SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   -----------

                                   FORM 10-K/A

[x] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934 For the fiscal year ended December 31, 2001
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the transition period from ___________ to ___________
Commission file number 0-22342
                                   -----------

                               TRIAD GUARANTY INC.
             (Exact name of registrant as specified in its charter)

           DELAWARE                                     56-1838519
(State or other jurisdiction of             (I.R.S.Employer Identification No.)
incorporation or organization)


    101 SOUTH STRATFORD ROAD, SUITE 500
      WINSTON-SALEM, NORTH CAROLINA                        27104
 (Address of principal executive offices)               (Zip Code)

       Registrant's telephone number, including area code: (336) 723-1282
                                   -----------

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

                                      None

          Securities registered pursuant to Section 12(g) of the Act:

                               Title of each class
                               -------------------
                     COMMON STOCK, PAR VALUE $.01 PER SHARE

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 /X/ 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.

The  aggregate  market  value of the voting stock held by  nonaffiliates  of the
registrant  as of February 1, 2002,  computed by reference to the last  reported
price at which the stock was sold on such date, was $285,662,790.

The number of shares of the registrant's common stock, par value $.01 per share,
outstanding as of February 1, 2002, was 13,727,823.

Portions of the following documents            Part of this Form 10-K into which
are incorporated by reference into             the document is incorporated
this Form 10-K:                                by reference:

   TRIAD GUARANTY INC.
   Proxy Statement for 2002 Annual Meeting               Part III
   of Stockholders
<PAGE>
                                    PART IV


ITEM 14        EXHIBITS, FINANCIAL STATEMENT
               SCHEDULES, AND REPORTS ON FORM 8-K.
               -----------------------------------

           (a) The following documents are filed as a part of this Report:

            2. FINANCIAL STATEMENT SCHEDULES

               (a) Triad  Guaranty  Inc.  401(k) Profit-Sharing Plan  Financial
               Statements

               The  Financial  Statements of Triad  Guaranty  Inc.  401(k)Profit
               Sharing Plan,  together with the report  thereon of Ernst & Young
               LLP, consisting of:

               Report of Independent Auditors

               Statements of Net Assets  Available for Benefits  (Modified  Cash
               Basis)

               Statement  of  Changes  in  Net  Asset  Available  for  Benefits
               (Modified Cash Basis)

               Notes to Financial Statements

               Schedule of Assets (Held at end of Year)(Modified Cash Basis)

            3. EXHIBITS

               23.2 Consent of Ernst & Young LLP

<PAGE>



                                   SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this amendment to be signed
on its behalf by the  undersigned,  thereto duly  authorized  on the 27th day of
June 2002.

                                           TRIAD GUARANTY INC.





                                           By:/s/Michael E. Crow
                                           -----------------------
                                           Michael E. Crow
                                           Vice President and Controller

<PAGE>


                 FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
                             (MODIFIED CASH BASIS)

                 TRIAD GUARANTY INC. 401(K) PROFIT-SHARING PLAN

DECEMBER  31,  2001 AND 2000 AND YEAR ENDED  DECEMBER  31,  2001 WITH  REPORT OF
                              INDEPENDENT AUDITORS


<PAGE>




                               Triad Guaranty Inc.
                           401(k) Profit-Sharing Plan

                 Financial Statements and Supplemental Schedule
                              (Modified Cash Basis)

           December 31, 2001 and 2000 and year ended December 31, 2001



                                    Contents

Report of Independent Auditors................................................1

Financial Statements

Statements of Net Assets Available for Benefits (Modified Cash Basis).........3
Statement of Changes in Net Assets Available for Benefits
  (Modified Cash Basis).......................................................4
Notes to Financial Statements (Modified Cash Basis)...........................5

Supplemental Schedule

Schedule of Assets (Held at End of Year) (Modified Cash Basis)...............11






<PAGE>


                         REPORT OF INDEPENDENT AUDITORS


Plan Administrator of the Triad Guaranty Inc.
    401(k) Profit-Sharing Plan

We have audited the accompanying statements of net assets available for benefits
(modified cash basis) of the Triad Guaranty Inc. 401(k)  Profit-Sharing  Plan as
of December  31,  2001 and 2000,  and the  related  statement  of changes in net
assets available for benefits  (modified cash basis) for the year ended December
31,  2001.  These  financial  statements  are the  responsibility  of the Plan's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

As described in Note 2, these financial statements and the supplemental schedule
were prepared on a modified cash basis of accounting,  which is a  comprehensive
basis of accounting other than accounting  principles  generally accepted in the
United States.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, information regarding the Plan's net assets available for
benefits  (modified  cash basis) as of December  31, 2001 and 2000,  and changes
therein (modified cash basis) for the year ended December 31, 2001, on the basis
of accounting described in Note 2.

<PAGE>

Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying  supplemental  schedule  (modified
cash basis) of assets (held at end of year) as of December 31, 2001 is presented
for purposes of additional  analysis and is not a required part of the financial
statements  but is  supplementary  information  required  by the  Department  of
Labor's Rules and  Regulations  for Reporting and Disclosure  under the Employee
Retirement  Income  Security  Act of 1974.  This  supplemental  schedule  is the
responsibility of the Plan's  management.  The supplemental  schedule  (modified
cash basis) has been subjected to the auditing  procedures applied in our audits
of the  financial  statements  and,  in our  opinion,  is  fairly  stated in all
material respects in relation to the financial statements taken as a whole.

                                                          ERNST & YOUNG LLP
May 30, 2002
Greensboro, North Carolina

<PAGE>



                               Triad Guaranty Inc.
                           401(k) Profit-Sharing Plan

                 Statements of Net Assets Available for Benefits
                              (Modified Cash Basis)


                                                    December 31
                                                2001           2000
                                            ---------------------------
Assets
Investments, at fair value                  $ 7,208,978     $ 6,064,571
                                            ---------------------------
Net assets available for benefits           $ 7,208,978     $ 6,064,571
                                            ===========================
See notes to financial statements.












                                       3
<PAGE>



                               Triad Guaranty Inc.
                           401(k) Profit-Sharing Plan

            Statement of Changes in Net Assets Available for Benefits
                              (Modified Cash Basis)

                          Year ended December 31, 2001



Additions:
   Investment income:
     Net appreciation in fair value of investments      $     52,607
     Interest and dividends                                   40,222
                                                        ------------
                                                              92,829

   Contributions:
     Participants                                            895,550
     Employer                                                373,772
     Rollover                                                 20,423
                                                        ------------
                                                           1,289,745
                                                        ------------
Total additions                                            1,382,574

Deductions:
   Benefits paid to participants                             238,167
                                                        ------------
Net increase                                               1,144,407

Net assets available for benefits:
   Beginning of year                                       6,064,571
                                                        ------------
   End of year                                          $  7,208,978
                                                        ============


See notes to financial statements.









                                       4
<PAGE>



                               TRIAD GUARANTY INC.
                           401(K) PROFIT-SHARING PLAN

                          NOTES TO FINANCIAL STATEMENTS
                              (MODIFIED CASH BASIS)

                                DECEMBER 31, 2001


1. DESCRIPTION OF PLAN

The following  description of the Triad Guaranty Inc. 401(k) Profit-Sharing Plan
(the "Plan") provides only general information. Participants should refer to the
Plan agreement for a more complete description of the Plan's provisions.

GENERAL

The Plan is a salary  deferral  401(k)  defined  contribution  plan covering all
employees of Triad  Guaranty  Inc. and its  subsidiaries  (the  "Company" or the
"Plan  Sponsor") who have at least three months of service.  The Plan is subject
to the  provisions  of the  Employee  Retirement  Income  Security  Act of  1974
("ERISA"). The Plan became effective November 1, 1993.

CONTRIBUTIONS

Each year,  participants may contribute up to 15% of their annual  compensation,
as defined in the Plan. However,  these elective deferral  contributions may not
exceed the dollar limitation contained in Section 402(g) of the Internal Revenue
Code.  Participants may also contribute amounts representing  distributions from
other  qualified  defined benefit or defined  contribution  plans. In accordance
with the Plan  provisions,  the  Company  may match the  participant's  elective
deferral contribution. The discretionary percentage matched is determined by the
Plan sponsor.  Additional  amounts may be  contributed at the option of the Plan
sponsor.

FORFEITURES

Forfeitures  of matching  contributions  of $11,523 for 2001 were used to reduce
employer contributions.

                                       5

<PAGE>



                               TRIAD GUARANTY INC.
                           401(K) PROFIT-SHARING PLAN

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                              (MODIFIED CASH BASIS)




1. DESCRIPTION OF PLAN (CONTINUED)

PARTICIPANT ACCOUNTS

Each  participant's  account is credited  with the  participant's  contributions
(elective   deferral   contribution)   and  allocations  of  (a)  the  Company's
contributions   and  (b)  the  Plan's   earnings.   Allocations   are  based  on
participants' compensation and account balances. A portion of forfeited balances
of  terminated  participants'  nonvested  accounts  are  allocated to the active
participants'  account  balances  as  described  above.  The  benefit to which a
participant   is  entitled  is  the  benefit  that  can  be  provided  from  the
participant's account.

VESTING

Participants are immediately vested in their  contributions plus actual earnings
thereon.  Vesting in the Company  contribution  portion of their  accounts  plus
actual earnings  thereon is based on years of continuous  service.  Participants
are 20% vested after 1 year, 40% vested after 2 years, 60% vested after 3 years,
80% vested after 4 years and 100% vested after 5 years of service.

PARTICIPANTS LOANS

Participants  may borrow  from  their fund  accounts a minimum of $1,000 up to a
maximum equal to the lesser of $50,000 or 50% of their vested  account  balance.
Loan terms range from 1-5 years or up to 15 years for the  purchase of a primary
residence. The loans are secured by the balance in the participant's account and
bear interest at a rate  commensurate  with local prevailing rates as determined
quarterly  by the plan  administrator.  Principal  and interest are paid ratably
through monthly payroll deductions.

PAYMENT OF BENEFITS

On termination of service, a participant may receive a lump-sum payment equal to
the vested value of his or her account. Upon death, disability or retirement,  a
participant  may receive either a lump-sum  payment equal to the vested value of
his or her account, or choose from several annuity options.

                                       6

<PAGE>

                               TRIAD GUARANTY INC.
                           401(K) PROFIT-SHARING PLAN

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                              (MODIFIED CASH BASIS)




1. DESCRIPTION OF PLAN (CONTINUED)

PLAN TERMINATION

Although  it has not  expressed  any intent to do so, the  Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan  subject  to the  provisions  of ERISA.  In the event of Plan  termination,
participants will become 100 percent vested in their accounts.

2. SUMMARY OF ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The financial statements of the Plan are prepared under the modified cash method
of  accounting,  which  is  a  comprehensive  basis  of  accounting  other  than
accounting principles generally accepted in the United States. Under this basis,
investments are recorded at fair value, contributions are recorded when received
and benefits are recorded when paid.

INVESTMENT VALUATION

The Plan's  investments  are stated at fair value.  The shares of the registered
investment companies are valued at quoted market prices, which represent the net
asset values of shares held by the Plan at year-end.  Marketable  securities are
stated at fair  value.  The  participant  loans are valued at their  outstanding
balances, which approximate their fair value.

USE OF ESTIMATES

The preparation of financial  statements  requires  management to make estimates
that affect the amounts  reported in the financial  statements and  accompanying
notes. Actual results could differ from those estimates.

                                       7

<PAGE>



                               TRIAD GUARANTY INC.
                           401(K) PROFIT-SHARING PLAN

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                              (MODIFIED CASH BASIS)




3. INVESTMENTS

The Plan's investments are held by a bank administered trust fund. Investments
that represent 5 percent or more of the Plan's net assets as of December 31 are
as follows:

                                                    2001             2000
                                                -----------------------------
 Investments at fair value as determined
    by quoted market price:
      Triad Guaranty Inc. Common Stock          $ 4,267,321       $ 3,944,089
      Davis New York Venture Fund                   885,721           888,512
      Alger Capital Appreciation Portfolio          580,468           537,345
      Federated International Equity Fund           361,506           462,282
      Merrill Lynch Retirement Reserves             384,813                 -


During 2001, the Plan's investments  (including  investments bought and sold, as
well as held during the period) appreciated (depreciated) in value as follows:

                                            Net Appreciation
                                             Depreciation) in
                                            Fair Value During
                                                  Year
                                           ------------------

     Triad Guaranty Inc. Common Stock        $   400,187
     Mutual Funds                               (347,580)
                                             ------------
                                             $    52,607
                                             ============


                                       8
<PAGE>



                               TRIAD GUARANTY INC.
                           401(K) PROFIT-SHARING PLAN

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                              (MODIFIED CASH BASIS)




4. EXEMPT PARTY-IN-INTEREST TRANSACTIONS

All Plan investments are managed by the trustee,  Merrill Lynch, and, therefore,
these transactions qualify as a  party-in-interest.  All fees for the investment
manager services were paid by the Plan sponsor.

Certain  administrative  functions are performed by officers or employees of the
Company.  No such officer or employee  receives  compensation from the Plan. All
administrative expenses are paid directly by the Plan sponsor.

5. INCOME TAX STATUS

The Plan received an opinion letter from the Internal Revenue Service dated June
29,  1993,  stating  that the  written  form of the  underlying  prototype  plan
document is qualified  under  Section  401(a) of the Internal  Revenue Code (the
"Code"), and that any employer adopting this form of the Plan will be considered
to have a plan  qualified  under  Section  401(a)  of the Code.  Therefore,  the
related trust is exempt from taxation.  Once qualified,  the Plan is required to
operate in  conformity  with the Code to maintain  its  qualification.  The Plan
Administrator  believes  the  Plan is  being  operated  in  compliance  with the
applicable  requirements of the Code and,  therefore,  believes that the Plan is
qualified and the related trust is tax exempt.


                                       9




<PAGE>




                              SUPPLEMENTAL SCHEDULE














                                       10
<PAGE>



                               TRIAD GUARANTY INC.
                           401(K) PROFIT-SHARING PLAN
                                 EIN: 56-1838519
                                PLAN NUMBER: 001
                               SCHEDULE H, LINE 4I

                    SCHEDULE OF ASSETS (HELD AT END OF YEAR)
                              (MODIFIED CASH BASIS)

                                DECEMBER 31, 2001


                                                      (c)
                                                  Description
                                                 of Investment,
                                               Including Maturity
                                                   Date, Rate of
                   (b)                              Interest,             (e)
        Identity of Issue, Borrower,             Collateral, Par        Current
(a)       Lessor or Similar Party               or Maturity Value        Value
--- -------------------------------------- ----------------------  ------------

 *   Triad Guaranty Inc. Common Stock             117,641 shares    $ 4,267,321
     Davis New York Venture Fund                   34,821 shares        885,721
     Dreyfus Founders Discovery Fund                2,431 shares         69,288
     Alger Capital Appreciation Portfolio          64,069 shares        580,468
     PIMCO Total Return Fund                       33,432 shares        349,697
     Federated International Equity Fund           24,004 shares        361,506
 *   Merrill Lynch Fundamental Growth Fund          2,087 shares         37,270
     Van Kampen American Value Fund                   119 shares          2,238
 *   Merrill Lynch Small Cap Value Fund             1,217 shares         29,320
     PIMCO Innovation Fund                            752 shares         16,999
     PIMCO Mid-Cap Growth Fund                      1,392 shares         26,700
 *   Merrill Lynch S&P 500 Index Fund               9,240 shares        130,097
     AIM Balanced Fund                              1,530 shares         39,700
 *   Merrill Lynch Retirement Reserves            384,813 shares        384,813

     Loans                                    Various maturities
                                              with rates ranging
                                              from 8.75% to 10.50%       27,840
                                                                    -----------
                                                                    $ 7,208,978
                                                                    ===========
*  Indicates party in interest to the Plan

Note:  Cost  information  has not been  included  because  all  investments  are
participant directed.


                                       11