Form 4 RADIAN GROUP INC For: Sep 24 Filed by: WENDER HERBERT (10K)

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WENDER HERBERT

(Last)

(First)

(Middle)

1601 MARKET STREET

(Street)

PHILADELPHIA

19103

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
RADIAN GROUP INC [RDN]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2009

4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								127,670	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

restricted stock unit

⁽⁵⁾

⁽⁶⁾

common stock

80,224

Phantom stock unit

$ 0 ⁽¹⁾

08/07/2015

common stock

46,370

Phantom Stock Unit

$ 0 ⁽¹⁾

02/05/2017

common stock

1,890

dividend equivalent rights ⁽²⁾

$ 0 ⁽¹⁾

09/24/2009

13.4885

09/24/2018⁽²⁾

common stock

13.4885 ⁽²⁾

⁽⁴⁾

292.672 ⁽²⁾

phantom stock unit

$ 0 ⁽¹⁾

02/07/2016

common stock

2,052

phantom stock unit

$ 0 ⁽¹⁾

02/08/2015

common stock

4,015

phantom stock unit

$ 0 ⁽¹⁾

02/10/2014

common stock

2,122

stock option

$ 16.25

01/21/1999

01/21/2007

common stock

20,000

stock option

$ 26.4688

12/02/1999

12/02/2007

common stock

11,000

stock option

$ 20.3125

01/19/2001

01/19/2009

common stock

15,000

stock option

$ 21.0313

01/18/2001

01/18/2010

common stock

15,000

stock option

$ 27.1875

01/22/2002

01/22/2011

common stock

12,000

stock option

$ 35.81

11/06/2002

11/06/2011

common stock

7,250

stock option

$ 35.79

01/30/2004

01/30/2013

common stock

8,500

Deferred Compensation Phantom Arrangement ⁽³⁾

$ 0

01/01/2010

Common Stock

15,663.62

Explanation of Responses:

1. 1-for-1

2. Dividend equivalent rights accrue on phantom stock units and become exercisable proporationately with the units to which they relate.

3. This arrangement is related to the investment return on deferred compensation linked to the change in common stock value. The settlement is always in cash, as no shares have been allocated for the underlying funds.

4. N/A

5. Each RSU represents a contingent right to receive a cash settlement equal to the value of one share of common stock for each share of restricted stock

6. RSU's are paid in cash at the time of retirement from the board of directors

	C. Robert Quint /s/ C. Robert Quint (POA) Atty-in-fact	09/25/2009
	** 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 4(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.

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