UNITED STATES
             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 (Date of earliest event reported): May 19, 2000



                 MGIC Investment Corporation
   (Exact name of registrant as specified in its charter)


     Wisconsin              1-10816              39-1486475
  (State of other         (Commission           (IRS Employer
  jurisdiction of         File Number)       Identification No.)
   incorporation)


 250  East  Kilbourn  Avenue,  Milwaukee, Wisconsin          53202
      (Address of principal executive offices)            (Zip Code)



 Registrant's telephone number, including area code:    414-347-6480


                        Not Applicable
  (Former name or former address, if changed since last report)


Item 5.  Other Events.

      The  Company's  Mortgage Guaranty Insurance  Corporation
subsidiary ("MGIC") is a defendant in Downey et. al. v.  MGIC.
                                      -----------------------
This action was commenced on May 19, 2000, with the filing  of
a  complaint  in  Federal  District  Court  for  the  Southern
District of Georgia seeking class action status on behalf of a
nationwide  class of home mortgage borrowers.  The  complaint,
which  contains  allegations similar  to  those  in  the  now-
dismissed Lambert v. MGIC case filed in that Court by the same
          ---------------
attorneys  (see  Part  II, Item 1 of the  Company's  Quarterly
Report  on  Form 10-Q for the Quarter Ended March  31,  2000),
alleges   that  MGIC  violated  the  Real  Estate   Settlement
Procedures  Act  ("RESPA") by providing agency pool  insurance
and  entering into other transactions with lenders  (including
captive  mortgage reinsurance and contract underwriting)  that
were  not  properly  priced, in return  for  the  referral  of
mortgage  insurance.   The complaint seeks  damages  of  three
times the amount of the mortgage insurance premiums that  have
been  paid  and that will be paid at the time of judgment  for
the  mortgage  insurance that is found to  be  involved  in  a
violation  of  RESPA.   The complaint  also  seeks  injunctive
relief,  including  prohibiting  MGIC  from  receiving  future
premium  payments.   In  due  course,  MGIC  will  answer  the
complaint  and  deny liability.  There can  be  no  assurance,
however, that the ultimate outcome of the litigation will  not
materially affect the Company.

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                           SIGNATURES


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



                                 MGIC INVESTMENT CORPORATION



Date:     May 25, 2000                /s/  Jeffrey H. Lane
                                 -----------------------------
                                 Jeffrey H. Lane, Senior Vice
                                 President and General Counsel


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