<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>form51102f3.txt
<DESCRIPTION>FORM 51-102F3 MATERIAL CHANGE REPORT
<TEXT>
                                                          EXHIBIT 99.2
                           FORM 51-102F3
                      MATERIAL CHANGE REPORT




1.     Name and Address of Company

The reporting issuer is Magna International Inc. (the "Corporation" or
"Magna"), a corporation existing under the laws of the Province of
Ontario and having its registered office at 337 Magna Drive, Aurora,
Ontario, Canada L4G 7K1.

2.     Date of Material Change

The material change occurred at 12:01 a.m. on March 6, 2005.

3.     Press Release

On Monday, March 7, 2005 at approximately 7:01 a.m. (Toronto time), a
press release describing the material change was issued by the
Corporation and delivered to the Ontario Securities Commission and the
other Canadian securities regulatory authorities, to the TSX, to the
NYSE and to Canada News Wire for publication and dissemination through
its North American Disclosure and European Financial Capitals Plus
networks. A copy of the press release is attached.

4.     Summary of Material Change

On March 7, 2005, the Corporation and Decoma International Inc.
("Decoma") jointly announced that Magna's privatization of Decoma by
way of a plan of arrangement under Ontario law, which received
shareholder approval on February 28, 2005 and final court approval on
March 2, 2005, became effective at 12:01 a.m. on March 6, 2005. As a
result, Decoma has amalgamated with Magna pursuant to the plan of
arrangement. In consideration for Magna's acquisition of all of the
issued and outstanding Class A Subordinate Voting Shares of Decoma not
already owned by it, Magna will issue 2,854,400 Class A Subordinate
Voting Shares in exchange for Decoma Class A Subordinate Voting Shares
and pay approximately Cdn.$37,175,800 to Decoma shareholders who made
cash elections and for fractional shares.

5.     Full Description of Material Change

On October 25, 2004, the Corporation issued a press release announcing
that it had made separate proposals on October 22, 2004 to the
respective boards of directors of its three public subsidiaries, Intier
Automotive Inc., Tesma International Inc. ("Tesma") and Decoma, in each
case to acquire all the outstanding Class A Subordinate Voting Shares
of each subsidiary not owned by Magna. Each proposal, which would be
implemented by way of a court-approved plan of arrangement under
Ontario law, was independent and not conditional on completion of the
other transactions. A Material Change Report in respect of this
announcement was filed on October 29, 2004 and a Material Change Report
in respect of the completion of the Tesma privatization was filed on
February 7, 2005.

On February 28, 2005, Decoma's shareholders approved the Decoma plan of
arrangement by over 99% of the votes cast by holders of Decoma Class A
Subordinate Voting Shares, voting separately as a class. The
arrangement was also approved by over 95% of the votes cast by the
"minority" holders of Decoma Class A Subordinate Voting Shares. Votes
cast by Magna, and parties related to Magna, were excluded for the
purposes of the "majority of the minority" approval requirement. A
press release describing this development was issued jointly by Magna
and Decoma on February 28, 2005.

- 2 -


On March 2, 2005, the Ontario Superior Court of Justice gave final
approval to the arrangement and, following receipt of the court's
approval, articles of arrangement, which give effect to the Decoma
arrangement, were filed on March 3, 2005 by Magna and Decoma with the
applicable governmental authorities.

Magna's privatization of Decoma became effective at 12:01 a.m. on March
6, 2005. As a result, Decoma amalgamated with Magna. In consideration
for Magna's acquisition of all of the issued and outstanding Class A
Subordinate Voting Shares of Decoma not already owned by it, Magna will
issue 2,854,400 Class A Subordinate Voting Shares in exchange for
Decoma Class A Subordinate Voting Shares and pay approximately
Cdn.$37,175,800 to Decoma shareholders who made cash elections and for
fractional shares. For purposes of the cash elections, the volume-
weighted average trading price of Magna's Class A Subordinate Voting
Shares on the TSX over the five trading days ended March 4, 2005 was
Cdn.$88.2856 per share, resulting in a payment of Cdn.$12.8279 per
share for Decoma shareholders who made cash elections. Otherwise,
Decoma shareholders received 0.1453 of a Magna Class A Subordinate
Voting Share for each Decoma Class A Subordinate Voting Share under the
arrangement. The Corporation issued a press release on March 7, 2005
confirming this material change.

6.     Reliance on Section 7.1(2) or (3) of NI 51-102

This report is not being filed on a confidential basis.

7.     Omitted Information

Not applicable.

8.     Executive Officer

For further information, please contact J. Brian Colburn, Executive
Vice-President, Special Projects and Secretary of the Corporation at
905-726-7022.


DATED at Aurora, Ontario the 7th day of March, 2005.

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