6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For: January 21, 2008

MAG Silver Corp.

(SEC File No. 0-50437)

328 – 550 Burrard Street, Vancouver BC, V6C 2B5, CANADA

Address of Principal Executive Office

The registrant files annual reports under cover:			Form 20-F þ		Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1):		¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7):		¨
Indicate by check mark whether by furnishing the information contained in this Form, the
registrant is also thereby furnishing the information to the Commission pursuant to Rule
12g3-2(b) under the Securities Exchange Act of 1934:				Yes ¨		No þ
If “Yes” is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Exhibits
99.1	News Release
99.2	Material Change Report
Date:  January 21, 2008		MAG Silver Corp.
		“Daniel MacInnis”
		DANIEL MACINNIS
		CEO

EX-99.1

MAG Silver Corp. January 21, 2007

For Immediate Release N/R #08-01

MAG ANNOUNCES APPROVAL OF

SHAREHOLDER RIGHTS PLAN

Vancouver, B.C…MAG Silver Corp. (TSX:MAG; AMEX:MVG) ("MAG" or "the Company") is pleased to announce that its shareholder rights plan, which was adopted by its directors and announced on August 3, 2007, has been approved by its shareholders at the special meeting held on January 18, 2008.

The Rights Plan was adopted to ensure the fair treatment of shareholders in connection with any take-over bid for common shares of the Company.  The Rights Plan was not adopted in response to any proposal to acquire control of the Company.  The Rights Plan will expire at the end of the third annual general meeting of the Company’s shareholders following this approval, unless renewed by the shareholders.

About MAG Silver Corp. ( www.magsilver.com )

MAG is focused on district scale projects located within the Mexican Silver Belt. Our mission is to become one of the premier companies in the Silver Mining Industry. MAG and its partner, Peñoles, are delineating a significant new silver vein discovery on the Juanicipio Joint Venture in Zacatecas State, Mexico. MAG is based in Vancouver, British Columbia, Canada.  Its common shares trade on the TSX under the symbol MAG and on AMEX under the symbol MVG.

On behalf of the Board of

MAG SILVER CORP.

"Dan MacInnis"

President and CEO

- 30 -

For further information contact Gordon Neal, VP Corp. Development
Website: Phone: Toll free:	www.magsilver.com  (604) 630-1399  (866) 630-1399	Email: Fax:	info@magsilver.com  (604) 484-4710

Neither the Toronto Stock Exchange nor the American Stock Exchange has reviewed or accepted responsibility for the accuracy or adequacy of this news release, which has been prepared by management.

This release includes certain statements that may be deemed to be “forward-looking statements” within the meaning of the US Private Securities Litigation Reform Act of 1995. All statements in this release, other than statements of historical facts that address future mineral production, reserve potential, exploration drilling, exploitation activities and events or developments that MAG expects, are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Although MAG believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements.Factors that could cause actual results to differ materially from those in forward-looking statements include changes in commodities prices, changes in mineral production performance, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions. 

Please Note: Investors are urged to consider closely the disclosures in MAG's annual and quarterly reports and other public filings, accessible through the Internet at www.sedar.comandwww.sec.gov/edgar/searchedgar/companysearch.html .

EX-99.2

Form 51-102F3

Material Change Report

Item 1                                 Name and Address of Company

MAG SILVER CORP. (the “Issuer”)

328 – 550 Burrard Street

Vancouver BC, V6C 2B5

Telephone:  (604) 630-1399  Facsimile:  (604) 484-4710

Item 2                                 Date of Material Change

January 21, 2008

Item 3                                 News Release

The Issuer issued a news release at Vancouver, British Columbia on 21 January 2008 through Marketwire.

Item 4                                 Summary of Material Change

MAG ANNOUNCES APPROVAL OF SHAREHOLDER RIGHTS PLAN

Vancouver, B.C…MAG Silver Corp. (TSX:MAG; AMEX:MVG) ("MAG" or "the Company") is pleased to announce that its shareholder rights plan, which was adopted by its directors and announced on August 3, 2007, has been approved by its shareholders at the special meeting held on January 18, 2008.

Item 5.1                       Full Description of Material Change

Please see the Issuer’s news release dated 21 January 2008 (NR#08-01) for a full description of the material change.

Item 5.2                       Disclosure for Restructuring Transactions

Not applicable.

Item 6                                 Reliance on subsection 7.1(2) or (3) of National Instrument 51-102

Not applicable.

Item 7                                 Omitted Information

Not applicable.

Item 8                                 Executive Officer

For further information, contact Dan MacInnis, President and CEO of the Issuer, at (604) 630-1399.

Item 9                                 Date of Report

Dated 21 January 2008