SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* Mattke Timothy J. (Last) (First) (Middle) MGIC PLAZA 250 EAST KILBOURN AVENUE (Street) MILWAUKEE WI 53202 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/29/2009	3. Issuer Name and Ticker or Trading Symbol MGIC INVESTMENT CORP [ MTG ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) VP - CAO and Controller	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,346(1)	D
Common Stock	954.9614	I	By Issuer's Profit Sharing and Savings Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These securities consist of the following shares of common stock of the issuer held by the reporting person: (a) 386 unrestricted shares, (b) 360 restricted shares for which the restrictions on one-third of such shares lapse on January 24 of each of the three years beginning in 2010, subject to the reporting person's continued employment with the issuer; (c) 800 restricted shares for which the restrictions on one-half of such shares lapse on February 10 of each of the two years beginning in 2010, subject to the reporting person's continued employment with the issuer; and (d) 1,800 restricted share units for which the restrictions on one-third of such share units lapse on February 10 of each of the three years beginning in 2010, subject to the reporting person's continued employment with the issuer.

Remarks:

This form is signed by the reporting person's attorney-in-fact pursuant to the power of attorney filed with this form.

	Dan D. Stilwell	05/29/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Power of Attorney Regarding Form 3, Form 4, and Form 5

KNOW ALL BY THESE PRESENTS, that the undersigned, a person required to file
reports of changes in beneficial ownership of equity securities of MGIC
Investment Corporation (the "Company"), hereby appoints each person who is
the Chief Financial Officer, the General Counsel, the Associate General
Counsel, any Assistant General Counsel, the Secretary, or any Assistant
Secretary of the Company as the attorney-in-fact and agent of the undersigned
to sign the undersigned's name to any Form 3, Form 4, or Form 5 to be filed
with the Securities and Exchange Commission or any securities exchange.
Each of the persons authorized to act as such attorney-in-fact and agent
above may do so separately without the concurrence of the other persons.
The authority granted hereunder is granted to the person occupying the
position specified at the time such authority is exercised.

Dated:   May 29, 2009

Signature:  /s/ Timothy J. Matke

Please print name:       Timothy J. Mattke