SEC Comment Letter for MAGNA INTERNATIONAL (MGA) — Dec 8, 2011

MAGNA INTERNATIONAL INC
Date: Dec. 8, 2011 · CIK: 0000749098 · Accession: 0000000000-11-070695

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File numbers found in text: 001-11444

Date

December 8, 2011

Author

Branch Chief

Form

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Company

MAGNA INTERNATIONAL INC

Letter

December 8, 2011 Via E-mail

Bassem A. Shakeel Vice President Magna International Inc. 337 Magna Drive Aurora, Canada L4G 7K1 Re: Magna International Inc. Form 40-F for Fiscal Year Ended December 31, 2010 Filed on March 31, 2011 Form 6-K Filed on August 5, 2011 File No. 001-11444 Dear Mr. Shakeel:

We have completed our review of your filing. We remind you that our comments or changes to disclosure in response to our comments do not foreclose the Commission from taking any action with respect to the company or the filing and the company may not assert staff comments as a defense in any proceed ing initiated by the Commission or any person under the federal securities laws of the Un ited States. We urge all persons who are responsible for the accuracy and adequacy of the di sclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable rules require.

Sincerely,
/s/ Lyn Shenk Lyn Shenk
Branch Chief

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December 8, 2011
 Via E-mail

Bassem A. Shakeel Vice President Magna International Inc. 337 Magna Drive Aurora, Canada L4G 7K1
Re: Magna International Inc.
 Form 40-F for Fiscal Year Ended December 31, 2010             Filed on March 31, 2011
            Form 6-K              Filed on August 5, 2011                       File No. 001-11444
Dear Mr. Shakeel:

                We have completed our review of your filing.  We remind you that our comments or changes to disclosure in response to our  comments do not foreclose the Commission from
taking any action with respect to the company or the filing and the company may not assert
staff comments as a defense in any proceed ing initiated by the Commission or any person
under the federal securities laws of the Un ited States.  We urge all persons who are
responsible for the accuracy and adequacy of the di sclosure in the filing to  be certain that the
filing includes the information the Securities Exchange Act of  1934 and all applicable rules
require.

 Sincerely,
   /s/ Lyn Shenk    Lyn Shenk
Branch Chief

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