DESCRIPTION OF CAPITAL STOCK

We are authorized to issue 300,000,000 shares of common stock, $1.25 par value per share, and 10,000,000 shares of preferred stock, $0.01 par value per share. At September 30, 2005, 134,439,960 shares of common stock were issued and outstanding, including shares held by employee benefits trusts, and no shares of preferred stock were issued or outstanding.

The following description of our capital stock and certain provisions of our articles of incorporation, bylaws and shareholder rights plan is a summary of the material terms of our capital stock and is qualified in its entirety by the provisions of the articles of incorporation, bylaws and shareholder rights plan, copies of which have been filed with the SEC and are available for inspection. See “Where You Can Find More Information.”

Common Stock

Voting and Other Rights .   Holders of our common stock are entitled to one vote for each share held on all matters submitted to a vote of shareholders. A majority vote is required for all actions to be taken by shareholders, except that directors are elected by a plurality of the votes cast. Shareholders do not have cumulative voting rights in the election of directors, which means that the holders of more than 50% of the shares voting in an election of directors can elect all of the directors. Shares of common stock also do not have any preemptive, subscription, redemption, sinking fund or conversion rights. All outstanding shares of our common stock are fully paid and nonassessable.

Distributions .   Common stock dividends are subject to preferences, if any, on any outstanding shares of preferred stock. Holders of common stock are entitled to receive ratably such dividends, if any, as may be declared from time to time by our board of directors out of legally available funds. If we liquidate, dissolve or windup our affairs, common shareholders are entitled to share proportionately in the assets available for distribution to such holders after we pay our creditors and holders of any preferred stock we have outstanding at the time of liquidation. Our $500 million senior unsecured revolving credit agreement entered into in August 2004 with SunTrust Bank and other lenders would restrict our ability to pay cash dividends on our capital stock or repurchase capital stock if the total amount of such payments in any fiscal year would exceed 20 percent of our consolidated total assets measured as of the end of the preceding fiscal year.

Preferred Stock

Our articles of incorporation authorize our board of directors to create and provide for the issuance of one or more series of preferred stock, without the approval of our shareholders. If preferred stock is issued, our board may fix the designations, relative rights, preferences and limitations of the shares of each series, provided that the holders of shares of preferred stock will not be entitled to more than the greater of (i) one vote per $100 liquidation value or (ii) one vote per share. The holders of shares of preferred stock will not be entitled to vote separately as a class, except to the extent specified with respect to each series with respect to any amendment or alteration of our articles of incorporation that would adversely affect the powers, preferences or special rights of the applicable series of preferred stock. The issuance of preferred stock, while providing flexibility in connection with possible acquisitions and other corporate purposes, could, among other things, adversely affect the voting power of the holders of common stock and, under some circumstances, make it more difficult for a third party to gain control of us, discourage bids for our common stock at a premium or otherwise adversely affect the market price of the common stock. Under certain circumstances, the terms of any preferred stock, which is subsequently issued, could also restrict dividend payments to holders of our common stock or restrict our ability to repurchase or redeem shares.

9

---

Anti-Takeover Effects of Our Articles of Incorporation, Bylaws, Shareholder Rights Plan and Other Agreements

Some provisions of our articles of incorporation, bylaws, shareholder rights plan and other agreements may be deemed to have an anti-takeover effect and may delay or prevent a tender offer or takeover attempt that a shareholder might consider to be in its best interest, including those attempts that might result in a premium over the market price for the shares held by shareholders.

These provisions include, but are not limited to:

Authorized but Unissued Shares .   Our authorized but unissued shares of common stock and preferred stock are available for future issuance without shareholder approval except as may be required by applicable stock exchange rules or Georgia law. These additional shares may be utilized for a variety of corporate purposes, including future public or private offerings to raise additional capital, corporate acquisitions and employee benefit plans. The existence of authorized but unissued shares of common stock and preferred stock could render more difficult or discourage an attempt to obtain control of a majority of our common stock by means of a proxy contest, tender offer, merger or otherwise. We will not solicit approval of our shareholders for issuance of common and preferred stock unless our board believes that approval is advisable or is required by applicable stock exchange rules or Georgia law.

Cumulative Voting.    Our articles of incorporation do not authorize our shareholders to cumulate voting in the election of directors. As a result, shareholders may not aggregate their votes for a single director.

Classified Board of Directors .   Our board, other than directors elected by any series of preferred stock, is divided into three classes of directors, with the classes to be as nearly equal in number as possible. The class of directors elected at each annual meeting is elected for a three-year term. Some practical effects of these classification provisions are the following:

·        It will take at least two annual meetings of shareholders, instead of one, to elect a majority of the board. This delay ensures that our directors, if confronted by a shareholder attempting to force a proxy contest, a tender offer or exchange offer, or an extraordinary corporate transaction, would have sufficient time to review the proposal and any available alternatives before they act in what they believe to be the best interests of the shareholders. However, even if a change in the composition of the board would be beneficial to us and our shareholders, it will take at least two annual meetings of shareholders to make this change.

·        A classified board may discourage third-party proxy contests, tender offers or attempts to obtain control of the corporation. This will happen even if an attempt might be beneficial to us and our shareholders. Therefore, there is an increased likelihood that incumbent directors will retain their positions.

·        A classified board discourages accumulations of large blocks of our stock by purchasers whose objective is to take control of the board. This could reduce the likelihood of fluctuations in the market price of the common stock that might result from accumulations of large blocks of stock. Shareholders therefore might not have opportunities to sell their shares of common stock at the higher market price that an accumulation of stock could create.

Number of Directors; Removal; Filling Vacancies .   Generally speaking, our board must consist of between nine and twenty directors and vacancies will be filled by the affirmative vote of a majority of the remaining directors, even if less than a quorum remains in office. Therefore, unless the bylaws are amended, the board could prevent any shareholder from enlarging the board of directors and filling the new directorships with the shareholder’s own nominees.

10

---

Under Georgia law, unless otherwise provided in the articles of incorporation or a bylaw adopted by the shareholders, directors serving on a classified board may only be removed by the shareholders for cause. Our articles of incorporation and bylaws do not provide otherwise. Our articles of incorporation require a majority of board, or the affirmative vote of at least two-thirds of the voting power of all of the then-outstanding shares of stock entitled to vote, to amend provisions of the articles of incorporation or bylaws that relate to the size of the board, classification of directors, or filling vacancies on the board.

No Shareholder Action by Written Consent; Special Meetings .   Subject to the rights of any holders of preferred stock to elect additional directors under specified circumstances, shareholder action can be taken only at an annual or special meeting of shareholders and cannot be taken by written consent. Under circumstances described in the bylaws, special meetings of shareholders can be called by the chairman of the board, the lead director, the board, the chief executive officer, the president, or upon the written request to our chief executive officer or corporate secretary signed by the holders of all of the outstanding shares entitled to vote at the proposed special meeting. Moreover, any special meeting of shareholders is limited to the business in the notice of the special meeting sent to shareholders before the meeting.

These procedural requirements could have the effect of preventing a request by shareholders for a special meeting and could delay consideration of a shareholder proposal until our next annual meeting. This would effectively prevent the holders of our stock from unilaterally using the written consent procedure to take shareholder action.

Advance Notice Provisions for Shareholder Nominations and Shareholder Proposals.    Only people who are nominated by, or at the direction of, the board of directors, or by a shareholder who has given the proper written notice prior to a meeting at which directors are to be elected, will be eligible for election as directors. Business conducted at an annual meeting is limited to the business brought before the meeting by, or at the direction of, the chairman, the board or a shareholder who has given proper notice. A shareholder’s notice to us proposing to nominate a person for election as a director must also contain certain information described in the bylaws. Some of the effects of the provisions described above and in the bylaws include:

·        The board will have a longer period to consider the qualifications of the proposed nominees and, if deemed necessary or desirable, to inform shareholders about the qualifications;

·        There will be an orderly procedure for conducting annual meetings of shareholders and informing shareholders, prior to the meetings, of any business proposed to be conducted at the meetings, including any board recommendations; and

·        Contests for the election of directors or the consideration of the shareholder proposals will be precluded if the procedures are not followed. Third parties may therefore be discouraged from conducting a solicitation of proxies to elect their own slate of directors or to approve their own proposal.

Anti-Takeover Legislation .   We are a Georgia corporation and have elected to be governed by the “business combination” and “fair price” provisions of the Georgia Business Corporation Code, as amended, or Georgia Code, that could be viewed as having the effect of discouraging an attempt to obtain control of Equifax.

11

---

Sections 14-2-1131 through 1133 of the Georgia Code generally prohibit a corporation which has adopted a bylaw provision electing to be covered thereby from engaging in any “business combination” with an “interested shareholder” for a period of five years from the date such person becomes an interested shareholder, unless the interested shareholder:

·        prior to becoming an interested shareholder, obtained the approval of our board of directors for either the business combination or the transaction which resulted in the shareholder becoming an interested shareholder;

·        becomes the owner of at least 90% of our outstanding voting stock in the same transaction in which the interested shareholder became an interested shareholder, excluding for purposes of determining the number of shares outstanding those shares owned by our officers, directors, subsidiaries and certain employee stock plans; or

·        subsequent to becoming an interested shareholder,  acquires additional shares resulting in ownership of at least 90% of our outstanding voting stock and obtains approval of the business combination by the holders of a majority of our voting stock entitled to vote thereon, other than those shares held by the interested shareholder, our officers, directors, subsidiaries and certain employee stock plans.

The term “business combination” refers to a merger, consolidation or other specified corporate transaction. The term “interested shareholder” refers to any person who is the beneficial owner of 10% or more of the voting power of our outstanding voting shares, or is an affiliate of ours and was a 10% or more beneficial owner of the voting power of our outstanding voting shares at any time within the preceding two years.

Our “business combination” bylaw provision may be repealed only by an affirmative vote of two-thirds of the directors not affiliated with an interested shareholder and a majority of the votes entitled to be cast by the outstanding voting shares, other than shares beneficially owned by any interested shareholder, and shall not be effective until 18 months after that shareholder vote. The Georgia Code provides that a Georgia corporation which has thus repealed such a bylaw may not thereafter readopt that bylaw.

The “fair price” provisions contained in the Sections 14-2-1110 through 1113 of the Georgia Code and our bylaws require, generally, in connection with a merger or similar transaction between us and an “interested shareholder,” the unanimous approval of our directors not affiliated with the interested shareholder or the affirmative vote of two-thirds of these directors and a majority of the outstanding shares held by disinterested shareholders, unless:

·        within the past three years the interested shareholder has not increased its shareholdings by more than 1% in any 12-month period; or

·        all shareholders receive at least the same consideration for their shares as the interested shareholder previously paid.

The fair price provisions may be revised or rescinded only upon the affirmative vote of at least two-thirds of the directors not affiliated with an interested shareholder and a majority of the outstanding shares held by disinterested shareholders. For purposes of the “fair price” bylaw provision, the term “interested shareholder” is defined in the same manner as the business combination provisions.

12

Shareholder Rights Plan.    On October 25, 1995, our board of directors adopted a shareholder rights plan, which was amended on July 7, 2001 and was further amended and restated on October 14, 2005. Our rights plan contains provisions to protect our shareholders in the event of an unsolicited offer to acquire us, including offers that do not treat all shareholders equally, the acquisition in the open market of shares constituting control without offering fair value to all shareholders and other coercive, unfair or inadequate takeover bids and practices that could impair the ability of our board to represent shareholders’ interests fully. Pursuant to the rights plan, our board declared a dividend of one share purchase right for each outstanding share of our common stock, which were distributed to shareholders of record as of November 6, 1995. The rights, which will expire on November 6, 2015 unless renewed by the board of directors, are initially represented by, and trade together with, our common stock. The rights are not currently exercisable and do not become exercisable unless certain triggering events occur. Among the triggering events is the acquisition of 20% or more of our common stock by a person or group of affiliated or associated persons. Unless previously redeemed, upon the occurrence of one of the specified triggering events, each right that is not held by the 20% or more shareholder will entitle its holder to purchase one share of common stock or, under certain circumstances, additional share of common stock at a discounted price. Prior to exercise, a right will not create any rights as a shareholder of us.

The rights have certain anti-takeover effects. The rights will cause substantial dilution to a person or group that attempts to acquire us on terms not approved by our board of directors, except pursuant to an offer conditioned on a substantial number of rights being acquired. The rights should not interfere with any merger or other business combination approved by the board of directors, since we may redeem the rights prior to the time that a person or group acquires 20% or more of our outstanding common stock.

Change in Control Agreements.    We have change in control agreements with certain of our key officers. These agreements have renewable five year terms and become effective only upon a change in control of us, generally defined as the acquisition by any person or group of 20% or more of the voting power of our outstanding stock; certain business combinations; the sale or disposition of all or substantially all of our assets; or a complete liquidation or dissolution of us. If such an event occurs and the officer’s employment terminates within three years thereof other than from death, disability or termination for cause or voluntary termination other than for good cause, the officer will receive, among other compensation, three times the sum of such officer’s highest annual salary for the twelve months prior to termination and the officer’s highest bonus for the three years prior to termination.

Liability of Directors; Indemnification.    A director generally will not be personally liable for monetary damages to us or our shareholders for breach of fiduciary duty as a director. A director may be held liable, however, for the following:

·        any appropriation of any business opportunity of our company in violation of the director’s duties;

·        acts or omissions which involve intentional misconduct or a knowing violation of law;

·        paying a dividend or approving a stock repurchase in violation of Georgia law; or

·        any transaction from which the director derived an improper personal benefit.

We indemnify our officers and directors against lawsuits by third parties to the fullest extent of the law. We may agree with any person to provide an indemnification greater than or different from the indemnification provided by our articles of incorporation.

Amendments .   Our articles of incorporation and bylaws generally may be amended by a majority vote of the shareholders, but some provisions, including some of the provisions described above, can only be amended by an affirmative vote of the holders of at least two-thirds of the then outstanding voting stock. This two-thirds approval requirement prevents a shareholder with only a majority of the common stock from circumventing the requirements of these provisions by simply amending or repealing them. Our articles of incorporation further provide that the bylaws may be amended by our board of directors.

13

---

Transfer Agent and Registrar

SunTrust Bank is the transfer agent and registrar for our common stock.

SELLING SHAREHOLDER

This prospectus covers the offering for resale from time to time of up to 443,337 shares of Equifax Inc. common stock by the selling shareholder identified below. Pursuant to an Agreement and Plan of Reorganization dated as of September 8, 2005, among Equifax Inc., Equifax Information Services LLC, ChoiceData Consumer Services, Inc. (“ChoiceData”) and Credit Bureau of Knoxville, Inc., we acquired certain credit files and other assets from ChoiceDATA in exchange for shares of Equifax common stock and other consideration. We agreed to register the shares which were issued, in a private placement exempt from registration under the Securities Act of 1933, to Credit Bureau of Knoxville, Inc., a Tennessee not for profit corporation, and to indemnify them as a selling shareholder against certain liabilities related to the resale of the common stock, including liabilities arising under the Securities Act.

As used in this prospectus, “selling shareholder” includes the successors-in-interest, donees, transferees or others who may later hold the selling shareholder’s interests and who will be named in a supplement to this prospectus.

No offer or sale may be made by a selling shareholder unless that shareholder is listed in the table below, in a supplement to this prospectus or in an amendment to the related registration statement. We will supplement or amend this prospectus to include additional selling shareholders upon request and upon provision of all required information to us, subject to the terms of the Agreement and Plan of Reorganization between us and the initial purchaser of the common stock offered by this prospectus. The selling shareholder may sell all, some or none of the shares covered by this prospectus. See “Plan of Distribution.”  We will bear all costs, expenses and fees in connection with the registration of the shares offered by this prospectus. The selling shareholders legal fees, and any brokerage commissions and similar selling expenses, if any, attributable to the sale of the shares will be borne by the selling shareholder.

The following table sets forth the name of each selling shareholder, the amount of our common stock beneficially owned and the percentage of common stock outstanding owned by such selling shareholder prior to the offering, the number of shares being offered for the selling shareholder’s account, and the amount to be owned and the percentage of common shares outstanding owned by the selling shareholder after completion of the offering. To our knowledge, the selling shareholder has not held any position or office with us or had any other material relationship with us or any of our affiliates, other than as a credit bureau system affiliate and credit reporting agency of ours, through its subsidiary, ChoiceData, during the past three years.

We prepared the table based on information supplied to us by the selling shareholder. We have not sought to verify such information. Additionally, the selling shareholder may have sold or transferred some or all of its common stock in exempt or non-exempt transactions, since the date on which the information in the table was provided to us. Other information about the selling shareholder may also change over time.

Common Stock Owned Prior to the Offering

Number of Shares

Common Stock Owned After the Offering(1)

Name and Address

Number

Percent

Offered Hereby

Number

Percent

Credit Bureau of Knoxville, Inc. 1014 Heiskell Avenue Knoxville, TN 37921

443,337

*

443,337

0

0

%

---

*                     Less than 1%

14

---

(1)           We do not know when or in what amounts the selling shareholder may offer for sale shares of common stock covered by this prospectus. The selling shareholder may sell the shares covered by this prospectus from time to time, and may also decide not to sell all, or any, of the shares covered by this prospectus. For purposes of this table, we have assumed that the selling shareholder will sell all of the shares covered by this prospectus.

PLAN OF DISTRIBUTION

We are registering the common stock on behalf of the selling shareholder. As used in this prospectus, “selling shareholder” includes donees and pledgees selling common stock from a named selling shareholder after the date of this prospectus.

Under this prospectus, the selling shareholder intends to offer our securities to the public:

·        through one or more broker-dealers;

·        through underwriters; and

·        directly to investors.

The selling shareholder may price the common stock offered from time to time:

·        at market prices prevailing at the time of any sale under this registration  statement;

·        at prices related to market prices; or

·        at negotiated prices.

We will pay the costs and expenses of the registration and offering of the common stock offered hereby. We will not pay any legal expenses of the selling shareholder, underwriting fees, discounts and selling commissions of the selling shareholder relating to the sale of the selling shareholder’s shares, which will be paid by the selling shareholder. Broker-dealers may act as agent or may purchase securities as principal and thereafter resell the securities from time to time:

·        in or through one or more transactions (which may involve crosses and block transactions) or distributions;

·        on the New York Stock Exchange; or

·        in private transactions.

Broker-dealers or underwriters may receive compensation in the form of underwriting discounts or commissions and may receive commissions from purchasers of securities for whom they may act as agents. If any broker-dealer purchases the securities as principal, it may effect resales of the securities from time to time to or though other broker-dealers, and other broker-dealers may receive compensation in the form of concessions or commissions from the purchasers of securities for whom they may act as agents.

To the extent required, the names of the specific managing underwriter or underwriters, if any, as well as other important information, will be set forth in prospectus supplements. In that event, the discounts and commissions the selling shareholder will allow or pay to the underwriters, if any, and the discounts and commissions the underwriters may allow or pay to dealers or agents, if any, will be set forth in, or may be calculated from, the prospectus supplements. Any underwriters, brokers, dealers and agents who participate in any sale of the securities may also engage in transactions with, or perform services for, us or our affiliates in the ordinary course of their business.

The selling shareholder and any underwriter, dealer or agent who participates in the distribution of the securities may be deemed to be “underwriters” under the Securities Act of 1933, and any discount, commission or concession received by such persons may be deemed to be an underwriting discount or commission.  The selling shareholder may indemnify any broker-dealer who participates in transactions

15

---

involving the sale of the shares against certain liabilities, including liabilities arising under the Securities Act of 1933.

In addition, the selling shareholder has advised us that it may sell common shares in compliance with Rule 144, if available, or pursuant to other available exemptions from the registration requirements of the Securities Act, rather than pursuant to this prospectus.

To the extent required, this prospectus may be amended or supplemented from time to time to describe a specific plan of distribution.

REGISTRATION RIGHTS

On September 8, 2005, we entered into an Agreement and Plan of Reorganization with the selling shareholder as initial purchaser of 443,337 shares of our common stock. The agreement included registration rights provisions under which we will at our cost use our diligent and commercially reasonable efforts to:

·        file a shelf registration statement, of which this prospectus is a part, with the SEC with respect to the common stock;

·        cause the shelf registration statement to be declared effective under the Securities Act on or before December 20, 2005; and

·        keep the registration statement continuously effective after its effective date until:

·         September 8, 2006; or

·         such shorter period ending when (1) all the shares have been sold; (2) all the shares have been resold pursuant to Rule 144 of the Securities Act; or (3) the selling shareholder requests termination of the registration statement.

We have the right to delay the effectiveness or suspend use of the shelf registration statement for a reasonable period, but not in excess of 90 days in any calendar year during specified periods of time relating to pending corporate developments and public filings with the SEC and similar events. If the shelf registration statement is not declared effective on or before December 20, 2005, the selling shareholder may require us to repurchase its shares at the same price per share at which it was acquired by such selling shareholder ($35.21).

A holder who selects to sell any securities pursuant to the shelf registration statement:

·        will be required to be named as a selling shareholder;

·        will be required to deliver a prospectus to purchasers;

·        will be subject to the civil liability provisions under the Securities Act in connection with any sales; and

·        will be bound by the provisions of the agreement which are applicable, including indemnification obligations.

Promptly upon request from any holder of registerable securities, we will provide a form of notice and questionnaire to be completed and delivered by the holder to us at least five business days before any intended distribution of registerable securities under the shelf registration statement.

16

We will pay expenses incurred in connection with the shelf registration statement, excluding any selling expenses, underwriting fees, commissions and transfer taxes applicable to the sale of the selling shareholder’s shares and any fee and expenses of counsel, internal or external advisors or other advisers and agents of the selling shareholder.

LEGAL MATTERS

The validity of the securities offered in this prospectus will be passed upon for us by Kilpatrick Stockton LLP, Atlanta, Georgia. The selling shareholder’s counsel will advise them about other issues relating to the offering. If certain legal matters in connection with an offering of the securities made by this prospectus and a related prospectus supplement are passed upon by counsel for the underwriters of such offering, that counsel will be named in the applicable prospectus supplement related to that offering.

EXPERTS

The consolidated financial statements of Equifax Inc. appearing in Equifax Inc.’s Annual Report (Form 10-K/A) for the year ended December 31, 2004, and Equifax Inc. management’s assessment of the effectiveness of internal control over financial reporting as of December 31, 2004 included in its Form 10-K/A, have been audited by Ernst & Young LLP, independent registered public accounting firm, as set forth in their reports thereon, included therein, and incorporated herein by reference. Such consolidated financial statements and management’s assessment are incorporated herein by reference in reliance upon such reports given on the authority of such firm as experts in accounting and auditing.

WHERE YOU CAN FIND MORE INFORMATION

We have filed a registration statement with the SEC under the Securities Act of 1933 that registers the securities offered by this prospectus. The registration statement, including the attached exhibits, contains additional relevant information about us. The rules and regulations of the SEC allow us to omit some information included in the registration statement from this prospectus.

In addition, we file annual, quarterly and other reports and other information with the SEC. You may read and copy any document we file at the SEC’s public reference room at 100 F Street, Washington, D.C. 20549. Please call the SEC at 1-800-732-0330 for further information on the operation of the SEC’s public reference room. Our SEC filings are available on the SEC’s web site at http://www.sec.gov .

We also make available free of charge on our website, www.equifax.com , in the Investor Center section, all materials that we file electronically with the SEC, including our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, Section 16 reports and amendments to those reports as soon as reasonably practicable after such materials are electronically filed with, or furnished to, the SEC. Information contained on our website or any other website is not incorporated by reference into this prospectus and does not constitute a part of this prospectus.

The SEC allows us to “incorporate by reference” the information we have filed with the SEC. This means that we can disclose important information to you without actually including the specific information in this prospectus by referring you to other documents filed separately with the SEC. These other documents contain important information about us, our financial condition and results of operations. The information incorporated by reference is an important part of this prospectus. Information that we file later with the SEC will automatically update and may replace information in this prospectus and information previously filed with the SEC.

We incorporate by reference in this prospectus the documents listed below:

·        our amended annual report on Form 10-K/A for the year ended December 31, 2004,  filed on April 1, 2005;

17

---

·        our quarterly reports on Form 10-Q for the quarters ended March 31, 2005 and June 30, 2005, filed on May 5, 2005 and August 4, 2005, respectively;

·        our current reports on Form 8-K filed on February 7, 2005, February 9, 2005, March 18, 2005, May 19, 2005, August 12, 2005, August 25, 2005, September 26, 2005, October 4, 2005 and October 18, 2005 (in each case to the extent filed and not furnished); and

·        all documents filed by us under Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934 between the date of this prospectus and the termination of the registration statement.(1)

---

(1)           The information referred to in Item 402(a)(8) of Regulation S-K and paragraph (d)(3) of Item 7 of Schedule 14A promulgated by the SEC shall not be deemed to be specifically incorporated by reference into this prospectus.

You may obtain any of the documents incorporated by reference in this prospectus from the SEC through the SEC’s website at the address provided above. You may also request a copy of any document incorporated by reference in this prospectus (including exhibits to those documents specifically incorporated by reference in this document), at no cost, by visiting our internet website at www.equifax.com, or by writing or calling us at the following address:

Equifax Inc.
Corporate Secretary
1550 Peachtree Street, N.W.
Atlanta, Georgia 30309
Telephone (404) 885-8000

18

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on October 19, 2005.

	EQUIFAX INC.
	By:	/s/ RICHARD F. SMITH
		Richard F. Smith
		Chairman-Elect and
		Chief Executive Officer

 

POWER OF ATTORNEY

Each person whose signature appears below hereby constitutes and appoints Kent E. Mast, Donald T. Heroman and Nuala M. King, and each of them, any of whom may act without the joinder of the others, as his or her lawful attorneys-in-fact and agents, with full power of substitution and resubstitution for him or her and in any and all capacities, to sign any or all amendments or post-effective amendments to this registration statement, including post-effective amendments filed pursuant to Rule 462(b) of the Securities Act of 1933, as amended, and to file the same with all exhibits hereto and other documents in connection therewith or in connection with registration of the securities under the Securities Exchange Act of 1934, as amended, with the Securities and Exchange Commission, to sign any and all applications, registration statements, notices or other document necessary or advisable to comply with the applicable state securities laws, and to file the same, together with all other documents in connection therewith, with the appropriate state securities authorities, granting unto such attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary in connection with such matters and hereby,  ratifying and confirming all that such attorneys-in-fact and agents, or his or her substitute may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities indicated below on October 19, 2005.

	Signature				Title
/s/ RICHARD F. SMITH				Chairman-Elect, Chief Executive Officer and a
Richard F. Smith				Director (Principal Executive Officer)
/s/ DONALD T. HEROMAN				Corporate Vice President and Chief Financial Officer
Donald T. Heroman				(Principal Financial Officer)
/s/ NUALA M. KING				Vice President and Corporate Controller
Nuala M. King				(Principal Accounting Officer)

 

II- 4

---

 

	Signature				Title
/s/ THOMAS F. CHAPMAN				Chairman of the Board and a Director
Thomas F. Chapman
/s/ CHARLES G. BETTY				Director
Charles G. Betty
/s/ JOHN L. CLENDENIN				Director
John L. Clendenin
/s/ JAMES E. COPELAND, JR.				Director
James E. Copeland, Jr.
/s/ A. WILLIAM DAHLBERG				Director
A. William Dahlberg
/s/ L. PHILLIP HUMANN				Director
L. Phillip Humann
/s/ LEE A. KENNEDY				Director
Lee A. Kennedy
/s/ LARRY L. PRINCE				Director
Larry L. Prince
/s/ D. RAYMOND RIDDLE				Director
D. Raymond Riddle
/s/ JACQUELYN M. WARD				Director
Jacquelyn M. Ward

 

II- 5