UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



Amendment No. 1 toFORM 40-F



|   |  |                                                                                        
|-- |  | ---------------------------------------------------------------------------------------
|o  |  | REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934   
|OR
|x  |  | ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2007



Commission file number: 001-32482



SILVER WHEATON CORP.

(Exact Name of Registrant as Specified in its Charter)



|                                                                            |  |                                                   |  |                                     
|--------------------------------------------------------------------------- |  | ------------------------------------------------- |  | ------------------------------------
|Canada                                                                      |  | 1041                                              |  | Not Applicable                      
|(Province or other jurisdiction of incorporation or organization)           |  | (Primary Standard Industrial Classification Code) |  | (I.R.S. Employer Identification No.)
|Suite 3150 - 666 Burrard Street                                            
|Vancouver, BC                                                              
|V6C 2X8                                                                    
|(604) 684-9648                                                             
|(Address and Telephone Number of  Registrants Principal Executive Offices)



|                                                                                                                         
|-------------------------------------------------------------------------------------------------------------------------
|DL Services, Inc.
U.S. Bank Center
1420 5th Avenue, Suite 3400
Seattle, WA 98101-4010
(206)903-8800                      
|(Name, address (including zip code) and telephone number (including area code) of agent for service in the United States)



Securities registered or to be registered pursuant to Section 12(b) of the Act:

|                            |                                               
|--------------------------- | ----------------------------------------------
|Title of Each Class:        | Name of Each Exchange On Which Registered:    
|Common Shares, no par value | New York Stock Exchange
Toronto Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act:  None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:  None

For annual reports, indicate by check mark the information filed with this form:

| |                            |  |                                        
| | -------------------------- |  | ---------------------------------------
| | S  Annual Information Form |  | S   Audited Annual Financial Statements

Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report:  222,934,237

Indicate by check mark whether the Registrant by filing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934 (the "Exchange Act"). If "Yes" is marked, indicate the filing number assigned to the Registrant in connection with such Rule.  ☐Yes    SNo

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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.  SYes    ☐No



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EXPLANATORY NOTE



This Amendment No. 1 to Form 40-F for the year ended December 31, 2007 is being filed to correct a typographical error in the signature of Deloitte & Touche LLP in its audit report filed as part of Exhibit 99.2 hereto. No other changes to the original 40-F, including the Registrant's financial statements, have been made.





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SIGNATURES



Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized.





SILVER WHEATON CORP.





By:____/s/ Peter Barnes__________________

Name:

Peter Barnes

Title:

President and Chief Executive Officer



Date: April 9, 2008





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EXHIBIT INDEX



The following documents are being filed with the Commission as exhibits to this annual report on Form 40-F.

|        |                                                                                                                                                                               
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|99.1 *  | Annual Information Form of the Company for the year ended December 31, 2007                                                                                                   
|        |                                                                                                                                                                               
|99.2 ** | Annual Report for the year ended December 31, 2007 including Management's Discussion & Analysis and Annual Financial Statements                                               
|        |                                                                                                                                                                               
|99.3    | Certifications of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13(a)-14(a) or 15(d)-14 of the Securities Exchange Act of 1934                         
|        |                                                                                                                                                                               
|99.4    | Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|        |                                                                                                                                                                               
|99.5    | Consent of Deloitte & Touche LLP, Independent Registered Chartered Accountants                                                                                                
|        |                                                                                                                                                                               
|99.6 *  | Consent of V. Spring                                                                                                                                                          
|        |                                                                                                                                                                               
|99.7 *  | Consent of R. Rivera                                                                                                                                                          
|        |                                                                                                                                                                               
|99.8 *  | Consent of L. Malmstrom                                                                                                                                                       
|        |                                                                                                                                                                               
|99.9 *  | Consent of P. Hedstrom                                                                                                                                                        
|        |                                                                                                                                                                               
|99.10 * | Consent of P. Forward                                                                                                                                                         
|        |                                                                                                                                                                               
|99.11 * | Consent of R. Bryson                                                                                                                                                          
|        |                                                                                                                                                                               
|99.12 * | Consent of J. Tompkins                                                                                                                                                        
|        |                                                                                                                                                                               
|99.13 * | Consent of G. Watts                                                                                                                                                           
|        |                                                                                                                                                                               
|99.14 * | Consent of R. Didur                                                                                                                                                           
|        |                                                                                                                                                                               
|99.15 * | Consent of S. Ristorcelli                                                                                                                                                     
|        |                                                                                                                                                                               
|99.16 * | Consent of F. Brown                                                                                                                                                           
|        |                                                                                                                                                                               
|        |                                                                                                                                                                               
|*       | Previously filed                                                                                                                                                              
|**      | Replaces exhibit of same description as filed with the annual report on Form 40-F dated March 28, 2008.                                                                       

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