SCHEDULE 13G/A (RULE 13d-102) Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c), and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Under the Securities Exchange Act of 1934 (Amendment No. 3)* Radian Group, Inc. -------------------------------------------------------------------------------- (Name of Issuer) Common Stock -------------------------------------------------------------------------------- (Title of Class of Securities) 750236101 -------------------------------------------------------------------------------- (CUSIP Number) -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ X ] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) --------------- * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP NO. 750236101 13G --------------------- (1) NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) INVESCO Institutional (NA), Inc. / IRS Number 58-1707262 --------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (See Instructions) (b) [ X ] --------------------------------------------------------------------- (3) SEC USE ONLY --------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware, USA --------------------------------------------------------------------- (5) SOLE VOTING POWER NUMBER OF None SHARES -------------------------------------------------------- BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 8,441,522 EACH -------------------------------------------------------- REPORTING (7) SOLE DISPOSITIVE POWER PERSON WITH None -------------------------------------------------------- (8) SHARED DISPOSITIVE POWER 8,441,522 -------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,441,522 --------------------------------------------------------------------- (10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] --------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.93% --------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON (See Instructions) I.A. --------------------------------------------------------------------- On January 30, 2002, INVESCO Institutional (N.A.), Inc. ("INVESCO") filed a Schedule 13G reporting its beneficial ownership of approximately 7.74% of the common stock of Radian Group Inc. ("Radian"). On May 10, 2002, as a result of an administrative error, INVESCO filed Amendment No. 1 to its Schedule 13G, to report beneficial ownership of approximately 15.02% of Radian's common stock when, in fact, INVESCO's aggregate beneficial ownership was substantially less. Subsequent to the May 10th filing, the administrative error was discovered, and on May 20, 2002, INVESCO filed Amendment No. 2 to its Schedule 13G, reporting beneficial ownership of approximately 8.93% of Radian's common stock. This Amendment No. 3 to INVESCO's Schedule 13G is being filed at Radian's request to further clarify the current status of INVESCO's beneficial ownership of Radian's common stock, and to confirm that INVESCO at no time had acquired beneficial ownership of greater than 9% of such common stock. SIGNATURE After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. /s/ Luis A. Aguilar --------------------------------------- (Signature) Luis A. Aguilar, General Counsel --------------------------------------- (Name and Title) June 10, 2002 --------------------------------------- (Date)