At its January 29, 2013 meeting, the Board of Directors of the Corporation (the "Board") approved an amendment to the section of the Bylaws of the Corporation that prescribes the notice requirements for Board meetings. The amendment provides that notice of a meeting may be given, not less than 24 hours prior to the meeting, by means of an "electronic communication." The amendment defines "electronic communication," describes when such notices are effective and specifies that electronic communication shall be effective in providing notice even if it advises only that a document has been uploaded to a website used to communicate with the Board of Directors to which the director has been granted access.

The amendments are filed as Exhibit 3.1 to this Current Report on Form 8-K. The foregoing description is qualified in its entirety by reference to the actual text of the amendments.

The Amended and Restated Bylaws, as amended by the amendments described on this Current Report on Form 8-K of the Company, are filed as Exhibit 3.2 to this Current Report on Form 8-K.

(d) Exhibits. The following exhibits are being filed herewith:

Exhibit
Number   Description
3.1      Amendments to the Amended and Restated Bylaws of MGIC Investment Corporation
3.2      Amended and Restated Bylaws of MGIC Investment Corporation