<PAGE>   1


      As filed with the Securities and Exchange Commission on June 25, 1999

                                                     Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                                   ----------

                                RADIAN GROUP INC.
               (Exact name of issuer as specified in its charter)

         Delaware                                         23-2691170
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation of organization)

                               1601 Market Street
                        Philadelphia, Pennsylvania 19103
                    (Address of principal executive offices)

                   RADIAN GROUP INC. EQUITY COMPENSATION PLAN
             AMERIN CORPORATION 1992 LONG-TERM STOCK INCENTIVE PLAN
                            (Full title of the plans)

                                Howard S. Yaruss
              Senior Vice President, Secretary and General Counsel
                                Radian Group Inc.
                               1601 Market Street
                        Philadelphia, Pennsylvania 19103
                     (Name and address of agent for service)

                                 (215) 564-6600
          (Telephone number, including area code, of agent for service)

                                   ----------

                                    Copy to:
                          James W. McKenzie, Jr., Esq.
                           Morgan, Lewis & Bockius LLP
                               1701 Market Street
                             Philadelphia, PA 19103
                                 (215) 963-4852

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
====================================================================================================================================
     Title of securities              Number of             Proposed maximum         Proposed maximum
            to be                    shares to be            offering price              aggregate                 Amount of
         registered                   registered                per share           offering price (2)          registration fee
------------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>                        <C>                     <C>                        <C>
Common Stock,                        1,492,171 (1)              $48.16 (2)              $71,862,955                $19,978 (3)
par value $.001 per share
====================================================================================================================================
</TABLE>

(1)      This registration statement covers shares of Common Stock of Radian
         Group Inc. which may be offered or sold pursuant to the Radian Group
         Inc. Equity Compensation Plan and the Amerin Corporation 1992 Long-Term
         Stock Incentive Plan. Pursuant to Rule 457(h)(2), no separate
         registration fee is required with respect to the interests in the
         plans. This registration statement also relates to an indeterminate
         number of shares of common stock that may be issued upon stock splits,
         stock dividends or similar transactions in accordance with Rule 416.

(2)      Estimated pursuant to Rule 457(h) solely for the purpose of calculating
         the registration fee, based on the average of the high and low sales
         prices of shares of Common Stock on June 22, 1999, as reported on the
         New York Stock Exchange.

(3)      Calculated pursuant to Section 6(b) as follows: proposed maximum
         aggregate offering price multiplied by .000278.

================================================================================

<PAGE>   2


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents, as filed by the Registrant with the Securities
and Exchange Commission, are incorporated by reference in this Registration
Statement and made a part hereof:

         (a) The Registrant's Annual Report on Form 10-K/A for the fiscal year
         ended December 31, 1998

         (b) The Registrant's Quarterly Report on Form 10-Q for the quarter
         ended March 31, 1999.

         (c) The Registrant's Form 8-K dated as of June 9, 1999.

         (d) The prospectus dated May 6, 1999, filed as a part of the
         Registrant's registration statement on Form S-4 (Registration No.
         333-77957).

         (e) All other reports filed by the Registrant pursuant to Section 13 or
         15(d) of the Securities Exchange Act of 1934 (the "Exchange Act") since
         the end of the fiscal year covered by the annual report referred to in
         (a) above.

         (f) The description of the Registrant's Common Stock contained in the
         Form 8-A filed on August 24, 1992, including all amendments and reports
         updating such description.

         All reports and other documents subsequently filed by the Company
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference herein and to be part
hereof from the date of filing of such documents. Any statement contained in any
document, all or a portion of which is incorporated by reference herein, shall
be deemed to be modified or superseded for purposes of this Registration
Statement to the extent that a statement contained or incorporated by reference
herein modifies or supersedes such statement. Any statement so modified or
superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.


ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         James W. Jennings, a director of the Registrant, is a partner in the
law firm of Morgan, Lewis & Bockius LLP, Philadelphia, Pennsylvania, which firm
previously provided an opinion of counsel as to the legality of the securities
being registered hereunder.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         Section 102(b) (7) of the Delaware General Corporation Law (the "DGCL")
permits a corporation, in its certificate of incorporation, to limit or
eliminate, subject to certain statutory limitations, the liability of directors
to the corporation or its stockholders for monetary damages for breaches of
fiduciary duty, except for liability (a) for any breach of the director's duty
of loyalty to the corporation or its stockholders, (b) for acts or omissions not
in good faith or which involve intentional misconduct or a knowing violation of
law, (c) under Section 174 of the



                                      II-1
<PAGE>   3


DGCL, or (d) for any transaction from which the director derived an improper
personal benefit. Article Eighth of the Registrant's Restated Certificate of
Incorporation provides that the personal liability of directors of the
Registrant is eliminated to the fullest extent permitted by Section 102(b) (7)
of the DGCL.

         Under Section 145 of DGCL, a corporation has the power to indemnify
directors and officers under certain prescribed circumstances and subject to
certain limitations against certain costs and expenses, including attorneys'
fees actually and reasonably incurred in connection with any action, suit or
proceeding, whether civil, criminal, administrative or investigative, to which
any of them is a party by reason of being a director or officer of the
corporation if it is determined that the director or officer acted in accordance
with the applicable standard of conduct set forth in such statutory provision.
Article Seventh of the Registrant's Amended and Restated Bylaws provides that
the Registrant will indemnify any person who was or is a party or is threatened
to be made a party to any threatened, pending or completed action, suit or
proceeding by reason of the fact that he is or was a director, officer or other
authorized representative of the Registrant, or is or was serving at the request
of the Registrant as a director, officer, employee or agent of another entity,
against certain liabilities, costs and expenses. Article Seventh further permits
the Registrant to maintain insurance on behalf of any person who is or was a
director, officer, employee or agent of the Registrant, or is or was serving at
the request of the Registrant as a director, officer, employee or agent of
another entity, against any liability asserted against such person and incurred
by such person in any such capacity or arising out of his status as such,
whether or not the Registrant would have the power to indemnify such person
against such liability under the DGCL.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

         The following is a list of exhibits filed as part of this Registration
Statement.

<TABLE>
<CAPTION>
         Exhibit
          Number                     Exhibit
          ------                     -------
         <S>              <C>
           5.1            Opinion of Morgan, Lewis & Bockius LLP.
          23.1            Consent of Deloitte & Touche LLP.
          23.3            Consent of Morgan, Lewis & Bockius LLP (included within Exhibit 5.1).
</TABLE>

ITEM 9.  UNDERTAKINGS.

         (a) The undersigned registrant hereby undertakes:

                  (1) To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement:

                           (i) To include any prospectus required by Section
         10(a)(3) of the Securities Act of 1933;

                           (ii) To reflect in the prospectus any facts or events
         arising after the effective date of the registration statement (or the
         most recent post-effective amendment thereof) which, individually or in
         the aggregate, represent a fundamental change in the information set
         forth in the registration statement; and

                           (iii) To include any material information with
         respect to the plan of distribution not previously disclosed in the
         registration statement or any material change to such information in
         the registration statement;

                  Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) of
this section do not apply if the information required to be included in a
post-effective amendment by those paragraphs is contained in periodic



                                      II-2
<PAGE>   4


reports filed by the Company pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934 that are incorporated by reference in the
registration statement.

                  (2) That, for the purpose of determining any liability under
the Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

                  (3) To remove from registration by means of a post-effective
amendment any of the securities being registered that remain unsold at the
termination of the offering.

         (b) The undersigned registrant hereby undertakes that, for the purpose
of determining any liability under the Securities Act of 1933, each filing of
the Company's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in this
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.




                                      II-3
<PAGE>   5


                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant has duly caused this Registration Statement on Form S-8 to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Philadelphia, Commonwealth of Pennsylvania on June 25, 1999.


                                             RADIAN GROUP INC.



                                             By: /s/ Frank P. Filipps
                                                --------------------------------
                                                Name: Frank P. Filipps
                                                Title: Chairman of the Board and
                                                       Chief Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement on Form S-8 has been signed below by the following
persons in the capacities and on the dates indicated.


<TABLE>
<CAPTION>
                     Signature                                        Title                         Date
                     ---------                                        -----                         ----
<S>                                                   <C>                                       <C>

/s/ Frank P. Filipps                                  Chairman of the Board and Chief
---------------------------------                     Executive Officer                         June 25, 1999
Frank P. Filipps                                      (principal executive officer)


/s/ C. Robert Quint                                   Executive Vice President and Chief
---------------------------------                     Financial Officer (principal              June 25, 1999
C. Robert Quint                                       accounting and financial officer)

/s/ Roy J. Hasmar
---------------------------------                     President, Chief Operating Officer        June 25, 1999
Roy J. Kasmar                                         and Director

/s/ Herbert Wender
---------------------------------                                 Lead Director                 June 25, 1999
Herbert Wender


/s/ James W. Jennings                                                Director                   June 25, 1999
---------------------------------
James W. Jennings

/s/ James C. Miller                                                  Director                   June 25, 1999
---------------------------------
James C. Miller

/s/ Anthony W. Schweiger                                             Director                   June 25, 1999
---------------------------------
Anthony W. Schweiger

/s/ David C. Carney                                                  Director                   June 25, 1999
---------------------------------
David C. Carney
</TABLE>





                                      S-1
<PAGE>   6


<TABLE>
<CAPTION>
                     Signature                                        Title                         Date
                     ---------                                        -----                         ----
<S>                                                                  <C>                        <C>
/s/ Dr. Claire M. Fagin                                              Director                   June 25, 1999
---------------------------------
Dr. Claire M. Fagin

/s/ Ronald W. Moore                                                  Director                   June 25, 1999
---------------------------------
Ronald W. Moore

/s/ Larry E. Swedroe                                                 Director                   June 25, 1999
---------------------------------
Larry E. Swedroe

/s/ Stephen T. Hopkins                                               Director                   June 25, 1999
---------------------------------
Stephen T. Hopkins

/s/ Rosemarie B. Greco                                               Director                   June 25, 1999
---------------------------------
Rosemarie B. Greco

/s/ Howard B. Culang                                                 Director                   June 25, 1999
---------------------------------
Howard B. Culang

/s/ Robert W. Richards                                               Director                   June 25, 1999
---------------------------------
Robert W. Richards
</TABLE>








                                      S-2
<PAGE>   7


                                RADIAN GROUP INC.

                                INDEX TO EXHIBITS


<TABLE>
<CAPTION>
    Exhibit Number       Document
    --------------       --------
    <S>                  <C>
          5.1            Opinion of Morgan, Lewis & Bockius LLP.

         23.1            Consent of Deloitte & Touche LLP.

         23.3            Consent of Morgan, Lewis & Bockius LLP. (included with Exhibit 5.1).
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "RADIAN GROUP INC. FORM S-8", "secsgml_size_bytes": 18826}]
{"company-data": {"conformed-name": "RADIAN GROUP INC", "cik": "0000890926", "assigned-sic": "6351", "irs-number": "232691170", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-81549", "film-number": "99652466"}, "business-address": {"street1": "1601 MARKET STREET", "street2": "12TH FLOOR", "city": "PHILADELPHIA", "state": "PA", "zip": "19103", "phone": "2155646600"}, "mail-address": {"street1": "1601 MARKET ST", "street2": "12TH FLOOR", "city": "PHILADELPHIA", "state": "PA", "zip": "19103"}, "former-company": {"former-conformed-name": "CMAC INVESTMENT CORP", "date-changed": "19960126"}}
1

      As filed with the Securities and Exchange Commission on June 25, 1999

                                                     Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                                   ----------

                                RADIAN GROUP INC.
               (Exact name of issuer as specified in its charter)

         Delaware                                         23-2691170
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation of organization)

                               1601 Market Street
                        Philadelphia, Pennsylvania 19103
                    (Address of principal executive offices)

                   RADIAN GROUP INC. EQUITY COMPENSATION PLAN
             AMERIN CORPORATION 1992 LONG-TERM STOCK INCENTIVE PLAN
                            (Full title of the plans)

                                Howard S. Yaruss
              Senior Vice President, Secretary and General Counsel
                                Radian Group Inc.
                               1601 Market Street
                        Philadelphia, Pennsylvania 19103
                     (Name and address of agent for service)

                                 (215) 564-6600
          (Telephone number, including area code, of agent for service)

                                   ----------

                                    Copy to:
                          James W. McKenzie, Jr., Esq.
                           Morgan, Lewis & Bockius LLP
                               1701 Market Street
                             Philadelphia, PA 19103
                                 (215) 963-4852

                         CALCULATION OF REGISTRATION FEE
====================================================================================================================================
     Title of securities              Number of             Proposed maximum         Proposed maximum
            to be                    shares to be            offering price              aggregate                 Amount of
         registered                   registered                per share           offering price (2)          registration fee
------------------------------------------------------------------------------------------------------------------------------------
Common Stock,                        1,492,171 (1)              $48.16 (2)              $71,862,955                $19,978 (3)
par value $.001 per share
====================================================================================================================================
(1)      This registration statement covers shares of Common Stock of Radian
         Group Inc. which may be offered or sold pursuant to the Radian Group
         Inc. Equity Compensation Plan and the Amerin Corporation 1992 Long-Term
         Stock Incentive Plan. Pursuant to Rule 457(h)(2), no separate
         registration fee is required with respect to the interests in the
         plans. This registration statement also relates to an indeterminate
         number of shares of common stock that may be issued upon stock splits,
         stock dividends or similar transactions in accordance with Rule 416.

(2)      Estimated pursuant to Rule 457(h) solely for the purpose of calculating
         the registration fee, based on the average of the high and low sales
         prices of shares of Common Stock on June 22, 1999, as reported on the
         New York Stock Exchange.

(3)      Calculated pursuant to Section 6(b) as follows: proposed maximum
         aggregate offering price multiplied by .000278.

================================================================================
2

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents, as filed by the Registrant with the Securities
and Exchange Commission, are incorporated by reference in this Registration
Statement and made a part hereof:

         (a) The Registrant's Annual Report on Form 10-K/A for the fiscal year
         ended December 31, 1998

         (b) The Registrant's Quarterly Report on Form 10-Q for the quarter
         ended March 31, 1999.

         (c) The Registrant's Form 8-K dated as of June 9, 1999.

         (d) The prospectus dated May 6, 1999, filed as a part of the
         Registrant's registration statement on Form S-4 (Registration No.
         333-77957).

         (e) All other reports filed by the Registrant pursuant to Section 13 or
         15(d) of the Securities Exchange Act of 1934 (the "Exchange Act") since
         the end of the fiscal year covered by the annual report referred to in
         (a) above.

         (f) The description of the Registrant's Common Stock contained in the
         Form 8-A filed on August 24, 1992, including all amendments and reports
         updating such description.

         All reports and other documents subsequently filed by the Company
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference herein and to be part
hereof from the date of filing of such documents. Any statement contained in any
document, all or a portion of which is incorporated by reference herein, shall
be deemed to be modified or superseded for purposes of this Registration
Statement to the extent that a statement contained or incorporated by reference
herein modifies or supersedes such statement. Any statement so modified or
superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         James W. Jennings, a director of the Registrant, is a partner in the
law firm of Morgan, Lewis & Bockius LLP, Philadelphia, Pennsylvania, which firm
previously provided an opinion of counsel as to the legality of the securities
being registered hereunder.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         Section 102(b) (7) of the Delaware General Corporation Law (the "DGCL")
permits a corporation, in its certificate of incorporation, to limit or
eliminate, subject to certain statutory limitations, the liability of directors
to the corporation or its stockholders for monetary damages for breaches of
fiduciary duty, except for liability (a) for any breach of the director's duty
of loyalty to the corporation or its stockholders, (b) for acts or omissions not
in good faith or which involve intentional misconduct or a knowing violation of
law, (c) under Section 174 of the

                                      II-1
3

DGCL, or (d) for any transaction from which the director derived an improper
personal benefit. Article Eighth of the Registrant's Restated Certificate of
Incorporation provides that the personal liability of directors of the
Registrant is eliminated to the fullest extent permitted by Section 102(b) (7)
of the DGCL.

         Under Section 145 of DGCL, a corporation has the power to indemnify
directors and officers under certain prescribed circumstances and subject to
certain limitations against certain costs and expenses, including attorneys'
fees actually and reasonably incurred in connection with any action, suit or
proceeding, whether civil, criminal, administrative or investigative, to which
any of them is a party by reason of being a director or officer of the
corporation if it is determined that the director or officer acted in accordance
with the applicable standard of conduct set forth in such statutory provision.
Article Seventh of the Registrant's Amended and Restated Bylaws provides that
the Registrant will indemnify any person who was or is a party or is threatened
to be made a party to any threatened, pending or completed action, suit or
proceeding by reason of the fact that he is or was a director, officer or other
authorized representative of the Registrant, or is or was serving at the request
of the Registrant as a director, officer, employee or agent of another entity,
against certain liabilities, costs and expenses. Article Seventh further permits
the Registrant to maintain insurance on behalf of any person who is or was a
director, officer, employee or agent of the Registrant, or is or was serving at
the request of the Registrant as a director, officer, employee or agent of
another entity, against any liability asserted against such person and incurred
by such person in any such capacity or arising out of his status as such,
whether or not the Registrant would have the power to indemnify such person
against such liability under the DGCL.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

         The following is a list of exhibits filed as part of this Registration
Statement.
Exhibit
          Number                     Exhibit
          ------                     -------
5.1            Opinion of Morgan, Lewis & Bockius LLP.
          23.1            Consent of Deloitte & Touche LLP.
          23.3            Consent of Morgan, Lewis & Bockius LLP (included within Exhibit 5.1).
ITEM 9.  UNDERTAKINGS.

         (a) The undersigned registrant hereby undertakes:

                  (1) To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement:

                           (i) To include any prospectus required by Section
         10(a)(3) of the Securities Act of 1933;

                           (ii) To reflect in the prospectus any facts or events
         arising after the effective date of the registration statement (or the
         most recent post-effective amendment thereof) which, individually or in
         the aggregate, represent a fundamental change in the information set
         forth in the registration statement; and

                           (iii) To include any material information with
         respect to the plan of distribution not previously disclosed in the
         registration statement or any material change to such information in
         the registration statement;

                  Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) of
this section do not apply if the information required to be included in a
post-effective amendment by those paragraphs is contained in periodic

                                      II-2
4

reports filed by the Company pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934 that are incorporated by reference in the
registration statement.

                  (2) That, for the purpose of determining any liability under
the Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

                  (3) To remove from registration by means of a post-effective
amendment any of the securities being registered that remain unsold at the
termination of the offering.

         (b) The undersigned registrant hereby undertakes that, for the purpose
of determining any liability under the Securities Act of 1933, each filing of
the Company's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in this
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                      II-3
5

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant has duly caused this Registration Statement on Form S-8 to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Philadelphia, Commonwealth of Pennsylvania on June 25, 1999.

                                             RADIAN GROUP INC.

                                             By: /s/ Frank P. Filipps
                                                --------------------------------
                                                Name: Frank P. Filipps
                                                Title: Chairman of the Board and
                                                       Chief Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement on Form S-8 has been signed below by the following
persons in the capacities and on the dates indicated.
Signature                                        Title                         Date
                     ---------                                        -----                         ----
/s/ Frank P. Filipps                                  Chairman of the Board and Chief
---------------------------------                     Executive Officer                         June 25, 1999
Frank P. Filipps                                      (principal executive officer)

/s/ C. Robert Quint                                   Executive Vice President and Chief
---------------------------------                     Financial Officer (principal              June 25, 1999
C. Robert Quint                                       accounting and financial officer)

/s/ Roy J. Hasmar
---------------------------------                     President, Chief Operating Officer        June 25, 1999
Roy J. Kasmar                                         and Director

/s/ Herbert Wender
---------------------------------                                 Lead Director                 June 25, 1999
Herbert Wender

/s/ James W. Jennings                                                Director                   June 25, 1999
---------------------------------
James W. Jennings

/s/ James C. Miller                                                  Director                   June 25, 1999
---------------------------------
James C. Miller

/s/ Anthony W. Schweiger                                             Director                   June 25, 1999
---------------------------------
Anthony W. Schweiger

/s/ David C. Carney                                                  Director                   June 25, 1999
---------------------------------
David C. Carney
S-1
6
Signature                                        Title                         Date
                     ---------                                        -----                         ----
/s/ Dr. Claire M. Fagin                                              Director                   June 25, 1999
---------------------------------
Dr. Claire M. Fagin

/s/ Ronald W. Moore                                                  Director                   June 25, 1999
---------------------------------
Ronald W. Moore

/s/ Larry E. Swedroe                                                 Director                   June 25, 1999
---------------------------------
Larry E. Swedroe

/s/ Stephen T. Hopkins                                               Director                   June 25, 1999
---------------------------------
Stephen T. Hopkins

/s/ Rosemarie B. Greco                                               Director                   June 25, 1999
---------------------------------
Rosemarie B. Greco

/s/ Howard B. Culang                                                 Director                   June 25, 1999
---------------------------------
Howard B. Culang

/s/ Robert W. Richards                                               Director                   June 25, 1999
---------------------------------
Robert W. Richards
S-2
7

                                RADIAN GROUP INC.

                                INDEX TO EXHIBITS
Exhibit Number       Document
    --------------       --------
5.1            Opinion of Morgan, Lewis & Bockius LLP.

         23.1            Consent of Deloitte & Touche LLP.

         23.3            Consent of Morgan, Lewis & Bockius LLP. (included with Exhibit 5.1).