UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K RADIAN GROUP INC. TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR For the transition period from to Commission file number 1-11356 (Exact name of registrant as specified in its charter) (Mark One) Delaware (State or other jurisdiction of incorporation or organization) 1601 Market Street, Philadelphia, PA (Address of principal executive offices) 23-2691170 (I.R.S. Employer Identification No.) 19103 (Zip Code) (215) 231-1000 (Registrant’s telephone number, including area code) Title of each class Common Stock, $.001 par value per share Preferred Stock Purchase Rights New York Stock Exchange New York Stock Exchange Name of each exchange on which registered Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer , as defined in Rule 405 of the Securities  Act. YES NO Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the  Act. YES NO 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 NO Indicate by check mark whether the registrant has submitted electronically and posted on its corporate  Web site, if any, every Interactive Data File required to be submitted  and posted pursuant to Rule 405 of Regulation S-T  (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit  and post such files). YES NO Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’ s  knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a lar ge accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large  accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange  Act. (Check One): Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange  Act). Yes No As of June 30, 2012, the aggregate market value of the registrant’ s common stock held by non-affiliates of the registrant was  $443,466,331 based on the closing sale price as  reported on the New York Stock Exchange. Excluded from this amount is the value of all shares beneficially owned by executive of ficers and directors of the registrant.  These  exclusions should not be deemed to constitute a representation or acknowledgment that any such individual is, in fact, an af filiate of the registrant or that there are not other persons  or entities who may be deemed to be affiliates of the registrant. The number of shares of common stock, $.001 par value per share, of the registrant outstanding on February 19, 2013 was  133,739,400 shares. Form 10-K Reference Document Part III (Items 10 through 14) Definitive Proxy Statement for the Registrant’s 2013 Annual Meeting of Stockholders DOCUMENTS INCORPORATED BY REFERENCE (Do not check if a smaller reporting company) Accelerated filer Smaller reporting company Large accelerated filer Non-accelerated filer ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 