MGIC INVESTMENT CORP
10-Q, 2000-05-11
SURETY INSURANCE
Previous: BION ENVIRONMENTAL TECHNOLOGIES INC, 8-K, 2000-05-11
Next: PHARMCHEM LABORATORIES INC, 10-Q, 2000-05-11




                                FORM 10-Q
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549
                                __________

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934
    For the quarterly period ended MARCH 31, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934
    For the transition period from ________ to ________
    Commission file number 1-10816
                  MGIC INVESTMENT CORPORATION
     (Exact name of registrant as specified in its charter)

          WISCONSIN                                39-1486475
(State or other jurisdiction of                 (I.R.S. Employer
incorporation or organization)                Identification No.)

    250 E. KILBOURN AVENUE                          53202
     MILWAUKEE, WISCONSIN                        (Zip Code)
(Address of principal executive offices)

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



Indicate  by check mark whether the registrant (1) has filed  all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or  for such shorter period that the registrant was required  to
file  such  reports),  and (2) has been subject  to  such  filing
requirements for the past 90 days.

        YES     X                          NO
            --------                          --------

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

CLASS OF STOCK   PAR VALUE      DATE     NUMBER OF SHARES
- --------------   ---------      ----     ----------------
Common stock       $1.00      4/30/00      105,845,068

                                  PAGE 1
<PAGE>
                       MGIC INVESTMENT CORPORATION
                            TABLE OF CONTENTS


                                                                     Page No.
                                                                     --------

PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements (Unaudited)

          Consolidated Balance Sheet as of
            March 31, 2000 (Unaudited) and December 31, 1999             3

          Consolidated Statement of Operations for the Three
            Months Ended March 31, 2000 and 1999 (Unaudited)             4

          Consolidated Statement of Cash Flows for the Three Months
            Ended March 31, 2000 and 1999 (Unaudited)                    5

          Notes to Consolidated Financial Statements (Unaudited)        6-8

Item 2.   Management's Discussion and Analysis of Financial
            Condition and Results of Operations                        9-18

Item 3.   Quantitative and Qualitative Disclosures About Market Risk    18

PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings                                             18

Item 6.   Exhibits and Reports on Form 8-K                              18

SIGNATURES                                                              19

INDEX TO EXHIBITS                                                       20

                                  PAGE 2
<PAGE>
PART I.  FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS

              MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
                       CONSOLIDATED BALANCE SHEET
            March 31, 2000 (Unaudited) and December 31, 1999

                                                      March 31,   December 31,
                                                        2000          1999
                                                    ------------  -----------
ASSETS                                               (In thousands of dollars)
- ------
Investment portfolio:
  Securities, available-for-sale, at market value:
    Fixed maturities                                 $2,770,266    $2,666,562
    Equity securities                                    15,580        15,426
    Short-term investments                              203,156       107,746
                                                     ----------    ----------
      Total investment portfolio                      2,989,002     2,789,734

Cash                                                      8,451         2,322
Accrued investment income                                41,274        46,713
Reinsurance recoverable on loss reserves                 36,180        35,821
Reinsurance recoverable on unearned premiums              7,368         6,630
Home office and equipment, net                           32,458        32,880
Deferred insurance policy acquisition costs              22,020        22,350
Investments in joint ventures                           109,592       101,545
Other assets                                             46,590        66,398
                                                     ----------    ----------
      Total assets                                   $3,292,935    $3,104,393

LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Liabilities:
  Loss reserves                                      $  631,900    $  641,978
  Unearned premiums                                     171,331       181,378
  Notes payable (note 2)                                425,000       425,000
  Other liabilities                                     134,068        80,048
                                                     ----------    ----------
      Total liabilities                               1,362,299     1,328,404
                                                     ----------    ----------
Contingencies (note 3)

Shareholders' equity:
  Common stock, $1 par value, shares authorized
    300,000,000; shares issued 121,110,800;
    shares outstanding, 3/31/00 - 105,841,201;
    1999 - 105,798,034                                  121,111       121,111
  Paid-in surplus                                       209,652       211,593
  Treasury stock (shares at cost, 3/31/00 - 15,269,599
    1999 - 15,312,766)                                 (663,838)     (665,707)
  Accumulated other comprehensive income - unrealized
    depreciation in investments, net of tax             (10,590)      (40,735)
  Retained earnings                                   2,274,301     2,149,727
                                                     ----------    ----------
      Total shareholders' equity                      1,930,636     1,775,989
                                                     ----------    ----------
      Total liabilities and shareholders' equity     $3,292,935    $3,104,393
                                                     ==========    ==========


See accompanying notes to consolidated financial statements.

                                  PAGE 3
<PAGE>

              MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
                  CONSOLIDATED STATEMENT OF OPERATIONS
               Three Months Ended March 31, 2000 and 1999
                               (Unaudited)

                                                       Three Months Ended
                                                            March 31,
                                                      --------------------
                                                       2000         1999
                                                       ----         ----
                                                   (In thousands of dollars,
                                                     except per share data)
Revenues:
  Premiums written:
    Direct                                           $208,726     $188,346
    Assumed                                               226          438
    Ceded                                              (9,632)      (4,773)
                                                     --------     --------
  Net premiums written                                199,320      184,011
  Decrease in unearned premiums                        10,784        9,970
                                                     --------     --------
  Net premiums earned                                 210,104      193,981
  Investment income, net of expenses                   40,609       36,915
  Realized investment gains, net                            4        2,141
  Other revenue                                        10,456       13,630
                                                     --------     --------
    Total revenues                                    261,173      246,667

Losses and expenses:
  Losses incurred, net                                 22,615       44,232
  Underwriting and other expenses                      47,633       53,233
  Interest expense                                      6,621        5,398
  Ceding commission                                      (625)        (361)
                                                     --------     --------
    Total losses and expenses                          76,244      102,502
                                                     --------     --------
Income before tax                                     184,929      144,165
Provision for income tax                               57,709       43,747
                                                     --------     --------
Net income                                           $127,220     $100,418
                                                     ========     ========

Earnings per share (note 4):
   Basic                                             $   1.20     $   0.92
                                                     ========     ========
   Diluted                                           $   1.19     $   0.91
                                                     ========     ========
Weighted average common shares
  outstanding - diluted (shares in
  thousands, note 4)                                  106,860      109,918
                                                     ========     ========
Dividends per share                                  $  0.025     $  0.025
                                                     ========     ========


See accompanying notes to consolidated financial statements.

                                  PAGE 4
<PAGE>


              MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
                  CONSOLIDATED STATEMENT OF CASH FLOWS
               Three Months Ended March 31, 2000 and 1999
                              (Unaudited)

                                                       Three Months Ended
                                                            March 31,
                                                      ---------------------
                                                       2000         1999
                                                       ----         ----
                                                    (In thousands of dollars)
Cash flows from operating activities:
  Net income                                          $127,220     $100,418
  Adjustments to reconcile net income to net cash
    provided by operating activities:
      Amortization of deferred insurance policy
        acquisition costs                                2,668        3,210
      Increase in deferred insurance policy
        acquisition costs                               (2,338)      (2,730)
      Depreciation and amortization                      1,912        2,151
      Decrease in accrued investment income              5,439        3,261
      (Increase) decrease in reinsurance recoverable
        on loss reserves                                  (359)       2,185
      (Increase) decrease in reinsurance recoverable
        on unearned premiums                              (738)       1,055
      (Decrease) increase in loss reserves             (10,078)       9,034
      Decrease in unearned premiums                    (10,047)     (11,024)
      Equity earnings in joint ventures                 (5,802)      (3,050)
      Other                                             64,412       22,183
                                                      --------     --------
Net cash provided by operating activities              172,289      126,693
                                                      --------     --------
Cash flows from investing activities:
  Purchase of equity securities                        (14,177)         -
  Purchase of fixed maturities                        (441,393)    (397,698)
  Additional investment in joint venture                (2,245)     (11,860)
  Proceeds from sale of equity securities               14,280          -
  Proceeds from sale or maturity of fixed maturities   380,594      290,312
                                                      --------     --------
Net cash used in investing activities                  (62,941)    (119,246)
                                                      --------     --------
Cash flows from financing activities:
  Dividends paid to shareholders                        (2,646)      (2,725)
  Reissuance of treasury stock                           1,061          294
  Repurchase of common stock                            (6,224)         -
                                                      --------     --------
Net cash used in financing activities                   (7,809)      (2,431)
                                                      --------     --------
Net increase in cash and short-term investments        101,539        5,016
Cash and short-term investments at beginning of period 110,068      176,859
                                                      --------     --------
Cash and short-term investments at end of period     $ 211,607     $181,875
                                                      ========     ========


See accompanying notes to consolidated financial statements.

                                  PAGE 5
<PAGE>

        MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                       March 31, 2000
                        (Unaudited)


Note 1 - Basis of presentation

      The   accompanying   unaudited  consolidated   financial
statements of MGIC Investment Corporation (the "Company")  and
its wholly-owned subsidiaries have been prepared in accordance
with  the instructions to Form 10-Q and do not include all  of
the  other  information and disclosures required by  generally
accepted  accounting  principles. These statements  should  be
read in conjunction with the consolidated financial statements
and  notes  thereto  for  the year  ended  December  31,  1999
included in the Company's Annual Report on Form 10-K for  that
year.

     The  accompanying consolidated financial statements  have
not been audited by independent accountants in accordance with
generally  accepted auditing standards, but in the opinion  of
management  such financial statements include all adjustments,
consisting  only  of normal recurring accruals,  necessary  to
summarize fairly the Company's financial position and  results
of  operations. The results of operations for the three months
ended March 31, 2000 may not be indicative of the results that
may be expected for the year ending December 31, 2000.

Note 2 - Notes payable

     At  March 31, 2000, the Company's outstanding balance  of
the  notes payable on the 1997 and 1998 credit facilities were
$200   million   and   $225   million,   respectively,   which
approximated  market value.  The interest rate  on  the  notes
payable  varies  based  on LIBOR and at  March  31,  2000  and
December  31, 1999 the rate was 6.23% and 6.17%, respectively.
The  weighted-average-interest rate on the notes  payable for
borrowings under the 1997 and 1998 credit agreements was 6.27%
per   annum  for  the  three  months  ended  March  31,  2000.
Currently, there are no outstanding borrowings under the  1999
credit facility.

     During  the  three months ended March 2000,  the  Company
utilized three interest rate swaps each with a notional amount
of  $100 million to reduce and manage interest rate risk on  a
portion of the variable rate debt under the credit facilities.
With respect to all such transactions, the notional amount  of
$100 million represents the stated principal balance used as a
basis  for  calculating payments.  On the swaps,  the  Company
receives and pays amounts based on rates that can be fixed  or
variable depending on the terms negotiated.  Two of the  swaps
renew monthly and one expires in October 2000. Earnings during
the   three   months  ended  March  2000  on  the   swaps   of
approximately $0.2 million are netted against interest expense
in the Consolidated Statement of Operations.

                                  PAGE 6
<PAGE>
Note 3 - Contingencies

     The  Company  is involved in litigation in  the  ordinary
course  of  business.   In  the  opinion  of  management,  the
ultimate resolution of this pending litigation will not have a
material  adverse  effect  on the financial  position  of  the
Company.

     In  addition,  on December 17, 1999, a complaint  seeking
class  action status on behalf of a nationwide class  of  home
mortgage   borrowers  was  filed  against  Mortgage   Guaranty
Insurance  Corporation ("MGIC") in Federal District  court  in
Augusta,  Georgia (the "RESPA Litigation").  The complaint  in
the  RESPA  Litigation  alleged that MGIC  violated  the  Real
Estate Settlement Procedures Act ("RESPA") by providing agency
pool  insurance  and  entering into  other  transactions  with
lenders  that  were  not properly priced, in  return  for  the
referral  of mortgage insurance. The complaint sought  damages
of  three  times the amount of the mortgage insurance premiums
that  have  been paid and that will be paid for  the  mortgage
insurance found to be involved in a violation of RESPA. On May
4, 2000, the Court granted MGIC's motion for summary judgment.
See  Item  I - Legal Proceedings in Part II of this  quarterly
report on 10Q.

Note 4 - Earnings per share

    The Company's basic and diluted earnings per share ("EPS")
have been calculated in accordance with Statement of Financial
Accounting Standards No. 128, Earnings Per Share ("SFAS 128").
The  following  is  a  reconciliation of the  weighted-average
number of shares used for basic EPS and diluted EPS.

                                          Three Months Ended
                                                March 31,
                                         --------------------
                                            2000       1999
                                            ----       ----
                                         (Shares in thousands)

Weighted-average shares - Basic EPS        105,851    109,003
 Common stock equivalents                    1,009        915
                                          --------   --------
 Weighted-average shares - Diluted EPS     106,860    109,918
                                          ========   ========

                                  PAGE 7
<PAGE>
Note 5 - Comprehensive income

     The  Company's total comprehensive income, as  calculated
per  Statement  of  Financial Accounting  Standards  No.  130,
Reporting Comprehensive Income, was as follows:

                                         Three Months Ended
                                               March 31,
                                        --------------------
                                           2000       1999
                                           ----       ----
                                      (In thousands of dollars)

 Net income                             $127,220    $100,418
 Other comprehensive gain (loss)          30,145     (17,216)
                                        --------    --------
    Total comprehensive income          $157,365    $ 83,202
                                        ========    ========

     The difference between the Company's net income and total
comprehensive income for the three months ended March 31, 2000
and    1999    is   due   to   the   change   in    unrealized
appreciation/depreciation on investments, net of tax.

Note 6 - New accounting standards

     In  June  1998, the Financial Accounting Standards  Board
issued  Statement of Financial Accounting Standards  No.  133,
Accounting  for Derivative Instruments and Hedging  Activities
("SFAS  133"), which will be effective for all fiscal quarters
of  all  fiscal  years  beginning after  June  15,  2000.  The
statement  establishes accounting and reporting standards  for
derivative    instruments   and   for   hedging    activities.
Management does not anticipate the adoption of SFAS  133  will
have  a  significant  effect  on  the  Company's  results   of
operations or its financial position due to its limited use of
derivative instruments.  (See note 2.)

                                  PAGE 8
<PAGE>
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF
       FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Consolidated Operations

  Three Months Ended March 31, 2000 Compared With Three Months
  Ended March 31, 1999

     Net income for the three months ended March 31, 2000  was
$127.2 million, compared to $100.4 million for the same period
of  1999,  an increase of 27%. Diluted earnings per share  for
the  three months ended March 31, 2000 was $1.19 compared with
$0.91  in  the same period last year, an increase of 31%.  The
1999  first quarter diluted earnings per share included  $0.01
for  realized  gains.   The  percentage  increase  in  diluted
earnings  per  share  was  favorably  affected  by  the  lower
adjusted  shares outstanding at March 31, 2000 as a result  of
common  stock  repurchased  by the Company  during  the  third
quarter  of  1999.   See note 4 to the consolidated  financial
statements.  As used in this report, the term "Company"  means
the  Company  and its consolidated subsidiaries which  do  not
include  joint  ventures in which the Company  has  an  equity
interest.

    The amount of new primary insurance written by MGIC during
the  three  months  ended  March 31, 2000  was  $7.4  billion,
compared  to  $12.0 billion in the same period  of  1999.  The
decline in new primary insurance written principally reflected
the  decline in refinancing activity, which accounted for  15%
of new primary insurance written in the first quarter of 2000,
compared to 40% in the first quarter of 1999.

     The  $7.4 billion of new primary insurance written during
the  first  quarter of 2000 was offset by the cancellation  of
$6.5  billion  of insurance in force, and resulted  in  a  net
increase  of  $0.9  billion  in primary  insurance  in  force,
compared  to  new primary insurance written of $12.0  billion,
the  cancellation of $11.8 billion and a net increase of  $0.2
billion in primary insurance in force during the first quarter
of 1999.  Direct primary insurance in force was $148.5 billion
at  March 31, 2000 compared to $147.6 billion at December  31,
1999  and  $138.2 billion at March 31, 1999.  In  addition  to
providing direct primary insurance coverage, the Company  also
insures pools of mortgage loans.  New pool risk written during
the  three  months ended March 31, 2000 and  March  31,  1999,
which was virtually all agency pool insurance, was $86 million
and $197 million, respectively. The Company's direct pool risk
in  force  at  March 31, 2000 and December 31, 1999  was  $1.6
billion.

     Cancellation activity has historically been  affected  by
the  level  of  mortgage  interest rates,  with  cancellations
generally  moving inversely to the change in the direction  of
interest  rates.   Cancellations continued to decrease  during
the  first quarter of 2000 compared to the cancellation levels
of  1999  due to the higher mortgage interest rate environment
which  resulted  in an increase in the MGIC  persistency  rate
(percentage  of  insurance remaining in force  from  one  year
prior)  to 76.8% at March 31, 2000 from 72.9% at December  31,
1999  and  65.8%  at  March  31,  1999.   Future  cancellation
activity could be somewhat higher than it otherwise would have
been  as a result of legislation that went into effect in July
1999    regarding   cancellation   of   mortgage    insurance.

                                  PAGE 9
<PAGE>
Cancellation  activity  could also increase  as  more  of  the
Company's insurance in force is represented by subprime loans,
which  the  Company  anticipates will  have  materially  lower
persistency than the Company's prime business.

     New  insurance  written  for  adjustable  rate  mortgages
("ARMs") increased to 11% of new insurance written during  the
first  quarter of 2000 from 4% of new insurance written during
the  same  period  in  1999  as a result  of  higher  mortgage
interest  rates on fixed rate mortgage loans.   New  insurance
written  for  mortgages with loan-to-value ("LTV")  ratios  in
excess  of 90% but not more than 95% ("95s") were 41%  of  new
insurance written during the first quarter of 2000 compared to
33%  in the first quarter a year ago, as a result of declining
refinancing activity during the first quarter of 2000.

      Principally   as  a  result  of  changes   in   coverage
requirements by Fannie Mae and Freddie Mac ("GSEs") (described
below),  new  insurance  written for  mortgages  with  reduced
coverage  (coverage of 17% for 90s (mortgages with LTV  ratios
in  excess of 85% but not more than 90%) and coverage  of  25%
for  95s)  increased to 12% of new insurance  written  in  the
first  quarter  of  2000  compared to  2%  a  year  ago.   New
insurance  written for mortgages with deep coverage  (coverage
of 25% for 90s and coverage of 30% for 95s) declined to 64% of
new insurance written in the first quarter of 2000 compared to
69% a year ago.

     New insurance written for subprime mortgages (in general,
mortgages  that  would  not  meet  the  standard  underwriting
guidelines  of  the  GSEs for prime mortgages  due  to  credit
quality,  documentation,  or  other  factors,  such  as  in  a
refinance  transaction exceeding a specified increase  in  the
amount  of  the mortgage debt due to cash being  paid  to  the
borrower)  was  6% of new insurance written during  the  first
quarter of 2000 compared to 3% for the same period a year  ago
and is expected to increase in the second quarter. The Company
expects  that subprime loans will have delinquency and default
rates  in  excess  of those on the Company's  prime  business.
While the Company believes it has priced its subprime business
to generate acceptable returns, there can be no assurance that
the   assumptions  underlying  the  premium  rates  adequately
address  the risk of this business. During the second quarter,
the  Company announced that it would begin to insure mortgages
with LTVs of up to 100%.

    Net premiums written increased 8% to $199.3 million during
the  first  quarter  of 2000, from $184.0 million  during  the
first  quarter of 1999.  Net premiums earned increased  8%  to
$210.1  million  for  the first quarter of  2000  from  $194.0
million  for  the  same  period in 1999.  The  increases  were
primarily a result of the growth in insurance in force  and  a
higher  percentage of renewal premiums on mortgage loans  with
deeper  coverages offset by an increase in ceded  premiums  to
$9.6  million  in the first quarter of 2000 compared  to  $4.8
million during the same period a year ago, primarily due to an
increase in captive mortgage reinsurance.

     During the first quarter of 1999, the GSEs changed  their
mortgage insurance requirements for certain mortgages approved
by  their automated underwriting services.  The changes permit
lower  coverage  percentages on these loans  than  the  deeper
coverage  percentages that went into effect in  1995.   MGIC's
premium  rates  vary with the depth of coverage.  While  lower
coverage  percentages result in lower premium  revenue,  lower

                                  PAGE 10
<PAGE>
coverage  percentages  should also result  in  lower  incurred
losses  at the same level of claim incidence.  MGIC's  results
could  also be affected to the extent the GSEs are compensated
for  assuming default risk that would otherwise be insured  by
the   private  mortgage  insurance  industry.  The  GSEs  have
programs  under  which a delivery fee is paid  to  them,  with
mortgage  insurance coverage reduced below the  coverage  that
would be required in the absence of the delivery fee.

     In  partnership with mortgage insurers, the GSEs are also
beginning  to  offer programs under which, on delivery  of  an
insured loan to a GSE, the primary coverage is restructured to
an  initial shallow tier of coverage followed by a second tier
that is subject to an overall loss limit and, depending on the
program,  some  compensation  may  be  paid  to  the  GSE  for
services.   Because lenders receive guaranty fee  relief  from
the  GSE's  on  mortgages  delivered with  these  restructured
coverages,  participation in these programs  is  competitively
significant to mortgage insurers.

     In  March  1999, the Office of Federal Housing Enterprise
Oversight  ("OFHEO")  released a proposed  risk-based  capital
stress  test for the GSEs. One of the elements of the proposed
stress  test is that future claim payments made by  a  private
mortgage  insurer  on GSE loans are reduced below  the  amount
provided by the mortgage insurance policy to reflect the  risk
that  the  insurer will fail to pay.  Claim payments  from  an
insurer  whose  claims-paying  ability  rating  is  "AAA"  are
subject  to  a  10% reduction over the 10-year period  of  the
stress  test, while claim payments from a "AA" rated  insurer,
such  as MGIC, are subject to a 20% reduction.  The effect  of
the  differentiation among insurers is to require the GSEs  to
have  additional capital for coverage on loans provided  by  a
private  mortgage insurer whose claims-paying rating  is  less
than  "AAA." As a result, if adopted as proposed, there is  an
incentive  for  the  GSEs  to use private  mortgage  insurance
provided  by  a  "AAA" rated insurer.  The  Company  does  not
believe  there  should be a reduction in claim  payments  from
private  mortgage insurance nor should there be a  distinction
between  "AAA"  and "AA" rated private mortgage insurers.  The
proposed stress test covers many topics in addition to capital
credit  for private mortgage insurance and is not expected  to
become  final  for some time.  If the stress  test  ultimately
gives  the GSE's an incentive to use 'AAA' mortgage insurance,
MGIC may need 'AAA' capacity, which in turn would entail using
capital  to  support  such a facility as  well  as  additional
expenses.   The Company cannot predict whether the portion  of
the stress test discussed above will be adopted in its present
form.

      Mortgages  (newly insured during the three months  ended
March  31, 2000 or in previous periods) equal to approximately
34%  of  MGIC's new insurance written during the first quarter
of  2000  were  subject  to captive mortgage  reinsurance  and
similar arrangements compared to 31% during the same period in
1999.   Such  arrangements  entered into  during  a  reporting
period  customarily  include loans newly insured  in  a  prior
reporting  period.  As a result, the percentages  cited  above
would  be  lower if only the current reporting period's  newly
insured  mortgages subject to such arrangements were included.
At  March 31, 2000, approximately 16% of MGIC's risk in  force
was  subject  to captive reinsurance and similar  arrangements
compared  to  15%  at December 31, 1999.  In a  February  1999
circular letter, the New York Department of Insurance said  it
was  in  the  process  of  developing  guidelines  that  would
articulate   the  parameters  under  which  captive   mortgage
reinsurance is permissible under New York insurance law.   The

                                  PAGE 11
<PAGE>
complaint  in  the  RESPA Litigation alleged  that  MGIC  pays
"inflated" captive mortgage reinsurance premiums in  violation
of  RESPA.   See  note  3  of the notes  to  the  consolidated
financial  statements and Item 1 of Part II of this  quarterly
report on 10Q.

     Investment income for the first quarter of 2000 was $40.6
million,  an  increase of 10% over the $36.9  million  in  the
first quarter of 1999.  This increase was primarily the result
of  an  increase  in  the amortized cost of  average  invested
assets to $2.9 billion for the first quarter of 2000 from $2.7
billion for the first quarter of 1999, an increase of 9%.  The
portfolio's average pre-tax investment yield was 5.8% for  the
first  quarter of 2000 and 5.5% for the same period  in  1999.
The  portfolio's average after-tax investment yield  was  4.9%
for the first quarter of 2000 and 4.7% for the same period  in
1999.  The Company's net realized gains were immaterial during
the three months ended March 31, 2000 compared to net realized
gains of $2.1 million during the same period in 1999 resulting
primarily from the sale of fixed maturities.

     Other  revenue, which is composed of various  components,
was $10.5 million for the first quarter of 2000, compared with
$13.6  million for the same period in 1999.  The  decrease  is
primarily  the  result of a decrease in contract  underwriting
revenue, the expiration in December 1999 of a contract with  a
government  agency  for  premium reconciliation  services  and
equity   losses   from  Customers  Forever   LLC   ("Customers
Forever"),  a joint venture with Marshall & Ilsley Corporation
consummated in the third quarter of 1999, partially offset  by
an   increase  in  equity  earnings  from  Credit-Based  Asset
Servicing and Securitization LLC ("C-BASS") and a decrease  in
equity  losses  from Sherman Financial Group LLC  ("Sherman"),
both joint ventures with Enhance Financial Services Group Inc.
("Enhance").

      In   accordance   with  generally  accepted   accounting
principles,  each quarter C-BASS is required to  estimate  the
value of its mortgage-related assets and recognize in earnings
the resulting net unrealized gains and losses.  Including open
trades, C-BASS's mortgage-related assets were $913 million  at
March  31,  2000 and are expected to increase in  the  future.
Substantially all of C-BASS's mortgage-related assets  do  not
have  readily  ascertainable market values and, as  a  result,
their  value for financial statement purposes is estimated  by
the  management  of  C-BASS.  Market value  adjustments  could
impact the Company's share of C-BASS's results of operations.

    A substantial portion of Sherman's consolidated assets are
investments in receivable portfolios that do not have  readily
ascertainable market values and, as a result, their value  for
financial  statements purposes is estimated by the  management
of   Sherman.   Market  value  adjustments  could  impact  the
Company's share of Sherman's results of operations.

     Net losses incurred decreased 49% to $22.6 million during
the  first quarter of 2000 from $44.2 million during the  same
period in 1999. The decline from a year ago was primarily  due
to generally strong economic conditions, continued improvement
in  the California real estate market and the Company's claims
mitigation  efforts.   The primary notice inventory  decreased
from  29,761 at December 31, 1999 to 28,250 at March 31, 2000.
The  pool  notice inventory increased from 11,638 at  December
31, 1999 to 12,047 at March 31, 2000.

                                  PAGE 12
<PAGE>
     At  March 31, 2000, 68% of MGIC's insurance in force  was
written  during the preceding thirteen quarters,  compared  to
64%  at March 31, 1999. The highest claim frequency years have
typically been the third through fifth year after the year  of
loan origination. However, the pattern of claims frequency for
refinance  loans may be different from the historical  pattern
of other loans.

    Underwriting and other expenses decreased to $47.6 million
in  the  first quarter of 2000 from $53.2 million in the  same
period of 1999, a decrease of 11%. This decrease was primarily
due  to  decreases in contract underwriting and the expiration
of  the  government agency contract for premium reconciliation
services previously discussed.

     Interest  expense increased to $6.6 million in the  first
quarter  of 2000 from $5.4 million during the same  period  in
1999  primarily due to a higher weighted-average-interest rate
on  the  notes payable balance and lower earnings on  interest
rate  swap  transactions (discussed below)  during  the  three
months  ended March 31, 2000 compared to the comparable period
in 1999.

     The  Company  utilized financial derivative  transactions
during  the  first  quarter of 2000  and  1999  consisting  of
interest rate swaps to reduce and manage interest rate risk on
its  notes payable. During the first quarter of 2000, earnings
on  such  transactions aggregated approximately  $0.2  million
compared  to  $0.6 million a year ago and were netted  against
interest  expense.  See  note 2 to the consolidated  financial
statements.

    The consolidated insurance operations loss ratio was 10.8%
for  the first quarter of 2000 compared to 22.8% for the first
quarter of 1999. The consolidated insurance operations expense
and  combined  ratios were 20.3% and 31.1%, respectively,  for
the  first quarter of 2000 compared to 22.9% and 45.7% for the
first quarter of 1999.

     The effective tax rate was 31.2% in the first quarter  of
2000,  compared to 30.3% in the first quarter of 1999.  During
both  periods, the effective tax rate was below the  statutory
rate  of  35%,  reflecting  the  benefits  of  tax-preferenced
investment  income.  The higher effective  tax  rate  in  2000
resulted  from a lower percentage of total income  before  tax
being generated from the tax-preferenced investments.

Liquidity and Capital Resources

     The  Company's  consolidated  sources  of  funds  consist
primarily  of  premiums  written and investment  income.   The
Company   generated   positive  cash  flows   from   operating
activities of $172.3 million for the three months ended  March
31,  2000,  as  shown on the Consolidated  Statement  of  Cash
Flows.   Funds are applied primarily to the payment of  claims
and   expenses.   The  Company's  business  does  not  require
significant capital expenditures on an ongoing basis. Positive
cash flows are invested pending future payments of claims  and
other  expenses; cash flow shortfalls, if any, could be funded
through  sales of short-term investments and other  investment
portfolio securities.

     Consolidated total investments were $3.0 billion at March
31,  2000, compared to $2.8 billion at December 31,  1999,  an
increase  of 7%.  The investment portfolio includes unrealized

                                  PAGE 13
<PAGE>
losses  on  securities marked to market of $17.5  million  and
$62.7  million  at  March  31, 2000  and  December  31,  1999,
respectively.   As of March 31, 2000, the Company  had  $203.2
million  of short-term investments with maturities of 90  days
or  less.  In addition, at March 31, 2000, based on  amortized
cost,   the   Company's   fixed   income   securities,    were
approximately  99%  invested in "A" rated and  above,  readily
marketable securities, concentrated in maturities of less than
15  years.   At  March 31, 2000, the Company's  investment  in
preferred stock, which is classified as fixed maturities,  was
$45.2 million compared to $0 at December 31, 1999.

    The Company's investments in C-BASS, Sherman and Customers
Forever ("joint ventures") increased $8.1 million from  $101.5
million  at December 31, 1999 to $109.6 million at  March  31,
2000 as a result of additional investments of $2.3 million and
equity  earnings  of  $5.8 million.  On April  28,  2000,  the
Company invested an additional $11.3 million in Sherman.  MGIC
is  guaranteeing one half of a $50 million credit facility for
Sherman  that  is scheduled to expire in December  2000.   The
Company expects that it will provide additional funding to the
joint ventures.

     Consolidated loss reserves decreased to $631.9 million at
March  31,  2000  from  $642.0 million at  December  31,  1999
reflecting   a  decrease  in  the  primary  insurance   notice
inventory  partially  offset  by  an  increase  in  the   pool
insurance  notice  inventory  which  were  discussed  earlier.
Consistent  with  industry practices,  the  Company  does  not
establish  loss  reserves for future claims on  insured  loans
which are not currently in default.

     Consolidated  unearned premiums decreased  $10.1  million
from $181.4 million at December 31, 1999 to $171.3 million  at
March  31, 2000, primarily reflecting the continued high level
of  monthly  premium policies written (for which there  is  no
unearned   premium).  Reinsurance  recoverable   on   unearned
premiums  increased $0.8 million to $7.4 million at March  31,
2000  from  $6.6  million  at  December  31,  1999,  primarily
reflecting   the  increase  in  captive  mortgage  reinsurance
partially offset by the reduction in unearned premiums.

      Consolidated  shareholders'  equity  increased  to  $1.9
billion  at March 31, 2000, from $1.8 billion at December  31,
1999,  an  increase of 9%.  This increase consisted of  $127.2
million  of net income during the first three months of  2000,
net  unrealized gains on investments of $30.1 million, net  of
tax,  and  $6.1 million from the reissuance of treasury  stock
offset by approximately $6.2 million for the repurchase of the
Company's  outstanding common stock and dividends declared  of
$2.6 million.

     During the first quarter of 2000, the Company repurchased
approximately 143,000 shares of its outstanding  common  stock
at  a  total  cost  of approximately $6.2  million.  Funds  to
repurchase the shares were primarily provided by cash flow and
bank  borrowings.  The Company cannot predict whether it  will
repurchase additional shares in 2000.

    MGIC is the principal insurance subsidiary of the Company.
MGIC's  risk-to-capital ratio was 11.4:1  at  March  31,  2000
compared to 11.9:1 at December 31, 1999.  The decrease was due
to  MGIC's increased policyholders' reserves, partially offset

                                  PAGE 14
<PAGE>
by  the  net additional risk in force of $0.5 billion, net  of
reinsurance, during the first three months of 2000.

    The Company's combined insurance risk-to-capital ratio was
12.3:1  at March 31, 2000, compared to 12.9:1 at December  31,
1999.   The  decrease was due to the same reasons as described
above.

     The  risk-to-capital  ratios set forth  above  have  been
computed  on a statutory basis. However, the methodology  used
by the rating agencies to assign claims-paying ability ratings
permits less leverage than under statutory requirements.  As a
result,   the  amount  of  capital  required  under  statutory
regulations may be lower than the capital required for  rating
agency  purposes.  In addition to capital adequacy, the rating
agencies  consider  other factors in  determining  a  mortgage
insurer's  claims-paying  rating,  including  its  competitive
position,  business  outlook, management, corporate  strategy,
and historical and projected operating performance.

     For certain material risks of the Company's business, see
"Risk Factors" below.

Risk Factors
    The Company and its business may be materially affected by
the  factors  discussed below.  These factors may  also  cause
actual   results  to  differ  materially  from   the   results
contemplated  by forward looking statements that  the  Company
may make.

    Reductions in the volume of low down payment home mortgage
    ----------------------------------------------------------
originations  may  adversely  affect  the  amount  of  private
- --------------------------------------------------------------
mortgage  insurance (PMI) written by the  PMI  industry.   The
- --------------------------------------------------------
factors  that  affect the volume of low down payment  mortgage
originations include:

    - the level of home mortgage interest rates,

    - the health of the domestic economy as well as conditions
      in regional and local economies,

    - housing affordability,

    - population  trends,  including  the  rate  of  household
      formation,

    - the rate of home price appreciation, which in times of
      heavy refinancing affects whether refinance loans have
      loan-to-value ratios that require PMI, and

    - government housing policy encouraging loans to first-
      time homebuyers.

     By  selecting alternatives to PMI, lenders and  investors
     ---------------------------------------------------------
may  adversely  affect the amount of PMI written  by  the  PMI
- --------------------------------------------------------------
industry.  These alternatives include:
- ---------

    - government mortgage insurance programs, including those
      of the  Federal  Housing Administration  and  the
      Veterans Administration,

                                  PAGE 15
<PAGE>
    - holding mortgages in portfolio and self-insuring,

    - use of credit enhancements by investors, including Fannie
      Mae and Freddie Mac, other than PMI or using other credit
      enhancements in conjunction with reduced levels  of  PMI
      coverage, and

    - mortgage originations structured to avoid PMI, such as a
      first mortgage with an 80% loan-to-value ratio and a
      second mortgage with a 10% loan-to-value ratio (referred
      to as an 80-10-10 loan) rather than a first mortgage
      with a 90% loan-to-value ratio.

     Fannie Mae and Freddie Mac have a material impact on the
     --------------------------------------------------------
PMI industry.   Because Fannie Mae and Freddie  Mac  are  the
- -------------
largest purchasers of low down payment conventional mortgages,
the  business practices of these GSEs have a direct effect  on
private mortgage insurers.  These practices affect the  entire
relationship  between  the  GSEs  and  mortgage  insurers  and
include:

    - the level of PMI coverage, subject to the limitations of
      the GSEs'charters when PMI is used as the required
      credit enhancement on low down payment mortgages,

    - whether the GSE influences the mortgage lender's selection
      of the mortgage insurer providing coverage and, if so, any
      transactions that are related to that selection,

    - whether a GSE will give mortgage lenders an incentive to
      select a mortgage insurer which has a "AAA" claims-paying
      ability rating to benefit from the lower capital required
      of the GSE under OFHEO's proposed stress test when a
      mortgage is insured by a "AAA" company,

    - the underwriting standards that determine what loans are
      eligible for purchase by the GSEs, which thereby affect
      the quality of the risk insured by the mortgage insurer,
      as well as the availability of mortgage loans,

    - the  terms on which mortgage insurance coverage  can be
      canceled  before  reaching the  cancellation  thresholds
      established by law, and

    - the circumstances in which mortgage servicers must
      perform activities intended to avoid or mitigate loss on
      insured mortgages that are delinquent.

     The  Company expects the level of competition within  the
     ---------------------------------------------------------
PMI industry to remain intense.  Competition for PMI  premiums
- -------------------------------
occurs   not   only  among  private  mortgage   insurers   but
increasingly  with mortgage lenders through  captive  mortgage
reinsurance   transactions  in  which  a  lender's   affiliate
reinsures  a  portion of the insurance written  by  a  private
mortgage  insurer on mortgages originated by the  lender.  The
level  of  competition  within  the  PMI  industry  has   also
increased  as  many large mortgage lenders  have  reduced  the
number of private mortgage insurers with whom they do business

                                  PAGE 16
<PAGE>
at  the same time as consolidation among mortgage lenders  has
increased  the  share of the mortgage lending market  held  by
large lenders.

     Changes  in interest rates, house prices and cancellation
     ---------------------------------------------------------
policies  may  materially affect persistency.  In  each  year,
- ---------------------------------------------
most  of  MGIC's  premiums are from insurance  that  has  been
written  in  prior  years.  As a result, the  length  of  time
insurance  remains  in  force is an important  determinant  of
revenues.   The factors affecting persistency of the insurance
in force include:

    - the  level of current mortgage interest rates  compared
      to  the mortgage coupon rates on the insurance in force,
      which  affects  the vulnerability of  the  insurance  in
      force to refinancings, and
    - mortgage  insurance cancellation policies  of  mortgage
      investors along with the rate of home price appreciation
      experienced by the homes underlying the mortgages in the
      insurance in force.

     The  strong economic climate that has existed  throughout
     ---------------------------------------------------------
the  United States for some time has favorably impacted losses
- --------------------------------------------------------------
and  encouraged  competition to assume default  risk.   Losses
- -----------------------------------------------------
result  from events that adversely affect a borrower's ability
to  continue  to make mortgage payments, such as unemployment,
and  whether  the  home  of a borrower  who  defaults  on  his
mortgage  can  be  sold for an amount that will  cover  unpaid
principal and interest and the expenses of the sale. Favorable
economic  conditions  generally  reduce  the  likelihood  that
borrowers  will lack sufficient income to pay their  mortgages
and also favorably affect the value of homes, thereby reducing
and  in  some  cases even eliminating a loss from  a  mortgage
default.   A  significant deterioration in economic conditions
would adversely affect MGIC's losses.  The low level of losses
that  has recently prevailed in the private mortgage insurance
industry  has  encouraged competition to assume  default  risk
through   captive  reinsurance  arrangements,  self-insurance,
80-10-10 loans and other means.

    Litigation against mortgage lenders and settlement service
    ----------------------------------------------------------
providers  has  been increasing.  In recent  years,  consumers
- --------------------------------
have  brought  a  growing  number  of  lawsuits  against  home
mortgage  lenders  and  settlement service  providers  seeking
monetary  damages.  In particular, MGIC is a  defendant  in  a
lawsuit filed in December 1999 alleging violations of the Real
Estate  Settlement Procedures Act ("RESPA").The lawsuit  seeks
damages  of  three times the amount of the mortgage  insurance
premiums  that have been paid and that will be  paid  for  the
mortgage insurance that is found to be involved in a violation
of  RESPA.  There can be no assurance that the lawsuit against
MGIC will not have a material adverse effect on the Company.

       The  pace  of change in the home mortgage  lending  and
       -------------------------------------------------------
mortgage  insurance  industries will likely  accelerate.   The
- --------------------------------------------------------
Company  expects  the  processes  involved  in  home  mortgage
lending  will  continue  to  evolve  through  greater  use  of
technology.   This evolution could effect fundamental  changes
in  the  way  home  mortgages are distributed.  Affiliates  of
lenders  who  are  regulated  depositary  institutions  gained
expanded  insurance powers under financial  modernization  and
the  capital  markets may emerge as providers of insurance  in
competition  with  traditional  insurance  companies.    These

                                  PAGE 17
<PAGE>
trends  and others increase the level of uncertainty attendant
to the PMI business, demand rapid response to change and place
a premium on innovation.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
         RISK

     At  March  31,  2000, the Company's derivative  financial
instruments in its investment portfolio were immaterial.   The
Company  places its investments in instruments that meet  high
credit  quality  standards,  as  specified  in  the  Company's
investment  policy  guidelines; the  policy  also  limits  the
amount of credit exposure to any one issue, issuer and type of
instrument.  At March 31, 2000, the effective duration of  the
Company's investment portfolio was 6.6 years.  The effect of a
1%  increase/decrease in market interest rates would result in
a  6.6%  decrease/increase  in  the  value  of  the  Company's
investment portfolio.

     The Company's borrowings under the credit facilities  are
subject  to  interest  rates that are  variable.   Changes  in
market  interest rates would have minimal impact on the  value
of  the  notes  payable.   See  note  2  to  the  consolidated
financial statements.

PART II.  OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     On  May 4, 2000, the Court (1) granted MGIC's Motion  for
Summary  Judgment  in Lambert v. MGIC on the  basis  that  the
                      ---------------
named  plaintiffs had no private right of action because their
loan  did not have mortgage insurance, and (2) denied a motion
to  amend  the complaint to substitute another named plaintiff
for  the  Lamberts and a motion to intervene by  the  proposed
substitute plaintiff.  There can be no assurance that  another
similar  action brought by a plaintiff with mortgage insurance
provided by MGIC will not be filed in the future.

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

           (a) Exhibits  -   The  exhibits   listed   in   the
           accompanying Index to Exhibits are filed as part of
           this Form 10-Q.

           (b) Reports on Form 8-K - No reports were  filed on
           Form 8-K during the quarter ended March  31, 2000.

                                  PAGE 18
<PAGE>
                                  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 thereunto duly authorized, on
May 10, 2000.


                                  MGIC INVESTMENT CORPORATION



                                   \s\ J. Michael Lauer
                                  ---------------------------------
                                  J. Michael Lauer
                                  Executive Vice President and
                                  Chief Financial Officer



                                  \s\ Patrick Sinks
                                  ---------------------------------
                                  Patrick Sinks
                                  Senior Vice President, Controller
                                  and Chief Accounting Officer

                                  PAGE 19
<PAGE>
                          INDEX TO EXHIBITS
                               (Item 6)

Exhibit
Number         Description of Exhibit
- -------        ----------------------
 11.1          Statement Re Computation of Net Income
               Per Share

  27           Financial Data Schedule

                                  PAGE 20
<PAGE>

                                                                 EXHIBIT 11.1

                 MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
               STATEMENT RE COMPUTATION OF NET INCOME PER SHARE
                  Three Months Ended March 31, 2000 and 1999
                                 (Unaudited)

                                                      Three Months Ended
                                                           March 31,
                                                     --------------------
                                                        2000       1999
                                                        ----       ----
                                                   (In thousands of dollars,
                                                     except per share data)

BASIC EARNINGS PER SHARE
Average common shares outstanding                     105,851     109,003
                                                     ========    ========
Net income                                           $127,220    $100,418
                                                     ========    ========
Basic earnings per share                             $   1.20    $   0.92
                                                     ========    ========

DILUTED EARNINGS PER SHARE

Adjusted shares outstanding:
  Average common shares outstanding                   105,851     109,003
  Net shares to be issued upon exercise of
    dilutive stock options after applying
    treasury stock method                               1,009         915
                                                     --------    --------
  Adjusted shares outstanding                         106,860     109,918
                                                     ========    ========
Net income                                           $127,220    $100,418
                                                     ========    ========
Diluted earnings per share                           $   1.19    $   0.91
                                                     ========    ========

<PAGE>

<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM FORM 10-Q FOR THE
THREE MONTHS ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-END>                               MAR-31-2000
<DEBT-HELD-FOR-SALE>                         2,770,266
<DEBT-CARRYING-VALUE>                                0
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                      15,580
<MORTGAGE>                                           0
<REAL-ESTATE>                                        0
<TOTAL-INVEST>                               2,989,002
<CASH>                                         211,607
<RECOVER-REINSURE>                                   0
<DEFERRED-ACQUISITION>                          22,020
<TOTAL-ASSETS>                               3,292,935
<POLICY-LOSSES>                                631,900
<UNEARNED-PREMIUMS>                            171,331
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                                0
<NOTES-PAYABLE>                                425,000
                                0
                                          0
<COMMON>                                       121,111
<OTHER-SE>                                   1,809,525
<TOTAL-LIABILITY-AND-EQUITY>                 3,292,935
                                     210,104
<INVESTMENT-INCOME>                             40,609
<INVESTMENT-GAINS>                                   4
<OTHER-INCOME>                                  10,456
<BENEFITS>                                      22,615
<UNDERWRITING-AMORTIZATION>                        330
<UNDERWRITING-OTHER>                            47,303
<INCOME-PRETAX>                                184,929
<INCOME-TAX>                                    57,709
<INCOME-CONTINUING>                            127,220
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   127,220
<EPS-BASIC>                                       1.20
<EPS-DILUTED>                                     1.19
<RESERVE-OPEN>                                       0
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                                   0
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                                      0
<CUMULATIVE-DEFICIENCY>                              0




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission