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                                                                      EXHIBIT 4




                    STEWART INFORMATION SERVICES CORPORATION

                RIGHTS OF COMMON AND CLASS B COMMON STOCKHOLDERS

                              September 30, 1996

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         Common and Class B Common stockholders have the same rights, except
(1) no cash dividends may be paid on Class B Common Stock and (2) the two
classes of stock are voted separately in electing directors. A provision in the
by-laws requires an affirmative vote of at least two-thirds of the directors to
approve any proposal which may come before the directors. This by-law provision
cannot be changed without majority vote of each class of stock.

         Common stockholders, with cumulative voting rights, may elect five or
more of the nine directors. Class B Common stockholders may, with no cumulative
voting rights, elect four directors, if 350,000 or more shares of Class B
Common stock are outstanding; three directors, if between 200,000 and 350,000
shares of Class B Common Stock are outstanding; if less than 200,000 shares of
Class B Commons Stock are outstanding, the Common Stock and the Class B Common
Stock shall be voted as a single class upon all matters, with the right to
cumulate votes for the election of directors.

         No change in the Certificate of Incorporation which would affect the
Common Stock and the Class B Common Stock unequally shall be made without the
affirmative vote of at least a majority of the outstanding shares of each
class, voting as a class.

         Class B Common Stock may, at any time, be converted by its holders
into Common Stock on a share-for-share basis. Such conversion is mandatory on
any transfer to a person not a lineal descendant (or spouse, trustee, etc. of
such descendant) of William H. Stewart.