  Reference Room at 450 Fifth Street,  N.W.,  Washington,
D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the
public  reference  room. Our SEC filings are also available to the public at the
SEC's web site at HTTP://WWW.SEC.GOV.

The SEC allows us to  "incorporate  by reference"  the  information we file with
them, which means that we can disclose important information to you by referring
you to those documents.  The information incorporated by reference is considered
to be part of this  Prospectus,  and information that we file later with the SEC
will  automatically  update and supersede  this  information.  We incorporate by
reference  the documents  listed below and any future  filings we will made with
the SEC under Sections 13(a),  13(c), 14 or 15(d) of the Securities Exchange Act
of 1934,  as amended.  This  Prospectus is part of a  Registration  Statement we
filed with the SEC. The documents we incorporate by reference are:

A.   our Annual  Report on Form  10-KSB for the Fiscal Year Ended  December  31,
     1998;

B.   our Quarterly Report on Form 10-QSB for the quarter ended March 31, 1999;

C.   the  description of our Common Stock which is contained in Items 1 and 2 of
     our Registration  Statement on Form 8-A filed pursuant to Section 12 of the
     Exchange Act on May 5, 1998.

D.   all documents we file pursuant to Sections 13(a), 13(c), 14 or 15(d) of the
     Exchange Act after the date of this Prospectus and prior to the termination
     of the offering of the shares offered hereby.

The Company  will provide  without  charge to each person to whom a copy of this
Prospectus has been delivered,  on the written or oral request of such person, a
copy of any or all of the documents  referred to above which have been or may be
incorporated  in this  Prospectus  by  reference,  other than  exhibits  to such
documents,  and any or all other documents required to be delivered to employees
of the  Company  pursuant  to Rule  428(b)  under the  Securities  Act.  Written
requests or requests by telephone  for such copies,  or  additional  information
about the Plan and its administrator, should be directed to Jeff Koenig, Factual
Data Corp., 5200 Hahns Peak Drive, Loveland, Colorado 80538, (970) 663-5700.

Item 4.  Description of Securities.

Not applicable.
Item 5.  Interests of Named Experts and Counsel.

Not applicable.

Item 6.  Indemnification of Directors and Officers.

Our Bylaws  requires  us to  indemnify,  to the  fullest  extent  authorized  by
applicable  law,  any person who is or is  threatened  to be made a party to any
civil, criminal,  administrative,  investigative,  or other action or proceeding
instituted or threatened by reason of the fact that he is or was our director or
officer or is or was  serving at our request as a director of officer of another
corporation, partnership, joint venture, trust or other enterprise.

Our Articles of Incorporation  provides that, to the fullest extent permitted by
Colorado law, our directors and officers shall not be liable to us or any of our
shareholders  for damages  caused by a breach of fiduciary duty by such director
or officers.

Sections  7-109-102 and 103 of the Colorado  Business  Corporation  Act ("CBCA")
authorize  the  indemnification  of  directors  and officers  against  liability
incurred  by  reason  of  being a  director  or  officer  and  against  expenses
(including attorney's fees) judgments,  fines and amounts paid in settlement and
reasonably  incurred in  connection  with any action  seeking to establish  such
liability,  in the case of third-party  claims, if the officer or director acted
in good faith and in a manner he reasonably  believed to be in or not opposed to
the best interests of the  corporation,  and in the case of actions by or in the
right of the corporation,  if the officer or director acted in good faith and in
a manner he reasonably  believed to be in or not opposed to the best interest of
the  corporation  and if such officer or director  shall not have been  adjudged
liable to the corporation, unless a court otherwise determines.  Indemnification
is also authorized  with respect to any criminal action or proceeding  where the
officer or  director  also had no  reasonable  cause to believe  his conduct was
unlawful.

We have entered into indemnification  agreements with our executive officers and
directors which provide for certain defense costs and reimbursements.

The above discussion of our Articles of Incorporation,  bylaws, the CBCA and the
indemnification agreements is only a summary and is qualified in its entirety by
the full text of each of the foregoing.

The Company also carries a Directors' and Officers'  Liability  Insurance policy
for its executive officers and directors.

Item 7.  Exemption from Registration Claimed.

Not applicable.
Item 8.  Exhibits.

The following documents are filed as a part of this registration statement.

Exhibit
 Number     Description

4           Factual Data Corp. 1997 Stock Incentive Plan, as Amended.

5           Opinion  of  Jones &  Keller,  P.C.  regarding  legality  of
            securities.

23.1        Consent of Ehrhardt Keefe Steiner & Hottman PC.

23.2        Consent of Jones & Keller,  P.C.  (included in their opinion
            filed as Exhibit 5).

24          Power  of  Attorney  (see   signature  page of  this   Registration
            Statement).

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
               to include any material  information  with respect to the plan of
               distribution   not  previously   disclosed  in  the  registration
               statement  or any  material  change  to such  information  in the
               registration statement;

          (2)  that,  for the purpose of  determining  any  liability  under the
               Securities Act of 1933, as amended (the "Securities  Act"),  each
               such  post-effective  amendment  shall  be  deemed  to  be a  new
               registration   statement   relating  to  the  securities  offered
               therein,  and the offering of such  securities at that time shall
               be deemed to be the initial bona fide offering thereof; and

          (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
     Registrant's  annual  report  pursuant to Section 13(a) or Section 15(d) of
     the Exchange Act (and,  where applicable each filing of an employee benefit
     plan's annual report pursuant to Section 15(d) of the Exchange Act) that is
     incorporated by reference in the registration  statement shall be deemed to
     be a new registration statement relating to the securities offered therein,
     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
     Registrant  pursuant  to  the  foregoing  provisions,   or  otherwise,  the
     Registrant  has been  advised  that in the opinion of the  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 payment by the
     Registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
     controlling  person of the  Registrant  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
     Registrant  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 of 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.
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 Loveland, State of Colorado, on May 28, 1999.

                                    FACTUAL DATA CORP.

                                    By: /s/Jerald  H. Donnan
                                           Jerald H. Donnan, President

                          POWER OF ATTORNEY

Each person whose  signature  appears below  constitutes  and appoints Jerald H.
Donnan and Todd A. Neiberger, jointly and severally, as attorneys-in-fact,  each
with the power of substitution for him or her in any and all capacities, to sign
any amendment to this Registration Statement and to file the same, with exhibits
thereto and other  documents in connection  therewith,  with the  Securities and
Exchange Commission, granting to said attorneys-in-fact,  and each of them, full
power and authority to do and perform each and every act and thing requisite and
necessary  to be done in  connection  therewith,  as  fully to all  intents  and
purposes  as he or  she  might  or  could  do in  person  hereby  ratifying  and
confirming  all that said  attorneys-in-fact  or any of them, or their or his or
her substitutes, 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 below by the following  persons in the  capacities and
on the dates indicated.
Signature                     Title                 Date

By: /s/ Jerald H. Donnan            Chairman of the Board       May 28, 1999
        Jerald H. Donnan             of Directors, President
                                     and Chief Executive Officer
                                     (Principal Executive
                                     Officer)

By: /s/ Todd A. Neiberger           Chief Financial Officer     May 28, 1999
        Todd A. Neiberger            and a Director
                                     (Principal Financial
                                     and Accounting Officer)

By: /s/ James N. Donnan              Vice President and a       May 28, 1999
        James N. Donnan               Director

By: /s/ Robert J. Terry              Director                   May 28, 1999
        Robert J. Terry

By: /s/ Abdul H. Rajput              Director                   May 28, 1999
        Abdul H. Rajput

By: /s/ Daniel G. Helle              Director                   May 28, 1999
        Daniel G. Helle
INDEX TO EXHIBITS

Exhibit
 Number    Description

4          Factual Data Corp. 1997 Stock Incentive Plan, as Amended.

5          Opinion of Jones & Keller, P.C. regarding legality of
           securities.

23.1       Consent of Ehrhardt Keefe Steiner & Hottman PC.

23.2       Consent of Jones & Keller, P.C. (included in their opinion
           filed as Exhibit 5).

24         Power  of  Attorney  (see   signature   page  of  this   Registration
           Statement).