LANDAMERICA FINANCIAL GROUP INC
EXHIBIT 10.3
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>4
<FILENAME>0004.txt
<DESCRIPTION>EXHIBIT 10.3
<TEXT>


                                                                    Exhibit 10.3

                        LANDAMERICA FINANCIAL GROUP, INC.

               AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENTS

         This  Amendment  dated  this  20th  day of June,  2000,  is made to the
Agreement or Agreements  listed on Exhibit A (the "Option  Agreements",  whether
one or more) between  LandAmerica  Financial  Group,  Inc. (the  "Company")  and
____________________________ (the "Optionee").

         The  Company  and the  Optionee  agree  to  amend  each  of the  Option
Agreements as follows:

1.       The  description  of the  Company's  1991 Stock  Incentive  Plan in the
introductory  paragraph,  which reads "the Company's  1991 Stock  Incentive Plan
(the "Plan") a copy of which is attached",  is hereby  deleted,  and each of the
Option  Agreements  is hereby  amended to include the  following in place of the
deleted language:

         the Company's 1991 Stock  Incentive  Plan, as amended from time to time
(the "Plan").

2.       Each  of the  Option  Agreements  is  hereby  amended  to  include  the
following  paragraph  2(e) and the  existing  paragraph  2(e) is  renumbered  as
paragraph 2(f):

         2(e) Tax  Withholding.  Upon the  exercise  of this  Option or  portion
         thereof,  the Company  shall have the right to require the  Optionee to
         reimburse  the Company for any taxes  required by any  government to be
         withheld or otherwise  deducted and paid with respect to such  exercise
         and not  complete  the  exercise of the Option  until the Company is so
         reimbursed.  At its discretion,  the Company may retain and withhold by
         means of cashing out a portion of such Option,  any such taxes required
         to be withheld by the Company. In lieu thereof,  the Company shall have
         the unrestricted right to withhold, from any other cash amounts due (or
         to become due) from the  Company to the  Optionee,  an amount  equal to
         such taxes  required to be withheld  by the  Company to  reimburse  the
         Company for any such taxes.

3.       Paragraph 4 of the Option Agreement is hereby deleted,  and each of the
         Option Agreements is hereby amended to include the following  paragraph
         4:

         4.       Exercise in the Event of Permanent and Total Disability.  This
         Option shall be exercisable in full if the Optionee becomes permanently
         and totally  disabled  (within the meaning of the  Company's  Long-Term
         Disability  Plan) while  employed by the  Company or an  affiliate  and
         prior  to the  Expiration  Date of this  Option.  In  such  event,  the
         Optionee must exercise this Option,  if at all, within two years of the
         date on which he or she terminates  employment  with the Company due to
         permanent  and total  disability  or during the remainder of the period
         preceding the Expiration  Date,  whichever is shorter,  but in no event
         may the Option be exercised  prior to the  expiration of six (6) months
         from the date of the grant of the Option.


<PAGE>

4.       Paragraph 12 of the Option Agreement is hereby deleted, and each of the
Option Agreements is hereby amended to include the following paragraph 12:

         12.      Conflicts. In the event of any conflict between the provisions
of the  Plan  as in  effect  on the  date  hereof  and  the  provisions  of this
Agreement, the provisions of the Plan shall govern.

5.       Except as expressly amended hereby,  the Option Agreements shall remain
in full force and effect in all respects and are hereby ratified and affirmed.

         IN WITNESS WHEREOF,  the Company has caused this Amendment to be signed
by a duly  authorized  officer,  and Optionee  has affixed his or her  signature
hereto.


OPTIONEE                                      LANDAMERICA FINANCIAL GROUP, INC.




___________________________                   By:    ___________________________

                                              Title: ___________________________





                                     Page 2
<PAGE>

                                  EXHIBIT A TO

                        LANDAMERICA FINANCIAL GROUP, INC.

               AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENTS



<PAGE>

                        LANDAMERICA FINANCIAL GROUP, INC.

     Schedule to Form of Amendment to Non-Qualified Stock Option Agreements
<TABLE>
<CAPTION>
            Optionees                                      Agreements Being Amended
            ---------                                      ------------------------
<S>                                   <C>
     Janet A. Alpert                  1.   Non-qualified Stock Option Agreement dated January 8, 1992.
                                      2.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      3.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      4.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      5.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      6.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      7.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Ellis A. Ankony                  1.   Non-qualified Stock Option Agreement dated February 18, 1992.
                                      2.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      3.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      4.   Non-qualified Stock Option Agreement dated January 3, 1996.

     Kenneth Astheimer                1.   Non-qualified Stock Option Agreement dated January 8, 1992.
                                      2.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      3.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      4.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      5.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      6.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      7.   Non-qualified Stock Option Agreement dated February 16, 1999.

     John R. Blanchard                1.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      2.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      3.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      4.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      5.   Non-qualified Stock Option Agreement dated February 16, 1999.

     John M. Carter                   1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Theodore L. Chandler, Jr.        1.   Non-qualified Stock Option Agreement dated January 31, 2000.

     Francis X. Coman                 1.   Non-qualified Stock Option Agreement dated November 15, 1993.

     Randall E. Cox                   1.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      2.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      3.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      4.   Non-qualified Stock Option Agreement dated January 7, 1997.

<PAGE>

            Optionees                                      Agreements Being Amended
            ---------                                      ------------------------

     G. William Evans                 1.   Non-qualified Stock Option Agreement dated January 8, 1992.
                                      2.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      3.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      4.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      5.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      6.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      7.   Non-qualified Stock Option Agreement dated February 16, 1999.

     H. Randolph Farmer               1.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      2.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      3.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      4.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      5.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      6.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Charles H. Foster, Jr.           1.   Non-qualified Stock Option Agreement dated January 8, 1992.
                                      2.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      3.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      4.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      5.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      6.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      7.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Russell W. Jordan, III           1.   Non-qualified Stock Option Agreement dated January 8, 1992.
                                      2.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      3.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      4.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      5.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      6.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      7.   Non-qualified Stock Option Agreement dated February 16, 1999.

     David Koshork                    1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Mack J. Marsh                    1.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      2.   Non-qualified Stock Option Agreement dated January 3, 1996.

     Robert L. Martin                 1.   Non-qualified Stock Option Agreement dated March 5, 1998.

     Melvyn Mitzner                   1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     John M. Obzud                    1.   Non-qualified Stock Option Agreement dated February 16, 1999.

<PAGE>

            Optionees                                      Agreements Being Amended
            ---------                                      ------------------------

     Robert J. Palmer                 1.   Non-qualified Stock Option Agreement dated October 24, 1994.
                                      2.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      3.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      4.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      5.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      6.   Non-qualified Stock Option Agreement dated February 16, 1999.

     John P. Rapp                     1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Hugh D. Reams, Jr.               1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Keith Reynolds                   1.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Christopher L. Rosati            1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     John F. Saelens                  1.   Non-qualified Stock Option Agreement dated September 18, 1999.

     Jeffrey C. Selby                 1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Richard A. Stopczynski           1.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      2.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      3.   Non-qualified Stock Option Agreement dated January 3, 1996.

     Jeffrey D. Vaughan               1.   Non-qualified Stock Option Agreement dated January 4, 1994.
                                      2.   Non-qualified Stock Option Agreement dated January 5, 1995.
                                      3.   Non-qualified Stock Option Agreement dated January 3, 1996.
                                      4.   Non-qualified Stock Option Agreement dated January 7, 1997.
                                      5.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      6.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Stephen P. Veltri                1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Donald C. Weigel, Jr.            1.   Non-qualified Stock Option Agreement dated March 5, 1998.
                                      2.   Non-qualified Stock Option Agreement dated February 16, 1999.

     Herbert Wender                   1.   Non-qualified Stock Option Agreement dated March 5, 1998.

</TABLE>

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