Madison Funds N-CSRS Certified semi-annual shareholder report (management investment company)

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-CSRS

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-08261

Madison Funds
(Exact name of registrant as specified in charter)

550 Science Drive, Madison, WI 53711
(Address of principal executive offices)(Zip code)

Lisa R Lange
Chief Legal Officer and Chief Compliance Offcier
550 Science Drive
Madison, WI 53711
(Name and address of agent for service)

Registrant’s telephone number, including area code:   608-274-0300

Date of fiscal year end:  October 31

Date of reporting period:  April 30, 2015

Form N-CSRS is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSRS in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSRS, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSRS unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. s 3507.

Semi-annual Report (unaudited)
April 30, 2015

Madison Conservative Allocation Fund
Madison Moderate Allocation Fund
Madison Aggressive Allocation

Madison Cash Reserves Fund

Madison Tax-Free Virginia Fund
Madison Tax-Free National Fund

Madison Government Bond Fund
Madison High Quality Bond Fund
Madison Core Bond Fund
Madison Corporate Bond Fund
Madison High Income Fund

Madison Diversified Income Fund
Madison Covered Call & Equity Income Fund
Madison Dividend Income Fund
Madison Large Cap Value Fund
Madison Investors Fund
Madison Large Cap Growth Fund
Madison Mid Cap Fund
Madison Small Cap Fund
Madison NorthRoad International Fund
Madison International Stock Fund
Madison Hansberger International Growth Fund
Madison Target Retirement 2020 Fund
Madison Target Retirement 2030 Fund
Madison Target Retirement 2040 Fund
Madison Target Retirement 2050 Fund

To Our Shareholders:

Thank you for being a valued shareholder of Madison Funds. We are pleased to present this semi-annual report for the six month period ended April 30, 2015. This report includes information about your Funds, including performance data and a complete list of investments as of the close of the reporting period.

Timely Information

One thing is undeniable about semi-annual reports: the information is dated when you receive it. The semi-annual and annual reports are regulatory documents to help you, the shareholder, better understand the Funds. These reports contain useful information, but the performance data and Fund performance discussions have aged by the time you receive this report. We believe it is important to find a better way to provide more timely and useful information to you.

With that in mind, beginning with this semi-annual report we reference the madisonfunds.com website in the Performance Discussion for each Fund. Our website is the best way for you to receive the most up-to-date performance information and newly-added quarterly portfolio manager commentaries. These commentaries give you the opportunity to hear directly from the portfolio managers and provide greater insight into the investment process, strategy, and decisions that impact your Fund. We hope you find this information easily accessible, informative and timely.

Economic Overview & Outlook

The six month period ended April 30, 2015 saw a continuation of the stock market rally that commenced in the spring of 2009. Equities enjoyed solid gains with the S&P 500 and Russell 1000^® indexes moving up 4.40% and 4.75%, respectively. Even foreign markets, which had been struggling, saw an upswing of 6.81% for the period according to the broad international index, MSCI EAFE. Bond portfolios also posted positive results as interest rates fell and risk premiums declined slightly. The Barclays U.S. Intermediate Government/Credit Bond Index gained 1.6% and the Barclays U.S. Aggregate Bond Index was up 2.06% for the period.

During the period, U.S. economic data was modestly positive with improving labor conditions, increasing consumer and business confidence and subdued inflation. On the global front, economic data continued to be mixed with little-to-no growth in Europe and slowing growth in the emerging economies. Divergent central bank policies, volatile energy prices and a strengthening U.S. dollar also captured investor’s attention during the six month period.

As we navigate these shifting economic conditions we believe a long-term investment approach is in the best interest of our shareholders. The common thread throughout our fund family is high-conviction, high active-share portfolio management. Our goal is to provide superior long-term returns while managing risk and minimizing capital loss. This has been our firm’s hallmark since its inception in 1974.

We greatly value the confidence you place in us.

Not Part of the Semi-annual Report

Madison Funds | April 30, 2015

Table of Contents 

	Page
Review of Period	2
Madison Conservative Allocation Fund	2
Madison Moderate Allocation Fund	2
Madison Aggressive Allocation Fund	3
Madison Cash Reserves Fund	3
Madison Tax-Free Virginia Fund	3
Madison Tax-Free National Fund	4
Madison Government Bond Fund	4
Madison High Quality Bond Fund	4
Madison Core Bond Fund	5
Madison Corporate Bond Fund	5
Madison High Income Fund	5
Madison Diversified Income Fund	6
Madison Covered Call & Equity Income Fund	6
Madison Dividend Income Fund	7
Madison Large Cap Value Fund	7
Madison Investors Fund	7
Madison Large Cap Growth Fund	8
Madison Mid Cap Fund	8
Madison Small Cap Fund	9
Madison NorthRoad International Fund	9
Madison International Stock Fund	9
Madison Hansberger International Growth Fund	10
Madison Target Retirement Date Funds	10
Madison Target Retirement 2020 Fund	10
Madison Target Retirement 2030 Fund	10
Madison Target Retirement 2040 Fund	11
Madison Target Retirement 2050 Fund	11
Notes to Review of Period	12
Portfolios of Investments
Madison Conservative Allocation Fund	14
Madison Moderate Allocation Fund	14
Madison Aggressive Allocation Fund	14

Madison Cash Reserves Fund	15
Madison Tax-Free Virginia Fund	15
Madison Tax-Free National Fund	16
Madison Government Bond Fund	18
Madison High Quality Bond Fund	18
Madison Core Bond Fund	19
Madison Corporate Bond Fund	21
Madison High Income Fund	22
Madison Diversified Income Fund	23
Madison Covered Call & Equity Income Fund	25
Madison Dividend Income Fund	27
Madison Large Cap Value Fund	27
Madison Investors Fund	28
Madison Large Cap Growth Fund	28
Madison Mid Cap Fund	29
Madison Small Cap Fund	29
Madison NorthRoad International Fund	30
Madison International Stock Fund	31
Madison Hansberger International Growth Fund	32
Madison Target Retirement 2020 Fund	33
Madison Target Retirement 2030 Fund	33
Madison Target Retirement 2040 Fund	33
Madison Target Retirement 2050 Fund	34
Financial Statements
Statements of Assets and Liabilities	35
Statements of Operations	38
Statements of Changes in Net Assets	41
Financial Highlights	48
Notes to Financial Statements	64
Other Information	74
Privacy Policy	77

*Although each Fund’s name begins with the word “Madison,” the word “Madison” may be omitted in this report for simplicity when referring to any particular Fund, group of Funds or list of Funds.

Nondeposit investment products are not federally insured, involve investment risk, may lose value and are not obligations of or guaranteed by any financial institution. 

For more complete information about Madison Funds, including charges and expenses, request a prospectus from your financial advisor or from Madison Funds, P.O. Box 8390, Boston, MA 02266-8390. Consider the investment objectives, risks, and charges and expenses of any fund carefully before investing.

The prospectus contains this and other information about the investment company.

For more current performance information, please call 1-800-877-6089 or visit our website at www.madisonfunds.com. Current performance may be lower or higher than the performance data quoted within. Past performance does not guarantee future results.

Nothing in this report represents a recommendation of a security by the investment adviser. Portfolio holdings may have changed since the date of this report.

1

Madison Funds | April 30, 2015

Review of Period (unaudited)

ALLOCATION FUNDS SUMMARY

The Madison Conservative Allocation, Moderate Allocation and Aggressive Allocation Funds (the “Funds”) invest primarily in shares of registered investment companies (the “Underlying Funds”). The Funds will be diversified among a number of asset classes and their allocation among Underlying Funds will be based on an asset allocation model developed by Madison Asset Management, LLC (“Madison”), the Funds’ investment adviser. The team may use multiple analytical approaches to determine the appropriate asset allocation, including:

• Asset allocation optimization analysis – considers the degree to which returns in different asset classes do or do not move together, and the Funds’ aim to achieve a favorable overall risk profile for any targeted portfolio return.

• Scenario analysis– historical and expected return data is analyzed to model how individual asset classes and combinations of asset classes would affect the Funds under different economic and market conditions.

• Fundamental analysis – draws upon Madison’s investment teams to judge each asset class against current and forecasted market conditions. Economic, industry and security analysis is used to develop return and risk expectations that may influence asset class selection. In addition, Madison has a flexible mandate which permits the Funds, at the sole discretion of Madison, to materially reduce equity risk exposures when and if conditions are deemed to warrant such an action.

MADISON CONSERVATIVE ALLOCATION FUND 

INVESTMENT STRATEGY HIGHLIGHTS 

Under normal circumstances, the Madison Conservative Allocation Fund’s total net assets will be allocated among various asset classes and Underlying Funds, including those whose shares trade on a stock exchange (exchange traded funds or “ETFs”), with target allocations over time of approximately 35% equity investments and 65% fixed income investments. Underlying Funds in which the Fund invests may include funds advised by Madison and/or its affiliates, including other Madison Funds (the “Affiliated Underlying Funds”). Generally, Madison will not invest more than 75% of the Fund’s net assets, at the time of purchase, in Affiliated Underlying Funds. Although actual allocations may vary, the Fund’s asset allocation among asset classes and Underlying Funds is expected to be approximately:

• 0-20% money market funds;

• 20-80% debt securities (e.g., bond funds and convertible bond funds);

• 0-20% below-investment grade (“junk”) debt securities (e.g., high income funds);

• 10-50% equity securities (e.g., U.S. stock funds);

• 0-40% foreign securities (e.g., international stock and bond funds, including emerging market securities); and

• 0-20% alternative asset classes (e.g., real estate investment trust funds, natural resources funds, precious metal funds and long/short funds).

PERFORMANCE DISCUSSION 

The Madison Conservative Allocation Fund (Class A at NAV) returned 2.85% for the period, underperforming the Conservative Allocation Fund Custom Index return of 3.14%. The Fund outperformed its peers as measured by the Morningstar Conservative Allocation Category, which advanced 1.73%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Bond Funds	59.9%
Stock Funds	28.5%
Foreign Stock Funds	8.4%
Money Market Funds and Other Net Assets	3.2%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Madison Core Bond Fund Class Y	20.5%
Metropolitan West Total Return Bond Fund Class I	19.6%
Schwab Fundamental U.S. Large Company Index Fund Institutional Shares	7.0%
iShares Russell Mid-Cap ETF	6.7%
Madison Corporate Bond Fund Class Y	6.6%
Madison Large Cap Growth Fund Class Y	6.0%
Madison Large Cap Value Fund Class Y	5.7%
iShares 7-10 Year Treasury Bond ETF	5.3%
SPDR Barclays Short-Term High Yield Bond ETF	3.5%
iShares 1-3 Year Treasury Bond ETF	3.0%

MADISON MODERATE ALLOCATION FUND 

INVESTMENT STRATEGY HIGHLIGHTS 

Under normal circumstances, the Madison Moderate Allocation Fund’s total net assets will be allocated among various asset classes and Underlying Funds, including those whose shares trade on a stock exchange (exchange traded funds or “ETFs”), with target allocations over time of approximately 60% equity investments and 40% fixed income investments. Underlying Funds in which the Fund invests may include Affiliated Underlying Funds. Generally, Madison will not invest more than 75% of the Fund’s net assets, at the time of purchase, in Affiliated Underlying Funds. Although actual allocations may vary, the Fund’s asset allocation among asset classes and Underlying Funds is expected to be approximately:

• 0-15% money market funds;

• 10-60% debt securities (e.g., bond funds and convertible bond funds);

• 0-20% below-investment grade (“junk”) debt securities (e.g., high income funds);

• 20-80% equity securities (e.g., U.S. stock funds);

• 0-50% foreign secur0ities (e.g., international stock and bond funds, including emerging market securities); and

• 0-20% alternative asset classes (e.g., real estate investment trust funds, natural resources funds, precious metal funds and long/short funds).

PERFORMANCE DISCUSSION 

The Madison Moderate Allocation Fund (Class A at NAV) returned 3.53% for the period, while its blended benchmark, the Moderate Allocation Fund Custom Index, returned 3.86%. The Fund outperformed its Morningstar peer group as the Moderate Allocation Category returned an average of 3.02%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Stock Funds	46.8%
Bond Funds	37.1%
Foreign Stock Funds	14.6%
Money Market Funds and Other Net Assets	1.5%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Madison Core Bond Fund Class Y	14.0%
Metropolitan West Total Return Bond Fund Class I	12.5%
Madison Large Cap Value Fund Class Y	11.8%
Madison Large Cap Growth Fund Class Y	11.5%
Schwab Fundamental U.S. Large Company Index Fund Institutional Shares	9.5%
iShares Core S&P Mid-Cap ETF	8.7%
Vanguard FTSE All-World ex-U.S. ETF	5.0%
iShares 7-10 Year Treasury Bond ETF	3.8%
WisdomTree Europe Hedged Equity Fund	3.6%
SPDR Barclays Short-Term High Yield Bond ETF	3.0%

2

Madison Funds | Review of Period (unaudited) - continued | April 30, 2015

MADISON AGGRESSIVE ALLOCATION FUND 

INVESTMENT STRATEGY HIGHLIGHTS 

Under normal circumstances, the Aggressive Allocation Fund’s total net assets will be allocated among various asset classes and Underlying Funds, including those whose shares trade on a stock exchange (exchange traded funds or “ETFs”), with target allocations over time of approximately 85% equity investments and 15% fixed income investments. Underlying Funds in which the Fund invests may include Affiliated Underlying Funds. Generally, Madison will not invest more than 75% of Fund’s net assets, at the time of purchase, in Affiliated Underlying Funds. Although actual allocations may vary, the Fund’s asset allocation among asset classes and Underlying Funds is expected to be approximately:

• 0-10% money market funds;

• 0-30% debt securities, all of which could be in below investment grade (“junk”) debt securities (e.g., bond funds, convertible bond funds and high income funds);

• 30-90% equity securities (e.g., U.S. stock funds);

• 0-60% foreign securities (e.g., international stock and bond funds, including emerging market securities); and

• 0-20% alternative asset classes (e.g., real estate investment trust funds, natural resources funds, precious metal funds and long/short funds).

PERFORMANCE DISCUSSION 

The Madison Aggressive Allocation Fund (Class A at NAV) returned 4.14% for the period, trailing its blended benchmark, the Aggressive Allocation Fund Custom Index, which returned 4.41%. The Fund outperformed its Morningstar Aggressive Allocation Category peer group, which averaged a 3.68% return. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Stock Funds	61.2%
Foreign Stock Funds	20.7%
Bond Funds	17.0%
Money Market Funds and Other Net Assets	1.1%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Madison Large Cap Value Fund Class Y	15.0%
Madison Large Cap Growth Fund Class Y	14.5%
iShares Core S&P Mid-Cap ETF	11.5%
Schwab Fundamental U.S. Large Company Index Fund Institutional Shares	11.1%
Vanguard FTSE All-World ex-U.S. ETF	8.2%
Madison Core Bond Fund Class Y	7.5%
Metropolitan West Total Return Bond Fund Class I	6.3%
WisdomTree Europe Hedged Equity Fund	4.9%
Madison North Road International Fund Class Y	3.5%
WisdomTree Japan Hedged Equity Fund ETF	2.8%

MADISON CASH RESERVES FUND 

INVESTMENT STRATEGY HIGHLIGHTS 

The Madison Cash Reserves Fund invests exclusively in U.S. dollar-denominated money market securities maturing in thirteen months or less from the date of purchase. These securities will be obligations of the U.S. Government and its agencies and instrumentalities, but may also include securities issued by U.S. and foreign financial institutions , corporations, municipalities, foreign governments, and multi-national organizations, such as the World Bank.

The Fund may invest in mortgage-backed and asset-backed securities, including those representing pools of mortgage, commercial, or consumer loans originated by financial institutions.

PERFORMANCE DISCUSSION 

With the Federal Reserve continuing to pin short-term rates at near zero, management maintained its fee waivers to preserve investment capital. However, no dividends were produced over the course of this six-month period.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Freddie Mac	29.0%
Fannie Mae	29.0%
Federal Home Loan Bank	22.7%
U.S. Treasury Notes	11.5%
Federal Farm Credit Bank	4.1%
Cash and Other Net Assets	3.7%

MADISON TAX-FREE VIRGINIA FUND 

INVESTMENT STRATEGY HIGHLIGHTS 

The Madison Tax-Free Virginia Fund seeks to achieve its investment objective by investing at least 80% of its net assets in municipal bonds that are exempt from federal and state income tax for residents of Virginia. These securities may be issued by state governments, their political subdivisions (for example, cities and counties) and public authorities (for example, school districts and housing authorities). The Fund may also invest in bonds that, under federal law, are exempt from federal and state income taxation, such as bonds issued by the District of Columbia, Puerto Rico, the Virgin Islands and Guam. The Fund invests in intermediate and long-term bonds having average, aggregate maturities (at the portfolio level) of 7 to 15 years.

PERFORMANCE DISCUSSION 

The Tax-Free Virginia Fund (Class Y) had a total return of 1.05% for the period. The Barclays Municipal Index was up 1.17%, while the Fund’s Morningstar peer group, the Municipal Single State Long Category advanced 1.20%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Airport	0.6%
Development	7.3%
Education	13.6%
Facilities	7.6%
General	9.6%
General Obligation	20.5%
Medical	8.2%
Multifamily Housing	9.3%
Power	4.3%
Transportation	5.4%
Utilities	1.5%
Water	11.2%
Net Other Assets and Liabilities	0.9%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Northern Virginia Transportation Authority, 5.000%, 6/1/30	4.1%
Newport News Economic Development Authority, 5.000%, 7/1/25	3.5%
Fairfax County Redevelopment & Housing Authority, 4.750%, 10/1/36	3.4%
City of Portsmouth VA, 5.000%, 2/1/31	3.2%
Prince William County Industrial Development Authority, 5.250%, 2/1/18	3.2%
Suffolk Redevelopment & Housing Authority, 5.600%, 2/1/33	3.2%
Chesterfield County Economic Development Authority, 5.000%, 5/1/23	2.8%
Virginia Commonwealth Transportation Board, 5.000%, 3/15/25	2.8%
City of Virginia Beach VA, 4.000%, 8/1/22	2.8%
Commonwealth of Virginia, 5.000%, 6/1/23	2.7%

    3

Madison Funds | Review of Period (unaudited) - continued | April 30, 2015

MADISON TAX-FREE NATIONAL FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Tax-Free National Fund seeks to achieve its investment objective by investing at least 80% of its net assets in municipal bonds that are exempt from federal income taxes. These securities may be issued by state governments, their political subdivisions (for example, cities and counties) and public authorities (for example, school districts and housing authorities). The Fund may also invest in bonds that, under federal law, are exempt from federal and state income taxation, such as bonds issued by the District of Columbia, Puerto Rico, the Virgin Islands and Guam. The Fund invests in intermediate and long-term bonds having average, aggregate maturities (at the portfolio level) of seven to 15 years. The primary difference between this Fund and the Madison Tax-Free Virginia Fund is that the Madison Tax-Free Virginia Fund will invest in bonds that are exempt from federal and state income tax for residents of Virginia, while this Fund will invest in bonds that are exempt from federal income tax.

PERFORMANCE DISCUSSION

The Tax-Free National Fund (Class Y) had a total return of 1.12% for the period. The Barclays Municipal Index was up 1.17%, while the Fund’s Morningstar peer group, the Municipal National Long Category advanced 1.25%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

STATE ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Alabama	2.4	%	New Jersey	3.9	%
Arkansas	0.7	%	New Mexico	1.7	%
Colorado	1.7	%	New York	3.1	%
Delaware	1.5	%	North Carolina	5.2	%
Florida	16.6	%	Ohio	2.1	%
Georgia	4.1	%	Pennsylvania	1.3	%
Illinois	0.8	%	South Carolina	8.7	%
Indiana	3.6	%	Tennessee	1.7	%
Iowa	2.8	%	Texas	8.9	%
Kansas	2.5	%	Virginia	5.5	%
Maryland	5.9	%	Washington	2.9	%
Massachusetts	1.7	%	Wisconsin	0.8	%
Michigan	3.4	%	Net Other Assets and Liabilities	1.9	%
Missouri	4.6	%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Anderson County School District No. 1, General Obligation, 5.000%, 3/1/25	3.2	%
Peace River/Manasota Regional Water Supply Authority, 5.000%, 10/1/23	2.7	%
City of Rockville MD, General Obligation, 5.000%, 6/1/24	2.7	%
City of Port St. Lucie FL Utility System Revenue, 5.000%, 9/1/27	2.5	%
Montgomery County Revenue Authority, 5.000%, 5/1/31	2.5	%
Kansas Development Finance Authority, 4.000%, 6/1/27	2.5	%
Orlando Utilities Commission, 5.000%, 10/1/22	2.3	%
County of Miami-Dade FL, 5.000%, 3/1/25	2.2	%
Town of Cary NC Combined Utility Systems Revenue, 5.000%, 12/1/23	2.2	%
Newport News Economic Development Authority, 5.000%, 7/1/25	2.1	%

MADISON GOVERNMENT BOND FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Government Bond Fund seeks to achieve its investment objective through investments in bonds and other debt securities. Under normal market conditions, the Fund will invest at least 80% of its net assets in investment grade U.S. Government bonds. U.S. Government bonds and other debt securities include a variety of securities issued or guaranteed by the U.S. Treasury and various agencies of the federal government, as well as securities issued by various instrumentalities that were established or sponsored by the U.S. Government and certain interests in these types of securities (e.g., mortgage-backed securities). The Fund emphasizes the safety of principal and interest for its portfolio investments. The maturities of each investment may range from long-term (30 years or more) to short-term (less than 10 years).

PERFORMANCE DISCUSSION

The Madison Government Fund (Class Y) returned 0.64% for the period, while its benchmark, the Barclays U.S. Intermediate Government Bond Index gained 1.41%. The Fund outperformed its peer group, the Morningstar Short Government Bond Category, which averaged a 0.57% gain. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
U.S. Government and Agency Obligations	80.7	%
Mortgage Backed Securities	18.1	%
Short-Term Investments and Other Net Assets and Liabilities	1.2	%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Fannie Mae, 1.250%, 1/30/17	10.5	%
Freddie Mac, 2.500%, 5/27/16	9.3	%
Freddie Mac, 1.250%, 5/12/17	7.9	%
Federal Home Loan Bank, 3.375%, 6/12/20	7.5	%
Fannie Mae, 2.375%, 4/11/16	6.6	%
Fannie Mae, 1.625%, 10/26/15	5.2	%
Fannie Mae, 2.375%, 7/28/15	5.2	%
Fannie Mae, 4.000%, 12/1/34	4.5	%
U.S. Treasury Note, 3.750%, 11/15/18	4.3	%
Fannie Mae, 0.500%, 3/30/16	3.9	%

MADISON HIGH QUALITY BOND FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison High Quality Bond Fund seeks to achieve its investment objectives through diversified investments in a broad range of corporate debt securities, obligations of the U.S. Government and its agencies, and money market instruments. In seeking to achieve the Fund’s goals, the Fund’s management will (1) shorten or lengthen the dollar weighted average maturity of the Fund based on its anticipation of the movement of interest rates (the dollar weighted average maturity is expected to be ten years or less), and (2) monitor the yields of the various bonds that satisfy the Fund’s investment guidelines to determine the best combination of yield, credit risk and diversification for the Fund. Under normal market conditions, the Fund will invest at least 80% of its net assets in higher quality bond issues and, therefore, intends to maintain an overall portfolio quality rating of A by Standard & Poor’s and/or A2 by Moody’s or equivalent.

PERFORMANCE DISCUSSION

The Madison High Quality Bond Fund (Class Y) returned 0.87% for the period, trailing the Fund’s benchmark, the Barclays U.S. Intermediate Government Credit A+ Index which advanced 1.55%. The Morningstar Short-Term Bond peer group gained 0.66% for the period. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www. madisonfunds.com/individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Consumer Discretionary	6.0	%
Consumer Staples	3.6	%
Energy	1.4	%
Fannie Mae	13.9	%
Financials	10.8	%
Freddie Mac	5.4	%
Health Care	4.0	%
Industrials	1.5	%
Information Technology	8.3	%
U.S. Treasury Notes	35.2	%
Short-Term Investments and Other Net Assets and Liabilities	9.9	%

4

Madison Funds | Review of Period (unaudited) - continued | April 30, 2015

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
U.S. Treasury Note, 1.250%, 1/31/19	4.6	%
Freddie Mac, 2.500%, 5/27/16	4.5	%
Fannie Mae, 1.250%, 1/30/17	4.2	%
Fannie Mae, 1.375%, 11/15/16	4.0	%
U.S. Treasury Note, 3.000%, 2/28/17	3.7	%
Fannie Mae, 1.250%, 9/28/16	3.5	%
U.S. Treasury Note, 1.000%, 8/31/16	3.5	%
U.S. Treasury Note, 0.875%, 1/31/17	3.5	%
U.S. Treasury Note, 0.375%, 3/31/16	3.5	%
U.S. Treasury Note, 3.875%, 5/15/18	3.3	%

MADISON CORE BOND FUND

INVESTMENT STRATEGY HIGHLIGHTS

Under normal market conditions, the Madison Core Bond Fund invests at least 80% of its net assets in bonds. To keep current income relatively stable and to limit share price volatility, the Fund emphasizes investment grade securities and maintains an intermediate (typically 3-7 year) average portfolio duration, with the goal of being between 85-115% of the market benchmark duration. The Fund strives to add incremental return in the portfolio by making strategic decisions related to credit risk, sector exposure and yield curve positioning. The Fund may invest in corporate debt securities, U.S. Government debt securities, foreign government debt securities, non-rated debt securities, and asset-backed, mortgage-backed and commercial mortgage-backed securities.

PERFORMANCE DISCUSSION

The Madison Core Bond Fund (Class A at NAV) returned 1.67% for the period, trailing the Fund’s benchmark, the Barclays U.S. Aggregate Bond Index, which advanced 2.06%, and the Bank of America Merrill Lynch U.S. Corporate Government and Mortgage Index, which advanced 2.14%. The Morningstar Intermediate-Term Bond peer group gained 1.70% for the period. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
U.S. Government and Agency Obligations	30.5	%
Corporate Notes and Bonds	26.9	%
Mortgage Backed Securities	23.2	%
Municipal Bonds	12.6	%
Asset Backed Securities	3.9	%
Commercial Mortgage Backed Securities	1.7	%
Short-Term Investments and Other Net Assets and Liabilities	1.2	%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
U.S. Treasury Bond, 4.500%, 5/15/38	2.8	%
U.S. Treasury Note, 2.750%, 11/30/16	2.3	%
Freddie Mac REMICS, 3.000%, 12/15/26	2.1	%
U.S. Treasury Note, 3.125%, 5/15/21	1.8	%
U.S. Treasury Note, 3.125%, 1/31/17	1.8	%
U.S. Treasury Note, 2.125%, 8/15/21	1.6	%
U.S. Treasury Note, 0.750%, 3/15/17	1.6	%
U.S. Treasury Note, 2.750%, 2/28/18	1.4	%
U.S. Treasury Note, 2.625%, 1/31/18	1.4	%
U.S. Treasury Note, 1.875%, 10/31/17	1.4	%

MADISON CORPORATE BOND FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Corporate Bond Fund seeks to achieve its investment objective through diversified investment in a broad range of corporate debt securities. Under normal market conditions, the Fund will invest at least 80% of its net assets in income-producing corporate bonds, and at least 80% of its assets in investment grade bonds. Up to 20% of the Fund’s assets may be invested in non-investment grade fixed-income securities commonly referred to as “high yield” or “junk” bonds. The Fund expects to maintain an average overall portfolio quality of A- or better, an overall portfolio dollar weighted average maturity of 15 years or less, and an overall portfolio duration within 25% of the Barclays U.S. Credit Bond Index benchmark (with the flexibility to occasionally vary from the benchmark by up to 50% when the investment adviser believes interest rates are likely to materially change).

PERFORMANCE DISCUSSION

The Madison Corporate Bond Fund (Class Y) gained 2.23% for the period, while its benchmark, the Barclays U.S. Credit Bond Index gained 2.26%. The Fund outperformed its peer group, the Morningstar Corporate Bond category, which averaged a 2.00% gain. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www. madisonfunds.com/individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Consumer Discretionary	11.9	%
Consumer Staples	7.2	%
Energy	12.0	%
Financials†	33.9	%
Health Care	6.7	%
Industrials	5.3	%
Information Technology	6.1	%
Materials	3.2	%
Telecommunication Services	2.9	%
Utilities	0.9	%
Municipal Bonds	7.9	%
Short-Term Investments and Other Net Assets and Liabilities	2.0	%

†Financials includes securities in the following industries: Banks; Diversified Financial Services; Insurance; Iron/Steel; Machinery-Construction & Mining; Machinery-Diversified, and Real Estate.

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
General Electric Capital Corp., 6.750%, 3/15/32	2.2	%
Wells Fargo & Co., 5.625%, 12/11/17	1.7	%
Berkshire Hathaway Finance Corp., 5.400%, 5/15/18	1.7	%
Marathon Oil Corp., 6.000%, 10/1/17	1.6	%
Simon Property Group L.P., 4.125%, 12/1/21	1.6	%
Valero Energy Corp., 6.625%, 6/15/37	1.6	%
US Bancorp, 2.200%, 11/15/16	1.5	%
Comcast Corp., 6.450%, 3/15/37	1.5	%
Oracle Corp., 5.750%, 4/15/18	1.2	%
American Express Co., 6.150%, 8/28/17	1.2	%

MADISON HIGH INCOME FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison High Income Fund invests primarily in lower-rated, higher-yielding income bearing securities, such as “junk” bonds. Because the performance of these securities has historically been strongly influenced by economic conditions, the Fund may rotate securities selection by business sector according to economic outlook. Under normal market conditions, the Fund invests at least 80% of its net assets in bonds rated lower than investment grade (BBB/Baa) and their unrated equivalents or other high-yielding securities.

PERFORMANCE DISCUSSION

The Madison High Income Fund (class A at NAV) returned 1.45% during the period, trailing the Bank of America Merrill Lynch U.S. High Yield Constrained Index’s 1.52% return. The Fund outperformed its Morningstar High Yield Bond category peer group, which returned 1.08%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www. madisonfunds.com/individual/research-and-newsletters.

5

Madison Funds | Review of Period (unaudited) - continued | April 30, 2015

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Consumer Discretionary	22.8	%
Consumer Staples	1.8	%
Energy	12.0	%
Financials	6.2	%
Health Care	9.4	%
Industrials	12.5	%
Information Technology	8.8	%
Materials	7.2	%
Telecommunication Services	5.5	%
Utilities	7.9	%
Short-Term Investments and Other Net Assets and Liabilities	5.9	%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Univision Communications Inc., 6.750%, 9/15/22	1.8	%
FTI Consulting Inc., 6.000%, 11/15/22	1.8	%
Endo Finance LLC & Endo Finco Inc., 7.000%, 12/15/20	1.8	%
Outfront Media Capital LLC / Outfront Media Capital Corp., 5.625%, 2/15/24	1.8	%
Southern Star Central Corp., 5.125%, 7/15/22	1.8	%
Belden Inc., 5.500%, 9/1/22	1.8	%
Dole Food Co. Inc., 7.250%, 5/1/19	1.8	%
Cumulus Media Holdings Inc., 7.750%, 5/1/19	1.7	%
AmeriGas Finance LLC / AmeriGas Finance Corp., 7.000%, 5/20/22	1.5	%
Sinclair Television Group Inc., 6.375%, 11/1/21	1.5	%

MADISON DIVERSIFIED INCOME FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Diversified Income Fund seeks income by investing in a broadly diversified array of securities including bonds, common stocks, real estate securities, foreign market bonds and stocks and money market instruments. Bonds, stock and cash components will vary, reflecting the portfolio managers’ judgments of the relative availability of attractively yielding and priced stocks and bonds. Generally, however, bonds may constitute up to 80% of the Fund’s assets, stocks may constitute up to 70% of the Fund’s assets, real estate securities may constitute up to 25% of the Fund’s assets, foreign stocks and bonds may constitute up to 25% of the Fund’s assets and money market instruments may constitute up to 25% of the Fund’s assets. The Fund intends to limit the investment in lower credit quality bonds to less than 50% of the Fund’s assets.

PERFORMANCE DISCUSSION

The Madison Diversified Income Fund (Class A at NAV) returned 1.49% for the period, trailing its blended index (50% Bank of America Merrill Lynch U.S. Corporate, Government and Mortgage Index and 50% S&P 500^®) which returned 3.37%. The Fund’s designated Morningstar peer group, the Moderate Allocation category, averaged a 3.02% return for the period. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Common Stocks	54.6	%
Corporate Notes and Bonds	15.1	%
U.S. Government and Agency Obligations	12.8	%
Mortgage Backed Securities	9.0	%
Short-Term Investments and Other Net Assets and Liabilities	5.1	%
Municipal Bonds	1.6	%
Asset Backed Securities	1.2	%
Commercial Mortgage-Backed Securities	0.6	%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Travelers Cos. Inc./The	2.1%
Pfizer Inc.	2.0%
Chevron Corp.	1.8%
McDonald’s Corp.	1.8%
Johnson & Johnson	1.8%
Verizon Communications Inc.	1.7%
Boeing Co./The	1.7%
Wells Fargo & Co.	1.7%
Accenture PLC, Class A	1.7%
Medtronic PLC	1.7%

MADISON COVERED CALL & EQUITY INCOME FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Covered Call & Equity Income Fund (formerly the Madison Equity Income Fund) invests, under normal market conditions, primarily in common stocks of large-and mid-capitalization companies that are, in the view of the Fund’s investment adviser, selling at a reasonable price in relation to their long-term earnings growth rates. The portfolio managers will allocate the Fund’s assets among stocks in sectors of the economy based upon their views on forward earnings growth rates, adjusted to reflect their views on economic and market conditions and sector risk factors.

The Fund will seek to generate current earnings from option premiums by writing (selling) covered call options on a substantial portion of its portfolio securities. The extent of option writing activity will depend upon market conditions and the portfolio managers’ ongoing assessment of the attractiveness of writing call options on the Fund’s stock holdings. In addition to providing income, covered call writing helps to reduce the volatility (and risk profile) of the Fund by providing downside protection.

PERFORMANCE DISCUSSION

The Madison Covered Call & Equity Income Fund (Class Y) returned 2.64% for the period, while its covered call benchmark, the CBOE S&P 500 BuyWrite Index (BXM) returned 4.09%. However, the Fund outperformed the Morningstar Long/Short Equity category’s return of 1.85%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF TOTAL INVESTMENTS AS OF 4/30/15
	Fund			S&P 500® Index				Fund			S&P 500® Index
Consumer Discretionary		10.5	%		12.5	%	Materials		–			3.2	%
Consumer Staples		4.2	%		9.5	%	Telecommunication Services		1.0	%		2.3	%
Energy		10.4	%		8.5	%	Utilities		–			3.0	%
Financials		6.5	%		16.2	%	Exchange-Traded Funds†		9.2	%		–
Health Care		7.3	%		14.6	%	U.S. Government and Agency
Industrials		5.7	%		10.3	%	Obligations		9.1	%		–
Information Technology		21.3	%		19.9	%	Short-Term Investments		14.8	%		–

†Includes Put Options Purchased

TOP TEN EQUITY HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Microsoft Corp.	3.4	%
Google Inc., Class C	3.1	%
SPDR S&P 500 ETF Trust	3.0	%
Powershares QQQ Trust Series 1	3.0	%
SPDR Gold Shares	2.9	%
eBay Inc.	2.8	%
Altera Corp.	2.8	%
Amazon.com Inc.	2.7	%
T. Rowe Price Group Inc.	2.6	%
Baker Hughes Inc.	2.6	%

6

Madison Funds | Review of Period (unaudited) - continued | April 30, 2015

MADISON DIVIDEND INCOME FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Dividend Income Fund invests in equity securities of companies with a market capitalization of over $1 billion and a history of paying dividends, with the ability to increase dividends over time. Under normal market conditions, at least 80% of the Fund’s net assets will be invested in dividend paying equity securities. The Fund typically owns 40-55 securities which are chosen for having a current yield exceeding the S&P 500’s average yield, strong fundamentals (including an attractive balance sheet) and reasonable valuations at the time of purchase. A key attraction for management is a company with a history of increasing dividend payments and a business model which supports the possibility of continuing these increases in the
future.

PERFORMANCE DISCUSSION

The Madison Dividend Income Fund (Class Y) returned 1.57% for the period, trailing its benchmark, the S&P 500^® Index, which advanced 4.40%. This performance was also behind its peer group, as the Morningstar Large Value category was up 3.24%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/ individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
	Fund			S&P 500® Index
Consumer Discretionary		9.1	%		12.5	%
Consumer Staples		16.3	%		9.5	%
Energy		9.8	%		8.5	%
Financials		13.5	%		16.2	%
Health Care		18.2	%		14.6	%
Industrials		11.9	%		10.3	%
Information Technology		11.8	%		19.9	%
Materials		2.0	%		3.2	%
Telecommunication Services		3.2	%		2.3	%
Utilities		2.0	%		3.0	%
Short-Term Investments and Other Net Assets and Liabilities		2.2	%		–

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Travelers Cos. Inc./The	3.8	%
Pfizer Inc.	3.7	%
Chevron Corp.	3.3	%
Verizon Communications Inc.	3.2	%
McDonald’s Corp.	3.2	%
Boeing Co./The	3.2	%
Procter & Gamble Co./The	3.1	%
Johnson & Johnson	3.1	%
Accenture PLC, Class A	3.0	%
Wells Fargo & Co.	3.0	%

MADISON LARGE CAP VALUE FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Large Cap Value Fund will, under normal market conditions, invest primarily in large cap stocks. The Fund follows a “value” approach, meaning the portfolio managers seek to invest in stocks at prices below their perceived intrinsic value as estimated based on fundamental analysis of the issuing company and its prospects. By investing in value stocks, the Fund attempts to limit the downside risk over time but may also produce smaller gains than other stock funds if their intrinsic values are not realized by the market or if growth-oriented investments are favored by investors. The Fund will diversify its holdings among various industries and among companies within those industries. The Fund typically sells a stock when the fundamental expectations for buying it no longer apply, the price exceeds its intrinsic value or other stocks appear more attractively priced relative to their
intrinsic values.

PERFORMANCE DISCUSSION

The Madison Large Cap Value Fund (Class A at NAV) returned 1.88% for the period, trailing its benchmark, the Russell 1000^® Value Index, which was up 2.89%. The Fund also lagged its Morningstar peer group, Large Cap Value category, which showed a 3.24% return. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www. madisonfunds.com/individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
	Fund			Russell 1000® Value Index
Consumer Discretionary		10.3	%		6.6	%
Consumer Staples		9.2	%		7.0	%
Energy		9.9	%		11.4	%
Financials†		26.8	%		29.6	%
Health Care		16.5	%		14.4	%
Industrials		14.7	%		10.3	%
Information Technology		4.6	%		9.2	%
Materials		0.9	%		3.2	%
Telecommunication Services		1.2	%		2.2	%
Utilities		3.1	%		6.1	%
Short-Term Investments and Other Net Assets and Liabilities		2.8	%		–

†Financials includes securities in the following industries: Capital Markets; Commercial Banks; Diversified Financial Services Insurance; and Real Estate Management Development.

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Pfizer Inc.	4.1	%
Boeing Co./The	4.1	%
American International Group Inc.	3.8	%
Thermo Fisher Scientific Inc.	3.7	%
Time Warner Inc.	3.5	%
Exxon Mobil Corp.	3.3	%
Brookfield Asset Management Inc., Class A	3.3	%
Wal-Mart Stores Inc.	3.3	%
Wells Fargo & Co.	3.3	%
Markel Corp.	3.3	%

MADISON INVESTORS FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Investors Fund invests primarily in the common stocks of established, high-quality growth companies. The Fund typically owns 25-40 securities which are selected using our long-held investment discipline of seeking the highest-quality, proven companies and purchasing them when valuations appear advantageous. A rigorous three-pronged review process is followed when evaluating companies. The business model, the management team and the valuation of each potential investment are considered. Management strives to purchase securities trading at a discount to their intrinsic value as determined by discounted cash flows. Management corroborates this valuation work with additional valuation methodologies. The Fund typically sells a stock when the valuation target the portfolio managers have set for the stock has been achieved, the fundamental business prospects for the company have materially changed, or the portfolio managers find a more attractive alternative.

PERFORMANCE DISCUSSION

The Madison Investors Fund (Class Y) returned 3.15% for the period, trailing its benchmark, the S&P 500^® Index, which advanced 4.40%. This performance lagged its peer group, as the Morningstar Large Growth category was up 5.32%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/ research-and-newsletters.

7

Madison Funds | Review of Period (unaudited) - continued | April 30, 2015

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
	Fund		S&P 500® Index
Consumer Discretionary		14.4%		12.5%
Consumer Staples		12.4%		9.5%
Energy		1.9%		8.5%
Financials		20.7%		16.2%
Health Care		11.0%		14.6%
Industrials		16.4%		10.3%
Information Technology		15.9%		19.9%
Materials		–		3.2%
Telecommunication Services		–		2.3%
Utilities		–		3.0%
Short-Term Investments and Other Net Assets and Liabilities		7.3%		–

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Accenture PLC, Class A	4.4	%
Discovery Communications Inc., Class C	4.3	%
Diageo PLC	4.1	%
Oracle Corp.	3.8	%
Nestle S.A.	3.8	%
Brookfield Asset Management Inc., Class A	3.7	%
Markel Corp.	3.6	%
Jacobs Engineering Group Inc.	3.6	%
Copart Inc.	3.5	%
TJX Cos. Inc./The	3.4	%

MADISON LARGE CAP GROWTH FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Large Cap Growth Fund invests primarily in common stocks of larger companies and will, under normal market conditions, maintain at least 80% of its net assets in large cap stocks. Stocks selected for the Fund will represent primarily well-established companies that have a demonstrated pattern of consistent growth. To a lesser extent, the Fund may invest in less-established companies that may offer more rapid growth potential. The Fund has an active trading strategy which will lead to higher portfolio turnover than a more passively-managed fund.

PERFORMANCE DISCUSSION

The Madison Large Cap Growth Fund (Class A at NAV) returned 5.46% for the period, trailing its benchmark, the Russell 1000^® Growth Index, which was up 6.54%. The Fund outperformed its peer group, Morningstar Large Growth category, which averaged a return of 5.32% over the same period. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
	Fund		Russell 1000® Growth Index
Consumer Discretionary		20.5%		19.0%
Consumer Staples		7.5%		10.4%
Energy		6.3%		4.7%
Financials		2.6%		5.4%
Health Care		14.8%		13.9%
Industrials		14.4%		11.5%
Information Technology†		26.5%		28.6%
Materials		–		4.0%
Telecommunication Services		2.0%		2.2%
Utilities		–		0.3%
Short-Term Investments and Other Net Assets and Liabilities		5.4%		–
†Information Technology includes securities in the following industries: Communications Equipment; Computers & Peripherals; Electronic Equipment, Instruments & Components; Internet Software & Services; IT Services; Semiconductors & Semiconductor Equipment; and Software.

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Apple Inc.	4.8	%
Microsoft Corp.	4.0	%
Google Inc., Class C	3.7	%
Oracle Corp.	3.6	%
Boeing Co./The	3.0	%
Gilead Sciences Inc.	2.6	%
Amgen Inc.	2.5	%
Accenture PLC, Class A	2.4	%
McDonald’s Corp.	2.1	%
CBS Corp., Class B	2.1	%

MADISON MID CAP FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Mid Cap Fund invests generally in common stocks, securities convertible into common stocks and related equity securities of midsize companies and will, under normal market conditions, maintain at least 80% of its net assets in such mid-cap securities. The Fund seeks attractive long-term returns through bottom-up security selection based on fundamental analysis in a diversified portfolio of high-quality growth companies with attractive valuations. These will typically be industry leading companies in niches with strong growth prospects. The Fund’s portfolio managers believe in selecting stocks for the Fund that show steady, sustainable growth and reasonable valuation. As a result, stocks of issuers that are believed to have a blend of both value and growth potential will be selected for investment. Stocks are generally sold when target prices are reached, company fundamentals deteriorate or more attractive stocks are identified.

PERFORMANCE DISCUSSION

The Madison Mid Cap Fund (Class Y) returned 6.01% for the period, outperforming its benchmark Russell Midcap^® Index’s 5.87% return. The Fund trailed its peer group, the Morningstar Mid-Cap Growth category, whose average return was 6.59%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/ individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
	Fund		Russell Midcap® Index
Consumer Discretionary		23.7%		17.2%
Consumer Staples		0.9%		5.7%
Energy		5.1%		4.5%
Financials		24.0%		21.2%
Health Care		8.8%		12.2%
Industrials		17.2%		12.4%
Information Technology		7.9%		14.2%
Materials		3.5%		5.9%
Telecommunication Services		–		0.7%
Utilities		–		6.0%
Short-Term Investments and Other Net Assets and Liabilities		8.9%		–

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Markel Corp.	5.6	%
Ross Stores Inc.	5.2	%
Brown & Brown Inc.	5.0	%
Brookfield Asset Management Inc., Class A	4.6	%
Liberty Global PLC	4.0	%
Copart Inc.	3.9	%
Crown Holdings Inc.	3.6	%
World Fuel Services Corp.	3.5	%
Sally Beauty Holdings Inc.	3.5	%
Laboratory Corp. of America Holdings	3.3	%

8

Madison Funds | Review of Period (unaudited) - continued | April 30, 2015

MADISON SMALL CAP FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Small Cap Fund invests primarily in a diversified mix of common stocks of small cap U.S. companies that are believed to be undervalued by various measures and offer sound prospects for capital appreciation. Under normal market conditions, the Fund will maintain at least 80% of its net assets in such small cap securities. The portfolio managers employ a value-oriented investment approach in selecting stocks, using proprietary fundamental research to identify securities of companies they believe have attractive valuations. The portfolio managers focus on companies with a record of above average rates of profitability that sell at a discount relative to the overall small cap market. Through fundamental research, the portfolio managers seek to identify those companies which possess one or more of the following characteristics: sustainable competitive advantages within a market niche; strong profitability and free cash flows; strong market share positions and trends; quality of and share ownership by management; and financial structures that are more conservative than the relevant industry average.

PERFORMANCE DISCUSSION

The Madison Small Cap Fund (Class A at NAV) returned 4.87% for the period, outperforming both the Russell 2000^® Index’s 4.65% and the Russell 2000^® Value Index’s 2.05% return. The Fund also outperformed its peer group average, as the Morningstar Small Blend category averaged a return of 3.71%. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
	Fund		Russell 2000® Value Index
Consumer Discretionary		8.7%		12.0%
Consumer Staples		4.9%		2.7%
Energy		6.5%		4.4%
Financials		18.6%		40.6%
Health Care		12.4%		5.9%
Industrials		24.6%		12.8%
Information Technology		10.9%		9.5%
Materials		7.7%		4.4%
Telecommunication Services		–		0.8%
Utilities		3.0%		6.9%
Short-Term Investments and Other Net Assets and Liabilities		2.7%		–

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Belden Inc.	3.2	%
Mueller Industries Inc.	2.9	%
Helen of Troy Ltd.	2.9	%
G&K Services Inc.	2.5	%
Webster Financial Corp.	2.4	%
Cubic Corp.	2.1	%
United Stationers Inc.	2.0	%
International Bancshares Corp.	2.0	%
Albany International Corp., Class A	1.9	%
Charles River Laboratories International Inc.	1.9	%

MADISON NORTHROAD INTERNATIONAL FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison NorthRoad International Fund seeks to achieve its investment objective by investing, under normal market conditions, at least 80% of its net assets in the stock of foreign companies, with an emphasis on companies with a market capitalization of approximately $3 billion or greater. The Fund expects to have a relatively focused portfolio of between 25-50 holdings.

PERFORMANCE DISCUSSION

The Madison NorthRoad International Fund (Class Y) returned 5.66% for the period, trailing the 6.81% return of the MSCI EAFE Index (net). The Fund also trailed its peer group, with the Morningstar Foreign Large Blend category averaging a 5.89% return. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/ individual/research-and-newsletters.

GEOGRAPHICAL ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Europe (excluding United Kingdom)	45.2	%
United Kingdom	30.7	%
Japan	9.5	%
Emerging Markets	4.8	%
Pacific Basin (excluding Japan)	4.1	%
Middle East	1.8	%
Short-Term Investments and Other Net Assets and Liabilities	3.9	%

TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Diageo PLC	3.4	%
Novartis AG	3.2	%
BG Group PLC	3.1	%
Mitsubishi UFJ Financial Group Inc.	2.8	%
SAP SE	2.7	%
Schneider Electric SE	2.6	%
Sanofi	2.6	%
Secom Co. Ltd.	2.6	%
Royal Dutch Shell PLC	2.5	%
Nestle S.A.	2.5	%

MADISON INTERNATIONAL STOCK FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison International Stock Fund will invest, under normal market conditions, at least 80% of its net assets in the stock of foreign companies. Typically, a majority of the Fund’s assets are invested in relatively large capitalization stocks of companies located or operating in developed countries. The Fund may also invest up to 30% of its assets in securities of companies whose principal business activities are located in emerging market countries. The portfolio managers typically maintain this segment of the Fund’s portfolio in such stocks which it believes have a low market price relative to their perceived value based on fundamental analysis of the issuing company and its prospects. The Fund may also invest in foreign debt and other income bearing securities at times when it believes that income bearing securities have greater capital appreciation potential than equity securities.

PERFORMANCE DISCUSSION

The Madison International Stock Fund (Class A at NAV) returned 6.03% for the period, trailing the 6.81% return of the MSCI EAFE Index (net). The Fund outperformed its peer group, as the Morningstar Foreign Large Blend Category averaged a 5.89% return. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

GEOGRAPHICAL ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Europe (excluding United Kingdom)	43.8	%
United Kingdom	19.7	%
Japan	19.3	%
Emerging Markets	5.3	%
Middle East	3.2	%
Pacific Basin (excluding Japan)	2.2	%
Canada	1.2	%
Short-Term Investments and Other Net Assets and Liabilities	5.3	%

9

Madison Funds | Review of Period (unaudited) - continued   |   April 30, 2015
TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Novartis AG	4.6	%
Teva Pharmaceutical Industries Ltd.	3.2	%
Bayer AG	2.8	%
Prudential PLC	2.8	%
Anheuser-Busch InBev N.V.	2.8	%
KDDI Corp.	2.7	%
Lloyds Banking Group PLC	2.3	%
Sumitomo Mitsui Financial Group Inc.	2.3	%
Daiwa House Industry Co. Ltd.	2.3	%
Don Quijote Holdings Co. Ltd.	2.2	%

HANSBERGER INTERNATIONAL GROWTH FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Hansberger International Growth Fund seeks to achieve its investment objective by investing at least 80% of total assets in the equity securities (including common stock, preferred stock and convertible securities) of companies organized or located outside of the U.S. Even though these companies are based outside of the U.S., their securities may be traded on U.S. securities markets. The Fund will invest in at least three different countries and generally expects to be invested in more than three countries, including countries considered to be emerging market countries. The Fund anticipates that it will invest primarily in common stock, though the balance of its equity holdings may vary.

PERFORMANCE DISCUSSION

The Madison Hansberger International Stock Fund (Class I) returned 9.40% for the period, beating its benchmark, the MSCI ACWI ex USA (net) Index which returned 5.56%. The Fund also outperformed its peer group, with the Morningstar Foreign Large Growth Category averaging a 6.54% return. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

GEOGRAPHICAL ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Europe (excluding United Kingdom)	31.3	%
United Kingdom	17.6	%
Japan	16.3	%
Emerging Markets	14.0	%
Pacific Basin (excluding Japan)	12.2	%
Canada	4.8	%
Latin America	2.2	%
Middle East	1.2	%
Short-Term Investments and Other Net Assets and Liabilities	0.4	%
TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Nidec Corp.	2.7	%
Ping An Insurance Group Co. of China Ltd.	2.6	%
Tencent Holdings Ltd.	2.6	%
China Unicom Hong Kong Ltd.	2.6	%
AIA Group Ltd.	2.2	%
Toyota Motor Corp.	2.2	%
Carnival PLC	2.2	%
Telenor ASA	2.1	%
Michael Page International PLC	2.1	%
Nomura Holdings Inc.	2.0	%

TARGET RETIREMENT DATE FUNDS

The Madison Target Retirement Date Funds (the “Funds”) were launched on August 29, 2014 in R6 shares only, and are designed exclusively for use in retirement plans.

TARGET RETIREMENT 2020 FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Target Retirement 2020 Fund invests primarily in shares of registered investment companies according to an asset allocation strategy developed by the Fund’s investment adviser for investors planning to retire in or within a few years of 2020. Over time, the Fund’s asset allocation will gradually shift until it reaches the more conservative allocation target of approximately 15-30% in stock funds and 70-85% in bond funds. The asset allocation strategy is designed to reduce the volatility of investment returns in the later years while still providing the potential for higher total returns over the target period.

PERFORMANCE DISCUSSION

The Madison Target Retirement 2020 Fund (Class R6) returned 3.42% for the period, outperforming both the S&P Target Date To 2020 Index return of 2.80% and the Dow Jones Global Target 2020 Index return of 2.17%. The Fund also outperformed its peers as measured by the Morningstar Target Date 2016-2020 category, which advanced 2.85% for the period. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www.madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Bond Funds	59.6	%
Stock Funds	27.9	%
Foreign Stock Funds	9.0	%
Alternative Funds	1.5	%
Money Market Funds and Other Net Assets	2.0	%
TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
iShares 3-7 Year Treasury Bond ETF	27.2	%
SPDR S&P 500 ETF Trust	12.5	%
iShares 7-10 Year Treasury Bond ETF	10.5	%
Power Shares Buyback Achievers Portfolio ETF	7.5	%
Metropolitan West Total Return Bond Fund Class I	5.2	%
Baird Aggregate Bond Fund Institutional Shares	5.2	%
Vanguard Total Bond Market ETF	4.8	%
iShares Core S&P Mid-Cap ETF	4.0	%
iShares TIPS Bond Fund ETF	2.8	%
WisdomTree Europe Hedged Equity Fund	2.5	%

TARGET RETIREMENT 2030 FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Target Retirement 2030 Fund invests primarily in shares of registered investment companies according to an asset allocation strategy developed by the Fund’s investment adviser for investors planning to retire in or within a few years of 2030. Over time, the Fund’s asset allocation will gradually shift until it reaches the more conservative allocation target of approximately 15-30% in stock funds and 70-85% in bond funds. The asset allocation strategy is designed to reduce the volatility of investment returns in the later years while still providing the potential for higher total returns over the target period.

PERFORMANCE DISCUSSION

The Madison Target Retirement 2030 Fund (Class R6) returned 4.21% for the period, compared to the S&P Target Date To 2030 Index return of 3.25% and the Dow Jones Global Target 2030 Index return of 3.52%. The Fund also outperformed its peers as measured by the Morningstar Target Date 2026-2030 category, which advanced 3.57% for the period. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www. madisonfunds.com/individual/research-and-newsletters.

10

Madison Funds | Review of Period (unaudited) - concluded   |   April 30, 2015
PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Stock Funds	45.9	%
Bond Funds	36.6	%
Foreign Stock Funds	13.0	%
Alternative Funds	2.5	%
Money Market Funds and Other Net Assets	2.0	%
TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
SPDR S&P 500 ETF Trust	22.9	%
iShares 3-7 Year Treasury Bond ETF	17.0	%
Power Shares Buyback Achievers Portfolio ETF	9.0	%
iShares Core S&P Mid-Cap ETF	7.0	%
iShares 7-10 Year Treasury Bond ETF	7.0	%
Wisdom Tree Europe Hedged Equity Fund	4.0	%
Metropolitan West Total Return Bond Fund Class I	3.0	%
Baird Aggregate Bond Fund Institutional Shares	3.0	%
iShares TIPS Bond Fund ETF	3.0	%
iShares MSCI EAFE Minimum Volatility ETF	3.0	%

TARGET RETIREMENT 2040 FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Target Retirement 2040 Fund invests primarily in shares of registered investment companies according to an asset allocation strategy developed by the Fund’s investment adviser for investors planning to retire in or within a few years of 2040. Over time, the Fund’s asset allocation will gradually shift until it reaches the more conservative allocation target of approximately 15-30% in stock funds and 70-85% in bond funds. The asset allocation strategy is designed to reduce the volatility of investment returns in the later years while still providing the potential for higher total returns over the target period.

PERFORMANCE DISCUSSION

The Madison Target Retirement 2040 Fund (Class R6) returned 4.52% for the period, compared to the S&P Target Date To 2040 Index return of 3.62% and the Dow Jones Global Target 2040 Index return of 4.58 %. The Fund outperformed its peers as measured by the Morningstar Target Date 2036-2040 category, which advanced 4.01% for the period. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www. madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Stock Funds	52.4	%
Bond Funds	26.6	%
Foreign Stock Funds	16.5	%
Alternative Funds	2.5	%
Money Market Funds and Other Net Assets	2.0	%
TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
SPDR S&P 500 ETF Trust	23.9	%
iShares 3-7 Year Treasury Bond ETF	12.1	%
Power Shares Buyback Achievers Portfolio ETF	9.6	%
iShares Core S&P Mid-Cap ETF	8.0	%
iShares 7-10 Year Treasury Bond ETF	5.7	%
Wisdom Tree Europe Hedged Equity Fund	4.5	%
iShares MSCI EAFE Minimum Volatility ETF	3.5	%
Vanguard FTSE All-World ex-U.S. ETF	3.5	%
Schwab Fundamental U.S. Large Company Index Fund Institutional Shares	3.0	%
Vanguard Information Technology ETF	3.0	%

TARGET RETIREMENT 2050 FUND

INVESTMENT STRATEGY HIGHLIGHTS

The Madison Target Retirement 2050 Fund invests primarily in shares of registered investment companies according to an asset allocation strategy developed by the Fund’s investment adviser for investors planning to retire in or within a few years of 2050. Over time, the Fund’s asset allocation will gradually shift until it reaches the more conservative allocation target of approximately 15-30% in stock funds and 70-85% in bond funds. The asset allocation strategy is designed to reduce the volatility of investment returns in the later years while still providing the potential for higher total returns over the target period.

PERFORMANCE DISCUSSION

The Madison Target Retirement 2050 Fund (Class R6) returned 4.73% for the period, compared the S&P Target Date To 2050 Index return of 3.89% and the Dow Jones Global Target 2050 Index return of 4.93%. The Fund outperformed its peers as measured by the Morningstar Target Date 2046-2050 category, which advanced 4.23% for the period. For more up-to-date information about the Fund, including a quarterly investment letter from the portfolio managers, please visit http://www. madisonfunds.com/individual/research-and-newsletters.

PORTFOLIO ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Stock Funds	58.9	%
Foreign Stock Funds	20.0	%
Bond Funds	16.6	%
Alternative Funds	2.5	%
Money Market Funds and Other Net Assets	2.0	%
TOP TEN HOLDINGS AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
SPDR S&P 500 ETF Trust	25.0	%
Power Shares Buyback Achievers Portfolio ETF	10.2	%
iShares Core S&P Mid-Cap ETF	9.0	%
iShares 3-7 Year Treasury Bond ETF	7.0	%
Wisdom Tree Europe Hedged Equity Fund	5.0	%
iShares 7-10 Year Treasury Bond ETF	4.5	%
Vanguard FTSE All-World ex-U.S. ETF	4.0	%
iShares MSCI EAFE Minimum Volatility ETF	4.0	%
Vanguard Information Technology ETF	4.0	%
Schwab Fundamental U.S. Large Company Index Fund Institutional Shares	3.4	%

11

Madison Funds | April 30, 2015

Notes to Review of Period

BENCHMARK DESCRIPTIONS

Allocation Fund Indexes*

The Conservative Allocation Fund Custom Index consists of 28% Russell 3000 Index, 7% MSCI ACWI ex-US Index and 65% Barclays US Aggregate Bond Index. See market index descriptions below.

The Moderate Allocation Fund Custom Index consists of 48% Russell 3000 Index, 12% MSCI ACWI ex-US Index and 40% Barclays US Aggregate Bond Index. See market index descriptions below.

The Aggressive Allocation Fund Custom Index consists of 64% Russell 3000 Index, 16% MSCI ACWI ex-US Index and 20% Barclays US Aggregate Bond Index. In 2014, the Aggressive Allocation Fund Custom Index consisted of 68% Russell 3000 Index, 17% MSCI AWCI ex-USA Index and 15% Barclays U.S. Aggregate Bond Index. See market index descriptions below.

Target Date Fund Indexes

Dow Jones Global Target Indexes

• The Dow Jones Global Target 2020 Index is a benchmark for multi-asset class portfolios with risk profiles that become more conservative as the year 2020 approaches. The index is a composite of other indexes that represent stocks, bonds and cash.

• The Dow Jones Global Target 2030 Index is a benchmark for multi-asset class portfolios with risk profiles that become more conservative as the year 2030 approaches. The index is a composite of other indexes that represent stocks, bonds and cash.

• The Dow Jones Global Target 2040 Index is a benchmark for multi-asset class portfolios with risk profiles that become more conservative as the year 2040 approaches. The index is a composite of other indexes that represent stocks, bonds and cash.

• The Dow Jones Global Target 2050 Index is a benchmark for multi-asset class portfolios with risk profiles that become more conservative as the year 2050 approaches. The index is a composite of other indexes that represent stocks, bonds and cash.

The S&P Target Date^® To Index Series

The S&P Target Date^® “To” Index Series consists of multi-asset class indices, and corresponds to specific target retirement dates. The series reflects the consensus asset allocation and glide path of a subset of target date funds that generally pursue investment policies characterized by static total equity exposure after retirement and a relatively conservative total equity exposure near retirement. As the overall universe becomes more conservative with the approach of each target date year, so will the index. The asset allocation is based on market observations through an annual survey of “to” target date fund managers, and is categorized by S&P Dow Jones Indices.

• The S&P Target Date^® To 2020 is a benchmark for multi-class asset portfolios that corresponds to the target retirement date 2020.

• The S&P Target Date^® To 2030 is a benchmark for multi-class asset portfolios that corresponds to the target retirement date 2030.

• The S&P Target Date^® To 2040 is a benchmark for multi-class asset portfolios that corresponds to the target retirement date 2040.

• The S&P Target Date^® To 2050 is a benchmark for multi-class asset portfolios that corresponds to the target retirement date 2050.

Hybrid Fund Indexes* 

The Custom Blended Index consists of 50% S&P 500^® Index and 50% Bank of America Merrill Lynch U.S. Corporate, Government & Mortgage Index. See market index descriptions below.

Market Indexes 

The CBOE S&P 500 BuyWrite Monthly Index^SM (BXM) is a benchmark index designed  to track the performance of a hypothetical buy-write strategy (i.e. holding a long position in and selling covered call options on that position) on the S&P 500^® Index.

The Bank of America Merrill Lynch U.S. Corporate, Government & Mortgage Index is a broad-based measure of the total rate of return performance of the U.S. investment-grade bond markets. The index is a capitalization-weighted aggregation of outstanding U.S. treasury, agency and supranational mortgage pass-through, and investment-grade corporate bonds meeting specified selection criteria.

The Bank of America Merrill Lynch U.S. High Yield Master II Constrained Index tracks the performance of below investment grade U.S. dollar denominated corporate bonds publicly issued in the U.S. domestic market, but limits any individual issuer to a maximum weighting of 2%.

The Barclays Capital Credit Bond Index is an unmanaged, market capitalization weighted index that covers the U.S. dollar denominated fixed-rate, taxable bond market, with maturities of one year or more.

The Barclays U.S. Aggregate Bond Index is a broad-based flagship benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market. The index includes Treasuries, government-related and corporate securities, mortgage backed-securities, asset-backed securities and corporate securities, with maturities greater than one year.

The Barclays U.S. Intermediate Government Bond Index is a market-value-weighted index for government fixed-rate debt issues with maturities between one and 10 years.

The Barclays U.S. Intermediate Government Credit Bond Index measures the performance of U.S. dollar denominated U.S. Treasuries, government related and investment grade U.S. corporate securities with maturities between one and 10 years.

The Barclays Capital Intermediate Government Credit A+ Bond Index measures the performance of U.S. dollar denominated U.S. Treasuries, government related and investment grade U.S. corporate securities with quality ratings of A3/A- or better and maturities between one and 10 years.

The Barclays Municipal Bond Index measures the performance of the U.S. dollar denominated long-term tax exempt bond market.

THE MSCI ACWI ex-U.S. Index is a market-capitalization-weighted index maintained by Morgan Stanley Capital International (MSCI) and designed to provide a broad measure of stock performance throughout the world, with the exception of U.S.- based companies. The Index includes both developed and emerging markets. 

The MSCI EAFE (Europe, Australasia & Far East) Index is a free-float adjusted market capitalization index that is designed to measure developed market equity performance, excluding the U.S. and Canada. The MSCI EAFE Index (net) is calculated on a total return basis with dividends reinvested after the deduction of withholding
taxes.

12

Madison Funds | Management’s Discussion of Fund Performance (unaudited) - concluded   |   April 30, 2015

The Russell 1000^® Index is a large-cap market index which measures the performance of the 1,000 largest companies in the Russell 3000^® Index.

The Russell 1000^® Growth Index is a large-cap market index which measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values.

The Russell 1000^® Value Index is a large-cap market index which measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values.

The Russell 2000^® Index is a small-cap market index which measures the performance of the smallest 2,000 companies in the Russell 3000^® Index.

The Russell 2000^® Value Index measures the performance of small-cap value segment of the U.S. equity universe. It includes those Russell 2000^® Index companies with lower price-to-book ratios and lower forecasted growth values.

The Russell 3000^® Index measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents 98% of the investable U.S. equity market.

The Russell Midcap^® Index is a mid-cap market index which measures the performance of the mid-cap segment of the U.S. equity universe.

The S&P 500^® Index is a large-cap market index which measures the performance of a representative sample of 500 leading companies in leading industries in the U.S.

*The Custom Indexes are calculated using a monthly re-balancing frequency (i.e. rebalanced back to original constituent weight every calendar month-end).

© 2015 Morningstar, Inc. All rights reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete, or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.

Russell Investment Group is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell^® is a trademark of Russell Investment Group.

Past performance is no guarantee of future results.

13

Madison Funds | April 30, 2015

Madison Conservative Allocation Fund Portfolio of Investments (unaudited)

	Shares	Value (Note 2)
INVESTMENT COMPANIES - 98.5%
Bond Funds - 59.9%
iShares 1-3 Year Treasury Bond ETF	28,152	$	2,389,260
iShares 7-10 Year Treasury Bond ETF	38,660		4,157,110
Madison Core Bond Fund Class Y (A)	1,582,321		16,139,669
Madison Corporate Bond Fund Class Y (A)	446,801		5,178,419
Metropolitan West Total Return Bond
Fund Class I	1,405,156		15,414,560
SPDR Barclays Short-Term High Yield
Bond ETF	94,841		2,782,635
Vanguard Short-Term Corporate Bond ETF	14,764		1,183,039
			47,244,692
Foreign Stock Funds - 8.4%
Madison NorthRoad International Fund
Class Y (A)	120,797		1,385,536
SPDR S&P Emerging Asia Pacific ETF	4,187		391,275
Vanguard FTSE All-World ex-U.S. ETF	46,287		2,362,489
Wisdom Tree Europe Hedged Equity Fund	23,854		1,532,858
Wisdom Tree Japan Hedged Equity Fund	17,515		988,196
			6,660,354
Money Market Funds - 1.7%
State Street Institutional U.S. Government
Money Market Fund	1,314,270		1,314,270
Stock Funds - 28.5%
iShares Russell Mid-Cap ETF	30,844		5,291,597
Madison Large Cap Growth Fund Class Y (A)	205,477		4,734,201
Madison Large Cap Value Fund Class Y (A)	269,824		4,522,254
Schwab Fundamental U.S. Large Company
Index Fund Institutional Shares	357,396		5,518,199
SPDR Gold Shares*	10,287		1,167,266
Vanguard Health Care ETF	3,023		401,877
Vanguard Information Technology ETF	7,437		802,378
			22,437,772
TOTAL INVESTMENTS - 98.5% (Cost $74,529,439**)			77,657,088
NET OTHER ASSETS AND LIABILITIES - 1.5%			1,163,804
TOTAL NET ASSETS - 100.0%		$	78,820,892
* Non-income producing.
** Aggregate cost for Federal tax purposes was $74,936,347.
(A) Affiliated Company (see Note 12).
ETF Exchange Traded Fund.

Madison Moderate Allocation Portfolio of Investments (unaudited)

	Shares	Value (Note) 2
INVESTMENT COMPANIES - 99.3%
Bond Funds - 37.1%
iShares 1-3 Year Treasury Bond ETF	27,070	$	2,297,431
iShares 7-10 Year Treasury Bond ETF	53,588		5,762,318
Madison Core Bond Fund Class Y (A)	2,109,625		21,518,171
Metropolitan West Total Return Bond
Fund Class I	1,748,094		19,176,590
SPDR Barclays Short-Term High Yield
Bond ETF	157,502		4,621,109
Vanguard Intermediate-Term Corporate
Bond ETF	17,483		1,529,762
Vanguard Short-Term Corporate Bond ETF	23,521		1,884,738
			56,790,119
Foreign Stock Funds - 14.6%
Madison NorthRoad International Fund
Class Y (A)	368,503		4,226,733
SPDR S&P Emerging Asia Pacific ETF	16,372		1,529,963
Vanguard FTSE All-World ex-U.S. ETF	150,741		7,693,821
Wisdom Tree Europe Hedged Equity Fund	85,740		5,509,652
Wisdom Tree Japan Hedged Equity Fund	61,722		3,482,355
			22,442,524
Money Market Funds - 0.8%
State Street Institutional U.S. Government
Money Market Fund	1,163,899		1,163,899
Stock Funds - 46.8%
iShares Core S&P Mid-Cap ETF	89,140		13,354,955
Madison Investors Fund Class Y (A)	24,261		508,747
Madison Large Cap Growth Fund Class Y (A)	762,775		17,574,346
Madison Large Cap Value Fund Class Y (A)	1,079,613		18,094,313
Schwab Fundamental U.S. Large Company
Index Fund Institutional Shares	940,486		14,521,097
SPDR Gold Shares*	20,247		2,297,427
Vanguard Growth ETF	21,854		2,350,398
Vanguard Health Care ETF	8,477		1,126,932
Vanguard Information Technology ETF	18,048		1,947,199
			71,775,414
TOTAL INVESTMENTS - 99.3%
(Cost $140,564,604**)			152,171,956
NET OTHER ASSETS AND LIABILITIES - 0.7%			1,015,913
TOTAL NET ASSETS - 100.0%		$	153,187,869
*     Non-income producing.
**     Aggregate cost for Federal tax purposes was $141,906,914.
(A)    Affiliated Company (see Note 12).
ETF  Exchange Traded Fund.

Madison Aggressive Allocation Fund Portfolio of Investments (unaudited)

	Shares	Value (Note 2)
INVESTMENT COMPANIES - 98.9%
Bond Funds - 17.0%
iShares 7-10 Year Treasury Bond ETF	11,910	$	1,280,682
Madison Core Bond Fund Class Y (A)	467,823		4,771,795
Metropolitan West Total Return Bond
Fund Class I	362,438		3,975,942
Vanguard Short-Term Corporate Bond ETF	9,843		788,720
			10,817,139
Foreign Stock Funds - 20.7%
Madison NorthRoad International Fund
Class Y (A)	196,340		2,252,021
SPDR S&P Emerging Asia Pacific ETF	8,571		800,960
Vanguard FTSE All-World ex-U.S. ETF	101,661		5,188,778
Wisdom Tree Europe Hedged Equity Fund	47,946		3,081,010
Wisdom Tree Japan Hedged Equity Fund	31,612		1,783,549
			13,106,318
Stock Funds - 61.2%
iShares Core S&P Mid-Cap ETF	48,789		7,309,568
Madison Investors Fund Class Y (A)	22,844		479,041
Madison Large Cap Growth Fund Class Y (A)	399,464		9,203,652
Madison Large Cap Value Fund Class Y (A)	567,446		9,510,397
Schwab Fundamental U.S. Large Company
Index Fund Institutional Shares	456,343		7,045,928
SPDR Gold Shares*	8,442		957,914
Vanguard Growth ETF	11,815		1,270,703
Vanguard Health Care ETF	5,214		693,149
Vanguard Information Technology ETF	10,509		1,133,816
Vanguard Value ETF	15,005		1,271,974
			38,876,142
TOTAL INVESTMENTS - 98.9%
(Cost $56,276,419**)			62,799,599
NET OTHER ASSETS AND LIABILITIES - 1.1%			724,802
TOTAL NET ASSETS - 100.0%		$	63,524,401
*      Non-income producing.
**      Aggregate cost for Federal tax purposes was $56,893,946.
(A)     Affiliated Company (see Note 12).
ETF   Exchange Traded Fund.

See accompanying Notes to Financial Statements.

14

Madison Funds | April 30, 2015

Madison Cash Reserves Fund Portfolio of Investments (unaudited)

		Par Value	Value (Note 2)
U.S. GOVERNMENT AND AGENCY OBLIGATIONS - 96.3%
Fannie Mae - 29.0%
0.041%, 5/1/15 (A)	$	900,000	$	900,000
0.051%, 5/6/15 (A)		400,000		399,997
0.081%, 5/13/15 (A)		225,000		224,994
0.101%, 5/18/15 (A)		400,000		399,981
0.071%, 5/21/15 (A)		500,000		499,981
0.500%, 5/27/15		2,127,000		2,127,639
0.065%, 6/2/15 (A)		1,100,000		1,099,937
0.500%, 7/2/15		655,000		655,437
				6,307,966
Federal Farm Credit Bank - 4.1%
0.220%, 5/6/15		250,000		250,004
0.250%, 5/18/15		250,000		250,017
0.056%, 5/29/15 (A)		200,000		199,991
0.091%, 6/26/15 (A)		200,000		199,972
				899,984
Federal Home Loan Bank - 22.7%
0.051%, 5/1/15 (A)		260,000		260,000
0.051%, 5/6/15 (A)		250,000		249,998
0.112%, 5/8/15 (A)		300,000		299,994
0.061%, 5/15/15 (A)		200,000		199,995
0.076%, 5/15/15 (A)		1,100,000		1,099,968
0.091%, 5/20/15 (A)		200,000		199,991
0.076%, 5/29/15 (A)		250,000		249,985
0.152%, 6/1/15 (A)		175,000		174,977
0.125%, 6/2/15		300,000		300,001
0.132%, 6/10/15 (A)		200,000		199,971
0.500%, 6/12/15		400,000		400,188
0.125%, 6/19/15		300,000		300,018
0.083%, 7/24/15 (A)		1,000,000		999,809
				4,934,895
Freddie Mac - 29.0%
0.091%, 5/1/15 (A)		700,000		700,000
0.087%, 5/5/15 (A)		1,050,000		1,049,989
0.101%, 5/11/15 (A)		358,000		357,990
0.081%, 5/14/15 (A)		500,000		499,986
0.061%, 6/9/15 (A)		900,000		899,941
0.071%, 7/10/15 (A)		400,000		399,945
0.086%, 7/14/15 (A)		500,000		499,913
4.375%, 7/17/15		700,000		706,296
0.086%, 8/3/15 (A)		1,200,000		1,199,734
				6,313,794
U.S. Treasury Notes - 11.5%
0.375%, 6/15/15		1,000,000		1,000,433
1.875%, 6/30/15		750,000		752,306
0.250%, 7/15/15		750,000		750,350
				2,503,089
Total U.S. Government and Agency Obligations (Cost $20,959,728)				20,959,728
		Shares
INVESTMENT COMPANIES - 3.9%
State Street Institutional U.S. Government
Money Market Fund		856,194		856,194
Total Investment Companies (Cost $856,194)				856,194
TOTAL INVESTMENTS - 100.2%
(Cost $21,815,922**)				21,815,922
NET OTHER ASSETS AND LIABILITIES - (0.2%)				(38,359)
TOTAL NET ASSETS - 100.0%			$	21,777,563
** Aggregate cost for Federal tax purposes was $21,815,922.
(A) Rate noted represents annualized yield at time of purchase.

Madison Tax-Free Virginia Fund Portfolio of Investments (unaudited)

		Par Value	Value (Note 2)
MUNICIPAL BONDS - 99.1%
Airport - 0.6%
Capital Region Airport Commission, (Prerefunded 7/1/15 @ $100) (AGM), 5%, 7/1/20	$	125,000	$	125,950
Development - 7.3%
Fairfax County Economic Development
Authority, Series A, 5%, 10/1/26		150,000		182,095
Norfolk Economic Development Authority, 5%, 11/1/29		480,000		537,130
Powhatan County Economic Development Authority, 3%, 9/15/28		200,000		196,102
Prince William County Industrial Development Authority, 5.25%, 2/1/18		675,000		732,976
				1,648,303
Education - 13.6%
Henrico County Economic Development Authority, 4%, 4/15/42		220,000		222,660
University of Virginia, 5%, 6/1/40		255,000		279,439
Virginia College Building Authority, (ST APPROP), 5%, 2/1/23		500,000		603,455
Virginia College Building Authority, (ST APPROP), 5%, 9/1/26		140,000		156,689
Virginia College Building Authority, (ST APPROP), 5%, 2/1/29		375,000		422,250
Virginia Commonwealth University, Series A, 5%, 5/1/26		385,000		453,091
Virginia Public School Authority, 5%, 12/1/18		100,000		112,836
Virginia Public School Authority, (ST APPROP), 5%, 8/1/27		350,000		394,384
Virginia Public School Authority, (ST AID WITHHLDG), 3%, 8/1/33		450,000		422,604
				3,067,408
Facilities - 7.6%
Newport News Economic Development Authority, (Prerefunded 7/1/16 @ $100), 5%, 7/1/25		745,000		785,357
Stafford County & Staunton Industrial Development Authority, (Prerefunded 8/1/15 @ $100), (NATL-RE), 4.5%, 8/1/25		185,000		186,939
Stafford County & Staunton Industrial Development Authority, (Prerefunded 8/1/15 @ $100), (NATL-RE), 4.5%, 8/1/25		180,000		181,886
Stafford County & Staunton Industrial Development Authority, (Prerefunded 8/1/15 @ $100), (NATL-RE), 4.5%, 8/1/25		85,000		85,891
Stafford County & Staunton Industrial Development Authority, (NATL-RE), 4.5%, 8/1/25		250,000		250,850
Virginia Public Building Authority, 5.25%, 8/1/23		200,000		225,040
				1,715,963
General - 9.6%
Fairfax County Economic Development
Authority, 4.25%, 8/1/29		340,000		361,638
Northern Virginia Transportation Authority, 5%, 6/1/30		780,000		916,625
Puerto Rico Public Finance Corp, (Escrowed To Maturity) (AMBAC)*, 5.5%, 8/1/27		100,000		126,150
Territory of Guam, 5%, 1/1/26		150,000		169,239
Virgin Islands Public Finance Authority, (NATL-RE), 5%, 10/1/23		100,000		105,085
Virginia Beach Development Authority, Series A, 3.5%, 5/1/30		250,000		255,817
Virginia Resources Authority, (MORAL OBLG), 5%, 11/1/23		200,000		238,894
				2,173,448
General Obligation - 20.5%
City of Fredericksburg VA, Series A, 3.625%, 7/15/30		400,000		411,928
City of Hampton VA, 5%, 1/15/21		250,000		282,482
City of Norfolk VA, Series A (Prerefunded 11/1/19 @ $100), 4.125%, 11/1/27		75,000		84,594
City of Portsmouth VA, Series A, (ST AID WITHHLDG), 5%, 2/1/31		635,000		733,482
City of Richmond VA, (ST AID WITHHLDG), 5%, 7/15/22		100,000		116,934
City of Roanoke VA, (ST AID WITHHLDG), 5%, 2/1/25		230,000		268,408
City of Virginia Beach VA, Series A, 4%, 8/1/22		545,000		624,434
Commonwealth of Virginia, Series B, 5%, 6/1/21		175,000		196,635
Commonwealth of Virginia, Series A, 5%, 6/1/23		500,000		615,905
Commonwealth of Virginia, 5%, 6/1/27		150,000		171,878
County of Arlington VA, (Prerefunded 1/15/17 @ $100), 5%, 1/15/25		175,000		188,178
County of Fairfax VA, (ST AID WITHHLDG), 4%, 10/1/22		250,000		287,222
County of Henrico VA, (Prerefunded 12/1/18 @ $100), 5%, 12/1/24		200,000		227,700
County of Henrico VA, 5%, 7/15/25		150,000		174,264
County of Stafford VA, (ST AID WITHHLDG), 4%, 7/1/33		100,000		106,885
Town of Leesburg VA, 5%, 1/15/41		135,000		150,753
				4,641,682

See accompanying Notes to Financial Statements.

15

Madison Funds | April 30, 2015

Madison Tax-Free Virginia Fund Portfolio of Investments (unaudited) - continued

		Par Value		Value (Note 2)
MUNICIPAL BONDS - continued
Medical - 8.2%
Fredericksburg Economic Development Authority, 5.25%, 6/15/18	$	250,000	$	275,978
Harrisonburg Industrial Development Authority, (AMBAC)*, 5%, 8/15/46		180,000		183,042
Henrico County Economic Development Authority, (NATL-RE), 6%, 8/15/16		115,000		118,966
Norfolk Economic Development Authority, 5%, 11/1/36		480,000		537,806
Roanoke Economic Development Authority, (Escrowed To Maturity) (NATL-RE), 6.125%, 7/1/17		385,000		399,064
Virginia Small Business Financing Authority, 5%, 11/1/40		300,000		330,972
				1,845,828
Multifamily Housing - 9.3%
Fairfax County Redevelopment & Housing Authority, 4.75%, 10/1/36		725,000		779,455
Fairfax County Redevelopment & Housing Authority, 5%, 10/1/39		300,000		328,080
Suffolk Redevelopment & Housing Authority, 5.6%, 2/1/33		725,000		727,059
Virginia Housing Development Authority, 4.8%, 10/1/39		250,000		259,722
				2,094,316
Power- 4.3%
Chesterfield County Economic Development Authority, 5%, 5/1/23		565,000		641,054
Puerto Rico Electric Power Authority, (BHAC-CR MBIA-RE FGIC), 5.25%, 7/1/24		290,000		339,135
				980,189
Transportation - 5.4%
Puerto Rico Highways & Transportation Authority, (ASSURED GTY), 5.25%, 7/1/34		100,000		101,933
Richmond Metropolitan Authority, (Escrowed To Maturity) (NATL-RE), 5.25%, 7/15/22		60,000		69,842
Richmond Metropolitan Authority, (NATL-RE), 5.25%, 7/15/22		140,000		157,006
Virginia Commonwealth Transportation		225,000		265,853
Virginia Commonwealth Transportation Board, Series A, 5%, 9/15/24 Board, 5%, 3/15/25		535,000		634,676
				1,229,310
Utilities - 1.5%
City of Richmond VA, Series A, 5%, 1/15/38		300,000		339,180
Water- 11.2%
Fairfax County Water Authority, 5.25%, 4/1/23		180,000		223,618
Fairfax County Water Authority, 5%, 4/1/27		150,000		176,557
Hampton Roads Sanitation District, (Prerefunded 4/1/18 @ $100), 5%, 4/1/33		90,000		100,338
Hampton Roads Sanitation District, 5%, 4/1/33		160,000		174,810
Henry County Public Service Authority, (AGM), 5.25%, 11/15/15		75,000		76,473
Prince William County Service Authority, 5%, 7/1/22		250,000		301,430
Upper Occoquan Sewage Authority, (NATL-RE), 5.15%, 7/1/20		500,000		558,100
Virginia Resources Authority, (ST AID WITHHLDG), 5%, 10/1/23		500,000		580,355
Virginia Resources Authority, (ST AID WITHHLDG), 4.5%, 10/1/28		160,000		182,294
Virginia Resources Authority, (Prerefunded 11/1/16 @ $100), 5%, 11/1/31		140,000		149,442
Virginia Resources Authority, 5%, 11/1/31		20,000		21,201
				2,544,618
TOTAL INVESTMENTS - 99.1% (Cost $21,655,565**)				22,406,195
NET OTHER ASSETS AND LIABILITIES - 0.9%				202,322
TOTAL NET ASSETS - 100.0%			$	22,608,517

*	This bond is covered by insurance issued by Ambac Assurance Corporation (“AMBAC”). On November 8, 2010, Ambac Financial Group, Inc., the holding company of AMBAC, announced that it had led for Chapter 11 bankruptcy protection. The impact that this event may have on the ability of AMBAC to guarantee timely payment of principal and interest on these bonds, should they default, is not known at this time.
**	Aggregate cost for Federal tax purposes was $21,655,565.
	AGM	Assured Guaranty Municipal Corp.
	AMBAC	AMBAC Indemnity Corp.
	ASSURED	GTY Assured Guaranty.
	BHAC-CR	Berkshire Hathaway Assurance Corp.
	FGIC	Financial Guaranty Insurance Co.
	MBIA-RE	MBIA Insurance Corp.
	MORAL OBLG	Moral Obligation.
	NATL-RE	National Public Finance Guarantee Corp.
ST AID WITHHLDG		State Aid Withholding.
	ST APPROP	State Appropriations.

Madison Tax-Free National Fund Portfolio of Investments (unaudited) 

		Par Value		Value (Note 2)
MUNICIPAL BONDS - 98.1%
Alabama - 2.4%
Alabama Incentives Financing Authority
Revenue, Series A, 5%, 9/1/29	$	300,000	$	340,143
Tuscaloosa Public Educational Building Authority, (ASSURED GTY), 6.375%, 7/1/28		295,000		339,943
				680,086
Arkansas - 0.7%
City of Fort Smith AR Water & Sewer Revenue, (AGM), 5%, 10/1/21		175,000		196,625
Colorado - 1.7%
El Paso County Facilities Corp., Certificate Participation, 5%, 12/1/27		400,000		469,052
Delaware - 1.5%
State of Delaware, General Obligation, Series A, 5%, 8/1/25		345,000		422,366
Florida - 16.6%
City of Port St. Lucie FL Utility System Revenue, 5%, 9/1/27		600,000		701,964
County of Miami-Dade FL, Series B, 5%, 3/1/25		525,000		619,752
Highlands County Health Facilities Authority, 5%, 11/15/20		455,000		466,798
Hillsborough County Industrial Development Authority, 5%, 10/1/34		450,000		494,644
Lee County Industrial Development Authority, 5%, 11/1/28		500,000		582,695
Orlando Utilities Commission, Series C, 5%, 10/1/22		525,000		639,760
Palm Beach County Solid Waste Authority, 5%, 10/1/24		300,000		355,635
Peace River/Manasota Regional Water Supply Authority, (AGM), 5%, 10/1/23		750,000		764,865
				4,626,113
Georgia - 4.1%
City of Atlanta GA Water & Wastewater Revenue, (AGM), 5.75%, 11/1/30		300,000		390,708
City of Columbus GA Water & Sewerage Revenue, Series A, 5%, 5/1/31		430,000		500,262
Georgia State Road & Tollway Authority, 5%, 6/1/21		90,000		102,896
Private Colleges & Universities Authority, 5%, 9/1/38		130,000		143,931
				1,137,797
Illinois - 0.8%
Regional Transportation Authority, (AMBAC GO of AUTH)*, 7.2%, 11/1/20		190,000		220,560
Indiana - 3.6%
Indiana Finance Authority, 5%, 2/1/21		400,000		465,196
Indianapolis Local Public Improvement Bond Bank, (ASSURED GTY), 5.5%, 1/1/38		475,000		537,439
				1,002,635
Iowa- 2.8%
City of Bettendorf IA, General Obligation, 5%, 6/1/28		475,000		547,865
City of Bettendorf IA, General Obligation, 5%, 6/1/30		210,000		241,116
				788,981
Kansas - 2.5%
Kansas Development Finance Authority, Series F, 4%, 6/1/27		650,000		686,458
Maryland - 5.9%
City of Rockville MD, General Obligation, Series A, 5%, 6/1/24		600,000		743,598
Maryland State Transportation Authority, Series A, 5%, 7/1/18		200,000		224,256
Montgomery County Revenue Authority, 5%, 5/1/31		600,000		687,618
				1,655,472
Massachusetts - 1.7%
Town of Belmont MA, General Obligation Ltd., 3%, 4/15/28		480,000		483,754
Michigan - 3.4%
Detroit City School District, General Obligation, (FGIC Q-SBLF), 6%, 5/1/20		400,000		476,656
Redford Unified School District No. 1, General Obligation, (AMBAC Q-SBLF)*, 5%, 5/1/22		410,000		472,267
				948,923

See accompanying Notes to Financial Statements.

16

Madison Funds | April 30, 2015

Madison Tax-Free National Fund Portfolio of Investments (unaudited) - continued

		Par Value		Value (Note 2)
MUNICIPAL BONDS - continued
Missouri - 4.6%
County of St Louis MO, (Escrowed To
Maturity), 5.65%, 2/1/20	$	500,000	$	592,045
Springfield School District No. R-12, General Obligation, Series B, (ST AID DIR DEP), 5%, 3/1/25		400,000		493,268
St. Louis Industrial Development Authority, 6.65%, 5/1/16		200,000		212,118
				1,297,431
New Jersey - 3.9%
City of Elizabeth NJ, General Obligation, (AGM), 3%, 4/1/24		300,000		308,997
New Jersey State Turnpike Authority, (BHAC-CR FSA), 5.25%, 1/1/28		250,000		303,270
New Jersey State Turnpike Authority, Series A, (BHAC-CR FSA), 5.25%, 1/1/29		250,000		303,850
Union County Improvement Authority, Series A, 4%, 2/1/25		150,000		166,194
				1,082,311
New Mexico - 1.7%
Farmington Municipal School District No. 5, General Obligation, Series A, (ST AID WITHHLDG), 3%, 9/1/23		450,000		479,551
New York - 3.1%
New York State Dormitory Authority, (BHAC-CR AMBAC)*, 5.5%, 7/1/31		250,000		317,282
Port Authority of New York & New Jersey, (GO of AUTH), 5.375%, 3/1/28		455,000		553,790
				871,072
North Carolina - 5.2%
North Carolina Medical Care Commission, (HUD SECT 8), 5.5%, 10/1/24		500,000		506,595
State of North Carolina, 4.5%, 5/1/27		200,000		221,102
State of North Carolina, General Obligation, Series D, 4%, 6/1/21		100,000		114,270
Town of Cary NC Combined Utility Systems Revenue, 5%, 12/1/23		500,000		611,595
				1,453,562
Ohio- 2.1%
Cleveland-Cuyahoga County Port Authority, 5%, 7/1/24		500,000		592,715
Pennsylvania - 1.3%
Lehigh County General Purpose Authority, (NATL-RE GO of HOSP), 7%, 7/1/16		335,000		349,603
South Carolina - 8.7%
Anderson County School District No. 1, General Obligation, Series A, (SCSDE), 5%, 3/1/25		720,000		890,021
City of Bennettsville SC Combined Utility System Revenue, (BAM), 3.5%, 2/1/24		465,000		502,256
County of Richland SC, General Obligation, Series A, (ST AID WITHHLDG), 4%, 3/1/27		495,000		549,306
York County School District No. 1, General Obligation, (SCSDE), 5%, 3/1/27		440,000		499,448
				2,441,031
Tennessee - 1.7%
Gibson County Special School District, (BAM), 5%, 4/1/26		300,000		357,429
Jackson Energy Authority, 4.75%, 6/1/25		100,000		115,130
				472,559
Texas- 8.9%
Beaumont Independent School District, General Obligation, (PSF-GTD), 4.75%, 2/15/38		300,000		323,352
City of San Antonio TX, Water System Revenue, 5.125%, 5/15/29		500,000		563,520
Liberty Hill Independent School District, General Obligation, (PSF-GTD), 5%, 8/1/26		410,000		469,437
Mueller Local Government Corp, 5%, 9/1/25		500,000		529,680
San Jacinto River Authority, (BAM), 4%, 10/1/23		200,000		221,494
State of Texas, General Obligation, 5%, 8/1/27		330,000		379,015
				2,486,498
Virginia - 5.5%
County of Stafford VA, General Obligation, (ST AID WITHHLDG), 4%, 7/1/33		150,000		160,328
Fairfax County Redevelopment & Housing Authority, 5%, 10/1/39		265,000		289,804
Newport News Economic Development Authority, Series A, (MUN GOVT GTD), 5%, 7/1/25		500,000		593,300
Virginia Commonwealth Transportation
Board, 5%, 3/15/23		200,000		238,142
Virginia Housing Development Authority, 4.8%, 10/1/39		250,000		259,722
				1,541,296
Washington - 2.9%
State of Washington, General Obligation, Series E, 5%, 2/1/29		205,000		240,084
University of Washington, 5%, 7/1/32		500,000		570,165
				810,249
Wisconsin - 0.8%
Wisconsin Health & Educational Facilities Authority, 5.25%, 10/1/21		200,000		210,218
TOTAL INVESTMENTS - 98.1% (Cost $26,091,602**)				27,406,918
NET OTHER ASSETS AND LIABILITIES - 1.9%				518,109
TOTAL NET ASSETS - 100.0%			$	27,925,027

*	This bond is covered by insurance issued by Ambac Assurance Corporation (“AMBAC”). On November 8, 2010, Ambac Financial Group, Inc., the holding company of AMBAC, announced that it had filed for Chapter 11 bankruptcy protection. The impact that this event may have on the ability of AMBAC to guarantee timely payment of principal and interest on these bonds, should they default, is not known at this time.
**	Aggregate cost for Federal tax purposes was $26,091,602.
	AGM	Assured Guaranty Municipal Corp.
	AMBAC	AMBAC Indemnity Corp.
	ASSURED GTY	Assured Guaranty.
	BAM	Build America Mutual Assurance Co.
	BHAC-CR	Berkshire Hathaway Assurance Corp.
	FGIC	Financial Guaranty Insurance Co.
	FSA	Financial Security Assurance.
	GO of AUTH	General Obligation of the Authority.
	GO of HOSP	General Obligation of the Hospital District.
	HUD SECT 8	HUD Insured Multifamily Housing.
MUN GOVT GTD		General Obligation Guarantee of the Municipality.
	NATL-RE	National Public Finance Guarantee Corp.
	PSF-GTD	Permanent School Fund Guaranteed.
	Q-SBLF	Qualified School Board Loan Fund.
	SCSDE	South Carolina School District-Enhanced (State of
		SC’s Intercept program).
	ST AID DIR DEP	State Aid Direct Deposit.
ST AID WITHHLDG		State Aid Withholding.

See accompanying Notes to Financial Statements.

17

Madison Funds    |   April 30, 2015

Madison Government Bond Fund Portfolio of Investments (unaudited) 

	Par Value		Value (Note 2)
MORTGAGE BACKED SECURITIES - 18.1%
Fannie Mae - 8.8%
5.5%, 2/1/18 Pool # 555345	$	3,161	$	3,314
5%, 6/1/18 Pool # 555545		8,145		8,560
3.5%, 8/1/29 Pool # MA2003		93,617		99,464
6.5%, 5/1/32 Pool # 636758		1,865		2,149
6.5%, 6/1/32 Pool # 254346		3,962		4,627
6%, 8/1/32 Pool # 254405		5,641		6,499
4%, 12/1/34 Pool # MA2121		161,038		173,823
4.5%, 12/1/35 Pool # 745147		28,550		31,214
5.5%, 1/1/38 Pool # 953589		6,016		6,801
				336,451
Freddie Mac - 8.4%
5.5%, 8/1/17 Pool # E90778		2,557		2,683
4.5%, 11/1/23 Pool # G13342		8,075		8,651
3%, 12/1/26 Pool # J17506		60,994		64,066
3%, 1/1/27 Pool # G18420		42,322		44,374
6.5%, 6/1/32 Pool # C01364		3,910		4,491
4%, 10/1/40 Pool # A94362		87,272		94,543
4%, 1/1/45 Pool # G08624		98,575		105,298
				324,106
Ginnie Mae - 0.9%
7%, 9/20/27 Pool # E2483		3,125		3,735
6%, 2/15/38 Pool # 676516		4,859		5,530
4%, 4/15/39 Pool # 698089		23,522		25,430
				34,695
Total Mortgage Backed Securities (Cost $676,662)				695,252
U.S. GOVERNMENT AND AGENCY OBLIGATIONS - 80.7%
Fannie Mae - 31.5%
2.375%, 7/28/15		200,000		201,099
1.625%, 10/26/15		200,000		201,473
0.500%, 3/30/16		150,000		150,282
2.375%, 4/11/16		250,000		254,758
1.250%, 1/30/17		400,000		404,212
				1,211,824
Federal Home Loan Bank - 10.1%
0.625%, 11/27/18 (A)		100,000		100,161
3.375%, 6/12/20		265,000		286,539
				386,700
Freddie Mac - 22.4%
2.500%, 5/27/16		350,000		357,889
1.000%, 3/8/17		100,000		100,633
1.250%, 5/12/17		300,000		303,224
0.875%, 3/7/18		100,000		99,802
				861,548
U.S. Treasury Notes - 16.7%
0.750%, 6/30/17		50,000		50,094
0.750%, 12/31/17		100,000		99,773
3.750%, 11/15/18		150,000		163,816
1.125%, 5/31/19		50,000		49,734
2.000%, 7/31/20		50,000		51,262
2.000%, 2/15/23		15,000		15,135
2.500%, 8/15/23		85,000		88,739
2.250%, 11/15/24		120,000		122,222
				640,775
Total U.S. Government and Agency Obligations (Cost $3,062,656)				3,100,847
		Shares
SHORT-TERM INVESTMENTS - 0.7%
State Street Institutional U.S. Government Money Market Fund		25,109		25,109
Total Short-Term Investments
(Cost $25,109)				25,109
TOTAL INVESTMENTS - 99.5% (Cost $3,764,427**)				3,821,208
NET OTHER ASSETS AND LIABILITIES - 0.5%				17,908
TOTAL NET ASSETS - 100.0%			$	3,839,116
**  Aggregate cost for Federal tax purposes was $3,764,427.
(A) Stepped rate security. Rate shown is as of April 30, 2015.

Madison High Quality Bond Fund Portfolio of Investments (unaudited) 

	Par Value		Value (Note 2)
CORPORATE NOTES AND BONDS - 35.6%
Consumer Discretionary - 6.0%
Comcast Corp., 3.125%, 7/15/22	$	2,000,000	$	2,065,010
Home Depot Inc./The, 2%, 6/15/19		2,000,000		2,032,442
Target Corp., 2.9%, 1/15/22		2,000,000		2,051,994
Walt Disney Co./The, MTN, 1.1%, 12/1/17		750,000		751,746
				6,901,192
Consumer Staples - 3.6%
Coca-Cola Co./The, 2.45%, 11/1/20		1,500,000		1,541,806
Sysco Corp., 5.25%, 2/12/18		1,000,000		1,103,988
Wal-Mart Stores Inc., 4.5%, 7/1/15		1,500,000		1,510,178
				4,155,972
Energy - 1.4%
Chevron Corp., 2.427%, 6/24/20		1,500,000		1,549,806
Financials - 10.8%
American Express Credit Corp., MTN, 1.75%, 6/12/15		750,000		751,087
Bank of New York Mellon Corp./The, MTN, 1.35%, 3/6/18		500,000		499,599
General Electric Capital Corp., MTN, 5.625%, 9/15/17		2,000,000		2,206,964
John Deere Capital Corp., MTN, 1.4%, 3/15/17		2,000,000		2,022,006
JPMorgan Chase & Co., 2.25%, 1/23/20		2,000,000		1,994,398
Simon Property Group L.P., 4.125%, 12/1/21		1,750,000		1,913,966
US Bancorp, MTN, 1.95%, 11/15/18		750,000		761,323
Wells Fargo & Co., 5.625%, 12/11/17		2,000,000		2,213,462
				12,362,805
Health Care - 4.0%
Baxter International Inc., 1.85%, 6/15/18		1,500,000		1,510,019
Merck & Co. Inc., 1.85%, 2/10/20		1,500,000		1,505,262
United Health Group Inc., 2.875%, 3/15/23		1,500,000		1,514,644
				4,529,925
Industrials - 1.5%
United Parcel Service Inc., 5.5%, 1/15/18		1,500,000		1,671,170
Information Technology - 8.3%
Apple Inc., 2.4%, 5/3/23		1,000,000		973,920
Cisco Systems Inc., 5.5%, 2/22/16		2,000,000		2,080,936
EMC Corp., 2.65%, 6/1/20		750,000		768,553
Intel Corp., 1.95%, 10/1/16		2,000,000		2,036,654
Microsoft Corp., 3%, 10/1/20		1,500,000		1,580,205
Texas Instruments Inc., 2.375%, 5/16/16		2,000,000		2,040,718
				9,480,986
Total Corporate Notes and Bonds (Cost $39,879,416)				40,651,856
U.S. GOVERNMENT AND AGENCY OBLIGATIONS - 54.5%
Fannie Mae - 13.9%
1.250%, 9/28/16		4,000,000		4,041,760
1.375%, 11/15/16		4,500,000		4,556,133
1.250%, 1/30/17		4,750,000		4,800,022
0.875%, 2/8/18		2,500,000		2,491,835
				15,889,750
Freddie Mac - 5.4%
2.500%, 5/27/16		5,000,000		5,112,705
2.375%, 1/13/22		1,000,000		1,021,819
				6,134,524
U.S. Treasury Notes - 35.2%
0.375%, 3/31/16		4,000,000		4,004,688
1.000%, 8/31/16		4,000,000		4,030,936
0.875%, 1/31/17		4,000,000		4,024,064
3.000%, 2/28/17		4,000,000		4,178,436
3.875%, 5/15/18		3,500,000		3,808,984
1.500%, 12/31/18		2,500,000		2,530,665
1.250%, 1/31/19		5,250,000		5,263,944
1.500%, 3/31/19		2,250,000		2,274,257
3.125%, 5/15/19		3,000,000		3,220,077
3.625%, 2/15/20		2,000,000		2,205,156
2.625%, 11/15/20		2,000,000		2,110,156
2.500%, 8/15/23		2,500,000		2,609,960
				40,261,323
Total U.S. Government and Agency (Cost $61,748,453)				62,285,597
		Shares
SHORT-TERM INVESTMENTS - 8.3%
State Street Institutional U.S. Government Money Market Fund		9,507,595		9,507,595
Total Short-Term Investments
(Cost $9,507,595)				9,507,595
TOTAL INVESTMENTS - 98.4%
(Cost $111,135,464**)				112,445,048
NET OTHER ASSETS AND LIABILITIES - 1.6%				1,782,960
TOTAL NET ASSETS - 100.0%			$	114,228,008
**     Aggregate cost for Federal tax purposes was $111,135,464.
MTN  Medium Term Note.

See accompanying Notes to Financial Statements.

18

Madison Funds | April 30, 2015

Madison Core Bond Fund Portfolio of Investments (unaudited)

	Par Value		Value (Note 2)
ASSET BACKED SECURITIES - 3.9%
ABSC Long Beach Home Equity Loan Trust, Series 2000-LB1, Class AF5 (A), 8.55%, 9/21/30	$	64,040	$	66,840
Ally Master Owner Trust, Series 2014-4, Class A2, 1.43%, 6/17/19		750,000		752,902
CarMax Auto Owner Trust, Series 2015-1, Class A2, 0.88%, 3/15/18		1,000,000		1,000,702
CNH Equipment Trust, Series 2014-A, Class A3, 0.84%, 5/15/19		750,000		749,672
Ford Credit Auto Owner Trust, Series 2014- A, Class A3, 0.79%, 5/15/18		775,000		775,491
GreatAmerica Leasing Receivables, Series 2015-1, Class A2 (B) (C), 1.12%, 6/20/17		500,000		500,667
Hyundai Auto Receivables Trust, Series 2014-A, Class A3, 0.79%, 7/16/18		275,000		275,194
John Deere Owner Trust, Series 2014-B, Class A2A, 0.54%, 7/17/17		600,000		600,114
Mercedes-Benz Auto Lease Trust, Series 2014-A, Class A4, 0.9%, 12/16/19		1,125,000		1,125,551
Santander Drive Auto Receivables Trust, Series 2012-6, Class B, 1.33%, 5/15/17		235,949		236,034
Santander Drive Auto Receivables Trust, Series 2013-3 Class B, 1.19%, 5/15/18		625,000		626,072
Santander Drive Auto Receivables Trust, Series 2013-5, Class C, 2.25%, 6/17/19		1,000,000		1,012,199
Volkswagen Auto Lease Trust, Series 2014- A, Class A3, 0.8%, 4/20/17		625,000		625,444
Volvo Financial Equipment LLC, Series 2014-1A, Class A3 (B) (C), 0.82%, 4/16/18		500,000		499,305
Total Asset Backed Securities (Cost $8,841,180)				8,846,187
COMMERCIAL MORTGAGE-BACKED SECURITIES - 1.7%
Bear Stearns Commercial Mortgage
Securities Trust, Series 2005-PW10, Class
A4 (A), 5.405%, 12/11/40		1,150,580		1,164,686
FREMF Mortgage Trust, Series 2012-K708, Class B (A) (B) (C), 3.887%, 2/25/45		1,250,000		1,302,840
Merrill Lynch Mortgage Trust, Series 2006- C1, Class A4 (A), 5.865%, 5/12/39		600,000		615,085
Morgan Stanley Capital I Trust, Series 2005- IQ10, Class A4A (A), 5.23%, 9/15/42		760,007		761,228
Total Commercial Mortgage-Backed (Cost $3,948,491)				3,843,839
CORPORATE NOTES AND BONDS - 26.9%
Consumer Discretionary - 5.1%
AARP, Inc. (B) (C), 7.5%, 5/1/31		750,000		1,042,540
Advance Auto Parts Inc., 4.5%, 12/1/23		550,000		583,063
AutoZone Inc., 1.3%, 1/13/17		1,400,000		1,404,479
DIRECTV Holdings LLC/DIRECTV Financing Co. Inc., 3.5%, 3/1/16		750,000		765,457
DR Horton Inc., 3.75%, 3/1/19		475,000		480,938
ERAC USA Finance LLC (B) (C), 6.7%, 6/1/34		575,000		720,837
Georgia-Pacific LLC (B) (C), 3.163%, 11/15/21		1,000,000		1,016,201
GLP Capital L.P./GLP Financing II Inc., 4.875%, 11/1/20		275,000		279,813
Hasbro Inc., 3.15%, 5/15/21		300,000		305,763
Intelsat Jackson Holding SA (D), 5.5%, 8/1/23		500,000		470,625
Nissan Motor Acceptance Corp. (B) (C), 2.65%, 9/26/18		500,000		515,023
Priceline Group Inc./The, 3.65%, 3/15/25		1,000,000		1,019,041
QVC Inc., 3.125%, 4/1/19		800,000		804,448
Sirius XM Radio Inc. (B) (C), 6%, 7/15/24		525,000		544,687
Toll Brothers Finance Corp., 4%, 12/31/18		450,000		463,500
Walgreens Boots Alliance Inc., 4.5%, 11/18/34		1,000,000		1,028,998
				11,445,413
Consumer Staples - 2.0%
CVS Health Corp., 5.75%, 6/1/17		464,000		507,950
JM Smucker Co./The (B) (C), 3.5%, 3/15/25		1,000,000		1,006,971
Kraft Foods Group Inc., 3.5%, 6/6/22		1,000,000		1,022,319
Kroger Co./The, 2.95%, 11/1/21		1,000,000		1,017,419
Sysco Corp., 4.35%, 10/2/34		1,000,000		1,024,580
				4,579,239
Energy - 4.3%
Access Midstream Partners L.P./ACMP Finance Corp., 4.875%, 5/15/23		750,000		760,928
Antero Resources Corp. (B) (C), 5.625%, 6/1/23		300,000		306,375
Energy Transfer Partners L.P., 4.15%, 10/1/20		750,000		793,670
Freeport-McMoran Oil & Gas LLC/FCX Oil & Gas Inc., 6.75%, 2/1/22		600,000		641,400
Helmerich & Payne International Drilling Co. (B) (C), 4.65%, 3/15/25		1,000,000		1,051,784
Hess Corp., 7.875%, 10/1/29		240,000		313,855
Kinder Morgan Inc. (B) (C), 5%, 2/15/21		1,000,000		1,078,808
Phillips 66, 4.65%, 11/15/34		500,000		523,197
Phillips 66 Partners L.P., 3.605%, 2/15/25		1,300,000		1,289,285
Transocean Inc. (D), 6%, 3/15/18		850,000		847,875
Valero Energy Corp., 6.625%, 6/15/37		1,000,000		1,224,968
Williams Cos. Inc./The, 4.55%, 6/24/24		950,000		933,868
				9,766,013
Financials - 6.0%
AerCap Ireland Capital Ltd./AerCap Global Aviation Trust (B) (C) (D), 3.75%, 5/15/19		450,000		455,625
Air Lease Corp., 3.875%, 4/1/21		450,000		464,625
Air Lease Corp., 3.75%, 2/1/22		1,000,000		1,011,864
American International Group Inc., 3.875%, 1/15/35		1,000,000		973,618
Apollo Management Holdings L.P. (B) (C), 4%, 5/30/24		1,000,000		1,022,848
Bank of America Corp., 2.65%, 4/1/19		1,000,000		1,017,206
Bank of America Corp., MTN, 3.3%, 1/11/23		200,000		200,455
BB&T Corp., MTN, 2.25%, 2/1/19		400,000		404,743
Glencore Funding LLC (B) (C), 3.125%, 4/29/19		825,000		840,427
Goldman Sachs Group Inc./The, 2.625%, 1/31/19		500,000		509,148
Invesco Finance PLC (D), 4%, 1/30/24		450,000		475,617
JPMorgan Chase & Co., 3.125%, 1/23/25		1,000,000		986,681
KeyCorp, MTN, 5.1%, 3/24/21		250,000		282,696
Lehman Brothers Holdings Inc.* (E), 5.75%, 1/3/17		520,000		52
Liberty Mutual Group Inc. (B) (C), 4.25%, 6/15/23		1,250,000		1,323,287
New York Life Global Funding (B) (C), 1.95%, 2/11/20		1,000,000		997,605
Senior Housing Properties Trust, 3.25%, 5/1/19		800,000		812,069
Synchrony Financial, 3.75%, 8/15/21		700,000		722,480
UBS AG/Stamford CT (D), 5.75%, 4/25/18		122,000		136,530
Wells Fargo & Co., MTN, 3%, 2/19/25		1,000,000		986,104
				13,623,680
Health Care - 2.5%
AbbVie Inc., 2%, 11/6/18		1,100,000		1,103,200
Actavis Funding SCS (D), 4.75%, 3/15/45		1,565,000		1,582,119
Forest Laboratories Inc. (B) (C), 5%, 12/15/21		200,000		221,094
Genentech Inc., 5.25%, 7/15/35		325,000		398,644
HCA Inc., 3.75%, 3/15/19		450,000		463,500
Laboratory Corp. of America Holdings, 3.6%, 2/1/25		1,000,000		996,228
Omnicare Inc., 4.75%, 12/1/22		500,000		546,250
Wyeth LLC, 6.5%, 2/1/34		230,000		304,724
				5,615,759
Industrials - 1.3%
ADT Corp./The, 4.125%, 4/15/19		475,000		482,410
Boeing Co./The, 8.625%, 11/15/31		240,000		375,599
Burlington Northern Santa Fe LLC, 8.125%, 4/15/20		285,000		358,778
Crane Co., 2.75%, 12/15/18		450,000		461,716
Norfolk Southern Corp., 7.05%, 5/1/37		390,000		538,737
Textron Inc., 3.875%, 3/1/25		300,000		307,708
United Rentals North America Inc., 6.125%, 6/15/23		400,000		419,300
				2,944,248
Information Technology - 1.5%
CDW LLC/CDW Finance Corp., 5%, 9/1/23		200,000		206,000
First Data Corp. (B) (C), 7.375%, 6/15/19		550,000		571,312
Intuit Inc., 5.75%, 3/15/17		1,100,000		1,187,622
Microsoft Corp., 3.5%, 2/12/35		1,000,000		953,067
Xilinx Inc., 3%, 3/15/21		500,000		514,847
				3,432,848
Materials - 1.0%
Agrium Inc. (D), 3.375%, 3/15/25		300,000		297,479
Alcoa Inc., 5.125%, 10/1/24		200,000		215,585
Packaging Corp. of America, 3.65%, 9/15/24		1,000,000		1,008,046
Weyerhaeuser Co., 7.375%, 3/15/32		500,000		657,937
				2,179,047
Telecommunication Services - 2.0%
AT&T Inc., 4.75%, 5/15/46		325,000		317,732
Comcast Cable Communications Holdings Inc., 9.455%, 11/15/22		525,000		757,956
Harris Corp., 5.054%, 4/27/45		1,000,000		1,002,018
Verizon Communications Inc., 3.45%, 3/15/21		1,500,000		1,562,835
Verizon Communications Inc., 4.4%, 11/1/34		1,000,000		981,925
				4,622,466
Utilities - 1.2%
Black Hills Corp., 4.25%, 11/30/23		950,000		1,011,939
Sierra Pacific Power Co., Series M, 6%, 5/15/16		650,000		684,944
Wisconsin Electric Power Co., 6.5%, 6/1/28		750,000		982,948
				2,679,831
Total Corporate Notes and Bonds (Cost $59,295,840)				60,888,544
LONG TERM MUNICIPAL BONDS - 12.6%
Chicago IL O’Hare International Airport
Revenue, Series A, (NATL-RE), 5%, 1/1/33		955,000		977,977
City of Laredo TX, General Obligation, 6.566%, 2/15/39		1,500,000		1,689,555
City of Los Angeles CA Wastewater System Revenue, Series A, (NATL-RE), 4.75%, 6/1/35		1,690,000		1,692,822
City of Reading PA, General Obligation, (AGM), 5.3%, 11/1/33		1,500,000		1,535,010
County of Bexar TX, General Obligation, Series C, 6.628%, 6/15/39		1,800,000		2,042,910
County of Palm Beach FL Revenue, 5%, 11/1/33		1,880,000		2,034,517

See accompanying Notes to Financial Statements.

19

Madison Funds | April 30, 2015

Madison Core Bond Fund Portfolio of Investments (unaudited) - continued

	Par Value		Value (Note 2)
LONG TERM MUNICIPAL BONDS - continued
East Baton Rouge Sewerage Commission
Revenue, 6.087%, 2/1/45	$	2,000,000	$	2,228,940
Johnstown-Monroe Local School District, General Obligation, 5%, 12/1/40		1,000,000		1,110,280
Las Vegas Valley Water District, General Obligation, Series A, 7.1%, 6/1/39		1,000,000		1,155,450
Metropolitan Water District of Southern California Revenue, 6.538%, 7/1/39		420,000		482,614
New York City Water & Sewer System Revenue, 6.491%, 6/15/42		1,025,000		1,180,564
Northside Independent School District, General Obligation, Series B, (PSF-GTD), 5.741%, 8/15/35		1,600,000		1,769,232
Rancho Water District Financing Authority Revenue, Series A, 6.337%, 8/1/40		1,000,000		1,151,850
South Dakota State Building Authority Revenue, Series F, 4.7%, 6/1/32		1,250,000		1,269,463
State of Iowa Revenue, 6.75%, 6/1/34		2,000,000		2,308,540
Tulsa OK Public Facilities Authority Revenue, Series B, 6.6%, 11/15/29		1,400,000		1,561,798
University of New Mexico, Series A, (AGM), 5%, 6/1/36		1,750,000		1,879,710
West Contra Costa Unified School District, General Obligation, 8.46%, 8/1/34		2,000,000		2,407,180
Total Long Term Municipal Bonds (Cost $28,404,195)				28,478,412
MORTGAGE BACKED SECURITIES - 23.2%
Fannie Mae - 14.0%
5.5%, 4/1/16 Pool # 745444		14,554		15,260
6%, 5/1/16 Pool # 582558		1,575		1,599
5.5%, 2/1/18 Pool # 673194		48,575		50,932
5%, 2/1/19 Pool # 725341		7,129		7,566
5%, 5/1/20 Pool # 813965		94,473		101,976
4.5%, 9/1/20 Pool # 835465		89,408		94,141
5.5%, 3/1/21 Pool # 837199		14,770		15,935
6%, 3/1/21 Pool # 745406		12,464		13,424
6%, 5/1/21 Pool # 253847		12,043		13,743
4.5%, 4/1/23 Pool # 974401		190,837		204,264
4.5%, 6/1/23 Pool # 984075		87,663		93,798
3%, 12/1/26 Pool # AB4086		805,114		844,027
3%, 3/1/27 Pool # AK6784		1,604,571		1,682,134
3%, 5/1/27 Pool # AL1715		1,187,416		1,244,765
3.5%, 5/1/29 Pool # AW3740		1,611,159		1,725,643
3.5%, 8/1/29 Pool # MA2003		1,404,250		1,491,954
3.5%, 10/1/29 Pool # AX3155		717,757		770,346
7%, 12/1/29 Pool # 762813		14,381		15,938
7%, 11/1/31 Pool # 607515		14,920		17,674
6.5%, 3/1/32 Pool # 631377		58,643		67,568
6.5%, 5/1/32 Pool # 636758		2,487		2,865
7%, 5/1/32 Pool # 644591		1,797		2,026
6.5%, 6/1/32 Pool # 545691		133,986		155,944
5%, 10/1/33 Pool # 254903		134,495		151,184
5.5%, 11/1/33 Pool # 555880		161,745		184,091
5%, 5/1/34 Pool # 775604		17,725		19,798
5%, 5/1/34 Pool # 780890		72,631		81,285
5%, 6/1/34 Pool # 255230		30,223		33,836
7%, 7/1/34 Pool # 792636		8,317		8,728
4%, 2/1/35 Pool # MA2177		1,478,143		1,595,504
5%, 8/1/35 Pool # 829670		144,740		161,264
5%, 9/1/35 Pool # 820347		180,939		205,356
5%, 9/1/35 Pool # 835699		168,588		191,183
5%, 11/1/35 Pool # 844809		61,787		68,869
4.5%, 12/1/35 Pool # 745147		28,550		31,214
5%, 12/1/35 Pool # 850561		72,512		80,810
5%, 2/1/36 Pool # 745275		28,102		31,331
5%, 3/1/36 Pool # 745355		37,325		41,562
6%, 11/1/36 Pool # 902510		136,947		158,681
5.5%, 5/1/37 Pool # 928292		224,094		256,574
6%, 10/1/37 Pool # 947563		172,525		200,106
6.5%, 12/1/37 Pool # 889072		166,312		193,400
5%, 4/1/38 Pool # 889260		35,168		39,121
6.5%, 8/1/38 Pool # 987711		278,589		323,043
4.5%, 8/1/40 Pool # AD8243		161,452		176,238
4%, 9/1/40 Pool # AE3039		1,383,338		1,496,523
4%, 1/1/41 Pool # AB2080		1,096,737		1,181,444
5.5%, 7/1/41 Pool # AL6588		1,218,362		1,384,515
4%, 9/1/41 Pool # AJ1406		1,016,948		1,087,156
4%, 10/1/41 Pool # AJ4046		1,346,411		1,457,062
4%, 3/1/42 Pool # AL1998		2,059,545		2,228,658
3.5%, 6/1/42 Pool # AO4134		1,928,191		2,027,185
3.5%, 8/1/42 Pool # AP2133		1,123,121		1,178,323
3%, 9/1/42 Pool # AP6568		165,831		169,283
3.5%, 9/1/42 Pool # AB6228		605,385		635,371
3.5%, 12/1/42 Pool # AQ8892		183,509		192,480
3%, 2/1/43 Pool # AL3072		1,444,166		1,474,254
3.5%, 4/1/43 Pool # AR9902		581,900		615,431
3.5%, 4/1/43 Pool # AT2887		517,512		544,129
4.5%, 2/1/45 Pool # MA2193		1,478,845		1,622,839
3.5%, 3/25/30 Series 2015-12, Class NI		3,648,926		575,864
6%, 12/25/31 Series 2001-73, Class GZ		507,759		580,509
5.5%, 9/25/35 Series 2005-79, Class LT		365,145		411,272
				31,728,998
Freddie Mac - 9.1%
5%, 5/1/18 Pool # E96322		40,400		42,409
5%, 2/1/21 Pool # G11911		14,268		15,185
4.5%, 4/1/23 Pool # J07302		29,239		31,331
4.5%, 11/1/23 Pool # G13342		16,150		17,302
3%, 12/1/26 Pool # J17506		121,987		128,132
3%, 1/1/27 Pool # G18420		63,483		66,561
3%, 8/1/27 Pool # J19899		1,199,572		1,263,722
8%, 6/1/30 Pool # C01005		1,327		1,693
7%, 3/1/31 Pool # C48133		7,077		7,102
6.5%, 1/1/32 Pool # C62333		31,169		35,805
3.5%, 8/1/32 Pool # C91485		258,207		271,933
5%, 7/1/33 Pool # A11325		349,885		393,390
4.5%, 6/1/34 Pool # C01856		939,048		1,026,081
5%, 4/1/35 Pool # A32315		54,848		61,447
5%, 4/1/35 Pool # A32316		58,624		65,757
6.5%, 11/1/36 Pool # C02660		19,581		22,494
5.5%, 11/1/37 Pool # A68787		297,813		342,134
5%, 9/1/38 Pool # G04815		15,723		17,457
5.5%, 12/1/38 Pool # G05267		1,190,011		1,342,430
5%, 2/1/39 Pool # G05572		494,595		552,161
5%, 10/1/39 Pool # A89335		1,402,186		1,571,558
3.5%, 11/1/40 Pool # G06168		951,393		996,654
4%, 10/1/41 Pool # Q04092		1,646,502		1,771,909
4.5%, 3/1/42 Pool # G07491		1,275,223		1,389,622
3%, 9/1/42 Pool # C04233		953,116		970,578
3%, 2/1/43 Pool # Q15767		173,912		177,089
3%, 4/1/43 Pool # V80025		664,330		676,338
3%, 4/1/43 Pool # V80026		670,281		682,334
4%, 1/1/45 Pool # G08624		1,971,505		2,105,967
3%, 12/15/26 Series 3978, Class B		4,636,000		4,803,921
				20,850,496
Ginnie Mae - 0.1%
8%, 10/20/15 Pool # 2995		456		457
6.5%, 2/20/29 Pool # 2714		16,900		20,012
6.5%, 4/20/31 Pool # 3068		8,140		9,800
4%, 4/15/39 Pool # 698089		88,209		95,363
				125,632
Total Mortgage Backed Securities (Cost $51,253,632)				52,705,126
U.S. GOVERNMENT AND AGENCY
OBLIGATIONS - 30.5%
Fannie Mae - 0.8%
2.000%, 6/28/27 (F)		650,000		648,901
3.000%, 5/24/32 (F)		1,250,000		1,251,942
				1,900,843
Federal Farm Credit Bank - 0.2%
5.875%, 10/3/16		500,000		537,369
Federal Home Loan Bank - 0.7%
0.625%, 11/27/18 (F)		1,500,000		1,502,406
Freddie Mac - 0.2%
5.000%, 2/16/17		450,000		484,819
U.S. Treasury Bonds - 5.0%
6.625%, 2/15/27		2,000,000		2,927,344
5.375%, 2/15/31		1,250,000		1,743,360
4.500%, 5/15/38		4,750,000		6,277,420
3.750%, 8/15/41		250,000		299,824
				11,247,948
U.S. Treasury Notes - 23.6%
0.375%, 10/31/16		2,750,000		2,746,348
2.750%, 11/30/16		5,000,000		5,178,515
0.875%, 1/31/17		2,500,000		2,515,040
3.125%, 1/31/17		3,800,000		3,972,782
0.750%, 3/15/17		3,600,000		3,612,377
2.375%, 7/31/17		2,200,000		2,283,186
1.875%, 10/31/17		3,000,000		3,081,798
4.250%, 11/15/17		2,550,000		2,772,926
2.625%, 1/31/18		3,000,000		3,144,609
2.750%, 2/28/18		3,000,000		3,156,564
3.875%, 5/15/18		2,750,000		2,992,773
1.375%, 2/28/19		3,000,000		3,018,984
3.625%, 8/15/19		2,750,000		3,015,117
2.625%, 11/15/20		1,350,000		1,424,355
3.125%, 5/15/21		3,750,000		4,061,426
2.125%, 8/15/21		3,650,000		3,735,549
2.750%, 2/15/24		2,500,000		2,655,860
				53,368,209
Total U.S. Government and Agency Obligations (Cost $65,253,648)				69,041,594
		Shares
SHORT-TERM INVESTMENTS - 0.6%
State Street Institutional U.S. Government
Money Market Fund		1,340,980		1,340,980
Total Short-Term Investments
(Cost $1,340,980)				1,340,980
TOTAL INVESTMENTS - 99.4%
(Cost $218,337,966**)				225,144,682
NET OTHER ASSETS AND LIABILITIES - 0.6%				1,386,965
TOTAL NET ASSETS - 100.0%			$	226,531,647

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $218,337,966.
(A)	Floating rate or variable rate note. Rate shown is as of April 30, 2015.
(B)	Security sold within terms of a private placement memorandum exempt from registration under section 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other 'qualified institutional investors.
(C)	Illiquid security (See Note 2).
(D)	Notes and bonds, issued by foreign entities, denominated in U.S. dollars. The aggregate of these securities is 1.9% of total net assets.
(E)	In default. Issuer is bankrupt.
(F)	Stepped rate security. Rate shown is as of April 30, 2015.
	AGM	Assured Guaranty Municipal Corp.
	MTN	Medium Term Note.
	NATL-RE	National Public Finance Guarantee Corp.
	PLC	Public Limited Company.
	PSF-GTD	Permanent School Fund Guaranteed.

See accompanying Notes to Financial Statements.

20

Madison Funds | April 30, 2015

Madison Corporate Bond Fund Portfolio of Investments (unaudited)

		Par Value		Value (Note 2)
CORPORATE NOTES AND BONDS - 90.1%
Consumer Discretionary - 11.9%
Advance Auto Parts Inc., 4.5%, 12/1/23	$	50,000	$	53,006
Amazon.com Inc., 3.8%, 12/5/24		200,000		208,046
AutoZone Inc., 1.3%, 1/13/17		200,000		200,640
Comcast Corp., 6.45%, 3/15/37		300,000		395,107
DIRECTV Holdings LLC/DIRECTV Financing Co. Inc., 5%, 3/1/21		300,000		331,946
Discovery Communications LLC, 3.25%, 4/1/23		100,000		99,165
DR Horton Inc., 3.75%, 3/1/19		50,000		50,625
Georgia-Pacific LLC (A) (B), 3.163%, 11/15/21		100,000		101,620
GLP Capital L.P./GLP Financing II Inc., 4.875%, 11/1/20		25,000		25,438
Hasbro Inc., 3.15%, 5/15/21		200,000		203,842
Intelsat Jackson Holding SA (C), 5.5%, 8/1/23		50,000		47,062
Nissan Motor Acceptance Corp. (A) (B), 2.65%, 9/26/18		50,000		51,502
Priceline Group Inc./The, 3.65%, 3/15/25		200,000		203,808
QVC Inc., 3.125%, 4/1/19		200,000		201,112
Sirius XM Radio Inc. (A) (B), 6%, 7/15/24		125,000		129,687
Target Corp., 5.375%, 5/1/17		300,000		326,479
Time Warner Inc., 6.25%, 3/29/41		250,000		310,259
Toll Brothers Finance Corp., 4%, 12/31/18		50,000		51,500
Viacom Inc., 3.25%, 3/15/23		100,000		98,185
Walgreens Boots Alliance Inc., 4.5%, 11/18/34		150,000		154,350
				3,243,379
Consumer Staples - 7.2%
Costco Wholesale Corp., 2.25%, 2/15/22		200,000		198,123
CVS Health Corp., 3.375%, 8/12/24		200,000		206,113
General Mills Inc., 5.65%, 2/15/19		200,000		226,251
JM Smucker Co./The (A) (B), 3.5%, 3/15/25		200,000		201,394
Kellogg Co., 1.875%, 11/17/16		300,000		304,545
Kraft Foods Group Inc., 3.5%, 6/6/22		200,000		204,464
Sysco Corp., 0.55%, 6/12/15		200,000		200,049
Sysco Corp., 3.5%, 10/2/24		150,000		154,200
Sysco Corp., 4.35%, 10/2/34		50,000		51,229
Wal-Mart Stores Inc., 3.25%, 10/25/20		200,000		213,833
				1,960,201
Energy - 12.0%
Access Midstream Partners L.P./ACMP
Finance Corp., 4.875%, 5/15/23		100,000		101,457
Antero Resources Corp. (A) (B), 5.625%, 6/1/23		50,000		51,063
Calumet Specialty Products Partners L.P./ Calumet Finance Corp., 6.5%, 4/15/21		100,000		99,500
Chevron Corp., 3.191%, 6/24/23		200,000		206,921
ConocoPhillips Co., 4.15%, 11/15/34		200,000		207,745
Devon Energy Corp., 5.6%, 7/15/41		100,000		115,461
Energy Transfer Partners L.P., 4.15%, 10/1/20		300,000		317,468
Enterprise Products Operating LLC, 4.45%, 2/15/43		200,000		196,211
Freeport-McMoran Oil & Gas LLC/FCX Oil & Gas Inc., 6.75%, 2/1/22		150,000		160,350
Helmerich & Payne International Drilling Co. (A) (B), 4.65%, 3/15/25		100,000		105,178
Kinder Morgan Energy Partners L.P., 2.65%, 2/1/19		50,000		50,083
Kinder Morgan Inc. (A) (B), 5%, 2/15/21		50,000		53,940
Marathon Oil Corp., 6%, 10/1/17		400,000		440,884
Marathon Petroleum Corp., 5.125%, 3/1/21		250,000		279,129
Phillips 66, 4.65%, 11/15/34		100,000		104,639
Phillips 66 Partners L.P., 3.605%, 2/15/25		200,000		198,352
Valero Energy Corp., 6.625%, 6/15/37		350,000		428,739
Williams Cos. Inc./The, 4.55%, 6/24/24		150,000		147,453
				3,264,573
Financials - 33.9%
Banks - 12.8%
Bank of America Corp., 2.6%, 1/15/19		100,000		101,543
Bank of America Corp., MTN, 3.3%, 1/11/23		200,000		200,455
BB&T Corp., MTN, 2.25%, 2/1/19		200,000		202,372
Capital One Financial Corp., 2.45%, 4/24/19		300,000		302,862
Fifth Third Bancorp, 2.3%, 3/1/19		300,000		302,980
Goldman Sachs Group Inc./The, 2.625%, 1/31/19		100,000		101,829
Goldman Sachs Group Inc./The, 3.625%, 1/22/23		200,000		205,406
Huntington National Bank/The, 2.2%, 4/1/19		300,000		300,189
JPMorgan Chase & Co., 4.25%, 10/15/20		100,000		108,549
JPMorgan Chase & Co., 3.125%, 1/23/25		200,000		197,336
KeyCorp, MTN, 5.1%, 3/24/21		250,000		282,696
Morgan Stanley, MTN, 3.7%, 10/23/24		200,000		204,562
PNC Funding Corp., 3.3%, 3/8/22		100,000		104,229
US Bancorp, MTN, 2.2%, 11/15/16		400,000		408,458
Wells Fargo & Co., 5.625%, 12/11/17		410,000		453,760
				3,477,226
Diversified Financial Services - 7.6%
AerCap Ireland Capital Ltd./AerCap Global
Aviation Trust (A) (B) (C), 3.75%, 5/15/19		150,000		151,875
Affiliated Managers Group Inc., 4.25%, 2/15/24		300,000		316,962
Air Lease Corp., 3.875%, 4/1/21		50,000		51,625
Air Lease Corp., 3.75%, 2/1/22		200,000		202,373
American Express Co., 6.15%, 8/28/17		300,000		332,340
Apollo Management Holdings L.P. (A) (B), 4%, 5/30/24		250,000		255,712
General Electric Capital Corp., MTN, 6.75%, 3/15/32		425,000		584,500
Invesco Finance PLC (C), 4%, 1/30/24		50,000		52,846
Synchrony Financial, 3.75%, 8/15/21		100,000		103,212
				2,051,445
Insurance - 6.7%
Aflac Inc., 3.625%, 11/15/24		200,000		208,253
American International Group Inc., 3.875%, 1/15/35		200,000		194,724
Berkshire Hathaway Finance Corp., 5.4%, 5/15/18		400,000		448,678
Liberty Mutual Group Inc. (A) (B), 4.25%, 6/15/23		100,000		105,863
MetLife Inc., 3.6%, 4/10/24		300,000		313,147
New York Life Global Funding (A) (B), 1.95%, 2/11/20		200,000		199,521
ProAssurance Corp., 5.3%, 11/15/23		50,000		54,484
Prudential Financial Inc., MTN, 3.5%, 5/15/24		300,000		306,868
				1,831,538
Iron/Steel - 0.5%
Glencore Funding LLC (A) (B), 3.125%, 4/29/19		125,000		127,337
Machinery-Constr&Mining - 0.8%
Caterpillar Financial Services Corp., Series G, 2.45%, 9/6/18		200,000		205,837
Machinery-Diversified - 1.1%
John Deere Capital Corp., MTN, 1.4%, 3/15/17		300,000		303,301
Real Estate - 4.4%
HCP Inc., 2.625%, 2/1/20		250,000		251,184
Senior Housing Properties Trust, 3.25%, 5/1/19		200,000		203,017
Simon Property Group L.P., 4.125%, 12/1/21		400,000		437,478
Vornado Realty L.P., 2.5%, 6/30/19		100,000		101,112
WP Carey Inc., 4.6%, 4/1/24		200,000		206,992
				1,199,783
				9,196,467
Health Care - 6.7%
AbbVie Inc., 2%, 11/6/18		200,000		200,582
Actavis Funding SCS (C), 4.55%, 3/15/35		130,000		130,481
Baxter International Inc., 3.2%, 6/15/23		100,000		99,956
Express Scripts Holding Co., 4.75%, 11/15/21		200,000		222,391
Forest Laboratories Inc. (A) (B), 5%, 12/15/21		50,000		55,273
HCA Inc., 3.75%, 3/15/19		100,000		103,000
Laboratory Corp. of America Holdings, 3.6%, 2/1/25		200,000		199,246
Merck & Co. Inc., 3.875%, 1/15/21		300,000		327,629
Omnicare Inc., 4.75%, 12/1/22		150,000		163,875
Stryker Corp., 1.3%, 4/1/18		100,000		99,748
UnitedHealth Group Inc., 2.875%, 3/15/23		200,000		201,952
				1,804,133
Industrials - 5.3%
ADT Corp./The, 4.125%, 4/15/19		150,000		152,340
Burlington Northern Santa Fe LLC, 3.85%, 9/1/23		100,000		107,010
Burlington Northern Santa Fe LLC, 4.45%, 3/15/43		200,000		207,722
Caterpillar Inc., 5.2%, 5/27/41		20,000		23,393
CSX Corp., 6.15%, 5/1/37		20,000		25,560
Lockheed Martin Corp., 2.9%, 3/1/25		200,000		199,894
Norfolk Southern Corp., 3.25%, 12/1/21		300,000		311,790
Northrop Grumman Corp., 1.75%, 6/1/18		100,000		100,287
Textron Inc., 3.875%, 3/1/25		200,000		205,139
United Rentals North America Inc., 6.125%, 6/15/23		100,000		104,825
				1,437,960
Information Technology - 6.1%
Apple Inc., 1%, 5/3/18		100,000		99,476
Apple Inc., 2.4%, 5/3/23		200,000		194,784
CDW LLC/CDW Finance Corp., 5%, 9/1/23		50,000		51,500
Cisco Systems Inc., 3.625%, 3/4/24		150,000		159,065
eBay Inc., 1.35%, 7/15/17		200,000		199,620
First Data Corp. (A) (B), 7.375%, 6/15/19		100,000		103,875
Intel Corp., 1.95%, 10/1/16		200,000		203,665
Intuit Inc., 5.75%, 3/15/17		200,000		215,931
Microsoft Corp., 3.5%, 2/12/35		100,000		95,307
Oracle Corp., 5.75%, 4/15/18		300,000		337,663
				1,660,886
Materials - 3.2%
Agrium Inc. (C), 3.375%, 3/15/25		200,000		198,320
Alcoa Inc., 5.125%, 10/1/24		50,000		53,896
Dow Chemical Co./The, 4.125%, 11/15/21		300,000		324,313
Packaging Corp. of America, 3.65%, 9/15/24		300,000		302,414
				878,943
Telecommunication Services - 2.9%
AT&T Inc., 1.6%, 2/15/17		100,000		100,493
AT&T Inc., 4.75%, 5/15/46		75,000		73,323
Harris Corp., 5.054%, 4/27/45		200,000		200,404
Verizon Communications Inc., 5.15%, 9/15/23		200,000		225,730
Verizon Communications Inc., 4.4%, 11/1/34		200,000		196,385
				796,335

See accompanying Notes to Financial Statements.

21

Madison Funds | April 30, 2015

Madison Corporate Bond Fund Portfolio of Investments (unaudited) - continued

		Par Value		Value (Note 2)
CORPORATE NOTES AND BONDS - continued
Utilities - 0.9%
Black Hills Corp., 4.25%, 11/30/23	$	50,000	$	53,260
Dominion Resources Inc., Series B, 2.75%, 9/15/22		200,000		197,030
				250,290
Total Corporate Notes and Bonds (Cost $23,761,241)				24,493,167
LONG TERM MUNICIPAL BONDS - 7.9%
Alabama Incentives Financing Authority Revenue, Series A, 5%, 9/1/29		200,000		226,762
Chicago IL O’Hare International Airport Revenue, Series A, (NATL-RE), 5%, 1/1/33		200,000		204,812
City of Oklahoma City OK Tax Allocation, Series B, 5%, 3/1/32		200,000		227,644
County of Bexar TX, General Obligation, Series C, 6.628%, 6/15/39		200,000		226,990
County of King WA Sewer Revenue, (AGM), 5%, 1/1/36		130,000		137,718
County of Palm Beach FL Revenue, 5%,11/1/33		200,000		216,438
Dallas/Fort Worth International Airport Revenue, Series G, 5%, 11/1/29		200,000		227,696
Desert Community College District CA, General Obligation, Series B, (AGM), 5%, 8/1/32		200,000		216,550
Las Vegas Valley Water District, General Obligation, Series A, 7.1%, 6/1/39		200,000		231,090
Orange County Health Facilities Authority Revenue, 5%, 1/1/29		200,000		221,194
Total Long Term Municipal Bonds (Cost $2,115,909)				2,136,894
		Shares
SHORT-TERM INVESTMENTS – 1.6%
State Street Institutional U.S. Government
Money Market Fund		423,005		423,005
Total Short-Term Investments
(Cost $423,005)				423,005
TOTAL INVESTMENTS - 99.6% (Cost $26,300,155**)				27,053,066
NET OTHER ASSETS AND LIABILITIES - 0.4%				116,661
TOTAL NET ASSETS - 100.0%			$	27,169,727

**	Aggregate cost for Federal tax purposes was $26,300,155.
(A)	Security sold within terms of a private placement memorandum exempt from registration under section 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “qualified institutional investors.”
(B)	Illiquid security (See Note 2).
(C)	Notes and bonds, issued by foreign entities, denominated in U.S. dollars. The aggregate of these securities is 2.1% of total net assets.
	AGM  Assured Guaranty Municipal Corp.
	MTN  Medium Term Note.
NATL-RE  National Public Finance Guarantee Corp.
	PLC   Public Limited Company.

Madison High Income Fund Portfolio of Investments (unaudited)

		Par Value		Value (Note 2)
CORPORATE NOTES AND BONDS - 94.1%
Consumer Discretionary - 22.8%
Burger King (A) (B), 6%, 4/1/22	$	300,000	$	309,750
Cablevision Systems Corp., 5.875%, 9/15/22		100,000		106,000
CCO Holdings LLC/CCO Holdings Capital Corp., 6.5%, 4/30/21		400,000		415,650
Cequel Communications Holdings I LLC/ Cequel Capital Corp. (A), 5.125%, 12/15/21		250,000		250,362
Cumulus Media Holdings Inc., 7.75%, 5/1/19		500,000		481,250
DISH DBS Corp., 6.75%, 6/1/21		200,000		211,766
DISH DBS Corp., 5.875%, 11/15/24		100,000		98,500
Fiat Chrysler Automobiles N.V. (A) (B), 4.5%, 4/15/20		250,000		251,625
Group 1 Automotive Inc. (A), 5%, 6/1/22		300,000		301,500
Mediacom LLC/Mediacom Capital Corp., 7.25%, 2/15/22		100,000		107,000
MGM Resorts International, 6%, 3/15/23		150,000		155,344
Nexteer Automotive Group Ltd. (A) (B), 5.875%, 11/15/21		250,000		258,750
Outfront Media Capital LLC/Outfront Media Capital Corp., 5.625%, 2/15/24		500,000		520,625
Penske Automotive Group Inc., 5.75%, 10/1/22		250,000		262,500
Pinnacle Entertainment Inc., 8.75%, 5/15/20		200,000		210,250
Scientific Games International Inc., 6.25%, 9/1/20		350,000		254,625
Sinclair Television Group Inc., 6.375%, 11/1/21		400,000		423,000
Sirius XM Radio Inc. (A), 5.875%, 10/1/20		250,000		260,937
Sirius XM Radio Inc. (A), 4.625%, 5/15/23		250,000		242,500
Univision Communications Inc. (A), 6.75%, 9/15/22		497,000		533,679
UPCB Finance V Ltd. (A) (B), 6.875%, 1/15/22		250,000		268,750
Viking Cruises Ltd. (A) (B), 8.5%, 10/15/22		300,000		332,610
WMG Acquisition Corp. (A), 6.75%, 4/15/22		400,000		380,000
				6,636,973
Consumer Staples - 1.8%
Dole Food Co. Inc. (A), 7.25%, 5/1/19		500,000		511,250
Energy - 12.0%
American Energy-Permian Basin LLC/AEPB
Finance Corp. (A) (C), 6.779%, 8/1/19		200,000		150,000
Berry Petroleum Co. LLC, 6.75%, 11/1/20		200,000		167,000
California Resources Corp., 5.5%, 9/15/21		100,000		94,750
California Resources Corp., 6%, 11/15/24		100,000		94,000
Chaparral Energy Inc., 8.25%, 9/1/21		500,000		405,000
Exterran Partners L.P./EXLP Finance Corp., 6%, 10/1/22		250,000		243,750
Jupiter Resources Inc. (A) (B), 8.5%, 10/1/22		150,000		126,750
Linn Energy LLC/Linn Energy Finance Corp., 6.5%, 5/15/19		100,000		87,250
Linn Energy LLC/Linn Energy Finance Corp., 6.5%, 9/15/21		200,000		163,000
Memorial Production Partners L.P./ Memorial Production Finance Corp., 7.625%, 5/1/21		300,000		293,250
Memorial Production Partners L.P./ Memorial Production Finance Corp. (A), 6.875%, 8/1/22		300,000		281,250
QEP Resources Inc., 5.375%, 10/1/22		250,000		253,125
QEP Resources Inc., 5.25%, 5/1/23		250,000		250,630
Southern Star Central Corp. (A), 5.125%, 7/15/22		500,000		520,000
Tesoro Logistics L.P./Tesoro Logistics Finance Corp. (A), 6.25%, 10/15/22		100,000		106,125
Unit Corp., 6.625%, 5/15/21		250,000		240,000
				3,475,880
Financials - 6.2%
Ally Financial Inc., 3.75%, 11/18/19		300,000		298,380
Communications Sales & Leasing Inc. (A), 8.25%, 10/15/23		100,000		102,625
Geo Group Inc./The, 5.875%, 10/15/24		200,000		212,500
Iron Mountain Inc., 6%, 8/15/23		150,000		159,750
Iron Mountain Inc., 5.75%, 8/15/24		350,000		362,268
MPT Operating Partnership L.P./MPT Finance Corp., 6.875%, 5/1/21		350,000		376,250
Nationstar Mortgage LLC/Nationstar Capital Corp., 6.5%, 7/1/21		300,000		292,500
				1,804,273
Health Care - 9.4%
Acadia Healthcare Co. Inc., 5.125%, 7/1/22		250,000		249,375
CHS/Community Health Systems Inc., 6.875%, 2/1/22		300,000		318,375
Endo Finance LLC & Endo Finco Inc. (A), 7%, 12/15/20		500,000		526,250
Grifols Worldwide Operations Ltd. (A) (B), 5.25%, 4/1/22		250,000		255,625
Hologic Inc., 6.25%, 8/1/20		300,000		310,875
Mallinckrodt International Finance S.A. (B), 4.75%, 4/15/23		300,000		287,250
MPH Acquisition Holdings LLC (A), 6.625%, 4/1/22		250,000		262,502
Par Pharmaceutical Cos. Inc., 7.375%, 10/15/20		200,000		213,750
Valeant Pharmaceuticals International Inc. (A) (B), 5.625%, 12/1/21		300,000		307,500
				2,731,502
Industrials - 12.5%
ACCO Brands Corp., 6.75%, 4/30/20		200,000		210,500
Ashtead Capital Inc. (A), 6.5%, 7/15/22		250,000		267,657
Avis Budget Car Rental LLC/Avis Budget Finance Inc. (A), 5.25%, 3/15/25		250,000		247,500
Bombardier Inc. (A) (B), 6.125%, 1/15/23		250,000		238,925
Brand Energy & Infrastructure Services Inc. (A) (D), 8.5%, 12/1/21		250,000		238,750
Building Materials Corp. of America (A), 5.375%, 11/15/24		250,000		256,250
Casella Waste Systems Inc., 7.75%, 2/15/19		200,000		204,000
Clean Harbors Inc., 5.125%, 6/1/21		150,000		153,000
FTI Consulting Inc., 6%, 11/15/22		500,000		532,500
Gates Global LLC/Gates Global Co. (A), 6%, 7/15/22		350,000		326,375
Hertz Corp./The, 6.75%, 4/15/19		250,000		258,698
Hertz Corp./The, 5.875%, 10/15/20		100,000		101,750
Nortek Inc., 8.5%, 4/15/21		250,000		270,000

See accompanying Notes to Financial Statements.

22

Madison Funds | April 30, 2015

Madison High Income Fund Portfolio of Investments (unaudited) - continued

		Par Value		Value (Note 2)
CORPORATE NOTES AND BONDS - continued
Industrials - continued
Spirit AeroSystems Inc., 5.25%, 3/15/22	$	200,000	$	208,500
Summit Materials LLC / Summit Materials Finance Corp., 10.5%, 1/31/20		54,000		58,995
United Rentals North America Inc., 8.25%, 2/1/21		69,000		74,434
				3,647,834
Information Technology - 8.8%
Alliance Data Systems Corp. (A), 6.375%, 4/1/20		400,000		416,000
Belden Inc. (A), 5.5%, 9/1/22		500,000		513,750
CommScope Holding Co. Inc. (A), 6.625%, 6/1/20		250,000		255,950
Hughes Satellite Systems Corp., 7.625%, 6/15/21		150,000		167,250
Micron Technology Inc. (A), 5.25%, 1/15/24		150,000		148,500
NCR Corp., 6.375%, 12/15/23		150,000		157,875
SunGard Data Systems Inc., 7.375%, 11/15/18		246,000		255,840
Syniverse Holdings Inc., 9.125%, 1/15/19		275,000		258,500
ViaSat Inc., 6.875%, 6/15/20		370,000		393,425
				2,567,090
Materials - 7.2%
Greif Inc., 6.75%, 2/1/17		250,000		266,250
INEOS Group Holdings S.A. (A) (B), 5.875%, 2/15/19		200,000		202,500
Murray Energy Corp. (A), 11.25%, 4/15/21		200,000		203,500
Polymer Group Inc. (A), 6.875%, 6/1/19		125,000		118,750
Rayonier AM Products Inc. (A), 5.5%, 6/1/24		450,000		396,000
Reynolds Group Issuer Inc. / Reynolds Group Issuer LLC / Reynolds Group Issuer Lu, 5.75%, 10/15/20		400,000		418,000
Steel Dynamics Inc. (A), 5.5%, 10/1/24		250,000		258,125
Tronox Finance LLC, 6.375%, 8/15/20		225,000		220,500
				2,083,625
Telecommunication Services - 5.5%
Altice S.A. (A) (B), 7.625%, 2/15/25		250,000		252,825
GCI Inc. (A), 6.875%, 4/15/25		150,000		153,750
Level 3 Financing Inc., 8.125%, 7/1/19		50,000		52,550
SBA Telecommunications Inc., 5.75%, 7/15/20		300,000		314,250
Sprint Corp., 7.125%, 6/15/24		300,000		288,375
Sprint Corp., 7.625%, 2/15/25		150,000		147,510
T-Mobile USA Inc., 6.633%, 4/28/21		300,000		316,500
Windstream Corp., 6.375%, 8/1/23		100,000		88,250
				1,614,010
Utilities - 7.9%
AES Corp./VA, 5.5%, 3/15/24		400,000		400,000
AmeriGas Finance LLC / AmeriGas Finance Corp., 7%, 5/20/22		400,000		428,400
Calpine Corp., 5.5%, 2/1/24		250,000		250,000
Dynegy Inc. (A), 7.625%, 11/1/24		150,000		161,250
Ferrellgas L.P. / Ferrellgas Finance Corp., 6.75%, 1/15/22		400,000		411,000
NRG Energy Inc., 8.25%, 9/1/20		200,000		211,000
NRG Energy Inc., 6.25%, 5/1/24		200,000		204,500
Suburban Propane Partners L.P. / Suburban
Energy Finance Corp., 7.375%, 8/1/21		227,000		244,025
				2,310,175
Total Corporate Notes and Bonds (Cost $27,154,423)				27,382,612
		Shares
SHORT-TERM INVESTMENTS - 4.1%
State Street Institutional U.S. Government
Money Market Fund		1,180,931		1,180,931
Total Short-Term Investments
(Cost $1,180,931)				1,180,931
TOTAL INVESTMENTS - 98.2% (Cost $28,335,354**)				28,563,543
NET OTHER ASSETS AND LIABILITIES - 1.8%				519,782
TOTAL NET ASSETS –-100.0%			$	29,083,325

**	Aggregate cost for Federal tax purposes was $28,335,354.
(A)	Security sold within terms of a private placement memorandum exempt from registration under section 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “qualified institutional investors.”
(B)	Notes and bonds, issued by foreign entities, denominated in U.S. dollars. The aggregate of these securities is 10.6% of total net assets
(C)	Floating rate or variable rate note. Rate shown is as of April 30, 2015.
(D)	Illiquid security (See Note 2).

Madison Diversified Income Fund Portfolio of Investments (unaudited)

		Shares		Value (Note 2)
COMMON STOCKS - 54.6%
Consumer Discretionary - 5.2%
Home Depot Inc./The		17,000	$	1,818,660
Johnson Controls Inc.		16,500		831,270
McDonald’s Corp.		28,500		2,751,675
Omnicom Group Inc.		11,500		871,240
Time Warner Inc.		18,000		1,519,380
				7,792,225
Consumer Staples - 8.9%
Coca-Cola Co./The		45,000		1,825,200
General Mills Inc.		33,500		1,853,890
JM Smucker Co./The		11,500		1,333,080
Mondelez International Inc., Class A		33,500		1,285,395
Nestle S.A., ADR		26,700		2,072,454
PepsiCo Inc.		15,000		1,426,800
Procter & Gamble Co./The		31,000		2,464,810
Wal-Mart Stores Inc.		15,500		1,209,775
				13,471,404
Energy - 5.4%
Chevron Corp.		25,000		2,776,500
ConocoPhillips		11,000		747,120
Exxon Mobil Corp.		27,500		2,402,675
Occidental Petroleum Corp.		8,500		680,850
Schlumberger Ltd.		16,000		1,513,760
				8,120,905
Financials - 7.8%
BB&T Corp.		33,500		1,282,715
MetLife Inc.		24,500		1,256,605
Northern Trust Corp.		16,000		1,170,400
Travelers Cos. Inc./The		31,500		3,184,965
US Bancorp		51,500		2,207,805
Wells Fargo & Co.		47,000		2,589,700
				11,692,190
Health Care - 10.1%
Amgen Inc.		7,500		1,184,325
Baxter International Inc.		18,500		1,271,690
Johnson & Johnson		27,500		2,728,000
Medtronic PLC		33,600		2,501,520
Merck & Co. Inc.		35,000		2,084,600
Novartis AG, ADR		10,500		1,068,900
Pfizer Inc.		90,000		3,053,700
Quest Diagnostics Inc.		18,500		1,321,270
				15,214,005
Industrials - 6.7%
3M Co.		8,500		1,329,315
Boeing Co./The		18,200		2,608,788
General Electric Co.		50,500		1,367,540
United Parcel Service Inc., Class B		21,500		2,161,395
United Technologies Corp.		15,000		1,706,250
Waste Management Inc.		19,500		965,835
				10,139,123
Information Technology - 6.6%
Accenture PLC, Class A		27,000		2,501,550
Automatic Data Processing Inc.		10,000		845,400
Intel Corp.		33,500		1,090,425
Linear Technology Corp.		23,000		1,060,990
Microsoft Corp.		40,000		1,945,600
Oracle Corp.		23,000		1,003,260
QUALCOMM Inc.		21,000		1,428,000
				9,875,225
Materials - 1.1%
Praxair Inc.		14,000		1,707,020
Telecommunication Service - 1.7%
Verizon Communications Inc.		52,000		2,622,880
Utilities - 1.1%
Duke Energy Corp.		21,000		1,628,970
Total Common Stocks
(Cost $62,408,946)				82,263,947
		Par Value
ASSET BACKED SECURITIES - 1.2%
ABSC Long Beach Home Equity Loan Trust,
Series 2000-LB1, Class AF5 (A), 8.55%, 9/21/30	$	98,971		103,298
Ally Master Owner Trust, Series 2014-4, Class A2, 1.43%, 6/17/19		225,000		225,871
CNH Equipment Trust, Series 2014-A, Class A3, 0.84%, 5/15/19		175,000		174,923
Ford Credit Auto Owner Trust, Series 2014-A, Class A3, 0.79%, 5/15/18		225,000		225,143
Hyundai Auto Receivables Trust, Series 2014-A, Class A3, 0.79%, 7/16/18		100,000		100,071
Mercedes-Benz Auto Lease Trust, Series 2014-A, Class A4, 0.9%, 12/16/19		325,000		325,159
Santander Drive Auto Receivables Trust, Series 2012-6, Class B, 1.33%, 5/15/17		62,920		62,942
Santander Drive Auto Receivables Trust, Series 2013-3 Class B, 1.19%, 5/15/18		125,000		125,214

See accompanying Notes to Financial Statements.

23

Madison Funds | April 30, 2015

Madison Diversified Income Fund Portfolio of Investments (unaudited) - continued

		Par Value		Value (Note 2)
ASSET BACKED SECURITIES - continued
Santander Drive Auto Receivables Trust, Series 2013-5, Class C, 2.25%, 6/17/19	$	250,000	$	253,050
Volkswagen Auto Lease Trust, Series 2014-A, Class A3, 0.8%, 4/20/17		150,000		150,107
Volvo Financial Equipment LLC, Series 2014-1A, Class A3 (B) (C), 0.82%, 4/16/18		125,000		124,826
Total Asset Backed Securities (Cost $1,867,362)				1,870,604
COMMERCIAL MORTGAGE-BACKED SECURITIES - 0.6%
Fannie Mae-Aces, Series 2013-M12, Class APT (A), 2.465%, 3/25/23		334,337		337,876
FREMF Mortgage Trust, Series 2012-K708, Class B (A) (B) (C), 3.887%, 2/25/45		300,000		312,682
Morgan Stanley Capital I Trust, Series 2005-IQ10, Class A4A (A), 5.23%, 9/15/42		213,752		214,095
Total Commercial Mortgage-Backed Securities (Cost $866,025)				864,653
CORPORATE NOTES AND BONDS - 15.1%
Consumer Discretionary - 2.2%
AARP, Inc. (B) (C), 7.5%, 5/1/31		750,000		1,042,540
Advance Auto Parts Inc., 4.5%, 12/1/23		500,000		530,057
Amazon.com Inc., 3.3%, 12/5/21		200,000		207,534
ERAC USA Finance LLC (B) (C), 6.7%, 6/1/34		325,000		407,429
GLP Capital L.P. / GLP Financing II Inc., 4.875%, 11/1/20		125,000		127,188
Royal Caribbean Cruises Ltd. (D), 7.25%, 6/15/16		400,000		424,000
Time Warner Inc., 4.75%, 3/29/21		400,000		445,299
Walgreens Boots Alliance Inc., 4.5%, 11/18/34		155,000		159,495
				3,343,542
Consumer Staples - 0.6%
Coca-Cola Co./The, 2.45%, 11/1/20		500,000		513,936
CVS Health Corp., 5.75%, 6/1/17		248,000		271,490
Sysco Corp., 4.35%, 10/2/34		150,000		153,687
				939,113
Energy - 2.1%
Access Midstream Partners L.P. / ACMP Finance Corp., 4.875%, 5/15/23		250,000		253,642
Antero Resources Corp. (B) (C), 5.625%, 6/1/23		150,000		153,187
ConocoPhillips Co., 4.15%, 11/15/34		500,000		519,363
Energy Transfer Partners L.P., 4.15%, 10/1/20		200,000		211,645
Enterprise Products Operating LLC, 5.2%, 9/1/20		450,000		510,356
Freeport-McMoran Oil & Gas LLC / FCX Oil & Gas Inc., 6.75%, 2/1/22		250,000		267,250
Hess Corp., 7.875%, 10/1/29		150,000		196,160
Marathon Oil Corp., 6%, 10/1/17		300,000		330,663
Phillips 66, 4.65%, 11/15/34		200,000		209,279
Transocean Inc. (D), 7.5%, 4/15/31		400,000		325,875
Williams Cos. Inc./The, 4.55%, 6/24/24		250,000		245,755
				3,223,175
Financials - 2.1%
Air Lease Corp., 3.75%, 2/1/22		300,000		303,559
American Express Credit Corp., MTN, 2.375%, 3/24/17		90,000		92,318
Capital One Financial Corp., 2.45%, 4/24/19		200,000		201,908
Fifth Third Bancorp, 2.3%, 3/1/19		275,000		277,732
Glencore Funding LLC (B) (C), 3.125%, 4/29/19		265,000		269,956
Goldman Sachs Group Inc./The, 2.625%, 1/31/19		500,000		509,147
HCP Inc., MTN, 6.7%, 1/30/18		185,000		208,805
HCP Inc., 3.4%, 2/1/25		150,000		145,673
Health Care REIT Inc., 4.5%, 1/15/24		200,000		213,914
Huntington National Bank/The, 2.2%, 4/1/19		400,000		400,252
Lehman Brothers Holdings Inc.* (E), 5.75%, 1/3/17		410,000		41
New York Life Global Funding (B) (C), 1.95%, 2/11/20		300,000		299,281
Synchrony Financial, 3.75%, 8/15/21		250,000		258,029
				3,180,615
Health Care - 2.4%
AbbVie Inc., 2%, 11/6/18		300,000		300,873
Actavis Funding SCS (D), 4.75%, 3/15/45		150,000		151,641
Amgen Inc., 5.85%, 6/1/17		1,050,000		1,147,060
Baxter International Inc., 3.2%, 6/15/23		400,000		399,825
Eli Lilly & Co., 6.57%, 1/1/16		300,000		312,131
Genentech Inc., 5.25%, 7/15/35		195,000		239,186
HCA Inc., 3.75%, 3/15/19		150,000		154,500
Merck Sharp & Dohme Corp., 5.75%, 11/15/36		220,000		279,266
UnitedHealth Group Inc., 2.875%, 3/15/23		400,000		403,905
Wyeth LLC, 6.5%, 2/1/34		150,000		198,733
				3,587,120
Industrials - 1.5%
Boeing Co./The, 8.625%, 11/15/31		150,000		234,750
Burlington Northern Santa Fe LLC, 8.125%, 4/15/20		175,000		220,302
Caterpillar Inc., 3.9%, 5/27/21		450,000		490,708
Danaher Corp., 3.9%, 6/23/21		450,000		491,932
Norfolk Southern Corp., 5.59%, 5/17/25		239,000		284,840
Norfolk Southern Corp., 7.05%, 5/1/37		260,000		359,158
United Rentals North America Inc., 4.625%, 7/15/23		150,000		152,064
				2,233,754
Information Technology - 1.5%
Apple Inc., 2.4%, 5/3/23		450,000		438,264
Broadridge Financial Solutions Inc., 3.95%, 9/1/20		450,000		474,581
Cisco Systems Inc., 5.5%, 2/22/16		240,000		249,712
EMC Corp., 2.65%, 6/1/20		200,000		204,948
First Data Corp. (B) (C), 7.375%, 6/15/19		200,000		207,750
International Business Machines Corp., 1.875%, 8/1/22		400,000		379,293
Thomson Reuters Corp. (D), 4.3%, 11/23/23		225,000		240,451
				2,194,999
Materials - 0.2%
Westvaco Corp., 8.2%, 1/15/30		175,000		242,984
Telecommunication Services - 0.9%
AT&T Inc., 4.75%, 5/15/46		75,000		73,323
Comcast Cable Communications Holdings Inc., 9.455%, 11/15/22		415,000		599,146
Harris Corp., 5.054%, 4/27/45		250,000		250,505
Verizon Communications Inc., 5.15%, 9/15/23		400,000		451,461
				1,374,435
Utilities - 1.6%
Interstate Power & Light Co., 6.25%, 7/15/39		175,000		242,241
Nevada Power Co., Series R, 6.75%, 7/1/37		400,000		557,627
Sierra Pacific Power Co., Series M, 6%, 5/15/16		126,000		132,774
Southwestern Electric Power Co., Series E, 5.55%, 1/15/17		500,000		536,986
Wisconsin Electric Power Co., 6.5%, 6/1/28		750,000		982,948
				2,452,576
Total Corporate Notes and Bonds (Cost $21,515,808)				22,772,313
LONG TERM MUNICIPAL BONDS - 1.6%
Dallas/Fort Worth International Airport Revenue, Series G, 5%, 11/1/29		300,000		341,544
District of Columbia Water & Sewer Authority Revenue, Series A, (ASSURED GTY), 5%, 10/1/34		300,000		330,522
Jacksonville FL Sales Tax Revenue, Series A, 5%, 10/1/29		300,000		344,508
Metropolitan Water District of Southern California Revenue, 6.538%, 7/1/39		300,000		344,724
Northside Independent School District, General Obligation, Series B, (PSF-GTD), 5.741%, 8/15/35		325,000		359,375
Rancho Water District Financing Authority Revenue, Series A, 6.337%, 8/1/40		350,000		403,147
State of Iowa Revenue, 6.75%, 6/1/34		250,000		288,568
Total Long Term Municipal Bonds (Cost $2,363,280)				2,412,388
MORTGAGE BACKED SECURITIES - 9.0%
Fannie Mae - 6.0%
5.5%, 4/1/16 Pool # 745444		9,282		9,732
6%, 5/1/16 Pool # 582558		2,363		2,399
5%, 12/1/17 Pool # 672243		40,314		42,349
5%, 5/1/20 Pool # 813965		77,296		83,435
4.5%, 9/1/20 Pool # 835465		89,408		94,141
6%, 5/1/21 Pool # 253847		16,860		19,241
3.5%, 8/1/26 Pool # AL0787		330,839		351,622
3%, 5/1/27 Pool # AL1715		385,910		404,549
3.5%, 8/1/29 Pool # MA2003		351,063		372,989
7%, 12/1/29 Pool # 762813		9,152		10,143
7%, 11/1/31 Pool # 607515		14,920		17,674
3.5%, 12/1/31 Pool # MA0919		602,231		638,055
7%, 5/1/32 Pool # 644591		2,876		3,241
5.5%, 10/1/33 Pool # 254904		95,776		109,022
5%, 6/1/34 Pool # 255230		73,957		82,799
7%, 7/1/34 Pool # 792636		5,228		5,486
4%, 2/1/35 Pool # MA2177		640,529		691,385
5%, 8/1/35 Pool # 829670		84,151		93,758
5%, 9/1/35 Pool # 820347		107,929		122,493
5%, 9/1/35 Pool # 835699		104,938		119,001
5%, 11/1/35 Pool # 844809		39,319		43,826
5%, 12/1/35 Pool # 850561		44,138		49,188
5.5%, 9/1/36 Pool # 831820		190,141		219,432
6%, 9/1/36 Pool # 831741		151,509		172,901
5.5%, 10/1/36 Pool # 901723		90,035		101,837
5.5%, 12/1/36 Pool # 903059		130,047		149,682
5.5%, 7/1/41 Pool # AL6588		365,509		415,354
3.5%, 6/1/42 Pool # AO4134		451,920		475,122
4%, 6/1/42 Pool # MA1087		375,055		401,709
3.5%, 8/1/42 Pool # AO8100		334,392		350,871
3.5%, 8/1/42 Pool # AP2133		336,936		353,497
3%, 2/1/43 Pool # AB8486		435,705		444,549
3%, 2/1/43 Pool # AB8563		260,202		265,449
3%, 2/1/43 Pool # AL3072		440,895		450,081
3%, 3/1/43 Pool # AB8818		439,940		448,877
4%, 1/1/45 Pool # MA2145		666,388		712,991
4.5%, 2/1/45 Pool # MA2193		492,948		540,946
5.5%, 9/25/35 Series 2005-79, Class LT		171,162		192,784
				9,062,610

See accompanying Notes to Financial Statements.

24

Madison Funds | April 30, 2015

Madison Diversified Income Fund Portfolio of Investments (unaudited) - continued

		Par Value		Value (Note 2)
MORTGAGE BACKED SECURITIES - continued
Freddie Mac - 2.9%
3%, 8/1/27 Pool # J19899	$	356,630	$	375,701
8%, 6/1/30 Pool # C01005		2,455		3,132
6.5%, 1/1/32 Pool # C62333		46,753		53,708
5%, 7/1/33 Pool # A11325		249,918		280,993
5%, 4/1/35 Pool # A32315		36,200		40,555
5%, 4/1/35 Pool # A32316		33,184		37,221
5%, 2/1/39 Pool # G05572		494,595		552,161
3.5%, 11/1/40 Pool # G06168		504,670		528,678
4%, 10/1/41 Pool # Q04092		389,173		418,815
3%, 8/1/42 Pool # G08502		390,003		397,146
3%, 9/1/42 Pool # C04233		394,824		402,057
3%, 4/1/43 Pool # V80025		442,887		450,892
3%, 4/1/43 Pool # V80026		446,854		454,890
4%, 1/1/45 Pool # G08624		394,301		421,194
				4,417,143
Ginnie Mae - 0.1%
8%, 10/20/15 Pool # 2995		298		299
6.5%, 2/20/29 Pool # 2714		23,660		28,017
6.5%, 4/20/31 Pool # 3068		13,567		16,333
				44,649
Total Mortgage Backed Securities (Cost $13,230,458)				13,524,402
U.S. GOVERNMENT AND AGENCY OBLIGATIONS - 12.8%
Fannie Mae - 0.3%
2.000%, 6/28/27 (F)		400,000		399,324
U.S. Treasury Bonds - 1.2%
6.625%, 2/15/27		860,000		1,258,758
3.000%, 5/15/42		500,000		525,039
				1,783,797
U.S. Treasury Notes - 11.3%
4.250%, 8/15/15		500,000		506,133
1.375%, 11/30/15		2,000,000		2,014,532
3.125%, 1/31/17		1,750,000		1,829,571
2.375%, 7/31/17		700,000		726,468
4.250%, 11/15/17		2,100,000		2,283,586
3.125%, 5/15/19		1,000,000		1,073,359
1.625%, 8/31/19		2,000,000		2,024,844
3.375%, 11/15/19		2,000,000		2,175,624
2.625%, 11/15/20		2,000,000		2,110,156
1.750%, 5/15/22		1,600,000		1,594,499
2.500%, 8/15/23		750,000		782,988
				17,121,760
Total U.S. Government and Agency Obligations (Cost $18,786,814)				19,304,881
		Shares
SHORT-TERM INVESTMENTS - 5.1%
State Street Institutional U.S. Government
Money Market Fund		7,735,773		7,735,773
Total Short-Term Investments
(Cost $7,735,773)				7,735,773
TOTAL INVESTMENTS - 100.0%
(Cost $128,774,466**)				150,748,961
NET OTHER ASSETS AND LIABILITIES - 0.0%				60,917
TOTAL NET ASSETS - 100.0%			$	150,809,878

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $128,947,195.
(A)	Floating rate or variable rate note. Rate shown is as of April 30, 2015.
(B)	Security sold within terms of a private placement memorandum exempt from registration under section 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “qualified institutional investors.”
(C)	Illiquid security (See Note 2).
(D)	Notes and bonds, issued by foreign entities, denominated in U.S. dollars. The aggregate of these securities is 0.8% of total net assets.
(E)	In default. Issuer is bankrupt.
(F)	Stepped rate security. Rate shown is as of April 30, 2015.

ADR	American Depositary Receipt
ASSURED GTY	Assured Guaranty
MTN	Medium Term Note
PLC	Public Limited Company.
PSF-GTD	Permanent School Fund Guaranteed
REIT	Real Estate Investment Trust

Madison Covered Call & Equity Income Fund (formerly Madison Equity Income Fund) Portfolio of Investments (unaudited)

		Shares		Value (Note 2)
COMMON STOCKS - 70.0%
Consumer Discretionary - 11.0%
Amazon.com Inc.* (A)		4,000	$	1,687,120
CBS Corp., Class B (A)		24,200		1,503,546
Discovery Communications Inc., Class A* (A)		17,600		569,536
Discovery Communications Inc., Class C*		31,500		952,245
Priceline Group Inc./The* (A)		1,200		1,485,372
Starbucks Corp. (A)		14,800		733,784
				6,931,603
Consumer Staples - 4.4%
Diageo PLC, ADR (A)		12,200		1,354,444
General Mills Inc. (A)		25,600		1,416,704
				2,771,148
Energy - 10.8%
Apache Corp. (A)		19,700		1,347,480
Baker Hughes Inc.		23,600		1,615,656
Cameron International Corp.* (A)		25,100		1,375,982
EOG Resources Inc. (A)		10,300		1,019,185
Occidental Petroleum Corp. (A)		18,800		1,505,880
				6,864,183
Financials - 6.8%
Progressive Corp./The (A)		45,700		1,218,362
State Street Corp. (A)		18,900		1,457,568
T. Rowe Price Group Inc. (A)		20,300		1,647,954
				4,323,884
Health Care - 7.7%
Baxter International Inc. (A)		18,300		1,257,942
Catamaran Corp.*		15,400		913,990
Express Scripts Holding Co.* (A)		11,100		959,040
Gilead Sciences Inc.* (A)		7,600		763,876
Varian Medical Systems Inc.*		10,700		950,695
				4,845,543
Industrials - 5.9%
Danaher Corp. (A)		18,300		1,498,404
Jacobs Engineering Group Inc.* (A)		20,900		895,774
United Technologies Corp. (A)		11,800		1,342,250
				3,736,428
Information Technology - 22.3%
Accenture PLC, Class A (A)		6,100		565,165
Altera Corp. (A)		42,500		1,771,400
Apple Inc. (A)		9,900		1,238,985
eBay Inc.* (A)		30,800		1,794,408
EMC Corp. (A)		48,900		1,315,899
Google Inc., Class C* (A)		3,610		1,939,734
Linear Technology Corp. (A)		13,700		631,981
Microsoft Corp. (A)		44,800		2,179,072
Nuance Communications Inc.* (A)		20,000		306,600
Oracle Corp. (A)		21,400		933,468
QUALCOMM Inc. (A)		21,100		1,434,800
				14,111,512
Telecommunication Service - 1.1%
Verizon Communications Inc. (A)		13,600		685,984
Total Common Stocks
(Cost $43,611,929)				44,270,285
EXCHANGE TRADED FUNDS - 9.0%
Powershares QQQ Trust Series 1 (A)		17,500		1,883,525
SPDR Gold Shares*		16,300		1,849,561
SPDR S&P 500 ETFTrust (A)		9,200		1,918,384
Total Exchange Traded Funds (Cost $5,700,237)				5,651,470
		Contracts
PUT OPTIONS PURCHASED - 0.6%
S&P 500 Index, Put, Jun 2015, $2,050		126		388,710
Total Put Options Purchased (Cost $363,006)				388,710
		Par Value
U.S. GOVERNMENT AND AGENCY
OBLIGATIONS - 9.5%
U.S. Treasury Bill (B) (C), 0.02%, 5/28/15	$	6,000,000		5,999,910
Total U.S. Government and Agency Obligations (Cost $5,999,910)				5,999,910

See accompanying Notes to Financial Statements.

25

Madison Funds | April 30, 2015

Madison Covered Call & Equity Income Fund (formerly Madison Equity Income Fund) Portfolio of Investments (unaudited) - continued

	Shares		Value (Note 2)
SHORT-TERM INVESTMENTS - 15.5%
State Street Institutional U.S. Government
Money Market Fund	9,788,669	$	9,788,669
Total Short-Term Investments
(Cost $9,788,669)			9,788,669
TOTAL INVESTMENTS - 104.6%
(Cost $65,463,751**)			66,099,044
NET OTHER ASSETS AND LIABILITIES - (2.2%)			(1,396,577	)
TOTAL CALL & PUT OPTIONS WRITTEN - (2.4%)			(1,489,813	)
TOTAL NET ASSETS - 100.0%		$	63,212,654

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $65,485,747.
(A)	All or a portion of these securities ’positions represent covers (directly or through conversion rights) for outstanding options written.
(B)	Rate noted represents annualized yield at time of purchase.
(C)	All or a portion of these securities are segregated as collateral for put options written. As of April 30, 2015, the total amount segregated was $5,999,910.
ADR	American Depositary Receipt.
ETF	Exchange Traded Fund.
PLC	Public Limited Company.

	Contracts (100 shares per contract)	Expiration		Strike Price		Value (Note 2)
Call Options Written
Accenture PLC, Class A	61	May 2015	$	92.50	$	8,082
Altera Corp.	118	June 2015		35.00		95,580
Altera Corp.	100	June 2015		36.00		74,500
Altera Corp.	130	June 2015		45.00		46,800
Amazon.com Inc.	40	July 2015		380.00		187,200
Apache Corp.	97	May 2015		65.00		38,800
Apple Inc.	43	May 2015		130.00		4,106
Apple Inc.	56	June 2015		125.00		27,440
Baxter International Inc.	83	May 2015		70.00		2,490
Baxter International Inc.	100	May 2015		72.50		700
Cameron International Corp.	150	May 2015		50.00		76,500
CBS Corp., Class B	67	June 2015		57.50		37,688
CBS Corp., Class B	175	June 2015		62.50		44,975
Danaher Corp.	50	May 2015		85.00		750
Danaher Corp.	33	June 2015		85.00		2,227
Danaher Corp.	100	June 2015		87.50		2,250
Diageo PLC	32	July 2015		120.00		2,960
Discovery Communications Inc., Class A	93	July 2015		35.00		6,975
eBay Inc.	100	May 2015		57.50		14,200
eBay Inc.	100	July 2015		57.50		27,300
EMC Corp.	110	May 2015		29.00		330
EMC Corp.	200	July 2015		28.00		10,400
EOG Resources Inc.	103	May 2015		95.00		52,788
Express Scripts Holding Co.	111	June 2015		87.50		24,698
General Mills Inc.	145	July 2015		55.00		26,608
General Mills Inc.	111	July 2015		57.50		9,435
Gilead Sciences Inc.	76	May 2015		105.00		10,336
Google Inc., Class C	18	May 2015		560.00		4,140
Jacobs Engineering Group Inc.	100	July 2015		45.00		8,750
Linear Technology Corp.	90	May 2015		48.00		2,250
Linear Technology Corp.	47	May 2015		49.00		705
Microsoft Corp.	100	May 2015		43.00		57,000
Microsoft Corp.	43	May 2015		44.00		20,103
Microsoft Corp.	47	June 2015		42.00		31,843
Microsoft Corp.	100	June 2015		43.00		57,250
Microsoft Corp.	158	July 2015		43.00		91,640
Nuance Communications Inc.	100	May 2015		15.00		7,500
Occidental Petroleum Corp.	100	August 2015		85.00		17,950
Oracle Corp.	110	June 2015		44.00		12,870
Oracle Corp.	104	September 2015		45.00		17,004
Powershares QQQ Trust Series 1	100	June 2015		108.00		22,600
Powershares QQQ Trust Series 1	75	July 2015		108.00		21,375
Priceline Group Inc./The	12	May 2015		1,180.00		86,640
Progressive Corp./The	299	May 2015		26.00		22,425
Progressive Corp./The	84	May 2015		28.00		630
QUALCOMM Inc.	31	June 2015		70.00		2,712
QUALCOMM Inc.	90	June 2015		72.50		2,970
SPDR S&P 500 ETF Trust	92	May 2015		210.00		14,490
Starbucks Corp.	148	May 2015		47.50		32,042
State Street Corp.	30	May 2015		75.00		7,710
State Street Corp.	100	May 2015		77.50		9,150
State Street Corp.	59	August 2015		77.50		17,936
T. Rowe Price Group Inc.	135	July 2015		78.00		59,400
United Technologies Corp.	80	May 2015		115.00		7,920
United Technologies Corp.	38	August 2015		120.00		6,403
Verizon Communications Inc.	1	May 2015		47.00		342
Verizon Communications Inc.	65	July 2015		50.00		9,945
Total Call Options Written ( Premiums received $1,240,827 )					$	1,489,813
Total Options Written, at Value ( Premiums received $1,240,827 )					$	1,489,813

See accompanying Notes to Financial Statements.

26

Madison Funds | April 30, 2015

Madison Dividend Income Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2)
COMMON STOCKS - 97.8%
Consumer Discretionary - 9.1%
Home Depot Inc./The	4,300	$	460,014
Johnson Controls Inc.	4,300		216,634
McDonald’s Corp.	7,200		695,160
Omnicom Group Inc.	2,900		219,704
Time Warner Inc.	4,500		379,845
			1,971,357
Consumer Staples - 16.3%
Coca-Cola Co./The	11,400		462,384
General Mills Inc.	9,000		498,060
JM Smucker Co./The	2,900		336,168
Mondelez International Inc., Class A	8,500		326,145
Nestle S.A., ADR	6,700		520,054
PepsiCo Inc.	3,800		361,456
Procter & Gamble Co./The	8,500		675,835
Wal-Mart Stores Inc.	4,400		343,420
			3,523,522
Energy - 9.8%
Chevron Corp.	6,400		710,784
ConocoPhillips	2,900		196,968
Exxon Mobil Corp.	6,900		602,853
Occidental Petroleum Corp.	2,300		184,230
Schlumberger Ltd.	4,400		416,284
			2,111,119
Financials - 13.5%
BB&T Corp.	8,100		310,149
MetLife Inc.	6,000		307,740
Northern Trust Corp.	4,000		292,600
Travelers Cos. Inc./The	8,100		818,991
US Bancorp	12,600		540,162
Wells Fargo & Co.	11,900		655,690
			2,925,332
Health Care - 18.2%
Amgen Inc.	2,200		347,402
Baxter International Inc.	5,000		343,700
Johnson & Johnson	6,800		674,560
Medtronic PLC	8,400		625,380
Merck & Co. Inc.	9,000		536,040
Novartis AG, ADR	2,600		264,680
Pfizer Inc.	23,700		804,141
Quest Diagnostics Inc.	4,700		335,674
			3,931,577
Industrials - 11.9%
3M Co.	2,100		328,419
Boeing Co./The	4,800		688,032
General Electric Co.	13,000		352,040
United Parcel Service Inc., Class B	5,450		547,888
United Technologies Corp.	3,800		432,250
Waste Management Inc.	4,500		222,885
			2,571,514
Information Technology - 11.8%
Accenture PLC, Class A	7,100		657,815
Automatic Data Processing Inc.	2,600		219,804
Intel Corp.	8,250		268,538
Linear Technology Corp.	6,400		295,232
Microsoft Corp.	10,000		486,400
Oracle Corp.	5,800		252,996
QUALCOMM Inc.	5,600		380,800
			2,561,585
Materials - 2.0%
Praxair Inc.	3,600		438,948
Telecommunication Service - 3.2%
Verizon Communications Inc.	13,800		696,072
Utilities - 2.0%
Duke Energy Corp.	5,500		426,635
Total Common Stocks
(Cost $17,025,378)			21,157,661
SHORT-TERM INVESTMENTS - 2.6%
State Street Institutional U.S. Government
Money Market Fund	560,269		560,269
Total Short-Term Investments
(Cost $560,269)			560,269
TOTAL INVESTMENTS - 100.4%
(Cost $17,585,647**)			21,717,930
NET OTHER ASSETS AND LIABILITIES - (0.4%)			(88,283	)
TOTAL NET ASSETS - 100.0%		$	21,629,647

**	Aggregate cost for Federal tax purposes was $17,591,875.
ADR	American Depositary Receipt.
PLC	Public Limited Company.

Madison Large Cap Value Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2)
COMMON STOCKS - 97.2%
Consumer Discretionary - 10.3%
Johnson Controls Inc.	60,000	$	3,022,800
Liberty Global PLC*	89,000		4,490,050
Sony Corp., ADR*	127,000		3,839,210
Time Warner Inc.	81,000		6,837,210
Twenty-First Century Fox Inc., Class A	65,000		2,215,200
			20,404,470
Consumer Staples - 9.2%
CVS Health Corp.	49,000		4,865,210
JM Smucker Co./The	33,500		3,883,320
Mondelez International Inc., Class A	71,000		2,724,270
Procter & Gamble Co./The	2,000		159,020
Wal-Mart Stores Inc.	83,000		6,478,150
			18,109,970
Energy - 9.9%
Canadian Natural Resources Ltd.	108,000		3,591,000
Exxon Mobil Corp.	75,000		6,552,750
Marathon Petroleum Corp.	56,000		5,519,920
Occidental Petroleum Corp.	49,500		3,964,950
			19,628,620
Financials - 26.8%
Capital Markets - 2.2%
Bank of New York Mellon Corp./The	102,000		4,318,680
Commercial Banks - 8.7%
Citigroup Inc.	114,000		6,078,480
US Bancorp	107,000		4,587,090
Wells Fargo & Co.	117,000		6,446,700
			17,112,270
Diversified Financial Services - 1.8%
Berkshire Hathaway Inc., Class B*	25,500		3,600,855
Insurance - 10.8%
American International Group Inc.	134,500		7,571,005
Arch Capital Group Ltd.*	55,000		3,337,400
Markel Corp.*	8,700		6,443,568
MetLife Inc.	2,000		102,580
Travelers Cos. Inc./The	39,500		3,993,845
			21,448,398
Real Estate Management & Development - 3.3%
Brookfield Asset Management Inc., Class A	121,000		6,515,850
			52,996,053
Health Care - 16.5%
Agilent Technologies Inc.	52,000		2,151,240
Express Scripts Holding Co.*	36,500		3,153,600
Medtronic PLC	62,000		4,615,900
Merck & Co. Inc.	2,000		119,120
Pfizer Inc.	238,000		8,075,340
Quest Diagnostics Inc.	74,000		5,285,080
Thermo Fisher Scientific Inc.	58,000		7,289,440
UnitedHealth Group Inc.	17,500		1,949,500
			32,639,220
Industrials - 14.7%
Boeing Co./The	56,000		8,027,040
Danaher Corp.	58,500		4,789,980
General Electric Co.	99,000		2,680,920
Masco Corp.	195,000		5,165,550
Rockwell Collins Inc.	51,000		4,963,830
United Technologies Corp.	31,000		3,526,250
			29,153,570
Information Technology - 4.6%
eBay Inc.*	55,000		3,204,300
Oracle Corp.	134,000		5,845,080
			9,049,380
Materials - 0.9%
Crown Holdings Inc.*	32,500		1,763,450
Telecommunication Service - 1.2%
Verizon Communications Inc.	45,000		2,269,800
Utilities - 3.1%
Duke Energy Corp.	78,500		6,089,245
Total Common Stocks
(Cost $163,087,692)			192,103,778
SHORT-TERM INVESTMENTS - 2.1%
State Street Institutional U.S. Government
Money Market Fund	4,234,536		4,234,536
Total Short-Term Investments
(Cost $4,234,536)			4,234,536
TOTAL INVESTMENTS - 99.3%
(Cost $167,322,228**)			196,338,314
NET OTHER ASSETS AND LIABILITIES - 0.7%			1,419,185
TOTAL NET ASSETS - 100.0%		$	197,757,499

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $167,447,143.
ADR	American Depositary Receipt.
PLC	Public Limited Company.

See accompanying Notes to Financial Statements.

27

Madison Funds | April 30, 2015

Madison Investors Fund Portfolio of Investments (unaudited)

	Shares	Value (Note 2)
COMMON STOCKS - 92.7%
Consumer Discretionary - 14.4%
CarMax Inc.*	32,775	$	2,232,305
Discovery Communications Inc., Class C*	186,860		5,648,778
McDonald’s Corp.	32,483		3,136,233
Nordstrom Inc.	44,800		3,385,088
TJX Cos. Inc./The	69,670		4,496,502
			18,898,906
Consumer Staples - 12.4%
Costco Wholesale Corp.	17,688		2,530,268
Diageo PLC, ADR	48,144		5,344,947
JM Smucker Co./The	29,505		3,420,220
Nestle S.A., ADR	63,619		4,938,107
			16,233,542
Energy - 1.9%
Apache Corp.	20,275		1,386,810
Schlumberger Ltd.	12,155		1,149,984
			2,536,794
Financials - 20.7%
Berkshire Hathaway Inc., Class B*	30,618		4,323,568
Brookfield Asset Management Inc., Class A	90,575		4,877,463

Brown & Brown Inc.	99,204	3,169,568
M&T Bank Corp.	15,652	1,873,075
Markel Corp.*	6,414	4,750,465
Progressive Corp./The	159,455	4,251,070
US Bancorp	93,939	4,027,165
		27,272,374
Health Care - 11.0%
Baxter International Inc.	54,810	3,767,639
Catamaran Corp.*	68,890	4,088,622
Johnson & Johnson	35,948	3,566,042
Varian Medical Systems Inc.*	34,617	3,075,720
		14,498,023
Industrials - 16.4%
Copart Inc.*	131,260	4,668,918
Danaher Corp.	46,764	3,829,037
Jacobs Engineering Group Inc.*	110,835	4,750,388
PACCAR Inc.	61,415	4,013,470
Rockwell Collins Inc.	44,454	4,326,708
		21,588,521
Information Technology - 15.9%
Accenture PLC, Class A	62,167	5,759,773

Google Inc., Class C*	7,155		3,844,445
Oracle Corp.	114,225		4,982,494
TE Connectivity Ltd.	47,740		3,177,097
Visa Inc., Class A	47,334		3,126,411
			20,890,220
Total Common Stocks
(Cost $100,363,624)			121,918,380
SHORT-TERM INVESTMENTS - 7.3%
State Street Institutional U.S. Government
Money Market Fund	9,537,714		9,537,714
Total Short-Term Investments
(Cost $9,537,714)			9,537,714
TOTAL INVESTMENTS - 100.0%
(Cost $109,901,338**)			131,456,094
NET OTHER ASSETS AND LIABILITIES - 0.0%			65,542
TOTAL NET ASSETS - 100.0%		$	131,521,636

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $110,108,704.
ADR	American Depositary Receipt.
PLC	Public Limited Company.

Madison Large Cap Growth Fund Portfolio of Investments (unaudited) 

	Shares	Value (Note 2)
COMMON STOCKS - 94.6%
Consumer Discretionary - 20.5%
Amazon.com Inc.*	7,480	$	3,154,914
CBS Corp., Class B	62,890		3,907,356
Discovery Communications Inc., Class C*	109,859		3,321,037
Home Depot Inc./The	31,355		3,354,358
Johnson Controls Inc.	45,005		2,267,352
Liberty Global PLC*	61,345		3,094,855
McDonald’s Corp.	41,900		4,045,445
Nordstrom Inc.	37,545		2,836,900
Omnicom Group Inc.	41,447		3,140,025
Ross Stores Inc.	18,310		1,810,493
Starbucks Corp.	62,370		3,092,305
TJX Cos. Inc./The	43,665		2,818,139
Walt Disney Co./The	19,000		2,065,680
			38,908,859
Consumer Staples - 7.5%
Costco Wholesale Corp.	22,582		3,230,355
CVS Health Corp.	24,261		2,408,875
Diageo PLC, ADR	21,410		2,376,938
JM Smucker Co./The	23,145		2,682,969
Nestle S.A., ADR	26,140		2,028,987
PepsiCo Inc.	16,445		1,564,248
			14,292,372
Energy - 6.3%
Apache Corp.	38,265		2,617,326
EOG Resources Inc.	30,431		3,011,147
Occidental Petroleum Corp.	33,210		2,660,121
Schlumberger Ltd.	38,980		3,687,898
			11,976,492
Financials - 2.6%
Brookfield Asset Management Inc., Class A	38,428		2,069,348
T. Rowe Price Group Inc.	35,355		2,870,119
			4,939,467

Health Care - 14.8%
Amgen Inc.	29,555	4,667,030
Baxter International Inc.	51,450	3,536,673
Biogen Inc.*	7,080	2,647,425
Celgene Corp.*	25,368	2,741,266
Express Scripts Holding Co.*	38,475	3,324,240
Gilead Sciences Inc.*	49,275	4,952,630
Johnson & Johnson	21,800	2,162,560
UnitedHealth Group Inc.	16,630	1,852,582
Varian Medical Systems Inc.*	25,125	2,232,356
		28,116,762
Industrials - 14.4%
3M Co.	13,315	2,082,333
Boeing Co./The	39,890	5,717,833
Danaher Corp.	32,170	2,634,080
PACCAR Inc.	50,575	3,305,076
Rockwell Collins Inc.	39,955	3,888,820
United Parcel Service Inc., Class B	35,138	3,532,423
United Technologies Corp.	26,110	2,970,012
W.W. Grainger Inc.	12,500	3,105,375
		27,235,952
Information Technology - 26.5%
Communications Equipment - 1.7%
QUALCOMM Inc.	45,845	3,117,460
Computers & Peripherals - 4.8%
Apple Inc.	73,000	9,135,950
Electronic Equipment, Instruments &
Components - 1.4%
TE Connectivity Ltd.	39,340	2,618,077
Internet Software & Services - 5.6%
eBay Inc.*	64,378	3,750,662
Google Inc., Class C*	12,890	6,926,467
		10,677,129

IT Services - 3.8%
Accenture PLC, Class A	49,982		4,630,832
Visa Inc., Class A	38,380		2,534,999
			7,165,831
Semiconductors & Semiconductor
Equipment - 1.6%
Linear Technology Corp.	64,805		2,989,455
Software - 7.6%
Microsoft Corp.	155,585		7,567,655
Oracle Corp.	158,120		6,897,194
			14,464,849
			50,168,751
Telecommunication Service - 2.0%
Verizon Communications Inc.	74,135		3,739,369
Total Common Stocks
(Cost $131,451,925)			179,378,024
SHORT-TERM INVESTMENTS - 5.8%
State Street Institutional U.S. Government
Money Market Fund	11,063,952		11,063,952
Total Short-Term Investments
(Cost $11,063,952)			11,063,952
TOTAL INVESTMENTS - 100.4%
(Cost $142,515,877**)			190,441,976
NET OTHER ASSETS AND LIABILITIES - (0.4%)			(791,192	)
TOTAL NET ASSETS - 100.0%		$	189,650,784

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $142,577,136.
ADR	American Depositary Receipt.
PLC	Public Limited Company.

See accompanying Notes to Financial Statements.

28

Madison Funds | April 30, 2015

Madison Mid Cap Fund Portfolio of Investments (unaudited)

	Shares			Value (Note 2)
COMMON STOCKS - 91.1%
Consumer Discretionary - 23.7%
Advance Auto Parts Inc.	41,529		$	5,938,647
CarMax Inc.*	81,678			5,563,088
Discovery Communications Inc., Class C*	290,164			8,771,658
Liberty Global PLC*	215,236			10,858,656
Liberty Ventures*	66,825			2,785,266
Omnicom Group Inc.	94,825			7,183,942
Ross Stores Inc.	143,126			14,152,299
Sally Beauty Holdings Inc.*	304,524			9,504,194
				64,757,750
Consumer Staples - 0.9%
Brown-Forman Corp., Class B	26,555			2,396,058
Energy - 5.1%
Oceaneering International Inc.	78,530			4,327,788
World Fuel Services Corp.	173,502			9,629,361
				13,957,149
Financials - 24.0%
Arch Capital Group Ltd.*	89,605			5,437,231
Brookfield Asset Management Inc., Class A	231,609			12,472,145
Brown & Brown Inc.	423,666			13,536,129
Glacier Bancorp Inc.	214,174			5,641,343
M&T Bank Corp.	49,473			5,920,434
Markel Corp.*	20,606			15,261,628
WR Berkley Corp.	151,237			7,409,100
				65,678,010
Health Care - 8.8%
Catamaran Corp.*	114,497			6,795,397
DaVita HealthCare Partners Inc.*	98,837			8,015,681
Laboratory Corp. of America Holdings*	76,252			9,116,689
				23,927,767
Industrials - 17.2%
Colfax Corp.*	111,424			5,525,516
Copart Inc.*	296,782			10,556,536
Expeditors International of Washington Inc.	144,057			6,602,132
Fastenal Co.	131,936			5,623,112
Generac Holdings Inc.*	111,331			4,641,389
IHS Inc., Class A*	50,646			6,354,554
Jacobs Engineering Group Inc.*	178,967			7,670,526
				46,973,765
Information Technology - 7.9%
Amphenol Corp., Class A	107,413			5,947,458
CDW Corp.	228,439			8,753,783
Motorola Solutions Inc.	114,135			6,819,566
				21,520,807
Materials - 3.5%
Crown Holdings Inc.*	178,742			9,698,541
Total Common Stocks
(Cost $170,604,616)		248,909,847
SHORT-TERM INVESTMENTS - 9.0%
State Street Institutional U.S. Government
Money Market Fund	24,509,510			24,509,510
Total Short-Term Investments
(Cost $24,509,510)				24,509,510
TOTAL INVESTMENTS - 100.1%
(Cost $195,114,126**)				273,419,357
NET OTHER ASSETS AND LIABILITIES - (0.1%)				(260,397	)
TOTAL NET ASSETS - 100.0%			$	273,158,960

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $195,233,637.
PLC	Public Limited Company.

Madison Mid Cap Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2)
COMMON STOCKS - 97.3%
Consumer Discretionary - 8.7%
Ascena Retail Group Inc.*	84,990	$	1,274,000
Cato Corp./The, Class A	27,519		1,082,597
Fred’s Inc., Class A	73,660		1,242,644
Helen of Troy Ltd.*	26,750		2,343,568
Stage Stores Inc.	56,000		1,081,360
			7,024,169
Consumer Staples - 4.9%
C&C Group PLC (A)	245,182		986,722
Casey’s General Stores Inc.	11,600		953,288
Cranswick PLC (A)	40,981		898,286
Post Holdings Inc.*	24,520		1,150,969
			3,989,265
Energy - 6.5%
Dorian LPG Ltd.*	48,100		637,806
Era Group Inc.*	31,110		690,020
RSP Permian Inc.*	40,444		1,173,685
Scorpio Tankers Inc.	156,360		1,460,402
SEACOR Holdings Inc.*	15,160		1,101,526
Tesco Corp.	13,905		178,818
			5,242,257
Financials - 18.6%
AMERISAFE Inc.	14,930		674,687
DiamondRock Hospitality Co., REIT	55,804		756,702
Education Realty Trust Inc., REIT	25,863		869,514
First Busey Corp.	55,058		343,562
First Midwest Bancorp Inc.	80,510		1,376,721
First Niagara Financial Group Inc.	86,920		790,537
Flushing Financial Corp.	38,270		733,253
Great Western Bancorp Inc.	13,848		302,856
Hancock Holding Co.	29,010		844,481
International Bancshares Corp.	61,190		1,589,716
MB Financial Inc.	34,640		1,043,703
Northwest Bancshares Inc.	96,550		1,188,531
Primerica Inc.	25,270		1,167,979
Solar Capital Ltd.	36,360		718,474
Summit Hotel Properties Inc., REIT	57,960		763,333
Webster Financial Corp.	53,690		1,923,713
			15,087,762
Health Care - 12.4%
Allscripts Healthcare Solutions Inc.*	89,140		1,185,562
Amsurg Corp.*	17,440		1,093,837
Charles River Laboratories International Inc.*	21,730		1,502,847
Corvel Corp.*	11,530		412,082
Haemonetics Corp.*	25,580		1,036,757
ICON PLC*	9,900		636,966
ICU Medical Inc.*	14,720		1,241,927
MedAssets Inc.*	42,860		867,486
Phibro Animal Health Corp., Class A	21,960		697,450
STERIS Corp.	20,370		1,354,605
			10,029,519
Industrials - 24.6%
ACCO Brands Corp.*	129,430		1,018,614
Albany International Corp., Class A	40,110		1,572,312
CIRCOR International Inc.	10,670		583,009
Cubic Corp.	33,850		1,678,283
ESCO Technologies Inc.	29,830		1,094,761
FTI Consulting Inc.*	30,430		1,250,977
G&K Services Inc., Class A	28,550		2,015,630
GATX Corp.	26,470		1,439,968
Luxfer Holdings PLC, ADR	35,741		459,272
Matthews International Corp., Class A	26,150		1,269,060
Mistras Group Inc.*	32,500		583,700
Mueller Industries Inc.	67,150		2,352,936
Primoris Services Corp.	18,200		349,986
SP Plus Corp.*	54,000		1,229,040
Steelcase Inc., Class A	40,020		703,151
United Stationers Inc.	39,560		1,606,532
UTi Worldwide Inc.*	79,160		714,815
			19,922,046
Information Technology - 10.9%
Belden Inc.	30,632		2,571,556
Coherent Inc.*	13,820		829,200
Diebold Inc.	38,810		1,349,424
Forrester Research Inc.	31,130		1,083,013
MAXIMUS Inc.	14,140		905,101
Micrel Inc.	56,995		775,132
ScanSource Inc.*	33,500		1,334,975
			8,848,401
Materials - 7.7%
Deltic Timber Corp.	16,920		1,082,880
Greif Inc., Class A	21,850		890,606
Innospec Inc.	22,350		976,695
Koppers Holdings Inc.	27,480		617,750
Sensient Technologies Corp.	22,770		1,488,247
Zep Inc.	58,630		1,165,565
			6,221,743
Utilities - 3.0%
Laclede Group Inc./The	18,170		943,568
New Jersey Resources Corp.	19,260		587,623
WGL Holdings Inc.	16,450		904,914
			2,436,105
Total Common Stocks
(Cost $66,271,130)			78,801,267
SHORT-TERM INVESTMENTS - 3.1%
State Street Institutional U.S. Government Money Market Fund	2,543,068		2,543,068
Total Short-Term Investments
(Cost $2,543,068)			2,543,068
TOTAL INVESTMENTS - 100.4%
(Cost $68,814,198**)			81,344,335
NET OTHER ASSETS AND LIABILITIES - (0.4%)			(340,594	)
TOTAL NET ASSETS - 100.0%		$	81,003,741

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $69,021,430.
(A)	Due to events that occurred between the close of the exchange on which this security is traded and that of the New York Stock Exchange, fair value was determined for this security using methods determined in good faith by or at the discretion of the Board of Trustees (see Note 2).
ADR	American Depositary Receipt.
PLC	Public Limited Company.
REIT	Real Estate Investment Trust.

See accompanying Notes to Financial Statements.

29

Madison Funds | April 30, 2015

Madison NorthRoad International Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2)
COMMON STOCKS - 96.1%
Australia - 2.0%
BHP Billiton Ltd., ADR	18,680	$	958,097
Brazil - 2.4%
Estacio Participacoes S.A.	106,652		644,241
Kroton Educacional S.A.	137,890		503,424
			1,147,665
Denmark - 4.3%
Carlsberg AS, Class B (A)	12,110		1,104,864
ISS AS (A)	28,495		961,102
			2,065,966
France - 14.1%
AXA S.A., ADR	39,787		1,001,837
LVMH Moet Hennessy LouisVuitton SE (A)	6,120		1,070,121
Sanofi, ADR	24,565		1,241,761
Schneider Electric SE, ADR	84,145		1,251,236
Technip S.A. (A)	14,485		986,662
Total S.A., ADR	20,771		1,123,711
			6,675,328
Germany - 2.7%
SAP SE, ADR	17,101		1,294,375
Ireland - 2.0%
CRH PLC, ADR	34,671		969,054
Israel - 1.8%
Teva Pharmaceutical Industries Ltd., ADR	14,199		857,903
Japan - 9.5%
Makita Corp. (A)	17,500		876,576
Mitsubishi UFJ Financial Group Inc., ADR	188,206		1,336,263
Secom Co. Ltd., ADR	68,770		1,213,790
Seven & I Holdings Co. Ltd. (A)	24,930		1,073,510
			4,500,139
Netherlands - 4.6%
Akzo Nobel N.V., ADR	39,386		1,002,374
ING Groep N.V.* (A)	75,770		1,164,054
			2,166,428
Singapore - 2.1%
DBS Group Holdings Ltd. (A)	61,680		980,400
South Korea - 2.4%
Samsung Electronics Co. Ltd. (A)	861		1,129,214
Sweden - 1.5%
Telefonaktiebolaget LM Ericsson, ADR	66,966		731,269
Switzerland - 16.0%
ABB Ltd., ADR*	45,465		989,773
Credit Suisse Group AG, ADR	33,068		852,162
Nestle S.A., ADR	15,046		1,167,871
Novartis AG, ADR	14,913		1,518,143
Roche Holding AG, ADR	29,745		1,067,251
Syngenta AG, ADR	14,111		946,002
TE Connectivity Ltd.	15,975		1,063,136
			7,604,338
United Kingdom - 30.7%
Babcock International Group PLC (A)	69,540		1,074,532
Barclays PLC (A)	279,825		1,095,500
Berendsen PLC (A)	56,405		897,807
BG Group PLC (A)	79,955		1,451,207
Compass Group PLC, ADR	61,071		1,090,728
Diageo PLC, ADR	14,547		1,615,008
GlaxoSmithKline PLC, ADR	19,979		922,031
HSBC Holdings PLC, ADR	18,183		902,422
Rolls-Royce Holdings PLC*	10,154,115		15,586
Rolls-Royce Holdings PLC* (A)	72,015		1,153,991
Royal Dutch Shell PLC, ADR	18,658		1,183,477
Standard Chartered PLC (A)	65,783		1,075,808
Tesco PLC, ADR	98,126		995,979
WPP PLC, ADR	9,618		1,119,824
			14,593,900
Total Common Stocks
(Cost $42,956,229)			45,674,076
SHORT-TERM INVESTMENTS - 3.2%
United States - 3.2%
State Street Institutional U.S. Government
Money Market Fund	1,522,526		1,522,526
Total Short-Term Investments
(Cost $1,522,526)			1,522,526
TOTAL INVESTMENTS - 99.3% (Cost $44,478,755**)			47,196,602
NET OTHER ASSETS AND LIABILITIES - 0.7%			312,664
TOTAL NET ASSETS - 100.0%		$	47,509,266

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $44,560,458.
(A)	Due to events that occurred between the close of the exchange on which this security is traded and that of the New York Stock Exchange, fair value was determined for this security using methods determined in good faith by or at the discretion of the Board of Trustees (see Note 2).
ADR	American Depositary Receipt.
PLC	Public Limited Company.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS
AS OF 4/30/15
Consumer Discretionary	9.3%
Consumer Staples	12.5%
Energy	10.0%
Financials	17.7%
Health Care	11.8%
Industrials	17.7%
Information Technology	8.9%
Materials	8.2%
Money Market Funds	3.2%
Telecommunication Services	–
Net Other Assets and Liabilities	0.7%

See accompanying Notes to Financial Statements.

30

Madison Funds | April 30, 2015

Madison International Stock Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2)
COMMON STOCKS - 94.7%
Australia - 2.2%
Ansell Ltd. (A)	17,873	$	367,862
Caltex Australia Ltd. (A)	18,907		527,620
			895,482
Austria - 0.7%
UNIQA Insurance Group AG (A)	26,746		263,053
Belgium - 3.8%
Anheuser-Busch InBev N.V. (A)	9,090		1,104,348
KBC Groep N.V.* (A)	6,153		405,367
			1,509,715
Brazil - 0.8%
BB Seguridade Participacoes S.A.	25,000		292,487
Estacio Participacoes S.A.	6,100		36,848
			329,335
Canada - 1.2%
MacDonald Dettwiler & Associates Ltd.	6,200		492,197
Denmark - 1.0%
Carlsberg AS, Class B (A)	4,457		406,638
Finland - 1.7%
Sampo Oyj, Class A (A)	14,455		701,608
France - 6.3%
BNP Paribas S.A. (A)	9,549		601,217
Cap Gemini S.A. (A)	7,957		706,620
Valeo S.A. (A)	4,103		655,767
Vinci S.A. (A)	9,486		581,878
			2,545,482
Germany - 4.6%
Bayer AG (A)	7,768		1,131,627
Bayerische MotorenWerke AG (A)	2,966		352,755
Continental AG (A)	1,572		371,388
			1,855,770
Greece - 0.2%
Hellenic Telecommunications Organization
S.A.* (A)	7,169		65,131
Ireland - 3.2%
James Hardie Industries PLC (A)	28,327		325,014
Ryanair Holdings PLC, ADR	4,280		277,558
Shire PLC (A)	8,274		673,158
			1,275,730
Israel - 3.2%
Teva Pharmaceutical Industries Ltd., ADR	21,055		1,272,143
Italy - 2.8%
Atlantia SpA (A)	22,666		638,044
Azimut Holding SpA (A)	16,087		474,042
			1,112,086
Japan - 19.3%
Daikin Industries Ltd. (A)	7,400		498,175
Daiwa House Industry Co. Ltd. (A)	41,100		914,977
Don Quijote Holdings Co. Ltd. (A)	11,700		883,128
Isuzu Motors Ltd. (A)	28,900		382,911
Japan Tobacco Inc. (A)	14,000		489,856
KDDI Corp. (A)	46,600		1,101,130
Makita Corp. (A)	5,800		290,522
Seven & I Holdings Co. Ltd. (A)	14,800		637,303
Softbank Corp. (A)	10,100		631,184
Sony Corp.* (A)	23,000		694,677
Sumitomo Mitsui Financial Group Inc. (A)	21,100		920,143
United Arrows Ltd. (A)	9,500		292,888
			7,736,894
Luxembourg - 0.6%
RTL Group S.A.* (A)	2,360		221,384
Netherlands - 3.9%
Koninklijke KPN N.V. (A)	169,305		627,106
NXP Semiconductors N.V.* (A)	3,753		365,418
Wolters Kluwer N.V. (A)	17,692		571,238
			1,563,762
Norway - 1.0%
Telenor ASA (A)	18,661		421,286
Philippines - 1.2%
Alliance Global Group Inc. (A)	824,800		469,239
Spain - 2.5%
International Consolidated Airlines Group S.A.* (A)	41,530		346,601
Mediaset Espana Comunicacion S.A.* (A)	20,856		282,901
Red Electrica Corp. S.A. (A)	4,363		366,143
			995,645
Sweden - 3.5%
Assa Abloy AB, Class B (A)	12,071		697,783
Swedbank AB, Class A (A)	30,971		719,622
			1,417,405
Switzerland - 8.0%
GAM Holding AG* (A)	14,477		327,384
Glencore PLC* (A)	69,917		332,945
Novartis AG (A)	17,947		1,854,268
Sunrise Communications Group AG* (A) (B)	3,634		337,252
Wolseley PLC (A)	6,347		376,379
			3,228,228
Taiwan - 1.7%
Taiwan Semiconductor Manufacturing Co. Ltd., ADR	27,200		664,768
Thailand - 0.6%
Krung Thai Bank PCL	427,400		259,305
Turkey - 1.0%
Turkcell Iletisim Hizmetleri AS (A)	87,963		391,424
United Kingdom - 19.7%
Anglo American PLC (A)	19,170		325,127
BG Group PLC (A)	26,478		480,584
British American Tobacco PLC (A)	14,884		818,652
Direct Line Insurance Group PLC (A)	57,398		280,803
Informa PLC (A)	59,452		507,554
Lloyds Banking Group PLC (A)	779,291		924,632
Provident Financial PLC (A)	9,866		455,823
Prudential PLC (A)	45,102		1,125,535
Reed Elsevier PLC (A)	36,244		600,205
Rexam PLC (A)	65,998		586,078
Royal Dutch Shell PLC, Class A (A)	17,489		550,872
Taylor Wimpey PLC (A)	168,466		428,240
Unilever PLC (A)	11,159		489,957
William Hill PLC (A)	61,406		339,750
			7,913,812
Total Common Stocks
(Cost $30,626,796)			38,007,522
SHORT-TERM INVESTMENTS - 4.0%
United States - 4.0%
State Street Institutional U.S. Government Money Market Fund	1,609,250		1,609,250
Total Short-Term Investments
(Cost $1,609,250)			1,609,250
TOTAL INVESTMENTS - 98.7% (Cost $32,236,046**)			39,616,772
NET OTHER ASSETS AND LIABILITIES - 1.3%			512,155
TOTAL NET ASSETS - 100.0%		$	40,128,927

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $32,572,789.
(A)	Due to events that occurred between the close of the exchange on which this security is traded and that of the New York Stock Exchange, fair value was determined for this security using methods determined in good faith by or at the discretion of the Board of Trustees (see Note 2).
(B)	Security sold within terms of a private placement memorandum exempt from registration under section 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “qualified institutional investors.”
ADR	American Depositary Receipt.
PCL	Public Company Limited.
PLC	Public Limited Company.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS AS OF 4/30/15
Consumer Discretionary	16.5%
Consumer Staples	9.9%
Energy	3.9%
Financials	21.6%
Health Care	13.2%
Industrials	11.6%
Information Technology	4.3%
Materials	3.9%
Money Market Funds	4.0%
Telecommunication Services	8.9%
Utilities	0.9%
Net Other Assets and Liabilities	1.3%

See accompanying Notes to Financial Statements.

31

Madison Funds | April 30, 2015

Hansberger International Growth Fund Portfolio of Investments

	Shares		Value (Note 2)
COMMON STOCKS - 99.6%
Australia - 1.3%
BHP Billiton Ltd. (A)	29,667	$	761,412
Canada - 4.8%
Cameco Corp.	62,409		1,097,150
Canadian Pacific Railway Ltd.	2,965		565,070
Manulife Financial Corp.	60,178		1,095,841
			2,758,061
China - 12.0%
China Longyuan Power Group Corp. (A)	845,345		1,049,182
China Unicom Hong Kong Ltd. (A)	783,071		1,470,694
CITIC Securities Co. Ltd., Class H (A)	164,354		730,855
Hengan International Group Co. Ltd. (A)	53,749		663,534
Ping An Insurance Group Co. of China Ltd. (A)	105,305		1,516,391
Tencent Holdings Ltd. (A)	71,507		1,476,794
			6,907,450
Denmark - 1.5%
Novo Nordisk AS (A)	15,177		850,144
France - 4.5%
Christian Dior SE (A)	3,925		769,573
Hermes International (A)	1,493		563,471
Safran S.A. (A)	8,086		590,174
Zodiac Aerospace (A)	17,699		650,447
			2,573,665
Germany - 5.8%
Bayer AG (A)	4,809		700,566
Continental AG (A)	4,044		955,402
Fresenius SE & Co. KGaA (A)	17,079		1,019,553
KUKA AG (A)	9,591		683,699
			3,359,220
Hong Kong - 2.2%
AIA Group Ltd. (A)	189,518		1,265,084
India - 4.5%
Dr Reddy’s Laboratories Ltd., ADR	18,607		967,192
HDFC Bank Ltd., ADR	19,936		1,133,162
Larsen &Toubro Ltd., GDR (A)	19,827		504,054
			2,604,408
Indonesia - 1.2%
Bank Mandiri Persero Tbk PT (A)	796,091		659,195
Ireland - 2.4%
Kerry Group PLC (A)	8,248		605,122
Kingspan Group PLC (A)	40,323		799,856
			1,404,978
Israel - 1.2%
NICE-Systems Ltd., ADR	11,023		659,727
Japan - 16.3%
CyberAgent Inc. (A)	15,543		744,140
FANUC Corp. (A)	3,219		704,064
Keyence Corp. (A)	1,218		650,937
Komatsu Ltd. (A)	30,542		613,404
Nidec Corp. (A)	20,654		1,539,935
Nomura Holdings Inc. (A)	179,397		1,165,042
Rakuten Inc. (A)	61,102		1,066,525
Seven & I Holdings Co. Ltd. (A)	14,969		644,580
Softbank Corp. (A)	16,271		1,016,831
Toyota Motor Corp. (A)	17,813		1,237,401
			9,382,859
Mexico - 2.2%
Grupo Financiero Banorte S.A.B. de C.V.,
Class O	101,510		575,832
Grupo Mexico S.A.B. de C.V.	220,363		680,968
			1,256,800
Netherlands - 3.8%
ASML Holding N.V.	10,687		1,143,937
NXP Semiconductors N.V.*	10,751		1,033,386
			2,177,323
Norway - 2.1%
Telenor ASA (A)	53,988		1,218,820
Singapore - 2.5%
DBS Group Holdings Ltd. (A)	53,186		845,389
Global Logistic Properties Ltd. (A)	294,033		608,515
			1,453,904
South Korea - 2.5%
LG Household & Health Care Ltd. (A)	1,087		797,326
Samsung Electronics Co. Ltd., GDR*	985		648,622
			1,445,948
Spain - 1.2%
Grifols S.A. (A)	16,188		689,698
Sweden - 1.1%
Hexagon AB, Class B shares (A)	16,941		627,594
Switzerland - 8.9%
Cie Financiere Richemont S.A. (A)	9,003		803,724
Credit Suisse Group AG* (A)	23,402		620,038
Holcim Ltd.* (A)	10,402		840,235
Nestle S.A. (A)	7,484		583,600
Partners Group Holding AG (A)	3,432		1,073,154
Roche Holding AG (A)	1,995		574,639
UBS Group AG* (A)	31,045		625,482
			5,120,872
United Kingdom - 17.6%
Aberdeen Asset Management PLC (A)	79,518		578,207
Amec Foster Wheeler PLC (A)	58,156		816,946
ARM Holdings PLC (A)	60,295		1,024,949
Ashtead Group PLC (A)	41,388		713,079
BG Group PLC (A)	54,348		986,432
Carnival PLC (A)	27,088		1,237,039
Diageo PLC (A)	20,248		562,386
ITV PLC (A)	174,049		675,701
London Stock Exchange Group PLC (A)	19,973		779,794
Michael Page International PLC (A)	146,568		1,197,530
Prudential PLC (A)	41,938		1,046,577
SABMiller PLC (A)	9,806		519,548
			10,138,188
Total Common Stocks
(Cost $47,208,159)			57,315,350
SHORT-TERM INVESTMENTS - 0.4%
United States - 0.4%
State Street Institutional U.S. Government
Money Market Fund	207,959		207,959
Total Short-Term Investments
(Cost $207,959)			207,959
TOTAL INVESTMENTS - 100.0%
(Cost $47,416,118**)			57,523,309
NET OTHER ASSETS AND LIABILITIES - 0.0%			(2,017	)
TOTAL NET ASSETS - 100.0%		$	57,521,292

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $48,608,033.
(A)	Due to events that occurred between the close of the exchange on which this security is traded and that of the New York Stock Exchange, fair value was determined for this security using methods determined in good faith by or at the discretion of the Board of Trustees (see Note 2).
ADR	American Depositary Receipt.
GDR	Global Depositary Receipt.
PLC	Public Limited Company.

SECTOR ALLOCATION AS A PERCENTAGE OF NET ASSETS
AS OF 4/30/15

Consumer Discretionary	14.0%
Consumer Staples	7.6%
Energy	5.0%
Financials	24.9%
Health Care	8.4%
Industrials	14.9%
Information Technology	12.6%
Materials	4.0%
Money Market Funds	0.4%
Telecommunication Services	6.4%
Utilities	1.8%
Net Other Assets
and Liabilities	–

See accompanying Notes to Financial Statements.

32

Madison Funds | April 30, 2015

Target Retirement 2020 Fund Portfolio of Investments 

	Shares		Value (Note 2)
INVESTMENT COMPANIES - 98.6%
Alternative Funds - 1.5%
SPDR Gold Shares*	8,127	$	922,171
Bond Funds - 59.6%
Baird Aggregate Bond Fund InstitutionalShares	291,126		3,167,451
iShares 3-7 Year Treasury Bond ETF†	134,762		16,697,012
iShares 7-10 Year Treasury Bond ETF	60,245		6,478,145
iShares TIPS Bond Fund ETF	15,310		1,750,851
Metropolitan West High Yield Bond FundClass I	125,994		1,229,700
Metropolitan West Total Return BondFund Class I	289,232		3,172,877
SPDR Barclays Short-Term High YieldBond ETF	20,799		610,243
Vanguard Short-Term Corporate Bond ETF	7,814		626,136
Vanguard Total Bond Market ETF	35,435		2,937,916
			36,670,331
Foreign Stock Funds - 9.0%
iShares MSCI EAFE Minimum Volatility ETF	17,939		1,219,852
iShares MSCI United Kingdom ETF	32,136		617,333
SPDR S&P Emerging Asia Pacific ETF	3,071		286,985
Vanguard FTSE All-World ex-U.S. ETF	18,308		934,440
WisdomTree Europe Hedged Equity Fund	23,867		1,533,693
WisdomTree Japan Hedged Equity Fund	16,123		909,660
			5,501,963
Money Market Funds - 0.6%
State Street Institutional U.S. Government
Money Market Fund	345,841		345,841
Stock Funds - 27.9%
iShares Core S&P Mid-Cap ETF	16,344		2,448,658
PowerShares Buyback Achievers Portfolio ETF	94,044		4,588,407
Schwab Fundamental U.S. Large Company Index Fund Institutional Shares	39,850		615,280
Schwab U.S. Dividend Equity ETF	15,902		631,309
SPDR S&P 500 ETF Trust	36,758		7,664,778
Vanguard Growth ETF	5,703		613,358
Vanguard Information Technology ETF	5,681		612,923
			17,174,713
TOTAL INVESTMENTS - 98.6%
(Cost $55,566,369**)			60,615,019
NET OTHER ASSETS AND LIABILITIES - 1.4%			881,464
TOTAL NET ASSETS - 100.0%		$	61,496,483

†	The annual report and prospectus for the iShares 3-7 Year Treasury Bond ETF can be found at: http://www.ishares.com/us/library/financial-legal-tax.
*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $55,984,499.
ETF	Exchange Traded Fund.

Target Retirement 2030 Fund Portfolio of Investments 

	Shares		Value (Note 2)
INVESTMENT COMPANIES - 99.8%
Alternative Funds - 2.5%
SPDR Gold Shares*	18,606	$	2,111,223
Bond Funds - 36.6%
Baird Aggregate Bond Fund Institutional
Shares	253,047		2,753,148
iShares 3-7 Year Treasury Bond ETF	114,104		14,137,486
iShares 7-10 Year Treasury Bond ETF	52,474		5,642,529
iShares TIPS Bond Fund ETF	19,628		2,244,658
Metropolitan West High Yield Bond Fund Class I	86,878		847,928
Metropolitan West Total Return Bond Fund Class I	251,521		2,759,184
SPDR Barclays Short-Term High Yield Bond ETF	28,251		828,884
Vanguard Total Bond Market ETF	20,340		1,686,389
			30,900,206
Foreign Stock Funds - 13.0%
iShares MSCI EAFE Minimum Volatility ETF	31,269		2,126,292
iShares MSCI Japan ETF	32,433		417,088
iShares MSCI United Kingdom ETF	45,064		865,680
SPDR S&P Emerging Asia Pacific ETF	4,511		421,553
Vanguard FTSE All-World ex-U.S. ETF	41,058		2,095,600
WisdomTree Europe Hedged Equity Fund	52,320		3,362,083
WisdomTree Japan Hedged Equity Fund	29,475		1,662,980
			10,951,276
Money Market Funds - 1.8%
State Street Institutional U.S. Government
Money Market Fund	1,497,394		1,497,394
Stock Funds - 45.9%
iShares Core S&P Mid-Cap ETF	39,950		5,985,309
PowerShares Buyback Achievers Portfolio ETF	149,870		7,312,157
Schwab Fundamental U.S. Large Company
Index Fund Institutional Shares	108,006		1,667,609
Schwab U.S. Dividend Equity ETF	21,443		851,287
SPDR S&P 500 ETF Trust	92,727		19,335,434
Vanguard Growth ETF	13,642		1,467,197
Vanguard Health Care ETF	3,143		417,830
Vanguard Information Technology ETF	15,564		1,679,200
			38,716,023
TOTAL INVESTMENTS - 99.8%
(Cost $73,720,127**)			84,176,122
NET OTHER ASSETS AND LIABILITIES - 0.2%			181,165
TOTAL NET ASSETS - 100.0%		$	84,357,287

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $74,386,373.
ETF	Exchange Traded Fund.

Target Retirement 2040 Fund Portfolio of Investments 

	Shares		Value (Note 2)
INVESTMENT COMPANIES - 99.1%
Alternative Funds - 2.5%
SPDR Gold Shares*	12,739	$	1,445,494
Bond Funds - 26.6%
Baird Aggregate Bond Fund InstitutionalShares	80,162		872,162
iShares 3-7 Year Treasury Bond ETF	56,541		7,005,430
iShares 7-10 Year Treasury Bond ETF	30,457		3,275,041
iShares TIPS Bond Fund ETF	13,991		1,600,011
Metropolitan West High Yield Bond FundClass I	60,124		586,812
Metropolitan West Total Return BondFund Class I	79,647		873,730
SPDR Barclays Short-Term High YieldBond ETF	19,243		564,590
Vanguard Total Bond Market ETF	7,057		585,096
			15,362,872
Foreign Stock Funds - 16.5%
iShares Global Energy ETF	7,509		292,325
iShares MSCI EAFE Minimum Volatility ETF	30,110		2,047,480
iShares MSCI Japan ETF	22,056		283,640
iShares MSCI United Kingdom ETF	30,527		586,424
SPDR S&P Emerging Asia Pacific ETF	3,046		284,649
Vanguard FTSE All-World ex-U.S. ETF	39,379		2,009,904
Wisdom Tree Europe Hedged Equity Fund	40,356		2,593,277
Wisdom Tree Japan Hedged Equity Fund	25,246		1,424,379
			9,522,078
Money Market Funds - 1.1%
State Street Institutional U.S. Government
Money Market Fund	649,651		649,651
Stock Funds - 52.4%
iShares Core S&P Mid-Cap ETF	30,751		4,607,115
PowerShares Buyback Achievers Portfolio ETF	113,343		5,530,005
Schwab Fundamental U.S. Large Company
Index Fund Institutional Shares	112,798		1,741,597
Schwab U.S. Dividend Equity ETF	14,897		591,411
SPDR S&P 500 ETF Trust	66,255		13,815,493
SPDR S&P Homebuilders ETF	8,217		284,308
Vanguard Growth ETF	12,942		1,391,912
Vanguard Health Care ETF	4,307		572,573
Vanguard Information Technology ETF	15,869		1,712,106
			30,246,520
TOTAL INVESTMENTS - 99.1%
(Cost $48,604,556**)			57,226,615
NET OTHER ASSETS AND LIABILITIES - 0.9%			498,277
TOTAL NET ASSETS - 100.0%		$	57,724,892

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $49,209,007.
ETF	Exchange Traded Fund.

See accompanying Notes to Financial Statements.

33

Madison Funds | April 30, 2015

Target Retirement 2050 Fund Portfolio of Investments 

	Shares		Value (Note 2)
INVESTMENT COMPANIES - 98.6%
Alternative Funds - 2.5%
SPDR Gold Shares*	4,922	$	558,499
Bond Funds - 16.6%
iShares 3-7 Year Treasury Bond ETF	12,657		1,568,202
iShares 7-10 Year Treasury Bond ETF	9,394		1,010,137
iShares TIPS Bond Fund ETF	5,880		672,437
Metropolitan West High Yield Bond FundClass I	22,535		219,944
SPDR Barclays Short-Term High YieldBond ETF	7,696		225,801
			3,696,521
Foreign Stock Funds - 20.0%
iShares Global Energy ETF	8,588		334,331
iShares MSCI EAFE Minimum Volatility ETF	13,132		892,976
iShares MSCI Japan ETF	8,486		109,130
iShares MSCI United Kingdom ETF	11,774		226,178
SPDR S&P Emerging Asia Pacific ETF	2,386		222,972
Vanguard FTSE All-World ex-U.S. ETF	17,497		893,047
Wisdom Tree Europe Hedged Equity Fund	17,402		1,118,252
Wisdom Tree Japan Hedged Equity Fund	11,702		660,227
			4,457,113
Money Market Funds - 0.6%
State Street Institutional U.S. Government Money Market Fund	127,205		127,205
Stock Funds - 58.9%
iShares Core S&P Mid-Cap ETF	13,358		2,001,296
PowerShares Buyback Achievers Portfolio ETF	46,784		2,282,591
Schwab Fundamental U.S. Large Company
Index Fund Institutional Shares	49,567		765,321
Schwab U.S. Dividend Equity ETF	11,262		447,101
SPDR S&P 500 ETF Trust†	26,753		5,578,536
SPDR S&P Homebuilders ETF	6,348		219,641
Vanguard Growth ETF	5,813		625,188
Vanguard Health Care ETF	2,497		331,951
Vanguard Information Technology ETF	8,181		882,648
			13,134,273
TOTAL INVESTMENTS - 98.6%
(Cost $19,240,795**)			21,973,611
NET OTHER ASSETS AND LIABILITIES - 1.4%			314,982
TOTAL NET ASSETS - 100.0%		$	22,288,593

*	Non-income producing.
†	The annual report and prospectus for the SPDR S&P 500 ETF Trust can be found at: https://www.spdrs.com/product/fund.seam?ticker=spy.
**	Aggregate cost for Federal tax purposes was $19,469,770.
ETF	Exchange Traded Fund.

See accompanying Notes to Financial Statements.

34

Madison Funds | April 30, 2015

Statements of Assets and Liabilities as of April 30, 2015 (unaudited)

	Conservative			Moderate			Aggressive			Cash				Tax-Free		Tax-Free			Government			High Quality
	Allocation			Allocation			Allocation			Reserves				Virginia		National			Bond			Bond
	Fund			Fund			Fund			Fund				Fund		Fund			Fund				Fund
Assets:
Investments in securities, at cost:
Unaffiliated issuers	$	44,274,559		$	86,301,568		$	33,988,937		$	21,815,922			$	21,655,565	$	26,091,602		$	3,764,427		$	111,135,464
Affiliated issuers1		30,254,880			54,263,036			22,287,482			–				–		–			–			–
Net unrealized appreciation
Unaffiliated issuers		1,422,449			3,948,078			2,593,756			–				750,630		1,315,316			56,781			1,309,584
Affiliated issuers1		1,705,200			7,659,274			3,929,424				–			–		–			–			–
Total investments, at value		77,657,088			152,171,956			62,799,599			21,815,922				22,406,195		27,406,918			3,821,208			112,445,048
Cash		–			–			–			–				137,802		996,223			–			–
Receivables:
Investments sold		1,161,562			2,239,860			2,036,005			–				–		–			–			–
Fund shares sold		62,562			119,140			11,446			1,801				50		748			178			1,196,797
Dividends and interest		63,678			68,660			15,018			22,755				281,142		320,594			19,750			693,212
Due from Adviser		–			–			–			8,475				–		–			325			–
Total assets		78,944,890			154,599,616			64,862,068			21,848,953				22,825,189		28,724,483			3,841,461			114,335,057
Liabilities:
Payables:
Investments purchased		–			1,253,989			1,272,326			–				198,500		751,482			–			–
Fund shares repurchased		59,330			43,361			16,030			61,261				612		12,192			130			60,501
Advisory agreement fees		13,008			25,318			10,569			7,019				9,427		11,569			1,298			28,499
Service agreement fees		16,261			31,648			13,211			2,939				6,599		8,098			811			18,049
Distribution fees - Class B		6,842			20,135			8,264			171				–		–			–			–
Distribution fees - Class C		12,307			5,663			1,657			–				–		–			–			–
Shareholder servicing fees		16,250			31,633			13,210			–				–		–			–			–
Dividends		–			–			–			–				1,534		16,115	��		106			–
Accrued expenses and other payables		–			–			2,400			–				–		–			–			–
Total liabilities		123,998			1,411,747			1,337,667			71,390				216,672		799,456			2,345			107,049
Net Assets	$	78,820,892		$	153,187,869		$	63,524,401		$	21,777,563			$	22,608,517	$	27,925,027		$	3,839,116		$	114,228,008
Net Assets consist of:
Paid-in capital	$	73,697,887		$	135,175,894		$	53,678,717		$	21,777,585			$	21,782,604	$	26,487,099		$	3,782,126		$	112,534,119
Accumulated undistributed net investment income (loss)		(125,467	)		(584,374	)		(340,691	)		–				2,504		3,038			(851	)		93,003
Accumulated net realized gain (loss) on investments sold and foreign currency related transactions		2,120,823			6,988,997			3,663,195			(22		)		72,779		119,574			1,060			291,302
Net unrealized appreciation of investments (including appreciation (depreciation) of foreign currency related transactions		3,127,649			11,607,352			6,523,180			–				750,630		1,315,316			56,781			1,309,584
Net Assets	$	78,820,892		$	153,187,869		$	63,524,401		$	21,777,563			$	22,608,517	$	27,925,027		$	3,839,116		$	114,228,008
Class A Shares:
Net Assets	$	47,846,056		$	111,521,834		$	47,531,781		$	21,538,336
Shares of beneficial interest outstanding		4,402,140			9,404,238			3,908,814			21,538,348
Net Asset Value and redemption price per share	$	10.87		$	11.86		$	12.16		$	1.00
Sales charge of offering price2		0.66			0.72			0.74			–
Maximum offering price per share	$	11.53		$	12.58		$	12.90		$	1.00
Class B Shares:
Net Assets	$	10,985,472		$	32,424,088		$	13,314,012			239,227
Shares of beneficial interest outstanding		1,005,318			2,747,043			1,111,334			239,215
Net Asset Value and redemption price per share3	$	10.93		$	11.80		$	11.98		$	1.00
Class C Shares:
Net Assets	$	19,989,364			9,241,947			2,678,608
Shares of beneficial interest outstanding		1,828,160			782,510			223,452
Net Asset Value and redemption price per share3	$	10.93		$	11.81		$	11.99
Class Y Shares:
Net Assets														$	22,608,517	$	27,925,027		$	3,839,116		$	114,228,008
Shares of beneficial interest outstanding															1,949,636		2,542,948			363,739			10,317,941
Net Asset Value and redemption price per share														$	11.60	$	10.98		$	10.55		$	11.07

1	See Note 12 for information on affiliated issuers.
2	Sales charge of offering price is 5.75 % for the Conservative Allocation, Moderate Allocation, and Aggressive Allocation Funds.
3	If applicable, redemption price per share may be reduced by a contingent deferred sales charge.

See accompanying Notes to Financial Statements.

35

Madison Funds | April 30, 2015

Statements of Assets and Liabilities as of April 30, 2015 (unaudited) 

		Core			Corporate		High			Diversified			Covered Call &			Dividend		Large Cap
		Bond			Bond		Income			Income			Equity Income			Income		Value		Investors
		Fund			Fund		Fund			Fund			Fund			Fund		Fund		Fund
Assets:
Investments in securities, at cost:
Unaffiliated issuers	$	218,337,966		$	26,300,155	$	28,335,354		$	128,774,466		$	65,463,751		$	17,585,647	$	167,322,228	$	109,901,338
Net unrealized appreciation
Unaffiliated issuers		6,806,716			752,911		228,189			21,974,495			635,293			4,132,283		29,016,086		21,554,756
Total investments, at value		225,144,682			27,053,066		28,563,543			150,748,961			66,099,044			21,717,930		196,338,314		131,456,094
Cash		–			–		–			–			–			–		–		–
Foreign currency (cost of $5 and $1,648, respectively)(Note 2)		–			–		–			–			–			–		–		–
Receivables:
Investments sold		1,359,172			100,289		108,461			–			44,831			–		3,309,285		–
Fund shares sold		16,675			11		6,343			118,811			84,518			9,321		21,033		110,862
Dividends and interest		1,965,703			261,396		469,692			732,393			29,891			37,628		77,376		260,025
Due from Adviser		–			–		–			–			–			2,677		–		11,678
Other assets		–			–		–			–			–			–		–		–
Total assets		228,486,232			27,414,762		29,148,039			151,600,165			66,258,284			21,767,556		199,746,008		131,838,659
Liabilities:
Payables:
Investments purchased		1,509,150			175,022		–			507,492			1,482,836			111,281		1,739,939		–
Fund shares repurchased		31,555			835		17,830			123,450			13,821			7,000		80,169		201,329
Advisory agreement fees		94,431			9,018		13,170			80,626			43,424			13,383		90,590		78,576
Service agreement fees		28,277			5,636		4,789			24,808			7,625			6,245		59,295		36,711
Distribution fees - Class B		1,911			–		1,214			8,920			3,778			–		2,844		–
Distribution fees - Class C		–			–		–			7,744			–			–		–		–
Shareholder servicing fees		7,681			–		5,912			34,422			4,333			–		15,672		407
Dividends		281,580			54,524		21,799			2,825			–			–		–		–
Accrued expenses and other payables		–			–		–			–			–			–		–		–
Options written, at value (premium received $1,240,827) (Note 6)		–			–		–			–			1,489,813			–		–		–
Total liabilities		1,954,585			245,035		64,714			790,287			3,045,630			137,909		1,988,509		317,023
Net Assets	$	226,531,647		$	27,169,727	$	29,083,325		$	150,809,878		$	63,212,654		$	21,629,647	$	197,757,499	$	131,521,636
Net Assets consist of:
Paid-in capital	$	218,142,165		$	26,326,662	$	28,869,329		$	126,897,764		$	64,039,087		$	16,808,312	$	154,972,114	$	99,081,849
Accumulated undistributed net investment income (loss)		(168,330	)		3,062		6,464			(29,968	)		(1,231,586	)		24,196		278,013		500,203
Accumulated net realized gain (loss) on investments sold and foreign currency related transactions		1,751,096			87,092		(20,657	)		1,967,587			18,846			664,856		13,491,286		10,384,828
Net unrealized appreciation of investments (including appreciation (depreciation) of foreign currency related transactions		6,806,716			752,911		228,189			21,974,495			386,307			4,132,283		29,016,086		21,554,756
Net Assets	$	226,531,647		$	27,169,727	$	29,083,325		$	150,809,878		$	63,212,654		$	21,629,647	$	197,757,499	$	131,521,636
Class A Shares:
Net Assets	$	34,045,942				$	26,837,036		$	123,805,515		$	15,183,336				$	70,731,126	$	2,025,321
Shares of beneficial interest outstanding		3,328,604					4,243,468			8,315,473			1,567,880					4,218,176		96,702
Net Asset Value and redemption price per share	$	10.23				$	6.32		$	14.89		$	9.68				$	16.77	$	20.94
Sales charge of offering price1		0.48					0.30			0.91			0.59					1.02		1.28
Maximum offering price per share	$	10.71				$	6.62		$	15.80		$	10.27				$	17.79	$	22.22
Class B Shares:
Net Assets	$	3,050,455				$	1,965,597		$	14,383,484							$	4,533,997
Shares of beneficial interest outstanding		298,149					303,202			960,485								274,868
Net Asset Value and redemption price per share2	$	10.23				$	6.48		$	14.98							$	16.50
Class C Shares:
Net Assets									$	12,620,879		$	6,678,551
Shares of beneficial interest outstanding										843,110			705,985
Net Asset Value and redemption price per share2									$	14.97		$	9.46
Class Y Shares:
Net Assets	$	188,940,990		$	27,169,727	$	280,692					$	41,007,940		$	21,629,647	$	122,492,376	$	122,549,394
Shares of beneficial interest outstanding		18,525,719			2,344,476		44,923						4,180,787			963,637		7,306,908		5,843,722
Net Asset Value and redemption price per share	$	10.20		$	11.59	$	6.25					$	9.81		$	22.45	$	16.76	$	20.97
Class R6 Shares:
Net Assets	$	494,260										$	342,827						$	6,946,921
Shares of beneficial interest outstanding		48,364											34,838							329,843
Net Asset Value and redemption price per share	$	10.22										$	9.84						$	21.06
Class I Shares:
Net Assets
Shares of beneficial interest outstanding
Net Asset Value and redemption price per share

¹ Sales charge of offering price is 4.50% for the Core Bond and High Income Funds and 5.75% for the Diversified Income, Covered Call & Equity Income, Large Cap Value, Investors, Large Cap Growth, Mid Cap, Small Cap and International Stock Funds.

² If applicable, redemption price per share may be reduced by a contingent deferred sales charge.

See accompanying Notes to Financial Statements.

36

Madison Funds | April 30, 2015

	Large Cap								NorthRoad		International			Hansberger			Madison Target		Madison Target		Madison Target		Madison Target
	Growth		Mid Cap			Small Cap			International		Stock			International			Retirement		Retirement		Retirement		Retirement
	Fund		Fund			Fund			Fund		Fund			Growth Fund			2020  Fund		2030  Fund		2040  Fund		2050 Fund
$	142,515,877	$	195,114,126		$	68,814,198		$	44,478,755	$	32,236,046		$	47,416,118		$	55,566,369	$	73,720,127	$	48,604,556	$	19,240,795
	47,926,099		78,305,231			12,530,137			2,717,847		7,380,726			10,107,191			5,048,650		10,455,995		8,622,059		2,732,816
	190,441,976		273,419,357			81,344,335			47,196,602		39,616,772			57,523,309			60,615,019		84,176,122		57,226,615		21,973,611
	–		–			–			17,498		–			–			–		–		–		–
	–		–			–			–		5			1,649			–		–		–		–
	–		–			79,544			–		366,020			6			2,418,420		2,964,295		1,969,669		1,534,124
	10,874		195,311			5,965			50,703		17,294			–			950		–		283		615
	170,353		83,545			58,349			354,064		265,833			276,381			9,499		7,678		3,705		102
	–		–			–			–		–			–			–		–		–		–
	–		1,255			–			–		–			–			–		–		–		–
	190,623,203		273,699,468			81,488,193			47,618,867		40,265,924			57,801,345			63,043,888		87,148,095		59,200,272		23,508,452
	700,893		–			397,930			15,587		22,957			–			1,531,942		2,769,747		1,460,817		1,214,279
	103,341		262,087			–			53,259		64,013			15,791			–		–		–		–
	118,836		172,654			68,235			30,235		33,494			35,149			12,886		17,551		12,136		4,650
	31,690		90,014			17,059			10,520		9,570			226,026			2,577		3,510		2,427		930
	2,986		2,509			318			–		1,174			–			–		–		–		–
	–		–			–			–		–			–			–		–		–		–
	14,673		13,244			910			–		5,249			–			–		–		–		–
	–		–			–			–		–			–			–		–		–		–
	–		–			–			–		540			3,087			–		–		–		–
	–		–			–			–		–			–			–		–		–		–
	972,419		540,508			484,452			109,601		136,997			280,053			1,547,405		2,790,808		1,475,380		1,219,859
$	189,650,784	$	273,158,960		$	81,003,741		$	47,509,266	$	40,128,927		$	57,521,292		$	61,496,483	$	84,357,287	$	57,724,892	$	22,288,593
$	135,583,289	$	181,509,182		$	68,401,262		$	44,000,165	$	33,995,586		$	96,038,366		$	54,999,448	$	72,157,761	$	47,830,273	$	19,073,474
	455,319		(669,035	)		104,375			400,267		190,855			(39,431	)		98,671		92,772		26,074		312
	5,686,077		14,013,582			(32,033	)		391,485		(1,431,128	)		(48,573,413	)		1,349,714		1,650,759		1,246,486		481,991
	47,926,099		78,305,231			12,530,137			2,717,349		7,373,614			10,095,770			5,048,650		10,455,995		8,622,059		2,732,816
$	189,650,784	$	273,158,960		$	81,003,741		$	47,509,266	$	40,128,927		$	57,521,292		$	61,496,483	$	84,357,287	$	57,724,892	$	22,288,593
$	66,182,578	$	58,887,939		$	3,844,544				$	23,828,703
	2,896,692		6,849,807			254,254					1,744,200
$	22.85	$	8.60		$	15.12				$	13.66
	1.39		0.52			0.92					0.83
$	24.24	$	9.12		$	16.04				$	14.49
$	4,821,746	$	3,944,898		$	514,262				$	1,926,586
	239,012		532,511			35,617					143,910
$	20.17	$	7.41		$	14.44				$	13.39
$	118,646,460	$	203,841,172		$	76,644,935		$	37,448,581	$	14,373,638		$	2,906,219
	5,149,529		23,047,091			5,058,723			3,263,822		1,051,923			167,194
$	23.04	$	8.84		$	15.15		$	11.47	$	13.66		$	17.38
		$	6,484,951					$	10,060,685							$	61,496,483	$	84,357,287	$	57,724,892	$	22,288,593
			726,482						870,357								6,055,806		8,347,246		5,738,659		2,199,217
		$	8.93					$	11.56							$	10.15	$	10.11	$	10.06	$	10.13
													$	54,615,073
														3,141,020
													$	17.39

See accompanying Notes to Financial Statements.

37

Madison Funds | April 30, 2015

Statements of Operations for the Six-Months Ended April 30, 2015 (unaudited)

		Conservative			Moderate			Aggressive			Cash			Tax-Free			Tax-Free
		Allocation			Allocation			Allocation			Reserves			Virginia			National			Government			High Quality
		Fund			Fund			Fund			Fund			Fund			Fund			Bond Fund			Bond Fund
Investment Income:
Interest	$	–		$	–		$	–		$	8,738		$	385,337		$	469,781		$	30,269		$	785,024
Dividends
Unaffiliated issuers		472,338			975,989			385,871			–			–			–			–			–
Affiliated issuers1		326,318			576,626			222,502			–			–			–			–			–
Less: Foreign taxes withheld/reclaimed		–			–			–			–			–			–			–			–
Total investment income		798,656			1,552,615			608,373			8,738			385,337			469,781			30,269			785,024
Expenses:2
Advisory agreement fees		76,468			150,890			62,044			41,592			57,238			70,095			7,761			160,932
Administrative services agreement fees.		95,584			188,613			77,556			15,597			40,066			49,066			4,850			101,924
Distribution fees - Class B		41,904			122,157			48,899			1,352			–			–			–			–
Distribution fees - Class C		72,585			32,126			9,649			–			–			–			–			–
Shareholder servicing fees - Class A		57,402			137,154			58,037			–			–			–			–			–
Shareholder servicing fees - Class B		13,968			40,719			16,300			–			–			–			–			–
Shareholder servicing fees - Class C		24,195			10,709			3,216			–			–			–			–			–
Other expenses		–			–			–			–			–			4			–			568
Total expenses before reimbursement/waiver		382,106			682,368			275,701			58,541			97,304			119,165			12,611			263,424
Less reimbursement/waiver3		–			–			–			(49,803	)		–			–			(1,940	)		–
Total expenses net of reimbursement/waiver		382,106			682,368			275,701			8,738			97,304			119,165			10,671			263,424
Net Investment Income (Loss)		416,550			870,247			332,672			–			288,033			350,616			19,598			521,600
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on investments (including net realized gain (loss) on foreign currencyrelated transactions)
Options		–			–			–			–			–			–			–			–
Unaffiliated issuers		840,316			1,980,793			774,954			–			72,781			119,581			612			291,309
Affiliated issuers1		231,191			1,210,738			925,807			–			–			–			–			–
Capital gain distributions received from underlying funds
Unaffiliated issuers		301,709			845,405			405,216			–			–			–			–			–
Affiliated issuers1		1,211,722			4,492,837			2,247,127			–			–			–			–			–
Net change in unrealized appreciation (depreciation) on investments (including net unrealized appreciation (depreciation) on foreign currency related transactions)
Options		–			–			–			–			–			–			–			–
Unaffiliated issuers		(10,357	)		128,026			324,738			–			(131,982	)		(151,947	)		8,474			73,278
Affiliated issuers1		(987,682	)		(4,395,503	)		(2,526,555	)		–			–			–			–			–
Net Realized and Unrealized Gain (Loss) on Investments		1,586,899			4,262,296			2,151,287			–			(59,201	)		(32,366	)		9,086			364,587
Net Increase in Net Assets from Operations	$	2,003,449		$	5,132,543		$	2,483,959		$	–		$	228,832		$	318,250		$	28,684		$	886,187
1 See Note 12 for information on affiliated issuers.
2 See Note 3 for information on expenses.
3 See Note 3 for more information on these waivers.

See accompanying Notes to Financial Statements.

38

Madison Funds | April 30, 2015

	Core			Corporate		High			Diversified			Covered Call &			Dividend			Large Cap						Large Cap									NorthRoad			International
	Bond			Bond		Income			Income			Equity Income			Income			Value			Investors			Growth			Mid Cap			Small Cap			International			Stock
	Fund			Fund		Fund			Fund			Fund			Fund			Fund			Fund			Fund			Fund			Fund			Fund			Fund
$	3,103,277		$	412,822	$	894,035		$	864,253		$	496		$	–		$	–		$	–		$	–		$	–		$	–		$	–		$	–
	–			–		–			1,128,639			378,911			289,959			1,648,868			1,227,530			1,674,618			1,013,378			646,914			820,726			500,440
	–			–		–			–			–			–			–			–			–			–			–			–			–
	–			–		–			(13,469	)		–			(3,366	)		(6,534	)		16,652			(10,992	)		(12,041	)		(482	)		(80,120	)		(48,283	)
	3,103,277			412,822		894,035			1,979,423			379,407			286,593			1,642,334			1,244,182			1,663,626			1,001,337			646,432			740,606			452,157
	562,736			53,932		80,448			478,665			257,526			79,878			549,926			526,243			704,053			1,036,076			373,571			173,042			177,955
	168,537			33,707		29,253			147,282			45,221			37,276			359,952			252,689			187,747			541,021			93,393			60,222			50,844
	12,131			–		7,691			54,122			20,674			–			17,761			–			17,663			15,433			1,848			–			7,079
	–			–		–			44,972			–			–			–			–			–			–			–			–			–
	42,210			–		33,621			150,988			16,394			–			88,921			2,049			81,524			72,697			4,668			–			28,125
	4,042			–		2,564			18,023			6,891			–			5,902			–			5,879			5,145			616			–			2,359
	–			–		–			14,991			–			–			–			–			–			–			–			–			–
	–			–		11			–			189			–			–			–			–			–			–			813			560
	789,656			87,639		153,588			909,043			346,895			117,154			1,022,462			780,981			996,866			1,670,372			474,096			234,077			266,922
	–			–		–			–			–			(15,975	)		–			(92,298	)		–			–			–			–			–
	789,656			87,639		153,588			909,043			346,895			101,179			1,022,462			688,683			996,866			1,670,372			474,096			234,077			266,922
	2,313,621			325,183		740,447			1,070,380			32,512			185,414			619,872			555,499			666,760			(669,035	)		172,336			506,529			185,235
	–			–		–			–			(74,350	)		–			–			–			–			–			–			–			–
	1,751,079			87,091		(20,676	)		2,604,981			53,162			671,085			13,799,567			10,483,962			5,747,502			16,615,174			1,524,568			457,618			17,869
	–			–		–			–			–			–			–			–			–			–			–			–			–
	–			–		–			–			–			–			–			–			–			–			–			–			–
	–			–		–			–			–			–			–			–			–			–			–			–			–
	–			–		–			–			(140,570	)		–			–			–
	(142,850	)		174,846		(348,106	)		(1,652,215	)		1,602,650			(537,364	)		(10,427,759	)		(5,801,521	)		3,715,238			484,272			1,826,973			1,349,146			1,893,368
	–			–		–			–			–			–			–			–			–			–			–			–			–
	1,608,229			261,937		(368,782	)		952,766			1,440,892			133,721			3,371,808			4,682,441			9,462,740			17,099,446			3,351,541			1,806,764			1,911,237
$	3,921,850		$	587,120	$	371,665		$	2,023,146		$	1,473,404		$	319,135		$	3,991,680		$	5,237,940		$	10,129,500		$	16,430,411		$	3,523,877		$	2,313,293		$	2,096,472

See accompanying Notes to Financial Statements.

39

Madison Funds | April 30, 2015

Statements of Operations for the Six-Months Ended April 30, 2015 (unaudited) 

		Hansberger			Madison Target			Madison Target		Madison Target		Madison Target
		International			Retirement			Retirement		Retirement		Retirement
		Growth Fund			2020 Fund			2030  Fund		2040  Fund		2050  Fund
Investment Income:
Dividends
Unaffiliated issuers	$	616,274		$	542,741		$	746,618	$	525,802	$	202,124
Less: Foreign taxes withheld		(44,283	)		–			–		–		–
Total investment income		571,991			542,741			746,618		525,802		202,124
Expenses:1
Advisory agreement fees		263,952			77,044			104,265		72,881		27,658
Service agreement fees		90,087			15,409			20,853		14,576		5,532
Other expenses		1,639			–			–		–		–
Total expenses.		355,678			92,453			125,118		87,457		33,190
Net Investment Income		216,313			450,288			621,500		438,345		168,934
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain on investments (including net realized gain (loss) on foreign currency
related transactions)
Unaffiliated issuers		5,896,113			1,732,279			2,110,498		1,651,342		545,269
Capital gain distributions received from underlying funds
Unaffiliated issuers		–			177,497			264,025		231,038		99,370
Net change in unrealized appreciation (depreciation) on investments (including net
unrealized appreciation (depreciation) on foreign currency related transactions)
Unaffiliated issuers		(658,677	)		(237,766	)		449,322		241,112		214,854
Net Realized and Unrealized Gain on Investments		5,237,436			1,672,010			2,823,845		2,123,492		859,493
Net Increase in Net Assets from Operations	$	5,453,749		$	2,122,298		$	3,445,345	$	2,561,837	$	1,028,427
1 See Note 3 for information on expenses.

See accompanying Notes to Financial Statements.

40

Madison Funds | April 30, 2015

Statements of Changes in Net Assets

		Conservative Allocation Fund						Moderate Allocation Fund						Aggressive Allocation Fund						Cash Reserves Fund
		Six-Months			Year			Six-Months			Year			Six-Months			Year			Six-Months			Year
		Ended			Ended			Ended			Ended			Ended			Ended			Ended			Ended
		April 30, 2015			October 31,			April 30, 2015			October 31,			April 30, 2015			October 31,			April 30, 2015			October 31,
		(unaudited)			2014			(unaudited)			2014			(unaudited)			2014			(unaudited)			2014
Net Assets at beginning of period	$	74,779,327		$	70,709,344		$	150,621,084		$	145,265,676		$	61,306,975		$	56,007,317		$	21,031,337		$	25,076,196
Increase (decrease) in net assets from operations:
Net investment income		416,550			754,993			870,247			1,181,514			332,672			319,360			–			–
Net realized gain		2,584,938			3,857,014			8,529,773			13,932,757			4,353,104			5,925,247			–			–
Net change in unrealized depreciation		(998,039	)		(439,981	)		(4,267,477	)		(4,002,919	)		(2,201,817	)		(917,293	)		–			–
Net increase in net assets from operations		2,003,449			4,172,026			5,132,543			11,111,352			2,483,959			5,327,314			–			–
Distributions to shareholders from:
Net investment income
Class A		(464,815	)		(545,505	)		(1,515,732	)		(1,325,591	)		(712,369	)		(146,020	)		–			–
Class B		(52,694	)		(56,958	)		(288,639	)		(167,155	)		(131,546	)		–			–			–
Class C		(92,061	)		(89,391	)		(73,012	)		(37,587	)		(25,700	)		–			–			–
Net realized gains
Class A		(1,947,168	)		(170,950	)		(5,792,027	)		–			(3,391,539	)		–			–			–
Class B		(477,033	)		(45,469	)		(1,751,818	)		–			(974,688	)		–			–			–
Class C		(819,430	)		(68,404	)		(443,063	)		–			(190,426	)		–			–			–
Total distributions		(3,853,201	)		(976,677	)		(9,864,291	)		(1,530,333	)		(5,426,268	)		(146,020	)		–			–
Capital Stock transactions:
Class A Shares
Shares sold		5,474,359			7,253,706			7,351,556			10,239,076			2,943,878			5,059,417			3,797,203			3,566,314
Issued to shareholders in reinvestment of distributions		2,398,998			710,504			7,261,935			1,315,643			4,090,811			145,468			–			–
Shares redeemed		(3,319,958	)		(7,780,575	)		(8,775,271	)		(14,186,325	)		(3,001,380	)		(4,926,145	)		(2,828,967	)		(7,548,377	)
Net increase (decrease) from capital stock transactions		4,553,399			183,635			5,838,220			(2,631,606	)		4,033,309			278,740			968,236			(3,982,063	)
Class B Shares
Shares sold		624,635			1,340,049			2,132,488			3,345,756			1,005,907			1,282,352			121,699			387,839
Issued to shareholders in reinvestment of distributions		528,357			101,955			2,033,723			166,921			1,103,670			–			–			–
Shares redeemed		(1,302,395	)		(2,124,420	)		(3,961,722	)		(5,492,795	)		(1,236,389	)		(1,672,008	)		(343,709	)		(450,635	)
Net increase (decrease) from capital stock transactions		(149,403	)		(682,416	)		204,489			(1,980,118	)		873,188			(389,656	)		(222,010	)		(62,796	)
Class C Shares
Shares sold		1,786,857			3,563,170			1,208,238			1,389,856			252,155			442,054
Issued to shareholders in reinvestment of distributions		902,227			156,682			488,581			35,303			211,144			–
Shares redeemed		(1,201,763	)		(2,346,437	)		(440,995	)		(1,039,046	)		(210,061	)		(212,774	)
Net increase from capital stock transactions		1,487,321			1,373,415			1,255,824			386,113			253,238			229,280
Total net increase (decrease) from capital stock transactions		5,891,317			874,634			7,298,533			(4,225,611	)
		5,159,735			118,364			746,226			(4,044,859	)
Total increase (decrease) in net assets		4,041,565			4,069,983			2,566,785			5,355,408			2,217,426			5,299,658			746,226			(4,044,859	)
Net Assets at end of period	$	78,820,892		$	74,779,327		$	153,187,869		$	150,621,084		$	63,524,401		$	61,306,975		$	21,777,563		$	21,031,337
Undistributed net investment income (loss) included in net assets	$	(125,467	)	$	67,553		$	(584,374	)	$	422,762		$	(340,691	)	$	196,252		$	–		$	–
Capital Share transactions:
Class A Shares
Shares sold		498,529			662,930			615,254			863,775			240,159			412,704			3,797,203			3,566,314
Issued to shareholders in reinvestment of distributions		223,707			65,219			627,110			112,641			345,800			11,983			–			–
Shares redeemed		(303,870	)		(711,202	)		(735,383	)		(1,193,833	)		(244,349	)		(399,549	)		(2,828,967	)		(7,548,377	)
Net increase (decrease) from capital stock transactions		418,366			16,947			506,981			(217,417	)		341,610			25,138			968,236			(3,982,063	)
Class B Shares
Shares sold		56,837			122,280			179,566			282,906			83,597			105,674			121,699			387,839
Issued to shareholders in reinvestment of distributions		48,976			9,354			175,927			14,291			94,492			–			–			–
Shares redeemed		(118,237	)		(193,708	)		(333,899	)		(463,855	)		(102,509	)		(136,891	)		(343,709	)		(450,635	)
Net increase (decrease) from capital stock transactions		(12,424	)		(62,074	)		21,594			(166,658	)		75,580			(31,217	)		(222,010	)		(62,796	)
Class C Shares
Shares sold		161,979			325,243			102,247			117,752			20,987			36,637
Issued to shareholders in reinvestment of distributions		83,553			14,369			42,228			3,020			18,062			–
Shares redeemed		(109,028	)		(213,865	)		(37,116	)		(87,784	)		(17,472	)		(17,247	)
Net increase from capital stock transactions		136,504			125,747			107,359			32,988			21,577			19,390

See accompanying Notes to Financial Statements.

41

Madison Funds | April 30, 2015

Statements of Changes in Net Assets

		Tax-Free Virginia Fund						Tax-Free National Fund						Government Bond Fund						High Quality Bond Fund
		Six-Months						Six-Months						Six-Months						Six-Months
		Ended			Year			Ended			Year			Ended			Year			Ended			Year
		April 30,			Ended			April 30,			Ended			April 30,			Ended			April 30,			Ended
		2015			October 31,			2015			October 31,			2015			October 31,			2015			October 31,
		(unaudited)			2014			(unaudited)			2014			(unaudited)			2014			(unaudited)			2014
Net Assets at beginning of period	$	23,100,256		$	23,407,619		$	28,414,758		$	27,805,398		$	3,863,541		$	4,364,033		$	118,082,335		$	132,687,696
Increase (decrease) in net assets from operations:
Net investment income		288,033			611,384			350,616			742,096			19,598			40,466			521,600			1,258,319
Net realized gain.		72,781			150,594			119,581			224,828			612			17,011			291,309			118,611
Net change in unrealized appreciation (depreciation)		(131,982	)		550,339			(151,947	)		801,303			8,474			(28,970	)		73,278			(29,887	)
Net increase in net assets from operations		228,832			1,312,317			318,250			1,768,227			28,684			28,507			886,187			1,347,043
Distributions to shareholders from:
Net investment income
Class Y		(288,044	)		(611,560	)		(350,695	)		(742,302	)		(20,619	)		(41,671	)		(530,409	)		(1,276,087	)
Net realized gains
Class Y		(150,588	)		(375,715	)		(217,904	)		(127,150	)		(15,387	)		(16,815	)		(118,544	)		(484,991	)
Total distributions		(438,632	)		(987,275	)		(568,599	)		(869,452	)		(36,006	)		(58,486	)		(648,953	)		(1,761,078	)
Capital Stock transactions:
Class Y Shares
Shares sold		43,320			393,632			366,649			1,143,659			305,898			290,562			28,982,210			57,687,784
Issued to shareholders in reinvestment of distributions		423,159			944,525			417,495			629,479			35,129			57,084			269,496			640,280
Shares redeemed		(748,418	)		(1,970,562	)		(1,023,526	)		(2,062,553	)		(358,130	)		(818,159	)		(33,343,267	)		(72,519,390	)
Net decrease from capital stock transactions		(281,939	)		(632,405	)		(239,382	)		(289,415	)		(17,103	)		(470,513	)		(4,091,561	)		(14,191,326	)
Total net decrease from capital stock transactions		(281,939	)		(632,405	)		(239,382	)		(289,415	)		(17,103	)		(470,513	)		(4,091,561	)		(14,191,326	)
Total increase (decrease) in net assets		(491,739	)		(307,363	)		(489,731	)		609,360			(24,425	)		(500,492	)		(3,854,327	)		(14,605,361	)
Net Assets at end of period	$	22,608,517		$	23,100,256		$	27,925,027		$	28,414,758		$	3,839,116		$	3,863,541		$	114,228,008		$	118,082,335
Undistributed net investment income (loss) included in net assets	$	2,504		$	2,515		$	3,038		$	3,117		$	(851	)	$	170		$	93,003		$	101,812
Capital Share transactions:																								��
Class Y Shares
Shares sold		3,703			34,165			33,084			105,412			28,956			27,439			2,615,265			5,229,733
Issued to shareholders in reinvestment of distributions		36,287			82,623			37,819			58,172			3,332			5,404			24,438			58,387
Shares redeemed		(64,068	)		(170,870	)		(92,287	)		(189,820	)		(33,871	)		(77,291	)		(3,015,947	)		(6,575,967	)
Net decrease from capital share transactions		(24,078	)		(54,082	)		(21,384	)		(26,236	)		(1,583	)		(44,448	)		(376,244	)		(1,287,847	)

See accompanying Notes to Financial Statements.

42

Madison Funds | April 30, 2015

Statements of Changes in Net Assets

		Core Bond Fund						Corporate Bond Fund						High Income Fund						Diversified Income Fund
		Six-Months						Six-Months						Six-Months						Six-Months
		Ended			Year			Ended			Year			Ended			Year			Ended			Year
		April 30,			Ended			April 30,			Ended			April 30,			Ended			April 30,			Ended
		2015			October 31,			2015			October 31,			2015			October 31,			2015			October 31,
		(unaudited)			2014			(unaudited)			2014			(unaudited)			2014			(unaudited)			2014
Net Assets at beginning of period	$	225,218,208		$	153,794,099		$	27,010,078		$	19,742,741		$	31,251,076		$	48,544,980		$	145,286,852		$	126,549,734
Increase (decrease) in net assets from operations:
Net investment income		2,313,621			4,204,375			325,183			527,351			740,447			2,102,819			1,070,380			2,013,684
Net realized gain (loss)		1,751,079			2,118,236			87,091			65,662			(20,676	)		1,708,404			2,604,981			5,595,030
Net change in unrealized appreciation (depreciation)		(142,850	)		(181,307	)		174,846			371,880			(348,106	)		(1,532,500	)		(1,652,215	)		2,951,218
Net increase in net assets from operations		3,921,850			6,141,304			587,120			964,893			371,665			2,278,723			2,023,146			10,559,932
Distributions to shareholders from:
Net investment income
Class A		(336,456	)		(768,317	)		–			–			(689,318	)		(1,532,619	)		(984,116	)		(1,833,076	)
Class B		(19,941	)		(52,861	)		–			–			(43,112	)		(99,991	)		(64,604	)		(126,493	)
Class C		–			–			–			–			–			–			(53,529	)		(82,200	)
Class Y		(2,141,101	)		(3,578,402	)		(324,756	)		(526,572	)		(8,149	)		(474,514	)		–			–
Class R6		(5,314	)		(245	)		–			–			–			–			–			–
Net realized gains
Class A		(288,322	)		(183,135	)		–			–			(1,576,185	)		(1,402,074	)		–			–
Class B		(28,595	)		(20,191	)		–			–			(120,683	)		(114,583	)		–			–
Class Y		(1,598,222	)		(577,721	)		(40,614	)		–			(11,512	)		(865,371	)		–			–
Class R6		(3,894	)		(48	)		–			–			–			–			–			–
Total distributions		(4,421,845	)		(5,180,920	)		(365,370	)		(526,572	)		(2,448,959	)		(4,489,152	)		(1,102,249	)		(2,041,769	)
Capital Stock transactions:
Class A Shares
Shares sold		2,170,037			2,647,156									1,004,568			4,650,169			9,668,700			18,548,756
Issued to shareholders in reinvestment of distributions		585,688			891,515									1,935,198			2,501,528			964,986			1,795,214
Shares redeemed		(2,617,551	)		(9,743,095	)								(2,792,381	)		(5,646,298	)		(6,948,537	)		(13,553,386	)
Net increase (decrease) from capital stock transactions		138,174			(6,204,424	)								147,385			1,505,399			3,685,149			6,790,584
Class B Shares
Shares sold		80,420			154,398									34,199			321,030			1,185,507			2,215,483
Issued to shareholders in reinvestment of distributions		47,668			72,102									130,176			181,701			64,358			126,014
Shares redeemed		(517,108	)		(1,221,097	)								(317,781	)		(685,506	)		(1,335,699	)		(3,154,179	)
Net decrease from capital stock transactions		(389,020	)		(994,597	)								(153,406	)		(182,775	)		(85,834	)		(812,682	)
Class C Shares
Shares sold																				1,913,597			5,377,576
Issued to shareholders in reinvestment of distributions																				52,769			80,942
Shares redeemed																				(963,552	)		(1,217,465	)
Net increase from capital stock transactions																				1,002,814			4,241,053
Class Y Shares
Shares sold		10,010,162			92,417,586			65,224			7,198,487			368,593			1,311,977
Issued to shareholders in reinvestment of distributions		943,954			1,122,533			13,167			23,415			18,565			35,460
Shares redeemed		(9,374,143	)		(15,877,666	)		(140,492	)		(392,886	)		(471,594	)		(17,753,536	)
Net increase (decrease) from capital stock transactions		1,579,973			77,662,453			(62,101	)		6,829,016			(84,436	)		(16,406,099	)
Class R6 Shares
Shares sold		487,376			–
Issued to shareholders in reinvestment of distributions		9,208			293
Shares redeemed		(12,277	)		–
Net increase from capital stock transactions		484,307			293
Total net increase (decrease) from capital stock transactions		1,813,434			70,463,725			(62,101	)		6,829,016			(90,457	)		(15,083,475	)		4,602,129			10,218,955
Total increase (decrease) in net assets		1,313,439			71,424,109			159,649			7,267,337			(2,167,751	)		(17,293,904	)		5,523,026			18,737,118
Net Assets at end of period		226,531,647			225,218,208			27,169,727			27,010,078			29,083,325			31,251,076			150,809,878			145,286,852
Undistributed net investment income (loss) included in net assets		(168,330	)		20,861			3,062			2,635			6,464			6,596			(29,968	)		1,901
Capital Share transactions:
Class A Shares
Shares sold		211,537			259,612									157,523			677,461			647,730			1,291,377
Issued to shareholders in reinvestment of distributions		57,335			87,908									311,519			366,432			64,503			124,380
Shares redeemed		(254,807	)		(959,431	)								(437,104	)		(822,021	)		(465,115	)		(942,377	)
Net increase (decrease) from capital stock transactions		14,065			(611,911	)								31,938			221,872			247,118			473,380
Class B Shares
Shares sold		7,833			15,174									5,190			45,511			78,991			153,724
Issued to shareholders in reinvestment of distributions		4,671			7,120									20,470			26,046			4,272			8,689
Shares redeemed		(50,332	)		(120,166	)								(48,887	)		(96,615	)		(88,950	)		(219,143	)
Net decrease from capital stock transactions		(37,828	)		(97,872	)								(23,227	)		(25,058	)		(5,687	)		(56,730	)
Class C Shares
Shares sold																				127,571			372,703
Issued to shareholders in reinvestment of distributions																				3,504			5,571
Shares redeemed																				(64,026	)		(84,099	)
Net decrease from capital stock transactions																				67,049			294,175
Class Y Shares
Shares sold		977,100			9,103,829			5,628			631,195			58,968			192,649
Issued to shareholders in reinvestment of distributions		92,641			110,849			1,137			2,053			3,011			5,245
Shares redeemed		(914,596	)		(1,565,428	)		(12,118	)		(34,705	)		(74,639	)		(2,602,446	)
Net increase (decrease) from capital stock transactions		155,145			7,649,250			(5,353	)		598,543			(12,660	)		(2,404,552	)
Class R6 Shares
Shares sold		47,641			–
Issued to shareholders in reinvestment of distributions		902			29
Shares redeemed		(1,197	)		–
Net increase from capital stock transactions		47,346			29

See accompanying Notes to Financial Statements.

43

Madison Funds | April 30, 2015

Statements of Changes in Net Assets

		Covered Call & Equity Income Fund1							Dividend Income Fund						Large Cap Value Fund						Investors Fund
		Six-Months							Six-Months						Six-Months						Six-Months
		Ended				Year			Ended			Year			Ended			Year			Ended			Year
		April 30,				Ended			April 30,			Ended			April 30,			Ended			April 30,			Ended
		2015			October 31,				2015			October 31,			2015			October 31,			2015			October 31,
		(unaudited)				2014			(unaudited)			2014			(unaudited)			2014			(unaudited)			2014
Net Assets at beginning of period	$	60,220,920		$	39,239,210			$	21,518,235		$	18,657,813		$	203,817,722		$	204,476,151		$	173,358,800		$	203,678,461
Increase (decrease) in net assets from operations:
Net investment income (loss)		32,512				(73,068	)		185,414			338,908			619,872			1,780,823			555,499			888,734
Net realized gain (loss)		(21,188	)			4,391,243			671,085			1,215,981			13,799,567			33,719,665			10,483,962			31,504,261
Net change in unrealized appreciation (depreciation)		1,462,080				(815,479	)		(537,364	)		784,431			(10,427,759	)		(9,008,042	)		(5,801,521	)		(4,278,949	)
Net increase in net assets from operations		1,473,404				3,502,696			319,135			2,339,320			3,991,680			26,492,446			5,237,940			28,114,046
Distributions to shareholders from:
Net investment income
Class A		(303,875	)			(575,155	)		–			–			(530,834	)		(558,942	)		(3,124	)		(256	)
Class B		–				–			–			–			(982	)		(2,969	)		–			–
Class C		(122,755	)			(238,449	)		–			–			–			–			–			–
Class Y		(830,330	)		(1,729,015		)		(163,419	)		(338,908	)		(1,222,110	)		(1,439,649	)		(722,755	)		(205,696	)
Class R6		(7,138	)			(7,480	)		–			–			–			–			(31,748	)		(6,296	)
Net realized gains
Class A		(346,247	)			(244,921	)		–			–			(9,855,995	)		–			(282,552	)		(16,415	)
Class B		–				–			–			–			(680,861	)		–			–			–
Class C		(157,719	)			(81,744	)		–			–			–			–			–			–
Class Y		(1,233,837	)			(829,777	)		(1,219,689	)		(554,711	)		(16,853,584	)		–			(29,941,971	)		(5,995,694	)
Class R6		(10,324	)			(3,628	)		–			–			–			–			(1,315,235	)		(183,523	)
Total distributions		(3,012,225	)		(3,710,169		)		(1,383,108	)		(893,619	)		(29,144,366	)		(2,001,560	)		(32,297,385	)		(6,407,880	)
Capital Stock transactions:
Class A Shares
Shares sold		4,566,938				4,129,974									3,164,093			5,087,856			681,596			1,035,158
Issued to shareholders in reinvestment of distributions		561,019				788,884									10,243,270			551,494			279,828			16,672
Shares redeemed		(1,014,164	)		(1,031,688		)								(4,122,070	)		(10,428,959	)		(33,001	)		(81,568	)
Net increase (decrease) from capital stock transactions		4,113,793				3,887,170									9,285,293			(4,789,609	)		928,423			970,262
Class B Shares
Shares sold															265,540			730,039
Issued to shareholders in reinvestment of distributions															678,940			2,952
Shares redeemed															(671,769	)		(1,691,990	)
Net increase (decrease) from capital stock transactions															272,711			(958,999	)
Class C Shares
Shares sold		2,152,191				2,482,092
Issued to shareholders in reinvestment of distributions		218,787				256,128
Shares redeemed		(340,120	)			(120,714	)
Net increase from capital stock transactions		2,030,858				2,617,506
Class Y Shares
Shares sold		17,937,667			29,632,400				1,524,044			4,344,388			6,928,704			32,136,613			5,711,641			35,887,369
Issued to shareholders in reinvestment of distributions		1,171,721				993,428			1,326,483			861,540			18,074,172			1,439,649			17,846,708			4,069,483
Shares redeemed		(20,920,878	)		(15,977,429		)		(1,675,142	)		(3,791,207	)		(15,468,417	)		(52,976,969	)		(42,143,101	)		(90,388,771	)
Net increase (decrease) from capital stock transactions		(1,811,490	)		14,648,399				1,175,385			1,414,721			9,534,459			(19,400,707	)		(18,584,752	)		(50,431,919	)
Class R6 Shares
Shares sold		231,955				25,000															1,943,379			322,986
Issued to shareholders in reinvestment of distributions		16,266				11,108															1,346,983			189,820
Shares redeemed		(50,827	)			–															(411,752	)		(3,076,976	)
Net increase (decrease) from capital stock transactions		197,394				36,108															2,878,610			(2,564,170	)
Total net increase (decrease) from capital stock transactions		4,530,555			21,189,183				1,175,385			1,414,721			19,092,463			(25,149,315	)		(14,777,719	)		(52,025,827	)
Total increase (decrease) in net assets		2,991,734			20,981,710				111,412			2,860,422			(6,060,223	)		(658,429	)		(41,837,164	)		(30,319,661	)
Net Assets at end of period	$	63,212,654		$	60,220,920			$	21,629,647		$	21,518,235		$	197,757,499		$	203,817,722		$	131,521,636		$	173,358,800
Undistributed net investment income (loss) included in net assets	$	(1,231,586	)		$	–		$	24,196		$	2,201		$	278,013		$	1,412,067		$	500,203		$	702,331
Capital Share transactions:
Class A Shares
Shares sold		468,014				413,192									179,822			278,846			31,426			43,777
Issued to shareholders in reinvestment of distributions		58,301				79,490									596,927			31,264			13,268			724
Shares redeemed		(104,405	)			(103,163	)								(234,557	)		(568,779	)		(1,550	)		(3,400	)
Net increase (decrease) from capital stock transactions		421,910				389,519									542,192			(258,669	)		43,144			41,101
Class B Shares
Shares sold															15,399			40,704
Issued to shareholders in reinvestment of distributions															40,127			169
Shares redeemed															(38,994	)		(94,460	)
Net increase (decrease) from capital stock transactions															16,532			(53,587	)
Class C Shares
Shares sold		225,516				251,128
Issued to shareholders in reinvestment of distributions		23,234				26,186
Shares redeemed		(36,010	)			(12,321	)
Net increase from capital stock transactions		212,740				264,993										��
Class Y Shares
Shares sold		1,815,206				2,943,413			66,191			193,006			405,935			1,774,354			262,180			1,539,785
Issued to shareholders in reinvestment of distributions		120,157				99,219			57,985			38,403			1,054,503			81,705			845,816			176,780
Shares redeemed		(2,128,652	)		(1,574,659		)		(72,560	)		(169,660	)		(844,012	)		(2,914,791	)		(1,917,867	)		(3,780,734	)
Net increase (decrease) from capital stock transactions		(193,289	)			1,467,973			51,616			61,749			616,426			(1,058,732	)		(809,871	)		(2,064,169	)
Class R6 Shares
Shares sold		23,166				2,512															78,492			13,602
Issued to shareholders in reinvestment of distributions		1,664				1,107															63,627			8,239
Shares redeemed		(5,128	)			–															(19,128	)		(136,434	)
Net increase (decrease) from capital stock transactions		19,702				3,619															122,991			(114,593	)

¹ Prior to close of business on February 28, 2014, the Fund was known as the Equity Income Fund. See Note 1.

See accompanying Notes to Financial Statements.

44

Madison Funds | April 30, 2015

Statements of Changes in Net Assets

		Large Cap Growth Fund						Mid Cap Fund							Small Cap Fund						NorthRoad International Fund
		Six-Months						Six-Months							Six-Months						Six-Months
		Ended			Year			Ended			Year				Ended			Year			Ended			Year
		April 30,			Ended			April 30,			Ended				April 30,			Ended			April 30,			Ended
		2015			October 31,			2015			October 31,				2015			October 31,			2015			October 31,
		(unaudited)			2014			(unaudited)			2014				(unaudited)			2014			(unaudited)			2014
Net Assets at beginning of period	$	187,202,550		$	156,356,448		$	290,650,610		$	323,586,628			$	64,439,940		$	50,280,101		$	45,425,305		$	32,628,399
Increase (decrease) in net assets from operations:
Net investment income (loss)		666,760			517,060			(669,035	)		(711,103		)		172,336			309,327			506,529			783,752
Net realized gain.		5,747,502			14,683,779			16,615,174			51,687,953				1,524,568			4,258,634			457,618			1,651,193
Net change in unrealized appreciation (depreciation)		3,715,238			8,479,224			484,272			(19,200,340		)		1,826,973			(656,750	)		1,349,146			(4,183,840	)
Net increase (decrease) in net assets from operations		10,129,500			23,680,063			16,430,411			31,776,510				3,523,877			3,911,211			2,313,293			(1,748,895	)
Distributions to shareholders from:
Net investment income
Class A		(153,577	)		(1	)		–				–			(8,622	)		–			–			–
Class Y		(574,923	)		(199,656	)		–				–			(334,294	)		(2,317	)		(674,182	)		(526,648	)
Class R6		–			–			–				–			–			–			(180,437	)		(204	)
Net realized gains
Class A		(5,000,862	)		(2,167,745	)		(10,096,248	)		(3,967,132		)		(191,090	)		(187,370	)		–			–
Class B		(405,695	)		(204,606	)		(827,996	)		(411,064		)		(25,961	)		(20,771	)		–			–
Class Y		(8,983,417	)		(3,413,769	)		(36,856,357	)		(17,376,994		)		(3,500,200	)		(1,945,021	)		(1,361,399	)		(781,796	)
Class R6		–			–			(1,049,409	)		(320,452		)		–			–			(364,362	)		(302	)
Total distributions		(15,118,474	)		(5,985,777	)		(48,830,010	)		(22,075,642		)		(4,060,167	)		(2,155,479	)		(2,580,380	)		(1,308,950	)
Capital Stock transactions:
Class A Shares
Shares sold		1,888,440			5,417,757			2,028,636			4,513,570				356,373			724,712
Issued to shareholders in reinvestment of distributions		5,091,132			2,142,366			10,025,872			3,933,648				199,707			187,260
Shares redeemed		(3,591,112	)		(9,129,847	)		(3,527,078	)		(9,757,434		)		(326,137	)		(1,874,511	)
Net increase (decrease) from capital stock transactions		3,388,460			(1,569,724	)		8,527,430			(1,310,216		)		229,943			(962,539	)
Class B Shares
Shares sold		437,666			465,516			189,303				462,609			42,818			111,058
Issued to shareholders in reinvestment of distributions		404,362			203,976			827,123				410,354			25,961			20,588
Shares redeemed		(573,790	)		(1,515,416	)		(706,223	)		(2,141,980		)		(71,617	)		(111,768	)
Net increase (decrease) from capital stock transactions		268,238			(845,924	)		310,203			(1,269,017		)		(2,838	)		19,878
Class Y Shares
Shares sold		8,468,810			40,766,887			16,852,781			27,738,092				16,222,322			27,454,584			4,630,810			15,883,967
Issued to shareholders in reinvestment of distributions		9,558,340			3,613,425			25,946,268			12,242,989				3,544,488			1,418,926			525,273			319,523
Shares redeemed		(14,246,640	)		(28,812,848	)		(38,778,721	)		(78,676,105		)		(2,893,824	)		(15,526,742	)		(4,172,682	)		(9,240,235	)
Net increase (decrease) from capital stock transactions		3,780,510			15,567,464			4,020,328			(38,695,024		)		16,872,986			13,346,768			983,401			6,963,255
Class R6 Shares
Shares sold								1,218,590				644,684									855,072			8,890,990
Issued to shareholders in reinvestment of distributions								1,049,409				320,452									544,799			506
Shares redeemed								(218,011	)		(2,327,765		)								(32,224	)		–
Net increase (decrease) from capital stock transactions								2,049,988			(1,362,629		)								1,367,647			8,891,496
Total net increase (decrease) from capital stock transactions		7,437,208			13,151,816			14,907,949			(42,636,886		)		17,100,091			12,404,107			2,351,048			15,854,751
Total increase (decrease) in net assets		2,448,234			30,846,102			(17,491,650	)		(32,936,018		)		16,563,801			14,159,839			2,083,961			12,796,906
Net Assets at end of period	$	189,650,784		$	187,202,550		$	273,158,960		$	290,650,610			$	81,003,741		$	64,439,940		$	47,509,266		$	45,425,305
Undistributed net investment income (loss) included in net assets	$	455,319		$	517,059		$	(669,035	)	$	–			$	104,375		$	274,955		$	400,267		$	748,357
Capital Share transactions:
Class A Shares
Shares sold		82,425			245,967			229,230				485,015			23,506			49,333
Issued to shareholders in reinvestment of distributions		228,200			100,064			1,182,296				427,106			13,261			12,602
Shares redeemed		(156,941	)		(412,845	)		(401,373	)		(1,041,231		)		(21,798	)		(129,652	)
Net increase (decrease) from capital stock transactions		153,684			(66,814	)		1,010,153			(129,110		)		14,969			(67,717	)
Class B Shares
Shares sold		21,686			23,799			24,748				55,249			2,967			7,756
Issued to shareholders in reinvestment of distributions		20,474			10,602			112,995				49,861			1,801			1,436
Shares redeemed		(28,359	)		(77,390	)		(92,691	)		(258,038		)		(4,949	)		(7,981	)
Net increase (decrease) from capital stock transactions		13,801			(42,989	)		45,052			(152,928		)		(181	)		1,211
Class Y Shares
Shares sold		363,886			1,808,577			1,893,225			2,917,626				1,062,491			1,873,671			410,305			1,274,876
Issued to shareholders from capital stock transactions		425,193			167,599			2,978,906			1,302,445				235,202			95,358			49,789			26,738
Shares redeemed		(615,351	)		(1,334,746	)		(4,232,998	)		(8,241,261		)		(189,929	)		(1,056,199	)		(380,923	)		(779,518	)
Net increase (decrease) in shares outstanding		173,728			641,430			639,133			(4,021,190		)		1,107,764			912,830			79,171			522,096
Class R6 Shares
Shares sold								122,498				67,209									74,351			746,515
Issued to shareholders in reinvestment of distributions								119,523				33,982									51,299			42
Shares redeemed								(24,082	)		(240,479		)								(2,877	)		–
Net increase (decrease) from capital stock transactions								217,939			(139,288		)								122,773			746,557

See accompanying Notes to Financial Statements.

45

Madison Funds | April 30, 2015

Statements of Changes in Net Assets

		International Stock Fund						Hansberger International Growth Fund*
		Six-Months			Year			Six-Months			Year			Year
		Ended			Ended			Ended			Ended			Ended
		April 30,2015			October 31,			April 30,2015			October 31,			December 31,
		(unaudited)			2014			(unaudited)			20141			2013
Net Assets at beginning of period	$	33,010,915		$	62,150,969		$	156,780,547		$	266,555,325		$	522,595,541
Increase (decrease) in net assets from operations:
Net investment income		185,235			780,376			216,313			2,555,878			3,708,991
Net realized gain.		17,869			10,955,287			5,896,113			19,367,136			43,393,169
Net change in unrealized appreciation (depreciation)		1,893,368			(9,847,171	)		(658,677	)		(38,589,621	)		6,406,886
Net increase (decrease) in net assets from operations		2,096,472			1,888,492			5,453,749			(16,666,607	)		53,509,046
Distributions to shareholders from:
Net investment income
Class A		(533,657	)		(196,126	)		–			–			–
Class B		(31,860	)		(4,534	)		–			–			–
Class Y		(210,332	)		(341,577	)		(130,885	)		–			(40,911	)
Class I		–			–			(2,365,747	)		–			(3,315,218	)
Total distributions		(775,849	)		(542,237	)		(2,496,632	)		–			(3,356,129	)
Capital Stock transactions:
Class A Shares
Shares sold		1,404,645			3,237,394
Issued to shareholders in reinvestment of distributions		527,393			193,731
Shares redeemed		(1,918,166	)		(5,088,253	)
Net increase (decrease) from capital stock transactions		13,872			(1,657,128	)
Class B Shares
Shares sold		173,097			223,658
Issued to shareholders in reinvestment of distributions		31,860			4,518
Shares redeemed		(409,461	)		(1,135,578	)
Net decrease from capital stock transactions		(204,504	)		(907,402	)
Class Y Shares
Shares sold		7,468,918			14,862,886			1,069			47,615			311,359
Issued to shareholders in reinvestment of distributions		210,332			61,110			128,025			–			40,272
Shares redeemed		(1,691,229	)		(42,845,775	)		(284,422	)		(802,844	)		(1,435,511	)
Net increase (decrease) from capital stock transactions		5,988,021			(27,921,779	)		(155,328	)		(755,229	)		(1,083,880	)
Class I Shares
Shares sold		–			–			529,811			927,144			10,861,909
Issued to shareholders in reinvestment of distributions		–			–			2,365,747			–			2,748,605
Shares redeemed		–			–			(104,956,602	)		(93,280,086	)		(318,719,767	)
Net decrease from capital stock transactions		–			–			(102,061,044	)		(92,352,942	)		(305,109,253	)
Total increase (decrease) from capital stock transactions		5,797,389			(30,486,309	)		(102,216,372	)		(93,108,171	)		(306,193,133	)
Total increase (decrease) in net assets		7,118,012			(29,140,054	)		(99,259,255	)		(109,774,778	)		(256,040,216	)
Net Assets at end of period	$	40,128,927		$	33,010,915		$	57,521,292		$	156,780,547		$	266,555,325
Undistributed net investment income (loss) included in net assets	$	190,855		$	781,469		$	(39,431	)	$	2,240,888		$	(268,082	)
Capital Share transactions:
Class A Shares
Shares sold		106,159			241,599
Issued to shareholders in reinvestment of distributions		41,790			14,425
Shares redeemed		(147,419	)		(379,025	)
Net increase (decrease) from capital stock transactions		530			(123,001	)
Class B Shares
Shares sold		13,423			16,837
Issued to shareholders in reinvestment of distributions		2,569			342
Shares redeemed		(31,989	)		(86,152	)
Net decrease from capital stock transactions		(15,997	)		(68,973	)
Class Y Shares
Shares sold		564,619			1,118,323			65			2,674			19,024
Issued to shareholders in reinvestment of distributions		16,680			4,550			8,270			–			2,293
Shares redeemed		(129,886	)		(3,150,181	)		(17,546	)		(45,877	)		(87,609	)
Net increase (decrease) from capital stock transactions		451,413			(2,027,308	)		(9,211	)		(43,203	)		(66,292	)
Class I Shares
Shares sold								31,950			54,325			623,674
Issued to shareholders in reinvestment of distributions								152,826			–			156,616
Shares redeemed								(6,258,240	)		(5,530,183	)		(19,699,473	)
Net decrease from capital stock transactions								(6,073,464	)		(5,475,858	)		(18,919,183	)

* The Statements of Changes in Net Assets presented herein reflect the operating results of the Hansberger International Series International Growth Fund through July 31, 2014. See Note 1 for a discussion of the Fund’s reorganization.
¹ Effective at the close of business on July 31, 2014, the fiscal year end of the fund changed to October 31. Disclosure represents 10 months of information.

See accompanying Notes to Financial Statements.

46

Madison Funds | April 30, 2015

Statements of Changes in Net Assets

		Madison Target Retirement						Madison Target Retirement						Madison Target Retirement						Madison Target Retirement
		2020 Fund						2030 Fund						2040 Fund						2050 Fund
					Period from						Period from						Period from						Period from
		Six-Months			August 29,			Six-Months			August 29,			Six-Months			August 29,			Six-Months			August 29,
		Ended			2014 to			Ended			2014 to			Ended			2014 to			Ended			2014 to
		April 30, 2015			October 31,			April 30, 2015			October 31,			April 30, 2015			October 31,			April 30, 2015			October 31,
		(unaudited)			20141			(unaudited)			20141			(unaudited)			20141			(unaudited)			20141
Net Assets at beginning of period	$	61,964,350		$	–		$	82,852,177		$	–		$	58,902,574		$	–		$	21,265,564		$	–
Increase (decrease) in net assets from operations:
Net investment income		450,288			185,951			621,500			252,295			438,345			176,278			168,934			58,479
Net realized gain.		1,909,776			561,840			2,374,523			1,522,964			1,882,380			1,401,274			644,639			408,755
Net change in unrealized appreciation (depreciation)		(237,766	)		(791,797	)		449,322			(1,906,515	)		241,112			(1,699,031	)		214,854			(509,226	)
Net increase (decrease) in net assets from operations		2,122,298			(44,006	)		3,445,345			(131,256	)		2,561,837			(121,479	)		1,028,427			(41,992	)
Distributions to shareholders from:
Net investment income
Class R6		(537,568	)		–			(781,023	)		–			(588,549	)		–			(227,101	)		–
Net realized gains
Class R6		(604,746	)		–			(1,632,546	)		–			(1,513,220	)		–			(463,433	)		–
Total distributions		(1,142,314	)		–			(2,413,569	)		–			(2,101,769	)		–			(690,534	)		–
Capital Stock transactions:
Class R6 Shares
Shares sold		1,641,399			65,040,867			2,255,539			86,549,653			1,206,671			60,698,322			1,500,882			22,015,358
Issued to shareholders in reinvestment of distributions		1,142,314			–			2,413,569			–			2,101,769			–			690,534			–
Shares redeemed		(4,231,564	)		(3,032,511	)		(4,195,774	)		(3,566,220	)		(4,946,190	)		(1,674,269	)		(1,506,280	)		(707,802	)
Net increase (decrease) from capital stock transactions		(1,447,851	)		62,008,356			473,334			82,983,433			(1,637,750	)		59,024,053			685,136			21,307,556
Total increase (decrease) from capital stock transactions		(1,447,851	)		62,008,356			473,334			82,983,433			(1,637,750	)		59,024,053			685,136			21,307,556
Total increase (decrease) in net assets		(467,867	)		61,964,350			1,505,110			82,852,177			(1,177,682	)		58,902,574			1,023,029			21,265,564
Net Assets at end of period	$	61,496,483		$	61,964,350		$	84,357,287		$	82,852,177		$	57,724,892		$	58,902,574		$	22,288,593		$	21,265,564
Undistributed net investment income included in net assets	$	98,671		$	185,951		$	92,772		$	252,295		$	26,074		$	176,278		$	312		$	58,479
Capital Share transactions:
Class R6 Shares
Shares sold		161,911			6,504,391			223,491			8,656,906			120,570			6,070,505			148,990			2,202,492
Issued to shareholders in reinvestment of distributions		114,460			–			243,549			–			213,378			–			69,681			–
Shares redeemed		(418,523	)		(306,433	)		(415,318	)		(361,382	)		(495,640	)		(170,154	)		(150,494	)		(71,452	)
Net increase (decrease) from capital share transactions		(142,152	)		6,197,958			51,722			8,295,524			(161,692	)		5,900,351			68,177			2,131,040
1 Commenced investment operations August 29, 2014.

See accompanying Notes to Financial Statements.

47

Madison Funds | April 30, 2015
Financial Highlights for a Share of Beneficial Interest Outstanding
	CONSERVATIVE ALLOCATION FUND
				CLASS A						CLASS B
	Six Months			Year Ended October 31,				Six Months		Year Ended October 31,
	Ended 4/30/15							Ended 4/30/15
	(unaudited)		2014	2013	2012	2011	2010	(unaudited)		2014	2013	2012	2011	2010
Net Asset Value at beginning of period	$11.15		$10.68	$10.43	$9.94	$10.02	$9.34	$11.19		$10.71	$10.42	$9.94	$10.03	$9.34
Income from Investment Operations:
Net investment income1	0.08		0.15	0.22	0.24	0.25	0.27	0.04		0.06	0.15	0.16	0.17	0.20
Net realized and unrealized gain on investments	0.23		0.50	0.48	0.50	0.04	0.70	0.23		0.51	0.47	0.50	0.05	0.71
Total from investment operations	0.31		0.65	0.70	0.74	0.29	0.97	0.27		0.57	0.62	0.66	0.22	0.91
Less Distributions:
Distributions from net investment income	(0.11)		(0.14)	(0.45)	(0.25)	(0.37)	(0.29)	(0.05)		(0.05)	(0.33)	(0.18)	(0.31)	(0.22)
Distributions from capital gains	(0.48)		(0.04)	–	–	–	–	(0.48)		(0.04)	–	–	–	–
Total distributions	(0.59)		(0.18)	(0.45)	(0.25)	(0.37)	(0.29)	(0.53)		(0.09)	(0.33)	(0.18)	(0.31)	(0.22)
Net increase (decrease) in net asset value	(0.28)		0.47	0.25	0.49	(0.08)	0.68	(0.26)		0.48	0.29	0.48	(0.09)	0.69
Net Asset Value at end of period	$10.87		$11.15	$ 10.68	$10.43	$9.94	$10.02	$10.93		$11.19	$10.71	$10.42	$9.94	$10.03
Total Return (%)2	2.85	3	6.13	6.90	7.60	3.00	10.58	2.48	3	5.41	6.05	6.75	2.19	9.87
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$47,846		$44,438	$42,353	$41,905	$35,293	$33,274	$10,986		$11,393	$11,569	$9,521	$8,203	$8,363
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.70	4	0.70	0.70	0.70	0.70	0.70	1.45	4	1.45	1.45	1.45	1.45	1.45
After reimbursement of expenses by Adviser (%)	0.70	4	0.70	0.70	0.70	0.70	0.70	1.45	4	1.45	1.45	1.45	1.45	1.45
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	1.38	4	1.35	2.09	2.34	2.40	2.79	0.68	4	0.59	1.29	1.61	1.67	2.04
Portfolio turnover (%)5	33	3	96	69	40	26	50	33	3	96	69	40	26	50
	CONSERVATIVE ALLOCATION FUND
	CLASS C
	Six Months		Year Ended October 31,
	Ended 4/30/15
	(unaudited)		2014	2013	2012	2011	2010
Net Asset Value at beginning of period	$11.20		$10.72	$10.43	$9.95	$10.04	$9.35
Income from Investment Operations:
Net investment income1	0.03		0.06	0.16	0.16	0.19	0.20
Net realized and unrealized gain on investments	0.23		0.51	0.46	0.50	0.03	0.71
Total from investment operations	0.26		0.57	0.62	0.66	0.22	0.91
Less Distributions:
Distributions from net investment income	(0.05)		(0.05)	(0.33)	(0.18)	(0.31)	(0.22)
Distributions from capital gains	(0.48)		(0.04)	–	–	–	–
Total distributions	(0.53)		(0.09)	(0.33)	(0.18)	(0.31)	(0.22)
Net increase (decrease) in net asset value	(0.27)		0.48	0.29	0.48	(0.09)	0.69
Net Asset Value at end of period	$10.93		$11.20	$10.72	$10.43	$9.95	$10.04
Total Return (%)2	2.39	3	5.41	6.05	6.75	2.19	9.86
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$19,989		$18,948	$16,787	$10,813	$5,846	$5,417
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	1.45	4	1.45	1.45	1.45	1.45	1.45
After reimbursement of expenses by Adviser (%)	1.45	4	1.45	1.45	1.45	1.45	1.45
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	0.64	4	0.57	1.22	1.49	1.76	2.03
Portfolio turnover (%)5	333		96	69	40	26	50

1	Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
2	Total return without applicable sales charge.
3	Not annualized.
4	Annualized.
5	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

See accompanying Notes to Financial Statements.

48

Madison Funds | April 30, 2015
Financial Highlights for a Share of Beneficial Interest Outstanding
	MODERATE ALLOCATION FUND
			CLASS A								CLASS B
	Six Months		Year Ended October 31,						Six Months		Year Ended October 31,
	Ended 4/30/15								Ended 4/30/15
	(unaudited)		2014	2013		2012	2011	2010	(unaudited)		2014	2013	2012	2011	2010
Net Asset Value at beginning of period	$12.27		$11.50	$10.35		$9.76	$9.63	$8.77	$12.19		$11.43	$10.29	$9.70	$9.58	$8.72
Income from Investment Operations:
Net investment income1	0.09		0.12	0.17		0.19	0.16	0.18	0.05		0.04	0.09	0.11	0.08	0.10
Net realized and unrealized gain on investments	0.32		0.80	1.23		0.63	0.22	0.83	0.32		0.78	1.23	0.63	0.21	0.84
Total from investment operations	0.41		0.92	1.40		0.82	0.38	1.01	0.37		0.82	1.32	0.74	0.29	0.94
Less Distributions:
Distributions from net investment income	(0.17)		(0.15)	(0.25)		(0.23)	(0.25)	(0.15)	(0.11)		(0.06)	(0.18)	(0.15)	(0.17)	(0.08)
Distributions from capital gains	(0.65)		–	–		–	–	–	(0.65)		–	–	–	–	–
Total distributions	(0.82)		(0.15)	(0.25)		(0.23)	(0.25)	(0.15)	(0.76)		(0.06)	(0.18)	(0.15)	(0.17)	(0.08)
Net increase (decrease) in net asset value	(0.41)		0.77	1.15		0.59	0.13	0.86	(0.39)		0.76	1.14	0.59	0.12	0.86
Net Asset Value at end of period	$11.86		$12.27	$11.50		$10.35	$9.76	$9.63	$11.80		$12.19	$11.43	$10.29	$9.70	$9.58
Total Return (%)2	3.53	3	8.03	13.87		8.55	3.97	11.68	3.17	3	7.18	12.98	7.77	3.19	10.78
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$111,522		$109,148	$104,849		$92,954	$84,321	$79,765	$32,424		$33,235	$33,070	$29,821	$26,928	$25,002
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.70	4	0.70	0.70		0.70	0.70	0.70	1.45	4	1.45	1.45	1.45	1.45	1.45
After reimbursement of expenses by Adviser (%)	0.70	4	0.70	0.70		0.70	0.70	0.70	1.45	4	1.45	1.45	1.45	1.45	1.45
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	1.35	4	1.00	1.55		1.86	1.64	1.98	0.69	4	0.27	0.82	1.11	0.88	1.24
Portfolio turnover (%)5	38	3	89	69		50	20	54	38	3	89	69	50	20	54
	MODERATE ALLOCATION FUND
	CLASS C
	Six Months		Year Ended October 31,
	Ended 4/30/15
	(unaudited)		2014	2013		2012	2011	2010
Net Asset Value at beginning of period	$12.20		$11.44	$10.30		$9.71	$9.58	$8.72
Income from Investment Operations:
Net investment income1	0.04		0.03	0.10		0.10	0.08	0.10
Net realized and unrealized gain on investments	0.33		0.79	1.22		0.64	0.22	0.84
Total from investment operations	0.37		0.82	1.32		0.74	0.30	0.94
Less Distributions:
Distributions from net investment income	(0.11)		(0.06)	(0.18)		(0.15)	(0.17)	(0.08)
Distributions from capital gains	(0.65)		–	–		–	–	–
Total distributions	(0.76)		(0.06)	(0.18)		(0.15)	(0.17)	(0.08)
Net increase (decrease) in net asset value	(0.39)		0.76	1.14		0.59	0.13	0.86
Net Asset Value at end of period	$11.81		$12.20	$11.44	$10.30		$9.71	$9.58
Total Return (%)2	3.16	3	7.17	12.97		7.77	3.19	10.89
Ratios/Supplemental Data:
Net Assets at end of period (in 000 s)	$9,242		$8,238	$7,347		$5,253	$3,939	$3,856
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	1.45	4	1.45	1.45		1.45	1.45	1.45
After reimbursement of expenses by Adviser (%)	1.45	4	1.45	1.45		1.45	1.45	1.45
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	0.37	4	0.21	0.82		1.02	0.90	1.23
Portfolio turnover (%)5	38	3	89	69		50	20	54

1	Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
2	Total return without applicable sales charge.
3	Not annualized.
4	Annualized.
5	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

See accompanying Notes to Financial Statements.

49

Madison Funds | April 30, 2015
Financial Highlights for a Share of Beneficial Interest Outstanding
	AGGRESSIVE ALLOCATION FUND
			CLASS A							CLASS B
	Six Months		Year Ended October 31,					Six Months		Year Ended October 31,
	Ended 4/30/15							Ended 4/30/15
	(unaudited)		2014	2013	2012	2011	2010	(unaudited)		2014	2013	2012	2011		2010
Net Asset Value at beginning of period	$12.81		$11.72	$10.01	$9.32	$9.04	$8.12	$12.61		$11.59	$9.89	$9.23	$8.96		$8.05
Income from Investment Operations:
Net investment income1	0.09		0.09	0.12	0.12	0.07	0.09	0.05		0.006	0.04	0.05	0.006		0.03
Net realized and unrealized gain on investments	0.41		1.04	1.80	0.70	0.32	0.92	0.40		1.02	1.80	0.68	0.32		0.91
Total from investment operations	0.50		1.13	1.92	0.82	0.39	1.01	0.45		1.02	1.84	0.73	0.32		0.94
Less Distributions:
Distributions from net investment income	(0.20)		(0.04)	(0.21)	(0.13)	(0.11)	(0.09)	(0.13)			(0.14)	(0.07)	(0.05)		(0.03)
Distributions from capital gains	(0.95)		–	–	–	–	–	(0.95)		–	–	–	–		–
Total distributions	(1.15)		(0.04)	(0.21)	(0.13)	(0.11)	(0.09)	(1.08)			(0.14)	(0.07)	(0.05)		(0.03)
Net increase (decrease) in net asset value	(0.65)		1.09	1.71	0.69	0.28	0.92	(0.63)		1.02	1.70	0.66	0.27		0.91
Net Asset Value at end of period	$12.16		$12.81	$11.72	$10.01	$9.32	$9.04	$11.98		$12.61	$11.59	$9.89	$9.23		$8.96
Total Return (%)2	4.14	3	9.67	19.56	8.87	4.29	12.50	3.77	3	8.80	18.79	7.99	3.54		11.67
Ratios/Supplemental Data:
Net Assets at end of period (in 000 s)	$47,532		$45,697	$41,526	$33,282	$30,190	$27,823	$13,314		$13,063	$12,365	$10,787	$9,975		$9,109
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.70	4	0.70	0.70	0.70	0.70	0.70	1.45	4	1.45	1.45	1.45	1.45		1.45
After reimbursement of expenses by Adviser (%)	0.70	4	0.70	0.70	0.70	0.70	0.70	1.45	4	1.45	1.45	1.45	1.45		1.45
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)	1.24	4	0.73	1.02	1.22	0.74	1.03	0.59	4	(0.01)	0.34	0.48	(0.00)	6	0.30
Portfolio turnover (%)5	33	3	78	67	67	29	62	33	3	78	67	67	29		62
	AGGRESSIVE ALLOCATION FUND
	CLASS C
	Six Months			Year Ended October 31,
	Ended 4/30/15
	(unaudited)		2014	2013	2012	2011	2010
Net Asset Value at beginning of period	$12.62		$11.60	$9.90	$9.24	$8.97	$8.06
Income from Investment Operations:
Net investment income (loss)1	0.05		(0.01)	0.05	0.03	(0.02)	0.03
Net realized and unrealized gain on investments	0.40		1.03	1.79	0.70	0.34	0.91
Total from investment operations	0.45		1.02	1.84	0.73	0.32	0.94
Less Distributions:
Distributions from net investment income	(0.13)		-	(0.14)	(0.07)	(0.05)	(0.03)
Distributions from capital gains	(0.95)		–	–	–	–	–
Total distributions	(1.08)		-	(0.14)	(0.07)	(0.05)	(0.03)
Net increase (decrease) in net asset value	(0.63)		1.02	1.70	0.66	0.27	0.91
Net Asset Value at end of period	$11.99		$12.62	$11.60	$9.90	$9.24	$8.97
Total Return (%)2	3.773		8.79	18.78	7.98	3.54	11.66
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$2,678		$2,547	$2,116	$1,099	$828	$508
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	1.45	4	1.45	1.45	1.45	1.45	1.45
After reimbursement of expenses by Adviser (%)	1.45	4	1.45	1.45	1.45	1.45	1.45
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)	0.49	4	(0.09)	0.10	0.32	(0.32)	0.34
Portfolio turnover (%)5	33	3	78	67	67	29	62

1	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
2	Total return without applicable sales charge.
3	Not annualized.
4	Annualized.
5	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.
6	Amounts represent less than $0.005 per share.

See accompanying Notes to Financial Statements.

50

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

	CASH RESERVES FUND
	CLASS A						CLASS B
	Six Months	Year Ended October 31,					Six Months		Year Ended October 31,
	Ended 4/30/15						Ended 4/30/15
	(unaudited)	2014	2013	2012	2011	2010	(unaudited)		2014	2013	2012	2011	2010
Net Asset Value at beginning of period	$1.00	$1.00	$1.00	$1.00	$1.00	$1.00	$1.00		$1.00	$1.00	$1.00	$1.00	$1.00
Income from Investment Operations:
Net investment income (loss)1,2	0.00	0.00	0.00	0.00	0.00	0.00	0.00		0.00	0.00	0.00	0.00	0.00
Total from investment operations2	0.00	0.00	0.00	0.00	0.00	0.00	0.00		0.00	0.00	0.00	0.00	0.00
Net increase (decrease) in net asset value2	0.00	0.00	0.00	0.00	0.00	0.00	0.00		0.00	0.00	0.00	0.00	(0.00)
Net Asset Value at end of period	$1.00	$1.00	$1.00	$1.00	$1.00	$1.00	$1.00		$1.00	$1.00	$1.00	$1.00	$1.00
Total Return (%)3	0.004	0.00	0.00	0.00	0.00	0.00	0.00	4	0.00	0.00	0.00	0.00	0.00
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$21,539	$20,570	$24,552	$11,654	$12,298	$11,687	$239		$461	$524	$826	$1,601	$2,056
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.555	0.55	0.55	0.55	0.55	0.55	1.29	5	1.30	1.30	1.30	1.30	1.30
After reimbursement of expenses by Adviser (%)6	0.085	0.07	0.09	0.08	0.10	0.14	0.08	5	0.07	0.10	0.07	0.10	0.14
Ratio of net investment income (loss) to average net assets
After reimbursement and waiver of expenses by Adviser (%)6	0.005	0.00	(0.00)	0.00	0.00	0.00	0.00	5	0.00	0.00	0.00	0.00	0.00

1	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
2	Amounts represent less than $0.005 per share.
3	Total return without applicable sales charge.
4	Not annualized.
5	Annualized.
6	Ratio is net of fees waived by the adviser and distributor (See Note 3) .

	TAX-FREE VIRGINIA FUND*							TAX-FREE NATIONAL FUND*
	CLASS Y							CLASS Y
	Six Months	Year Ended						Six Months	Year Ended
	Ended 4/30/15	October 31,		Year Ended September 30,				Ended 4/30/15	October 31,		Year Ended September 30,
	(unaudited)	2014	20131	2013	2012	2011	2010	(unaudited)	2014	20131	2013	2012	2011	2010
Net Asset Value at beginning of period	$11.70	$11.54	$11.50	$12.24	$11.92	$11.98	$11.87	$11.08	$10.73	$10.70	$11.44	$11.05	$11.16	$11.09
Income from Investment Operations:
Net investment income2	0.15	0.30	0.03	0.32	0.35	0.35	0.37	0.14	0.29	0.03	0.32	0.33	0.34	0.36
Net realized and unrealized gain (loss) on investments	(0.02)	0.35	0.04	(0.65)	0.33	-	0.16	(0.01)	0.40	0.03	(0.66)	0.43	(0.02)	0.12
Total from investment operations	0.13	0.65	0.07	(0.33)	0.68	0.35	0.53	0.13	0.69	0.06	(0.34)	0.76	0.32	0.48
Less Distributions:
Distributions from net investment income	(0.15)	(0.30)	(0.03)	(0.32)	(0.35)	(0.35)	(0.37)	(0.14)	(0.29)	(0.03)	(0.32)	(0.33)	(0.34)	(0.36)
Distributions from capital gains	(0.08)	(0.19)	-	(0.09)	(0.01)	(0.06)	(0.05)	(0.09)	(0.05)	-	(0.08)	(0.04)	(0.09)	(0.05)
Total distributions	(0.23)	(0.49)	(0.03)	(0.41)	(0.36)	(0.41)	(0.42)	(0.23)	(0.34)	(0.03)	(0.40)	(0.37)	(0.43)	(0.41)
Net increase (decrease) in net asset value	(0.10)	0.16	0.04	(0.74)	0.22	(0.06)	0.11	(0.10)	0.35	0.03	(0.74)	0.39	(0.11)	0.07
Net Asset Value at end of period	$11.60	$11.70	$11.54	$11.50	$12.24	$11.92	$11.98	$10.98	$11.08	$10.73	$10.70	$11.44	$11.05	$11.16
Total Return (%)3	1.054	5.82	0.574	(2.77)	5.75	3.10	4.54	1.124	6.52	0.524	(3.03)	7.02	3.02	4.43
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$22,609	$23,100	$23,408	$23,215	$26,117	$25,009	$26,170	$27,925	$28,415	$27,805	$28,328	$31,526	$31,319	$29,347
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.855	0.85	0.855	0.85	0.98	1.03	1.03	0.855	0.85	0.855	0.85	1.00	1.06	1.06
After reimbursement of expenses by Adviser (%)	0.855	0.85	0.855	0.85	-	-	-	0.855	0.85	0.855	0.85	-	-	-
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	2.525	2.63	2.585	2.71	2.88	3.03	3.10	2.505	2.65	2.795	2.92	2.97	3.11	3.26
Portfolio turnover (%)6	64	16	-4	14	12	7	19	64	30	64	24	13	13	19

*	The Financial Statements presented herein reflect the historical operating results of the Madison Mosaic Funds through April 19, 2013. Effective after market close on this date, the Madison Mosaic Funds reorganized into the Madison Funds.
1	Effective at the close of business on April 19, 2013, the fiscal year end of the fund changed to October 31. Disclosure represents 1 month of information.
2	Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
3	Total return without applicable sales charge.
4	Not annualized.
5	Annualized.
6	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

See accompanying Notes to Financial Statements.

51

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

	GOVERNMENT BOND FUND*							HIGH QUALITY BOND FUND*
	CLASS Y							CLASS Y
	Six Months	Year Ended						Six Months	Year Ended
	Ended 4/30/15	October 31,		Year Ended December 31,				Ended 4/30/15	October 31,		Year Ended December 31,
	(unaudited)	2014	20131	2012	2011	2010	2009	(unaudited)	2014	20131	2012	2011	2010	2009
Net Asset Value at beginning of period	$10.58	$10.65	$10.80	$10.82	$10.72	$10.63	$10.81	$11.04	$11.07	$11.21	$11.15	$10.94	$10.68	$10.47
Income from Investment Operations:
Net investment income2	0.06	0.11	0.11	0.15	0.20	0.26	0.27	0.05	0.11	0.09	0.13	0.16	0.19	0.20
Net realized and unrealized gain (loss) on investments	0.01	(0.03)	(0.15)	0.01	0.19	0.10	(0.15)	0.04	0.01	(0.13)	0.10	0.22	0.27	0.21
Total from investment operations	0.07	0.08	(0.04)	0.16	0.39	0.36	0.12	0.09	0.12	(0.04)	0.23	0.38	0.46	0.41
Less Distributions:
Distributions from net investment income	(0.06)	(0.11)	(0.11)	(0.15)	(0.20)	(0.26)	(0.27)	(0.05)	(0.11)	(0.08)	(0.13)	(0.16)	(0.19)	(0.20)
Distributions from capital gains	(0.04)	(0.04)	-	(0.03)	(0.09)	(0.01)	(0.03)	(0.01)	(0.04)	(0.02)	(0.04)	(0.01)	(0.01)
Total distributions	(0.10)	(0.15)	(0.11)	(0.18)	(0.29)	(0.27)	(0.30)	(0.06)	(0.15)	(0.10)	(0.17)	(0.17)	(0.20)	(0.20)
Net increase (decrease) in net asset value	(0.03)	(0.07)	(0.15)	(0.02)	0.10	0.09	(0.18)	0.03	(0.03)	(0.14)	0.06	0.21	0.26	0.21
Net Asset Value at end of period	$10.55	$10.58	$10.65	$10.80	$10.82	$10.72	$10.63	$11.07	$11.04	$11.07	$11.21	$11.15	$10.94	$10.68
Total Return (%)3	0.644	0.76	(0.41)4	1.44	3.65	3.40	1.19	0.874	1.12	(0.35)4	2.04	3.53	4.35	3.99
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$3,839	$3,864	$4,364	$6,123	$5,328	$5,048	$4,300	$114,228	$118,082	$132,688	$109,694	$104,849	$52,388	$26,382
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.655	0.65	0.655	0.61	0.69	0.68	0.69	0.495	0.49	0.495	0.49	0.49	0.49	0.49
After reimbursement of expenses by Adviser (%)	0.555,6	0.556	0.555,6	0.61	-	-	-	0.495	0.49	0.495	-	-	-	-
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	1.015,6	0.996	1.145,6	1.38	1.81	2.39	2.55	0.975	1.00	0.995	1.15	1.48	1.76	2.21
Portfolio turnover (%)7	124	24	144	23	45	20	38	224	20	304	29	9	21	11

	CORE BOND FUND
	CLASS A						CLASS B
	Six Months	Year Ended October 31,					Six Months	Year Ended October 31,
	Ended 4/30/15						Ended 4/30/15
	(unaudited)	2014	2013	2012	2011	2010	(unaudited)	2014	2013	2012	2011	2010
Net Asset Value at beginning of period	$10.25	$10.21	$10.66	$10.59	$10.46	$10.11	$10.25	$10.22	$10.67	$10.59	$10.46	$10.12
Income from Investment Operations:
Net investment income2	0.09	0.22	0.26	0.26	0.26	0.25	0.06	0.14	0.18	0.18	0.19	0.17
Net realized and unrealized gain (loss) on investments	0.08	0.09	(0.46)	0.07	0.13	0.35	0.07	0.08	(0.46)	0.08	0.12	0.34
Total from investment operations	0.17	0.31	(0.20)	0.33	0.39	0.60	0.13	0.22	(0.28)	0.26	0.31	0.51
Less Distributions:
Distributions from net investment income	(0.10)	(0.22)	(0.25)	(0.26)	(0.26)	(0.25)	(0.06)	(0.14)	(0.17)	(0.18)	(0.18)	(0.17)
Distributions from capital gains	(0.09)	(0.05)	-	-	-	-	(0.09)	(0.05)	-	-	-	-
Total distributions	(0.19)	(0.27)	(0.25)	(0.26)	(0.26)	(0.25)	(0.15)	(0.19)	(0.17)	(0.18)	(0.18)	(0.17)
Net increase (decrease) in net asset value	(0.02)	0.04	(0.45)	0.07	0.13	0.35	(0.02)	0.03	(0.45)	0.08	0.13	0.34
Net Asset Value at end of period	$10.23	$10.25	$10.21	$10.66	$10.59	$10.46	$10.23	$10.25	$10.22	$10.67	$10.59	$10.46
Total Return (%)3	1.674	3.04	(1.92)	3.11	3.81	5.97	1.294	2.18	(2.65)	2.43	3.04	5.08
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$34,046	$33,973	$40,104	$45,671	$43,775	$44,238	$3,051	$3,445	$4,433	$6,088	$5,678	$8,388
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.905	0.90	0.90	0.90	0.90	0.90	1.655	1.65	1.65	1.65	1.65	1.65
After reimbursement of expenses by Adviser (%)	0.905	0.90	0.90	0.90	0.90	0.90	1.655	1.65	1.65	1.65	1.65	1.65
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	1.865	2.10	2.42	2.41	2.54	2.42	1.115	1.36	1.68	1.66	1.78	1.68
Portfolio turnover (%)7	294	41	24	6	12	7	294	41	24	6	12	7

*	The Financial Statements presented herein reflect the historical operating results of the Madison Mosaic Funds through April 19, 2013. Effective after market close on this date, the Madison Mosaic Funds reorganized into the Madison Funds.
1	Effective at the close of business on April 19, 2013, the fiscal year end of the fund changed to October 31. Disclosure represents 10 months of information.
2	Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
3	Total return without applicable sales charge.
4	Not annualized.
5	Annualized.
6	Ratio is net of fees waived by the adviser (See Note 3).
7	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

See accompanying Notes to Financial Statements.

52

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

									CORE BOND FUND - continued
					CLASS Y													CLASS R6
	Six Months				Year Ended October 31,													Six Months		Year			Inception
	Ended 4/30/15																	Ended 4/30/15		Ended			to
	(unaudited)		2014		2013				2012		2011				2010			(unaudited)		10/31/14			10/31/138
Net Asset Value at beginning of period	$10.22		$10.19		$10.64				$10.58			$10.46				$10.11		$ 10.24		$10.20		$	$10.53
Income from Investment Operations:
Net investment income (loss)1	0.11		0.23		0.28				0.29			0.29				0.27		(0.23	)	0.20			0.14
Net realized and unrealized gain (loss) on investments	0.08		0.09		(0.45			)	0.06			0.12				0.35		0.42		0.13			(0.34	)
Total from investment operations	0.19		0.32		(0.17			)	0.35			0.41				0.62		0.19		0.33			(0.20	)
Less Distributions:
Distributions from net investment income	(0.12	)	(0.24	)	(0.28			)	(0.29	)		(0.29		)		(0.27	)	(0.12	)	(0.24	)		(0.13	)
Distributions from capital gains	(0.09	)	(0.05	)		–			–				–			–		(0.09	)	(0.05	)		–
Total distributions	(0.21	)	(0.29	)	(0.28			)	(0.29	)		(0.29		)		(0.27	)	(0.21	)	(0.29	)		(0.13	)
Net increase (decrease) in net asset value	(0.02	)	0.03		(0.45			)	0.06			0.12				0.35		(0.02	)	0.04			(0.33	)
Net Asset Value at end of period	$10.20		$10.22		$10.19				$10.64			$10.58				$10.46		$ 10.22		$10.24			$10.20
Total Return(%)2	1.81	4	3.23		(1.65			)	3.36			4.03				6.23		1.81	4	3.32			(1.86	)4
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$188,941		$187,790		$109,247				$74,486			$145,125				$164,190		$494		$10			$10
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.65	5	0.65		0.65				0.65			0.65				0.65		0.52	5	0.54			0.53	5
After reimbursement of expenses by Adviser (%)	0.65	5	0.65		0.65				0.65			0.65				0.65		0.52	5	0.54			0.53	5
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	2.11	5	2.30		2.64				2.64			2.79				2.67		2.23	5	1.99			2.71	5
Portfolio turnover (%)3	29	4	41				24		6					12		7		29	4	41			24	4

			CORPORATE BOND FUND*																						HIGH INCOME FUND
					CLASS Y																						CLASS A
	Period Ended		Year Ended October 31,				Year Ended December 31,															Six Months				Year Ended October 31,
	4/30/15																					Ended 4/30/15
	(unaudited)		2014		20137			2012				2011			2010		2009					(unaudited)		2014		2013		2012		2011		2010
Net Asset Value at beginning of period	$11.49		$11.27		$11.67			$11.27			$10.81				$10.68			$10.16				$6.79		$7.15		$7.15		$6.95		$7.10		$6.66
Income from Investment Operations:
Net investment income1	0.14		0.25		0.19				0.24			0.22			0.48		0.53					0.14		0.35		0.41		0.45		0.48		0.51
Net realized and unrealized gain (loss) on investments	0.12		0.22		(0.38	)			0.39			0.61			0.13		0.52					(0.08	)	–		0.03		0.20		(0.16	)	0.43
Total from investment operations	0.26		0.47		(0.19	)			0.63			0.83			0.61		1.05					0.06		0.35		0.44		0.65		0.32		0.94
Less Distributions:
Distributions from net investment income	(0.14	)	(0.25	)	(0.19	)			(0.23	)	(0.36		)		(0.48	)	(0.53			)		(0.14	)	(0.36	)	(0.44	)	(0.45	)	(0.47	)	(0.50	)
Distributions from capital gains	(0.02	)	–		(0.02	)			(0.00	)6	(0.01		)		–		–					(0.39	)	(0.35	)	–		–		–		–
Total distributions	(0.16	)	(0.25	)	(0.21	)			(0.23	)	(0.37		)		(0.48	)	(0.53			)	(0.53		)	(0.71	)	(0.44	)	(0.45	)	(0.47	)	(0.50	)
Net increase (decrease) in net asset value	0.10		0.22		(0.40	)			0.40			0.46			0.13		0.52					(0.47	)	(0.36	)	(0.00	)6	0.20		(0.15	)	0.44
Net Asset Value at end of period	$11.59		$11.49		$11.27			$11.67			$11.27				$10.81			$10.68				$6.32		$6.79		$7.15		$7.15		$6.95		$7.10
Total Return(%)2	2.23	4	4.21		(1.58	)4			5.72			7.83			5.81			10.58				1.45	4	5.20		6.29		9.67		4.61		14.73
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$27,170		$27,010		$19,743			$19,813			$17,550				$1,069			$987				$26,837		$28,596		$28,530		$27,061		$25,299		$24,986
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	0.65	5	0.65		0.65	5			0.67			0.69			0.06				–			1.00	5	1.00		1.00		1.00		1.00		1.00
After reimbursement of expenses by Adviser (%)	0.65	5	0.65		0.65	5			–			–		–					–			1.00	5	1.00		1.00		1.00		1.00		1.00
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	2.41	5	2.22		2.05	5			2.04			1.98			4.44			5.05				5.11	5	5.05		5.63		6.35		6.73		7.38
Portfolio turnover (%)3	19	4	31		10	4			11			10			14			18				16	4	52		28		36		55		47

*	The Financial Statements presented herein reflect the historical operating results of the Madison Mosaic Funds through April 19, 2013. Effective after market close on this date, the Madison Mosaic Funds reorganized into the Madison Funds.
1	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
2	Total return without applicable sales charge.
3	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.
4	Not annualized.
5	Annualized.
6	Amounts represent less than $0.005 per share.
7	Effective at the close of business on April 19, 2013, the fiscal year end of the fund changed to October 31. Disclosure represents 10 months of information.
8	Commenced investment operations at the close of business on April 22, 2013.

See accompanying Notes to Financial Statements.

53

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

									HIGH INCOME FUND - continued
	CLASS B												CLASS Y
	Six Months				Year Ended October 31,								Six Months					Year Ended October 31,
	Ended 4/30/15												Ended 4/30/15
	(unaudited)		2014		2013		2012		2011		2010		(unaudited)		2014			2013		2012		2011		2010
Net Asset Value at beginning of period	$6.95		$7.30		$7.26		$7.05		$7.19		$6.74		$6.73		$7.09			$7.10		$6.92		$7.09		$6.65
Income from Investment Operations:
Net investment income1	0.15		0.30		0.37		0.40		0.44		0.46		0.36		1.02			0.45		0.47		0.49		0.52
Net realized and unrealized gain (loss) on investments	(0.09	)	–		0.03		0.20		(0.17	)	0.44		(0.26	)	(0.65	)		0.01		0.19		(0.16	)	0.44
Total from investment operations	0.06		0.30		0.40		0.60		0.27		0.90		0.10		0.37			0.46		0.66		0.33		0.96
Less Distributions:
Distributions from net investment income	(0.14	)	(0.30	)	(0.36	)	(0.39	)	(0.41	)	(0.45	)	(0.19	)	(0.38	)		(0.47	)	(0.48	)	(0.50	)	(0.52	)
Distributions from capital gains	(0.39	)	(0.35	)	–		–		–		–		(0.39	)	(0.35	)		–		–		–		–
Total distributions	(0.53	)	(0.65	)	(0.36	)	(0.39	)	(0.41	)	(0.45	)	(0.58	)	(0.73	)		(0.47	)	(0.48	)	(0.50	)	(0.52	)
Net increase (decrease) in net asset value	(0.47	)	(0.35	)	0.04		0.21		(0.14	)	0.45		(0.48	)	(0.36	)		(0.01	)	0.18		(0.17	)	0.44
Net Asset Value at end of period	$6.48		$6.95		$7.30		$7.26		$7.05		$7.19		$6.25		$6.73			$7.09		$7.10		$6.92		$7.09
Total Return (%)2	1.03	3	4.47		5.60		8.74		3.89		13.86		1.66	3	5.59			6.68		9.92		4.81		15.04
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$1,965		$2,267		$2,566		$2,983		$3,023		$4,571		$281		$388			$17,449		$53,121		$81,572		$94,907
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	1.75	4	1.75		1.75		1.75		1.75		1.75		0.75	4	0.75			0.75		0.75		0.75		0.75
After reimbursement of expenses by Adviser (%)	1.75	4	1.75		1.75		1.75		1.75		1.75		0.75	4	0.75			0.75		0.75		0.75		0.75
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	4.36	4	4.30		4.89		5.60		6.01		6.62		5.33	4	5.36			5.95		6.61		7.00		7.61
Portfolio turnover (%)5	16	3	52		28		36		55		47		16	3	52			28		36		55		47
									DIVERSIFIED INCOME FUND
					CLASS A													CLASS B
	Six Months				Year Ended October 31,								Six Months					Year Ended October 31,
	Ended 4/30/15												Ended 4/30/15
	(unaudited)		2014		2013		2012		2011		2010		(unaudited)		2014			2013		2012		2011		2010
Net Asset Value at beginning of period	$14.79		$13.89		$12.54		$11.68		$11.16		$10.17		$14.88		$13.98			$12.61		$11.74		$11.22		$10.22
Income from Investment Operations:
Net investment income1	0.11		0.23		0.24		0.26		0.29		0.34		0.07		0.13			0.13		0.18		0.20		0.26
Net realized and unrealized gain on investments	0.10		0.90		1.35		0.86		0.52		0.98		0.10		0.90			1.37		0.86		0.52		0.99
Total from investment operations	0.21		1.13		1.59		1.12		0.81		1.32		0.17		1.03			1.50		1.04		0.72		1.25
Less Distributions:
Distributions from net investment income	(0.11	)	(0.23	)	(0.24	)	(0.26	)	(0.29	)	(0.33	)	(0.07	)	(0.13	)		(0.13	)	(0.17	)	(0.20	)	(0.25	)
Total distributions	(0.11	)	(0.23	)	(0.24	)	(0.26	)	(0.29	)	(0.33	)	(0.07	)	(0.13	)		(0.13	)	(0.17	)	(0.20	)	(0.25	)
Net increase in net asset value	0.10		0.90		1.35		0.86		0.52		0.99		0.10		0.90			1.37		0.87		0.52		1.00
Net Asset Value at end of period	$14.89		$14.79		$13.89		$12.54		$11.68		$11.16		$14.98		$14.88			$13.98		$12.61		$11.74		$11.22
Total Return (%)2	1.49	3	8.22		12.76		9.69		7.32		13.15		1.12	3	7.37			11.99		8.89		6.47		12.35
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$123,806		$119,364		$105,521		$86,952		$72,913		$73,040		$14,383		$14,378		$	$14,297		$14,387		$15,906		$18,511
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)	1.10	4	1.10		1.10		1.10		1.10		1.10		1.85	4	1.85			1.85		1.85		1.85		1.85
After reimbursement of expenses by Adviser (%)	1.10	4	1.10		1.10		1.10		1.10		1.10		1.85	4	1.85			1.85		1.85		1.85		1.85
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)	1.59	4	1.61		1.75		2.14		2.51		3.10		0.84	4	0.86			1.01		1.42		1.77		2.35
Portfolio turnover (%)5	11	3	23		18		21		17		24		11	3	23			18		21		17		24

1	Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
2	Total return without applicable sales charge.
3	Not annualized.
4	Annualized.
5	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

See accompanying Notes to Financial Statements.

54

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

	DIVERSIFIED INCOME FUND - continued
	CLASS C
	Six Months				Year Ended October 31,									Inception
	Ended 4/30/15												to
	(unaudited)			2014						2013			10/31/1210
Net Asset Value at beginning of period		$14.88			$13.97						$12.61			$12.53
Income from Investment Operations:
Net investment income3		0.04			0.13						0.13			0.04
Net realized and unrealized gain on investments		0.09			0.91						1.36			0.08
Total from investment operations		0.13			1.04						1.49			0.12
Less Distributions:
Distributions from net investment income		(0.04	)		(0.13				)		(0.13	)		(0.04				)
Total distributions		(0.04	)		(0.13				)		(0.13	)		(0.04				)
Net increase in net asset value		0.09			0.91						1.36			0.08
Net Asset Value at end of period		$14.97			$14.88						$13.97			$12.61
Total Return (%)4		1.12	5		7.38						11.91			0.94				5
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$12,621			$11,545						$6,732			$924
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.85	6		1.85						1.84			1.83				6
After reimbursement of expenses by Adviser (%)		1.85	6		1.85						1.84			1.83				6
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)		0.84	6		0.83						0.88			0.83				6
Portfolio turnover (%)7		11	5		23						18						21	5
											COVERED CALL & EQUITY INCOME FUND1
								CLASS A															CLASS C
	Six Months							Year Ended October 31,								Inception			Six Months				Year Ended October 31,					Inception
	Ended 4/30/15															to			Ended 4/30/15									to
	(unaudited)			2014			2013			2012			2011			10/31/102			(unaudited)			2014			2013			10/31/12		9
Net Asset Value at beginning of period		$9.92			$9.99			$9.76			$9.76			$10.27			$10.00			$9.74			$9.89			$9.74			$9.66
Income from Investment Operations:
Net investment income (loss)3		0.02			0.08			0.02			0.00	8		0.00	8		(0.04	)		0.03			0.08			0.20			0.00	8
Net realized and unrealized gain on investments		0.22			0.77			1.12			0.82			0.50			0.71			0.17			0.69			0.86			0.28
Total from investment operations		0.24			0.85			1.14			0.82			0.50			0.67			0.20			0.77			1.06			0.28
Less Distributions:
Distributions from net investment income		(0.20	)		(0.60	)		(0.60	)		–			–			–			(0.20	)		(0.60	)		(0.60	)		–
Distributions from capital gains		(0.28	)		(0.32	)		(0.31	)		(0.82	)		(1.01	)		(0.40	)		(0.28	)		(0.32	)		(0.31	)		(0.20	)
Total distributions		(0.48	)		(0.92	)		(0.91	)		(0.82	)		(1.01	)		(0.40	)		(0.48	)		(0.92	)		(0.91	)		(0.20	)
Net increase (decrease) in net asset value		(0.24	)		(0.07	)		0.23			–			(0.51	)		0.27			(0.28	)		(0.15	)		0.15			0.08
Net Asset Value at end of period		$9.68			$9.92			$9.99			$9.76			$9.76			$10.27			$9.46			$9.74			$9.89			$9.74
Total Return (%)4		2.36	5		8.90			12.29			8.61			5.22			7.03	5		2.09	5		8.01			11.44			2.88	5
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$15,183			$11,373			$7,559			$6,297			$4,072			$2,886			$6,679			$4,805			$2,258			$527
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.25	6		1.25			1.25			1.24			1.25			1.25	6		2.00	6		2.00			2.00			1.96	6
After reimbursement of expenses by Adviser (%)		1.25	6		1.25			1.25			1.24			1.25			1.25	6		2.00	6		2.00			2.00			1.96	6
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)		0.03	6		(0.30	)		(0.12	)		(0.15	)		(0.44	)		(0.64	)6		(0.74	)6		(1.07	)		(0.91	)		(0.89	)6
Portfolio turnover (%)7		46	5		139			100			84			107			58	5		46	5		139			100			84	5

1	Prior to close of business on February 28, 2014, the Fund was known as the Equity Income Fund.
2	Fund was seeded on October 31, 2009.
3	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income
4	Total return without applicable sales charge.
5	Not annualized.
6	Annualized.
7	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.
8	Amounts represent less than $0.005 per share.
9	Class was launched on July 31, 2012.
10	Commenced investment operations July 31, 2012.

See accompanying Notes to Financial Statements.

55

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

	COVERED CALL & EQUITY INCOME FUND1
								CLASS Y															CLASS R6
																							Year Ended
	Six Months				Year Ended October 31,											Inception			Six Months				October 31,					Inception
	Ended 4/30/15															to			Ended 4/30/15									to
	(unaudited)				2014			2013			2012			2011		10/31/102			(unaudited)				2014			2013		10/31/1210
Net Asset Value at beginning of period	$	10.03		$	10.08		$	9.82		$	9.81		$	10.29		$	10.00		$	10.06		$	10.09		$	9.82		$	9.72
Income from Investment Operations:
Net investment income (loss)3		0.01			0.22			(0.28	)		0.00	9		0.03			(0.04	)		(0.27	)		0.13			0.04			0.009
Net realized and unrealized gain on investments		0.25			0.67			1.45			0.84			0.50			0.73			0.53			0.78			1.14			0.30
Total from investment operations		0.26			0.89			1.17			0.84			0.53			0.69			0.26			0.91			1.18			0.30
Less Distributions:
Distributions from net investment income		(0.20	)		(0.62	)		(0.60	)		(0.02	)		–			–			(0.20	)		(0.62	)		(0.60	)		–
Distributions from capital gains		(0.28	)		(0.32	)		(0.31	)		(0.81	)		(1.01	)		(0.40	)		(0.28	)		(0.32	)		(0.31	)		(0.20	)
Total distributions		(0.48	)		(0.94	)		(0.91	)		(0.83	)		(1.01	)		(0.40	)		(0.48	)		(0.94	)		(0.91	)		(0.20	)
Net increase (decrease) in net asset value		(0.22	)		(0.05	)		0.26			0.01			(0.48	)		0.29			(0.22	)		(0.03	)		0.27			0.10
Net Asset Value at end of period	$	9.81		$	10.03		$	10.08		$	9.82		$	9.81		$	10.29		$	9.84		$	10.06		$	10.09		$	9.82
Total Return (%)4		2.64	5		9.08			12.60			8.73			5.51			7.23	5		2.63	5		9.29			12.75			3.07	5
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$	41,008		$	43,891		$	29,307		$	81,779		$	63,395		$	32,634		$	343		$	152		$	116			103
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.00	6		1.00			1.00			1.00			1.00			1.00	6		0.87	6		0.87			0.87			0.86	6
After reimbursement of expenses by Adviser (%)		1.00	6		1.00			1.00			1.00			1.00			1.00	6		0.876			0.87			0.87			0.86
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)		0.24	6		(0.03	)		0.14			0.09			(0.15	)		(0.46	)6		0.41	6		0.10			0.21			0.17	6
Portfolio turnover (%)8		46	5		139			100			84			107			58	5		46	5		139			100			84	5

	DIVIDEND INCOME FUND*																					LARGE CAP VALUE FUND
	CLASS Y																					CLASS A
					Year Ended
	Six Months				October 31,						Year Ended December 31,											Six Months							Year Ended October 31,
	Ended 4/30/15																					Ended 4/30/15
	(unaudited)				2014			201311			2012			2011			2010			2009		(unaudited)				2014			2013			2012			2011			2010
Net Asset Value at beginning of period	$	23.59		$	21.94		$	17.90		$	17.17		$	17.50		$	16.39		$	13.29		$	19.18		$	17.04		$	13.99		$	12.42		$	11.40		$	10.57
Income from Investment Operations:
Net investment income3		0.20			0.38			0.28			0.36			0.20			0.19			0.17			0.03			0.13			0.18			0.21			0.18			0.12
Net realized and unrealized gain on investments		0.19			2.29			4.03			1.50			0.10			1.11			3.10			0.39			2.15			3.07			1.55			0.98			0.85
Total from investment operations		0.39			2.67			4.31			1.86			0.30			1.30			3.27			0.42			2.28			3.25			1.76			1.16			0.97
Less Distributions:
Distributions from net investment income		(0.18	)		(0.38	)		(0.27	)		(0.35	)		(0.20	)		(0.19	)		(0.17	)		(0.14	)		(0.14	)		(0.20	)		(0.19	)		(0.14	)		(0.14	)
Distributions from capital gains		(1.35	)		(0.64	)		–			(0.78	)		(0.43	)		–			–			(2.69	)		–			–			–			–			–
Total distributions		(1.53	)		(1.02	)		(0.27	)		(1.13	)		(0.63	)		(0.19	)		(0.17	)		(2.83	)		(0.14	)		(0.20	)		(0.19	)		(0.14	)		(0.14	)
Net increase (decrease) in net asset value		(1.14	)		1.65			4.04			0.73			(0.33	)		1.11			3.10			(2.41	)		2.14			3.05			1.57			1.02			0.83
Net Asset Value at end of period	$	22.45		$	23.59		$	21.94		$	17.90		$	17.17		$	17.50		$	16.39		$	16.77		$	19.18		$	17.04		$	13.99		$	12.42		$	11.40
Total Return (%)4		1.57	5		12.42			24.18	5		10.86			1.73			8.02			24.82			1.88	5		13.47			23.58			14.37			10.27			9.22
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$	21,630		$	21,518		$	18,658		$	13,263		$	11,189		$	12,256		$	12,119		$	70,731		$	70,495		$	67,048		$	58,537		$	54,271		$	53,520
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.10	6		1.10			1.10	6		1.17			1.25			1.24			1.25			1.16	6		1.16			1.16			1.16			1.16			1.16
After reimbursement of expenses by Adviser (%)		0.95	6.7		0.95	7		0.95	6,7		1.09	7		–			–			–			1.16	6		1.16			1.16			1.16			1.16			1.16
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)		1.74	6,7		1.66	7		1.66	6,7		1.95	7		–			–			–			0.48	6		0.69			1.12			1.51			1.44			1.07
Portfolio turnover (%)8		10	5		29			16	5		61			56			39			57			46	5		85			33			25			39			70

*The Financial Statements presented herein reflect the historical operating results of the Madison Mosaic Funds through April 19, 2013. Effective after market close on this date, the Madison Mosaic Funds reorganized into the

Madison Funds.

¹ Prior to close of business on February 28, 2014, the Fund was known as the Equity Income Fund.

² Fund was seeded on October 31, 2009.

³ Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.

⁴Total return without applicable sales charge.

⁵ Not annualized.

⁶ Annualized.

⁷ Ratio is net of fees waived by the adviser (See Note 3).

⁸ Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

⁹ Amounts represent less than $0.005 per share.

¹⁰ Class was launched on July 31, 2012.

¹¹ Effective at the close of business on April 19, 2013, the fiscal year end of the fund changed to October 31. Disclosure represents 10 months of information.

See accompanying Notes to Financial Statements.

56

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

		LARGE CAP VALUE FUND - continued
			CLASS B																			CLASS Y
	Six Months			Year Ended October 31,															Six Months			Year Ended October 31,
	Ended 4/30/15																		Ended 4/30/15
	(unaudited)				2014			2013			2012			2011			2010		(unaudited)				2014			2013			2012			2011			2010
Net Asset Value at beginning of period	$	18.84		$	16.74		$	13.74		$	12.21		$	11.20		$	10.38		$	19.20		$	17.06		$	14.01		$	12.44		$	11.42		$	10.58
Income from Investment Operations:
Net investment income (loss)2		(0.04	)		0.04			0.12			0.16			0.12			0.06			0.09			0.19			0.19			0.22			0.23			0.15
Net realized and unrealized gain on investments		0.39			2.07			2.98			1.47			0.94			0.82			0.36			2.14			3.10			1.57			0.97			0.86
Total from investment operations		0.35			2.11			3.10			1.63			1.06			0.88			0.45			2.33			3.29			1.79			1.20			1.01
Less Distributions:
Distributions from net investment income		–			(0.01	)		(0.10	)		(0.10	)		(0.05	)		(0.06	)		(0.20	)		(0.19	)		(0.24	)		(0.22	)		(0.18	)		(0.17	)
Distributions from capital gains		(2.69	)		–			–			–			–			–			(2.69	)		–			–			–			–			–
Total distributions		(2.69	)		(0.01	)		(0.10	)		(0.10	)		(0.05	)		(0.06	)		(2.89	)		(0.19	)		(0.24	)		(0.22	)		(0.18	)		(0.17	)
Net increase (decrease) in net asset value		(2.34	)		2.10			3.00			1.53			1.01			0.82			(2.44	)		2.14			3.05			1.57			1.02			0.84
Net Asset Value at end of period	$	16.50		$	18.84		$	16.74		$	13.74		$	12.21		$	11.20		$	16.76		$	19.20		$	17.06		$	14.01		$	12.44		$	11.42
Total Return (%)3		1.46	4		12.61			22.69			13.41			9.52			8.45			1.98	4		13.74			23.86			14.64			10.53			9.58
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$	4,534		$	4,867		$	5,222		$	5,768		$	7,199		$	8,863		$	122,492		$	128,456		$	132,206		$	84,545		$	78,344		$	90,233
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.91	5		1.91			1.91			1.91			1.91			1.91			0.91	5		0.91			0.91			0.91			0.91			0.91
After reimbursement of expenses by Adviser (%)		1.91	5		1.91			1.91			1.91			1.91			1.91			0.91	5		0.91			0.91			0.91			0.91			0.91
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)		(0.26	)5		(0.06	)		0.40			0.79			0.70			0.31			0.74	5		0.92			1.33			1.76			1.69			1.31
Portfolio turnover (%)7		46	4		85			33			25			39			70			46	4		85			33			25			39			70

		INVESTORS FUND*
		CLASS A								CLASS Y																						CLASS R6
														Year Ended
	Six Months			Year			Inception			Six Months				October 31,						Year Ended December 31,											Six Months				Year		Inception
	Ended 4/30/15			Ended			to			Ended 4/30/15																					Ended 4/30/15				Ended			to
	(unaudited)			10/31/14			10/31/131			(unaudited)				2014			20138			2012			2011			2010			2009		(unaudited)			10/31/14			10/31/131
Net Asset Value at beginning of period	$	25.01		$	22.49		$	22.06		$	25.07		$	22.50		$	18.56		$	16.40		$	16.55		$	15.07		$	11.31		$	25.14		$	22.51		$	22.06
Income from Investment Operations:
Net investment income2		0.06			0.03			–			0.10			0.12			0.10			0.13			0.15			0.09			0.05			0.07			0.17			–
Net realized and unrealized gain (loss) on
investments		0.72			3.18			0.43			0.72			3.15			3.94			2.17			(0.15	)		1.48			3.76			0.77			3.16			0.45
Total from investment operations		0.78			3.21			0.43			0.82			3.27			4.04			2.30			–			1.57			3.81			0.84			3.33			0.45
Less Distributions:
Distributions from net investment income		(0.05	)		(0.01	)		–			(0.12	)		(0.02	)		(0.10	)		(0.14	)		(0.15	)		(0.09	)		(0.05	)		(0.12	)		(0.02	)		–
Distributions from capital gains		(4.80	)		(0.68	)		–			(4.80	)		(0.68	)		–			–			–			–			–			(4.80	)		(0.68	)		–
Total distributions		(4.85	)		(0.69	)		–			(4.92	)		(0.70	)		(0.10	)		(0.14	)		(0.15	)		(0.09	)		(0.05	)		(4.92	)		(0.70	)		–
Net increase (decrease) in net asset value		(4.07	)		2.52			0.43			(4.10	)		2.57			3.94			2.16			(0.15	)		1.48			3.76			(4.08	)		2.63			0.45
Net Asset Value at end of period	$	20.94		$	25.01		$	22.49		$	20.97		$	25.07		$	22.50		$	18.56		$	16.40		$	16.55		$	15.07		$	21.06		$	25.14		$	22.51
Total Return (%)3		3.01	4		14.55			1.95	4		3.15	4		14.84			21.78	4		14.05			–			10.44			33.73			3.24	4		15.10			2.04	4
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)	$	2,026		$	1,340		$	280		$	122,549		$	166,819		$	196,164		$	35,176		$	36,339		$	42,882		$	39,684		$	6,947		$	5,200		$	7,234
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.30	5		1.28			1.20	5		1.05	5		1.02			1.04	5		1.05			0.99			0.99			1.00			0.72	5		0.69			0.65	5
After reimbursement of expenses by Adviser (%)		1.17	5,6		1.13	6		1.06	5,6		0.92	5,6		0.87	6		0.89	5,6		0.97			–			–			–			0.72	5		0.64			0.56	5
Ratio of net investment income (loss) to average net
assets
After reimbursement of expenses by Adviser (%)		0.54	5,6		0.15	6		(0.22	)5,6		0.73	5,6		0.43	6		0.41	5,6		0.75			–			–			–			0.98	5		0.65			0.23	5
Portfolio turnover (%)7		18	4		52			34	4		18	4		52			34	4		47			36			41			74			18	4		52			34	4

*The Financial Statements presented herein reflect the historical operating results of the Madison Mosaic Funds through April 19, 2013. Effective after market close on this date, the Madison Mosaic Funds reorganized into the

Madison Funds.

¹ Class was launched on September 20, 2013.

² Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.

³Total return without applicable sales charge.

⁴ Not annualized.

⁵ Annualized.

⁶ Ratio is net of fees waived by the adviser (See Note 3).

⁷ Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

⁸ Effective at the close of business on April 19, 2013, the fiscal year end of the fund changed to October 31. Disclosure represents 10 months of information.

See accompanying Notes to Financial Statements.

57

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

																LARGE CAP GROWTH FUND
								CLASS A																	CLASS B
	Six Months							Year Ended October 31,										Six Months							Year Ended October 31,
	Ended 4/30/15																	Ended 4/30/15
	(unaudited)			2014			2013			2012		2011			2010			(unaudited)			2014			2013			2012			2011			2010
Net Asset Value at beginning of period		$23.50			$21.06			$17.18			$16.00		$15.20			$13.15			$20.99			$19.02			$15.61			$14.64			$13.99			$12.16
Income from Investment Operations:
Net investment income (loss)1		0.07			0.05			0.07			0.01		(0.01	)		0.02			0.01			(0.17	)		(0.12	)		(0.12	)		(0.13	)		(0.08	)
Net realized and unrealized gain on investments		1.17			3.17			3.88			1.17		0.83			2.08			1.00			2.92			3.56			1.09			0.78			1.91
Total from investment operations		1.24			3.22			3.95			1.18		0.82			2.10			1.01			2.75			3.44			0.97			0.65			1.83
Less Distributions:
Distributions from net investment income		(0.06	)		–			(0.07	)		–		(0.02	)		(0.05	)		–			–			(0.03	)		–			–			–
Distributions from capital gains		(1.83	)		(0.78	)		–			–		–			–			(1.83	)		(0.78	)		–			–			–			–
Total distributions		(1.89	)		(0.78	)		(0.07	)		–		(0.02	)		(0.05	)		(1.83	)		(0.78	)		(0.03	)		–			–			–
Net increase (decrease) in net asset value		(0.65	)		2.44			3.88			1.18		0.80			2.05			(0.82	)		1.97			3.41			0.97			0.65			1.83
Net Asset Value at end of period		$22.85			$23.50			$21.06			$17.18		$16.00			$15.20			$20.17			$20.99			$19.02			$15.61			$14.64			$13.99
Total Return (%)2		5.46	3		15.63			23.05			7.38		5.39			15.96			5.06	3		14.76			22.08			6.63			4.65			15.05
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$66,183			$64,468			$59,187			$49,824		$48,068			$48,389			$4,822			$4,726			$5,102			$5,731			$7,581			$9,698
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.20	4		1.20			1.20			1.20		1.20			1.20			1.95	4		1.95			1.95			1.95			1.95			1.95
After reimbursement of expenses by Adviser (%)		1.20	4		1.20			1.20			1.20		1.20			1.20			1.95	4		1.95			1.95			1.95			1.95			1.95
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)		0.57	4		0.20			0.34			0.08		(0.05	)		0.13			(0.18	)4		(0.54	)		(0.37	)		(0.68	)		(0.79	)		(0.62	)
Portfolio turnover (%)5		10	3		40			58			71		77			79			10	3		40			58			71			77			79

                  

					LARGE CAP GROWTH FUND																					MID CAP FUND*
								CLASS Y											CLASS A									CLASS B
	Six Months							Year Ended October 31,											Six Months			Year			Inception			Six Months				Year			Inception
	Ended 4/30/15																		Ended 4/30/15			Ended			to			Ended 4/30/15				Ended			to
	(unaudited)			2014			2013			2012			2011			2010			(unaudited)			10/31/14			10/31/136			(unaudited)				10/31/14			10/31/136
Net Asset Value at beginning of period		$23.72			$21.24			$17.33			$16.11			$15.30			$13.23			$9.78			$9.48			$8.41			$8.69				$8.55			$7.62
Income from Investment Operations:
Net investment income (loss)1		0.10			0.09			0.11			0.06			0.04			0.07			(0.03	)		(0.04	)		(0.03	)		(0.04		)		(0.14	)		(0.06	)
Net realized and unrealized gain on investments		1.17			3.22			3.91			1.18			0.82			2.08			0.59			1.01			1.10			0.50				0.95			0.99
Total from investment operations		1.27			3.31			4.02			1.24			0.86			2.15			0.56			0.97			1.07			0.46				0.81			0.93
Less Distributions:
Distributions from net investment income.		(0.12	)		(0.05	)		(0.11	)		(0.02	)		(0.05	)		(0.08	)		–			–			–				–			–			–
Distributions from capital gains		(1.83	)		(0.78	)		–			–			–			–			(1.74	)		(0.67	)		–			(1.74		)		(0.67	)		–
Total distributions		(1.95	)		(0.83	)		(0.11	)		(0.02	)		(0.05	)		(0.08	)		(1.74	)		(0.67	)		–			(1.74		)		(0.67	)		–
Net increase (decrease) in net asset value		(0.68	)		2.48			3.91			1.22			0.81			2.07			(1.18	)		0.30			1.07			(1.28		)		0.14			0.93
Net Asset Value at end of period		$23.04			$23.72			$21.24			$17.33			$16.11			$15.30			$8.60			$9.78			$9.48			$7.41				$8.69			$8.55
Total Return (%)2		5.55	3		15.94			23.33			7.72			5.63			16.26			5.93	3		10.65			12.72	3		5.48		3		9.89			12.20	3
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$118,646			$118,009			$92,067			$63,956			$61,122			$94,475			$58,888			$57,117			$56,578			$3,945				$4,235			$5,476
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		0.95	4		0.95			0.95			0.95			0.95			0.95			1.40	4		1.40			1.40	4		2.15		4		2.15			2.15	4
After reimbursement of expenses by Adviser (%)		0.95	4		0.95			0.95			0.95			0.95			0.95			1.40	4		1.40			1.40	4		2.15		4		2.15			2.15	4
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)		0.82	4		0.44			0.57			0.33			0.22			0.38			(0.68	)4		(0.42	)		(0.64	)4		(1.43		)4		(1.19	)		(1.39	)4
Portfolio turnover (%)5		10	3		40			58			71			77			79			17	3		33			21	3			173			33			213

* The Financial Statements presented herein reflect the historical operating results of the Madison Mosaic Funds through April 19, 2013. Effective after market close on this date, the Madison Mosaic Funds reorganized into the Madison Funds.

¹ Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income

² Total return without applicable sales charge.

³ Not annualized.

⁴ Annualized.

⁵ Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

⁶ For accounting purposes, the Mid-Cap Fund Class A & B are treated as having commenced investment operations at the close of business on April 19, 2013.

See accompanying Notes to Financial Statements.

58

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

	MID CAP FUND* - continued
	CLASS Y																CLASS R6
				Year Ended																Year Ended
	Six Months			October 31,					Year Ended December 31,								Six Months				October 31,					Year
	Ended 4/30/15																Ended 4/30/15									Ended
	(unaudited)				2014		20131		20127		20117		20107		20097		(unaudited)					2014		20131		12/31/127,8
Net Asset Value at beginning of period		$10.00			$9.66		$8.31		$7.45		$7.40		$6.11		$4.91			$10.06				$9.68		$8.30			$7.42
Income from Investment Operations:
Net investment income (loss)2		(0.02	)		(0.02	)	(0.02	)	–		(0.01	)	(0.02	)	(0.02	)		(0.03	)			0.02		0.01			0.08
Net realized and unrealized gain on investments		0.60			1.03		2.11		1.17		0.39		1.31		1.22			0.64				1.03		2.11			1.12
Total from investment operations		0.58			1.01		2.09		1.17		0.38		1.29		1.20			0.61				1.05		2.12			1.20
Less Distributions:
Distributions from net investment income		–			–		–		–		–		–		–			–				–		–			(0.01	)
Distributions from capital gains		(1.74	)		(0.67	)	(0.74	)	(0.31	)	(0.33	)	–		–			(1.74	)			(0.67	)	(0.74	)		(0.31	)
Total distributions		(1.74	)		(0.67	)	(0.74	)	(0.31	)	(0.33	)	–		–			(1.74	)			(0.67	)	(0.74	)		(0.32	)
Net increase (decrease) in net asset value		(1.16	)		0.34		1.35		0.86		0.05		1.29		1.20			(1.13	)			0.38		1.38			0.88
Net Asset Value at end of period		$8.84			$10.00		$9.66		$8.31		$7.45		$7.40		$6.11			$8.93				$10.06		$9.68			$8.30
Total Return (%)3		6.01	4		10.88		22.68	4	15.69		5.10		21.15		24.51			6.31	4			11.29		23.05	4		7.34	4
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$203,841			$224,181		$255,263		$168,428		$160,328		$159,413		$140,548			$6,485				$5,118		$6,270			$4,856
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.15	5		1.15		1.15	5	1.20		1.25		1.25		1.26			0.77	5			0.77		0.77	5		0.76	5
After reimbursement of expenses by Adviser (%)		1.15	5		1.15		1.155		–		–		–		–			0.77	5			0.77		0.77	5		–
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)		(0.42	)5		(0.17	)	(0.29	)5	–		(0.20	)	(0.26	)	(0.36	)		(0.06	)5			0.20		0.11	5		1.19	5
Portfolio turnover (%)6		17	4		33		21	4	28		32		57		63			17	4			33		21	4		28	4

*	The Financial Statements presented herein reflect the historical operating results of the Madison Mosaic Funds through April 19, 2013. Effective after market close on this date, the Madison Mosaic Funds reorganized into the Madison Funds.
1	Effective at the close of business on April 19, 2013, the fiscal year end of the fund changed to October 31. Disclosure represents 10 months of information.
2	Net investment income (loss) calculated excluding perm\anent tax adjustments to undistributed net investment income.
3	Total return without applicable sales charge.
4	Not annualized.
5	Annualized.
6	Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.
7	The financial highlights prior to April 22, 2013 are those of the Madison Mosaic Mid Cap Fund, the accounting survivor of the reorganization of the Madison Mid Cap and Madison Mosaic Mid Cap Funds. The net asset values and other per share information of the Madison Mosaic Mid Cap Fund have been restated by the conversion ratio of 1.5634 for Class Y shares and 1.5696 for Class R6 shares to reflect those of the legal survivor of the reorganization, the Madison Mosaic Mid Cap Fund, which was renamed the Madison Mid Cap Fund after reorganization.
8	Class was launched on February 29, 2012.

See accompanying Notes to Financial Statements.

59

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

	SMALL CAP FUND
	CLASS A														CLASS B
	Six Months			Year Ended October 31,											Six Months			Year Ended October 31,
	Ended 4/30/15														Ended 4/30/15
	(unaudited)				2014		2013		2012		2011		2010		(unaudited)				2014		2013		2012		2011		2010
Net Asset Value at beginning of period		$15.21			$14.87		$11.81		$10.79		$9.93		$8.24			$14.58			$14.38		$11.45		$10.55		$9.78		$8.18
Income from Investment Operations:
Net investment income (loss)1		0.02			0.06		0.02		0.06		0.04		0.002			(0.04	)		(0.05	)	(0.06	)	(0.02	)	(0.06	)	(0.07	)
Net realized and unrealized gain on investments		0.72			0.88		3.68		1.31		0.86		1.70			0.69			0.85		3.56		1.27		0.86		1.67
Total from investment operations		0.74			0.94		3.70		1.37		0.90		1.70			0.65			0.80		3.50		1.25		0.80		1.60
Redemption Fees		–			–		–		–		0.01		–			–			–		–		–		–		–
Less Distributions:
Distributions from net investment income		(0.04	)		–		(0.09	)	–		(0.05	)	(0.01	)		–			–		(0.02	)	–		(0.03	)	–
Distributions from capital gains		(0.79	)		(0.60	)	(0.55	)	(0.35	)	–		–			(0.79	)		(0.60	)	(0.55	)	(0.35	)	–		–
Total distributions		(0.83	)		(0.60	)	(0.64	)	(0.35	)	(0.05	)	(0.01	)		(0.79	)		(0.60	)	(0.57	)	(0.35	)	(0.03	)	–
Net increase (decrease) in net asset value		(0.09	)		0.34		3.06		1.02		0.86		1.69			(0.14	)		0.20		2.93		0.90		0.77		1.60
Net Asset Value at end of period		$15.12			$15.21		$14.87		$11.81		$10.79		$9.93			$14.44			$14.58		$14.38		$11.45		$10.55		$9.78
Total Return (%)3		4.87	4		6.45		32.85		13.08		9.12		20.60			4.48	4		5.66		31.92		12.21		8.20		19.56
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$3,845			$3,639		$4,566		$3,941		$3,201		$2,540			$514			$522		$497		$318		$266		$262
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.50	5		1.50		1.50		1.50		1.50		1.50			2.25	5		2.25		2.25		2.25		2.25		2.25
After reimbursement of expenses by Adviser (%)		1.50	5		1.50		1.50		1.50		1.50		1.50			2.255			2.25		2.25		2.25		2.25		2.25
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)		0.23	5		0.35		0.14		0.53		0.33		0.04			(0.52	)5		(0.40	)	(0.62	)	(0.22	)	(0.42	)	(0.72	)
Portfolio turnover (%)6		6	4		29		22		15		15		40			6	4		29		22		15		15		40

	SMALL CAP FUND
	CLASS Y
	Six Months			Year Ended October 31,
	Ended 4/30/15
	(unaudited)				2014		2013		2012		2011		2010
Net Asset Value at beginning of period		$15.26			$14.88		$11.82		$10.77		$9.91		$8.22
Income from Investment Operations:
Net investment income1		0.03			0.07		0.02		0.10		0.07		0.03
Net realized and unrealized gain on investments		0.73			0.91		3.71		1.30		0.85		1.69
Total from investment operations		0.76			0.98		3.73		1.40		0.92		1.72
Less Distributions:
Distributions from net investment income		(0.08	)		(0.00	)2	(0.12	)	–		(0.06	)	(0.03	)
Distributions from capital gains		(0.79	)		(0.60	)	(0.55	)	(0.35	)	–		–
Total distributions		(0.87	)		(0.60	)	(0.67	)	(0.35	)	(0.06	)	(0.03	)
Net increase (decrease) in net asset value		(0.11	)		0.38		3.06		1.05		0.86		1.69
Net Asset Value at end of period		$15.15			$15.26		$14.88		$11.82		$10.77		$9.91
Total Return (%)3		4.99	4		6.72		33.17		13.39		9.29		20.90
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$76,645			$60,279		$45,217		$13,808		$17,039		$29,240
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.25	5		1.25		1.25		1.25		1.25		1.25
After reimbursement of expenses by Adviser (%)		1.25	5		1.25		1.25		1.25		1.25		1.25
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)		0.48	5		0.59		0.28		0.77		0.69		0.29
Portfolio turnover (%)6		6	4		29		22		15		15		40

¹ Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.

² Amounts represent less than $0.005 per share.

³ Total return without applicable sales charge.

⁴ Not annualized.

⁵ Annualized.

⁶ Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

See accompanying Notes to Financial Statements.

60

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

	NORTHROAD INTERNATIONAL FUND*
	CLASS Y																	CLASS R6
				Year Ended																	Year Ended
	Six Months			October 31,					Year Ended December 31,									Six Months			October 31,					Inception
	Ended 4/30/15																	Ended 4/30/15								to
	(unaudited)				2014		20138		2012		2011		20109			20099		(unaudited)				2014		20138		12/31/121
Net Asset Value at beginning of period		$11.54			$12.25		$10.39		$9.28		$13.30		$11.92			$10.00			$11.60			$12.28		$10.39			$9.28
Income from Investment Operations:
Net investment income (loss)2		0.13			0.19		0.19		0.19		0.04		0.007			(0.03	)		0.12			0.24		0.22			0.19
Net realized and unrealized gain (loss) on investments		0.47			(0.41	)	1.67		1.09		(1.03	)	2.20			3.01			0.51			(0.43	)	1.67			1.11
Total from investment operations		0.60			(0.22	)	1.86		1.28		(0.99	)	2.20			2.98			0.63			(0.19	)	1.89			1.30
Less Distributions:
Distributions from net investment income		(0.22	)		(0.20	)	–		(0.17	)	(0.04	)	(0.00	)7		–			(0.22	)		(0.20	)	–			(0.19	)
Distributions from capital gains		(0.45	)		(0.29	)	–		–		(2.99	)	(0.82	)		(1.06	)		(0.45	)		(0.29	)	–			–
Total distributions		(0.67	)		(0.49	)	–		(0.17	)	(3.03	)	(0.82	)		(1.06	)		(0.67	)		(0.49	)	–			(0.19	)
Net increase (decrease) in net asset value		(0.07	)		(0.71	)	1.86		1.11		(4.02	)	1.38			1.92			(0.04	)		(0.68	)	1.89			1.11
Net Asset Value at end of period		$11.47			$11.54		$12.25		$10.39		$9.28		$13.30			$11.92			$11.56			$11.60		$12.28			$10.39
Total Return (%)3		5.66	4		(1.91	)	17.90	4	13.76		(6.43	)	18.42			29.66			5.90	4		(1.66	)	18.19	4		6.70	4
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$37,448			$36,751		$32,616		$28,856		$1,621		$1,763		$	1,056			$10,061			$8,674		$12			$11
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.15	5		1.15		1.15	5	1.15		1.20		1.25			1.24			0.82	5		0.83		0.83	5		0.83	5
After reimbursement of expenses by Adviser (%)		1.15	5		1.15		1.15	5	–		–		–			–			0.82	5		0.83		0.83	5		–
Ratio of net investment income (loss) to average net assets
After reimbursement of expenses by Adviser (%)		2.27	5		1.68		2.01	5	1.94		0.43		0.02			(0.31	)		2.60	5		2.67		2.33	5		2.33	5
Portfolio turnover (%)6		19	4		30		15	4	12		129		61			74			19	4		30		15	4		12	4

	INTERNATIONAL STOCK FUND
	CLASS A														CLASS B
	Six Months			Year Ended October 31,											Six Months			Year Ended October 31,
	Ended 4/30/15														Ended 4/30/15
	(unaudited)				2014		2013		2012		2011		2010		(unaudited)				2014		2013		2012		2011		2010
Net Asset Value at beginning of period		$13.20			$13.16		$10.81		$10.12		$10.58		$9.94			$12.89			$12.87		$10.58		$9.92		$10.39		$9.76
Income from Investment Operations:
Net investment income2		0.06			0.16		0.13		0.14		0.16		0.12			0.02			0.10		0.07		0.09		0.08		0.05
Net realized and unrealized gain (loss) on investments		0.71			(0.02	)	2.35		0.76		(0.47	)	0.77			0.69			(0.06	)	2.28		0.72		(0.47	)	0.75
Total from investment operations		0.77			0.14		2.48		0.90		(0.31	)	0.89			0.71			0.04		2.35		0.81		(0.39	)	0.80
Less Distributions:
Distributions from net investment income		(0.31	)		(0.10	)	(0.13	)	(0.21	)	(0.15	)	(0.25	)		(0.21	)		(0.02	)	(0.06	)	(0.15	)	(0.08	)	(0.17	)
Total distributions		(0.31	)		(0.10	)	(0.13	)	(0.21	)	(0.15	)	(0.25	)		(0.21	)		(0.02	)	(0.06	)	(0.15	)	(0.08	)	(0.17	)
Net increase (decrease) in net asset value		0.46			0.04		2.35		0.69		(0.46	)	0.64			0.50			0.02		2.29		0.66		(0.47	)	0.63
Net Asset Value at end of period		$13.66			$13.20		$13.16		$10.81		$10.12		$10.58			$13.39			$12.89		$12.87		$10.58		$9.92		$10.39
Total Return (%)3		6.03	4		1.09		23.11		9.23		(3.00	)	9.01			5.66	4		0.31		22.26		8.39		(3.77	)	8.26
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$23,829			$23,012		$24,571		$21,002		$20,763		$23,505			$1,926			$2,061		$2,946		$3,206		$3,872		$4,854
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.60	5		1.60		1.60		1.60		1.60		1.60			2.35	5		2.35		2.35		2.35		2.35		2.35
After reimbursement of expenses by Adviser (%)		1.60	5		1.60		1.60		1.60		1.60		1.60			2.35	5		2.35		2.35		2.35		2.35		2.35
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)		0.92	5		1.13		1.02		1.35		1.45		1.19			0.13	5		0.29		0.28		0.59		0.72		0.43
Portfolio turnover (%)6		25	4		44		53		41		44		52			25	4		44		53		41		44		52

^* The Financial Statements presented herein reflect the historical operating results of the Madison Mosaic Funds through April 19, 2013. Effective after market close on this date, the Madison Mosaic Funds reorganized into the Madison Funds.

¹ Class was launched on February 29, 2012.

² Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.

³ Total return without applicable sales charge.

⁴ Not annualized.

⁵ Annualized.

⁶ Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

⁷ Amounts represent less than $0.005 per share.

⁸ Effective at the close of business on April 19, 2013, the fiscal year end of the fund changed to October 31. Disclosure represents 10 months of information.

⁹ Prior to June 30, 2011, the NorthRoad International Fund was known as the Small/Mid-Cap Fund. Inception of the fund was December 31, 2008.

See accompanying Notes to Financial Statements.

61

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstanding

	INTERNATIONAL STOCK FUND - continued
	CLASS Y
	Six Months			Year Ended October 31,
	Ended 4/30/15
	(unaudited)				2014		2013		2012		2011		2010
Net Asset Value at beginning of period		$13.22			$13.18		$10.82		$10.13		$10.59		$9.95
Income from Investment Operations:
Net investment income (loss)2		(0.08	)		0.73		0.13		0.18		0.21		0.22
Net realized and unrealized gain (loss) on investments		0.86			(0.56	)	2.38		0.75		(0.49	)	0.69
Total from investment operations		0.78			0.17		2.51		0.93	��	(0.28	)	0.91
Less Distributions:
Distributions from net investment income		(0.34	)		(0.13	)	(0.15	)	(0.24	)	(0.18	)	(0.27	)
Total distributions		(0.34	)		(0.13	)	(0.15	)	(0.24	)	(0.18	)	(0.27	)
Net increase (decrease) in net asset value		0.44			0.04		2.36		0.69		(0.46	)	0.64
Net Asset Value at end of period		$13.66			$13.22		$13.18		$10.82		$10.13		$10.59
Total Return (%)4		6.14	5		1.29		23.44		9.61		(2.85	)	9.28
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$14,374			$7,938		$34,634		$23,294		$44,358		$74,421
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.35	6		1.35		1.35		1.35		1.35		1.35
After reimbursement of expenses by Adviser (%)		1.35	6		1.35		1.35		1.35		1.35		1.35
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)		1.67	6		1.65		1.26		1.36		1.70		1.42
Portfolio turnover (%)9		25	5		44		53		41		44		52

	HANSBERGER INTERNATIONAL GROWTH FUND*
	CLASS I														CLASS Y
	Six Months					Year Ended December 31,									Six Months					Year Ended December 31,
	Ended 4/30/15			Year Ended											Ended 4/30/15			Year Ended
	(unaudited)			10/31/141			2013		2012		2011		2010		(unaudited)			10/31/141		2013		2012		2011		2010
Net Asset Value at beginning of period		$16.70		$17.88			$15.42		$13.11		$16.16		$15.02			$16.68		$17.89		$15.42		$13.11		$16.16		$15.01
Income from Investment Operations:
Net investment income2		0.57		0.26			0.17	3	0.21	3	0.21	3	0.15	3		0.02		0.14		0.13	3	0.17	3	0.19	3	0.12
Net realized and unrealized gain (loss) on investments		0.90		(1.44	)		2.52		2.33		(3.06	)	1.14			1.44		(1.35	)	2.53		2.32		(3.07	)	1.15
Total from investment operations		1.47		(1.18	)		2.69		2.54		(2.85	)	1.29			1.46		(1.21	)	2.66		2.49		(2.88	)	1.27
Less Distributions:
Distributions from net investment income		(0.78	)	–			(0.23	)	(0.23	)	(0.20	)	(0.15	)		(0.76	)	–		(0.19	)	(0.18	)	(0.17	)	(0.12	)
Total distributions		(0.78	)	–			(0.23	)	(0.23	)	(0.20	)	(0.15	)		(0.76	)	–		(0.19	)	(0.18	)	(0.17	)	(0.12	)
Net increase (decrease) in net asset value		0.69		(1.18	)		2.46		2.31		(3.05	)	1.14			0.70		(1.21	)	2.47		2.31		(3.05	)	1.15
Net Asset Value at end of period		$17.39		$16.70			$17.88		$15.42		$13.11		$16.16			$17.38		$16.68		$17.89		$15.42		$13.11		$16.16
Total Return (%)4		9.40	5	(6.60	)5		17.46		19.37		(17.61	)	8.63			9.32	5	(6.76	)5	17.26		19.01		(17.82	)	8.44
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$54,615		$153,839			$262,627		$518,186		$548,110		$608,571			$2,906		$2,942		$3,928		$4,410		$5,907		$9,398
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		1.01	6	0.95	6		0.94		0.89		0.86		0.87			1.16	6	1.85	6	1.67		1.45		1.05		1.10
After reimbursement of expenses by Adviser (%)		1.01	6	0.95	6		0.94	7	0.89	8	0.86		0.87			1.16	6	1.16	6	1.17	10	1.15	11	1.05		1.10
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)		0.62	6	1.40	6		1.05		1.44		1.39		1.05			0.63	6	1.22	6	0.78		1.15		1.22		0.83
Portfolio turnover (%)9		34	5	34	5		48		47		62		52			34	5	34	5	48		47		62		52

^* The Financial Statements presented herein reflect the historical operating results of the Hansberger International Series International Growth Fund through July 30, 2014. See Note 1 for a discussion of the Fund’s reorganization.

¹ Effective at the close of business on July 31, 2014, the fiscal year end of the fund changed to October 31. Disclosure represents 10 months of information.

² Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.

³ Per share net investment income has been calculated using the average shares outstanding during the period.

⁴ Total return without applicable sales charge.

⁵ Not annualized.

⁶ Annualized.

⁷ Includes interest expense of 0.02%. Without this expense the ratio of net expenses would have been 0.92%.

⁸ Includes interest expense of 0.01%. Without this expense the ratio of net expenses would have been 0.88%.

⁹ Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

¹⁰ Includes interest expense of 0.02%. Without this expense the ratio of net expenses would have been 1.15%.

¹¹ Includes interest expense of less than 0.01%.

See accompanying Notes to Financial Statements.

62

Madison Funds | April 30, 2015

Financial Highlights for a Share of Beneficial Interest Outstandin

	TARGET RETIREMENT						TARGET RETIREMENT						TARGET RETIREMENT						TARGET RETIREMENT
	2020 FUND						2030 FUND						2040 FUND						2050 FUND
	CLASS R6						CLASS R6						CLASS R6						CLASS R6
	Six Months			Inception			Six Months			Inception			Six Months			Inception				Six Months		Inception
	Ended 4/30/15			to			Ended 4/30/15			to			Ended 4/30/15			to			Ended 4/30/15			to
	(unaudited)			10/31/141			(unaudited)			10/31/141			(unaudited)			10/31/141			(unaudited)			10/31/141
Net Asset Value at beginning of period		$10.00			$10.00			$9.99			$10.00			$9.98			$10.00			$9.98			$10.00
Income from Investment Operations:
Net investment income2		0.08			0.03			0.08			0.03			0.07			0.03			0.07			0.03
Net realized and unrealized gain (loss) on investments		0.26			(0.03	)		0.34			(0.04	)		0.37			(0.05	)		0.39			(0.05	)
Total from investment operations		0.34			–			0.42			(0.01	)		0.44			(0.02	)		0.46			(0.02	)
Less Distributions:
Distributions from net investment income		(0.09	)		–			(0.10	)		–			(0.10	)		–			(0.10	)		–
Distributions from capital gains		(0.10	)		–			(0.20	)		–			(0.26	)		–			(0.21	)		–
Total distributions		(0.19	)		–			(0.30	)		–			(0.36	)		–			(0.31	)		–
Net increase (decrease) in net asset value		0.15			–			0.12			(0.01	)		0.08			(0.02	)		0.15			(0.02	)
Net Asset Value at end of period		$10.15			$10.00			$10.11			$9.99			$10.06			$9.98			$10.13			$9.98
Total Return (%)3		3.42	4		–	4		4.21	4		(0.10	)4		4.52	4		(0.20	)4		4.73	4		(0.20	)4
Ratios/Supplemental Data:
Net Assets at end of period (in 000’s)		$61,496			$61,964			$84,357			$82,852			$57,725			$58,903			$22,289			$21,266
Ratios of expenses to average net assets:
Before reimbursement of expenses by Adviser (%)		0.30	5		0.32	5		0.30	5		0.32	5		0.30	5		0.32	5		0.30	5		0.32	5
After reimbursement of expenses by Adviser (%)		0.30	5		0.32	5		0.30	5		0.32	5		0.30	5		0.32	5		0.30	5		0.32	5
Ratio of net investment income to average net assets
After reimbursement of expenses by Adviser (%)		1.46	5		1.82	5		1.49	5		1.87	5		1.50	5		1.84	5		1.53	5		1.72	5
Portfolio turnover (%)6		117	4		48	4		78	4		44	4		83	4		46	4		109	4		52	4

¹ Commenced investment operations August 29, 2014. See Note 1.

² Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.

³ Total return without applicable sales charge.

⁴ Not annualized.

⁵ Annualized.

⁶ Portfolio turnover is calculated at the fund level and represents the entire fiscal year or period.

See accompanying Notes to Financial Statements.

63

Madison Funds | April 30, 2015

Notes to the Financial Statements (unaudited)

1. ORGANIZATION

Madison Funds, a Delaware business trust (the “Trust”), is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, open-end, management investment company. As of the date of this report, the Trust offers twenty six funds (individually, a “Fund”, collectively, the “Funds”).

The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest of the Trust without par value. The Trust has entered into an Investment Advisory Agreement with Madison Asset Management, LLC (the “Investment Adviser” or “Madison”). The Investment Adviser, in turn, has entered into subadvisory agreements with certain subadvisers (“Subadvisers”) for the management of the investments of the High Income Fund, Small Cap Fund, NorthRoad International Fund, International Stock Fund and Hansberger International Growth Fund.

After approval at a special meeting of shareholders of the Hansberger International Growth Fund (the “Hansberger Fund”) which was held on July 21, 2014, Madison assumed the investment management of the Hansberger Fund and reorganized it into the Madison Funds^® after market close July 31, 2014. In a one-to-one exchange, existing Advisor Class shareholders of the Hansberger Fund became shareholders of Madison Hansberger International Growth Fund (“Acquiring Fund”) Class Y shares, and existing Hansberger Fund Institutional Class shareholders became shareholders of the Acquiring Fund Class I shares. While the Acquiring Fund was the legal survivor of the transaction, the predecessor Hansberger Fund was the accounting survivor of the transaction and therefore the historical performance of the predecessor Hansberger Fund was retained by the Acquiring Fund.

On August 29, 2014, Madison launched four new series of the Trust, the Madison Target Retirement 2020, 2030, 2040 and 2050 Funds, respectively. In exchange for Class R6 shares of each new series of the Trust, substantially all portfolio holdings were received in-kind from the Ultra Series Madison Target Retirement 2020, 2030, 2040 and 2050 Funds. Both the Ultra Series Target Date Funds and the Madison Target Date Funds are managed by Madison under the same portfolio management team.

The accompanying financial statements include the Cash Reserves, Tax-Free Virginia, Tax-Free National, Government Bond, High Quality Bond, Core Bond, Corporate Bond, High Income, Diversified Income, Covered Call & Equity Income, Dividend Income, Large Cap Value, Investors, Large Cap Growth, Mid Cap, Small Cap, NorthRoad International, International Stock and Hansberger International Growth Funds (collectively, the “Core Funds”), the Conservative Allocation, Moderate Allocation, and Aggressive Allocation Funds (collectively, the “Allocation Funds”) and the Madison Target Retirement 2020 Fund, Madison Target Retirement 2030 Fund, Madison Target Retirement 2040 Fund, and Madison Target Retirement 2050 Fund, (collectively, the “Target Date Funds”). The Tax-Free Virginia Fund invests solely in securities exempt from both federal and Virginia state income taxes, while the Tax-Free National Fund invests in securities exempt from federal taxes ( together, the “Tax-Free Funds”).

The Cash Reserves Fund offers two classes of shares: Class A and B. The High Income, Large Cap Value, Large Cap Growth, Small Cap, and International Stock Funds offer three classes of shares: Class A, B and Y. The Diversified Income Fund and Allocation Funds offer three classes of shares: Class A, B and C. The Investors Fund offers three classes of shares: Class A, Y and R6. The Core Bond Fund and Mid Cap Fund offer four classes of shares: Class A, B, Y and R6. The Covered Call & Equity Income Fund offers four classes of shares: Class A, C, Y and R6. The NorthRoad International Fund offers two classes of shares: Class Y and R6. The Tax-Free Virginia, Tax-Free National, Government Bond, High Quality Bond, Corporate Bond and Dividend Income offer one class of shares: Class Y. The Hansberger International Growth Fund offers two classes of shares: Class I and Y. The Target Date Funds offer one class of shares, Class R6 shares. Each class of shares represents an interest in the assets of the respective Fund and has identical voting, dividend, liquidation and other rights, except that each class of shares bears its own distribution fees and servicing fees, if any, and its proportional share of Fund level expenses, is subject to its own sales charges, if any, and has exclusive voting rights on matters pertaining to Rule 12b-1 of the 1940 Act as it relates to that class and other class-specific matters.

2. SIGNIFICANT ACCOUNTING POLICIES

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reported period. Actual results could differ from those estimates.

The following is a summary of significant accounting policies consistently followed by each Fund in the preparation of its financial statements.

Portfolio Valuation: Equity securities, including American Depository Receipts (“ADRs”), Global Depositary Receipts (“GDRs”) and exchange-traded funds (“ETFs”), listed on any U.S. or foreign stock exchange or quoted on the National Association of Securities Dealers Automated Quotation System (“NASDAQ”) are valued at the last quoted sale price or official closing price on that exchange or NASDAQ on the valuation day (provided that, for securities traded on NASDAQ, the Funds utilize the NASDAQ Official Closing Price (“NOCP”)). If no sale occurs, equities traded on a U.S. exchange, foreign exchange or on NASDAQ are valued at the bid price. Debt securities purchased (other than short-term obligations) with a remaining maturity of 61 days or more are valued on the basis of last available bid prices or current market quotations provided by dealers or pricing services approved by the Trust. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from dealers, pricing matrixes, market transactions in comparable investments, various relationships observed in the market between investments and calculated yield measures based on valuation technology commonly employed in the market for such investments.

Municipal debt securities are traded via a network among dealers and brokers that connect buyers and sellers. Liquidity in the tax-exempt market has been reduced as a result of overall economic conditions and credit tightening. There may be little trading in the secondary market for the particular bonds and other debt securities, making them more difficult to value or sell. Asset-backed and mortgage-backed securities are valued by independent pricing services using models that consider estimated cash flows of each tranche of the security, establish a benchmark yield and develop an estimated tranche specific spread to the benchmark yield based on the unique attributes of the tranche.

Investments in shares of open-end mutual funds, including money market funds, are valued at their daily net asset value (“NAV”) which is calculated as of the close of regular trading on the New York Stock Exchange ((the “NYSE”), usually 4:00 p.m. Eastern Standard Time) on each day on which the NYSE is open for business. NAV per share is determined by dividing each Fund’s total net assets by the number of shares of such Fund outstanding at the time of calculation. Because the assets of each Allocation and Target Date Fund consist primarily of shares of other registered investment companies (the “Underlying Funds”), the NAV of each Fund is determined based on the NAV’s of the Underlying Funds. Total net assets are determined by adding the total current value of portfolio securities, cash, receivables, and other assets and subtracting liabilities. Short-term instruments having maturities of 60 days or less and all securities in the Cash Reserves Fund are valued on an amortized cost basis, which approximates market value.

64

Madison Funds | Notes to the Financial Statements (unaudited) - continued | April 30, 2015

Over-the-counter securities not listed or traded on NASDAQ are valued at the last sale price on the valuation day. If no sale occurs on the valuation day, an over-the-counter security is valued at the last bid price. Exchange traded options are valued at the mean of the best bid and ask prices across all option exchanges. Financial futures contracts generally are valued at the settlement price established by the exchange(s) on which the contracts are primarily traded. Spot and forward foreign currency exchange contracts are valued based on quotations supplied by dealers in such contracts. Overnight repurchase agreements are valued at cost, and term repurchase agreements (i.e., those whose maturity exceeds seven days), swaps, caps, collars and floors, if any, are valued at the average of the closing bids obtained daily from at least one dealer.

Through the end of this reporting period, the value of all assets and liabilities expressed in foreign currencies was converted into U.S. dollar values using the then-current exchange rate at the close of regular trading on the NYSE.

All other securities for which either quotations are not readily available, no other sales have occurred, or in the Investment Adviser’s opinion, do not reflect the current market value, are appraised at their fair values as determined in good faith by the Committee and under the general supervision of the Board of Trustees. When fair value pricing of securities is employed, the prices of securities used by the Funds to calculate NAV may differ from market quotations or NOCP. Because the Allocation and Target Date Funds primarily invest in Underlying Funds, government securities and short-term paper, it is not anticipated that the Investment Adviser will need to “fair value” any of the investments of these Funds. However, an Underlying Fund may need to “fair value” one or more of its investments, which may, in turn, require an Allocation or Target Date Fund to do the same because of delays in obtaining the Underlying Fund’s NAV.

A Fund’s investments (or Underlying Fund) will be valued at fair value if, in the judgment of the Committee, an event impacting the value of an investment occurred between the closing time of a security’s primary market or exchange (for example, a foreign exchange or market) and the time the Fund’s share price is calculated as of the close of regular trading on the NYSE. Significant events may include, but are not limited to, the following: (1) significant fluctuations in domestic markets, foreign markets or foreign currencies; (2) occurrences not directly tied to the securities markets such as natural disasters, armed conflicts or significant government actions; and (3) major announcements affecting a single issuer or an entire market or market sector. In responding to a significant event, the Committee would determine the fair value of affected securities considering factors including, but not limited to: fundamental analytical data relating to the investment; the nature and duration of any restrictions on the disposition of the investment; and the forces influencing the market(s) in which the investment is purchased or sold. The Committee may rely on an independent fair valuation service to adjust the valuations of foreign equity securities based on specific market-movement parameters established by the Committee and approved by the Trust.

Security Transactions and Investment Income: Security transactions are accounted for on a trade date basis. Net realized gains or losses on sales are determined by the identified cost method. Interest income is recorded on an accrual basis. Dividend income is recorded on ex-dividend date, except that certain dividends from foreign securities may be recorded after the ex-dividend date based on when the Fund is informed of the dividend. Interest income is recorded on an accrual basis and is increased by the accretion of discount and decreased by the amortization of premium. Amortization and accretion are recorded on the effective yield method.

Expenses: Expenses that are directly related to one Fund are charged directly to that Fund. Other operating expenses are prorated to the Funds on the basis of relative net assets. Class-specific expenses are borne by that class.

Classes: Income and realized and unrealized gains/losses are allocated to the respective classes on the basis of relative net assets.

Repurchase Agreements: Each Fund may engage in repurchase agreements. In a repurchase agreement, a security is purchased for a relatively short period (usually not more than seven days) subject to the obligation to sell it back to the issuer at a fixed time and price plus accrued interest. The Funds will enter into repurchase agreements only with members of the Federal Reserve System and with “primary dealers” in U.S. Government securities. As of April 30, 2015, none of the Funds held open repurchase agreements.

The Trust has established a procedure providing that the securities serving as collateral for each repurchase agreement must be delivered to the Funds’ custodian either physically or in book-entry form and that the collateral must be marked to market daily to ensure that each repurchase agreement is fully collateralized at all times. In the event of bankruptcy or other default by a seller of a repurchase agreement, a Fund could experience one of the following: delays in liquidating the underlying securities during the period in which the Fund seeks to enforce its rights thereto, possible decreased levels of income, declines in value of the underlying securities, or lack of access to income during this period and the expense of enforcing its rights.

Foreign Currency Transactions: The Trust’s books and records are maintained in U.S. dollars. Foreign currency-denominated transactions (i.e., market value of investment securities, assets and liabilities, purchases and sales of investment securities, and income and expenses) are translated into U.S. dollars at the current rate of exchange. The Funds enter into contracts on the trade date to settle any securities transactions denominated in foreign currencies on behalf of the Funds at the spot rate at settlement.

Each Fund, except the Cash Reserves Fund and the Tax-Free Funds, which can only invest in U.S. dollar-denominated foreign money market securities, reports certain foreign currency-related transactions as components of realized gains or losses for financial reporting purposes, whereas such components are treated as ordinary income for federal income tax purposes. Realized gains or losses associated with currency transactions are included in the Statements of Operations under the heading “Net realized gain (loss) on investments”. The NorthRoad International Fund, Small Cap, International Stock and Hansberger International Growth Funds had net realized losses of $136,608, $166, $808,570 and $6,914,245, related to foreign currency transactions, respectively. None of the funds had any net realized gains.

The Funds do not isolate the portion of gains and losses on investments in securities that is due to changes in the foreign exchange rates from that which is due to change in market prices of securities. Such amounts are categorized as gain or loss on investments for financial reporting purposes.

Forward Foreign Currency Exchange Contracts: Each Fund, except the Cash Reserves Fund and the Tax-Free Funds, may purchase and sell forward foreign currency exchange contracts for defensive or hedging purposes. When entering into forward foreign currency exchange contracts, the Funds agree to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. These contracts are valued daily. The Funds’ net assets reflect unrealized gains or losses on the contracts as measured by the difference between the forward foreign currency exchange rates at the dates of entry into the contracts and the forward rates at the reporting date. The Funds realize a gain or a loss at the time the forward foreign currency exchange contracts are settled or closed out with an offsetting contract. Contracts are traded over-the-counter directly with a counterparty. Realized and unrealized gains and losses are included in the Statements of Operations. As of April 30, 2015, none of the Funds had open forward foreign currency exchange contracts.

If a Fund enters into a forward foreign currency exchange contract to buy foreign currency for any purpose, the Fund will be required to place cash or other liquid assets in a segregated account with the Fund’s custodian in an amount equal to the value of the Fund’s total assets committed to the consummation of the forward

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Madison Funds | Notes to the Financial Statements (unaudited) - continued | April 30, 2015

contract. If the value of the securities in the segregated account declines, additional cash or securities will be placed in the segregated account so that the value of the account will equal the amount of the Fund’s commitment with respect to the contract.

Cash Concentration: At times, the Funds maintain cash balances at financial institutions in excess of federally insured limits. The Funds monitor this credit risk and have not experienced any losses related to this risk.

Illiquid Securities: Each Fund currently limits investments in illiquid securities to 15% of net assets at the time of purchase, except for Cash Reserves Fund, which limits the investment in illiquid securities to 5% of net assets. An illiquid security is generally defined as any investment that may be difficult to sell within seven days for the price at which the Fund values it. At April 30, 2015, investments in securities of the Core Bond, Corporate Bond, High Income and Diversified Income Funds include issues that are illiquid. As of that date, the aggregate values of illiquid securities held by the Core Bond, Corporate Bond, High Income and Diversified Income Funds were $15,018,236, $1,693,840, $238,750 and $2,817,651, respectively, which represent 6.6%, 6.2%, 0.8% and 1.9% of net assets, respectively. Pursuant to guidelines adopted by the Board of Trustees, certain unregistered securities are determined to be liquid and are not included within the percent limitations specified above. Information concerning the illiquid securities held at April 30, 2015, which includes cost and acquisition date, is as follows:

Security	Acquisition Date	Acquisition Cost
Core Bond Fund
AARP, Inc.	5/16/02	$        783,578
AerCap Ireland Capital Ltd. / AerCap Global Aviation Trust	5/8/14	450,000
Antero Resources Corp.	3/3/15	300,000
Apollo Management Holdings L.P.	5/27/14	997,432
ERAC USA Finance LLC	12/16/04	619,598
First Data Corp.	6/20/14	573,230
Forest Laboratories Inc.	12/5/13	200,000
FREMF Mortgage Trust, Series 2012-K708, Class B	4/21/15	1,309,060
Georgia-Pacific LLC	11/3/14	999,990
Glencore Funding LLC	4/22/14	822,818
GreatAmerica Leasing Receivables, Series 2015-1, Class A2	3/11/15	499,980
Helmerich & Payne International Drilling Co.	3/12/15	994,303
JM Smucker Co./The	3/12/15	999,752
Kinder Morgan Inc.	3/5/15	1,073,143
Liberty Mutual Group Inc.	Various	1,232,099
New York Life Global Funding	2/4/15	999,818
Nissan Motor Acceptance Corp.	9/19/13	499,611
Sirius XM Radio Inc.	5/1/14	525,000
Volvo Financial Equipment LLC, Series 2014-1A, Class A3	2/25/14	499,924
		$    14,379,336
Corporate Bond Fund
AerCap Ireland Capital Ltd. / AerCap Global Aviation Trust	5/8/14	150,000
Antero Resources Corp.	3/3/15	50,000
Apollo Management Holdings L.P.	5/27/14	249,358
First Data Corp.	6/20/14	104,224
Forest Laboratories Inc.	12/5/13	50,000
Georgia-Pacific LLC	11/3/14	99,999
Glencore Funding LLC	4/22/14	124,669
Helmerich & Payne International Drilling Co.	3/12/15	99,430
JM Smucker Co./The	3/12/15	199,950
Kinder Morgan Inc.	3/5/15	53,657
Liberty Mutual Group Inc.	6/13/13	99,464
New York Life Global Funding	2/4/15	199,964
Nissan Motor Acceptance Corp.	9/19/13	$           49,961
Sirius XM Radio Inc.	5/1/14	125,000
		$      1,655,676
High Income Fund
Brand Energy & Infrastructure Services Inc.	11/22/13	250,000
Diversified Income Fund
AARP, Inc.	5/16/02	783,578
Antero Resources Corp.	3/3/15	150,000
ERAC USA Finance LLC	12/16/04	350,208
First Data Corp.	6/20/14	208,447
FREMF Mortgage Trust, Series 2012-K708, Class B	4/21/15	314,174
Glencore Funding LLC	4/22/14	264,299
New York Life Global Funding	2/4/15	299,945
Volvo Financial Equipment LLC, Series 2014-1A, Class A3	2/25/14	124,980
		$      2,495,631

Delayed Delivery Securities: Each Fund may purchase securities on a when-issued or delayed delivery basis. “When-issued” refers to securities whose terms are available and for which a market exists, but that have not been issued. For when-issued or delayed delivery transactions, no payment is made until delivery date, which is typically longer than the normal course of settlement. When a Fund enters into an agreement to purchase securities on a when-issued or delayed delivery basis, the Fund segregates cash or other liquid securities, of any type or maturity, equal in value to the Fund’s commitment. Losses may arise due to changes in the market value of the underlying securities, if the counterparty does not perform under the contract, or if the issuer does not issue the securities due to political, economic or other factors. As of April 30, 2015, none of the Funds had entered into such transactions.

Indemnifications: Under the Funds’ organizational documents, the Funds’ officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In the normal course of business, the Funds enter into contracts that contain a variety of representations and provide general indemnifications. The Funds’ maximum liability exposure under these arrangements is unknown, as future claims that have not yet occurred may be made against the Funds. However, based on experience, management expects the risk of loss to be remote.

Fair Value Measurements: Each Fund has adopted Financial Accounting Standards Board (the “FASB”) guidance on fair value measurements. Fair value is defined as the price that each fund would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data “inputs” and minimize the use of unobservable “inputs” and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk (for example, the risk inherent in a particular valuation technique used to measure fair value including such a pricing model and/or the risk inherent in the inputs used in the valuation technique). Inputs may be observable or unobservable.

Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

Level 1 – unadjusted quoted prices in active markets for identical investments

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rate volatilities, prepayment speeds, credit risk, benchmark yields, transactions, bids, offers, new issues, spreads, and other relationships observed in the markets among comparable securities, underlying equity of the issuer; and proprietary pricing models such as yield measures calculated using factors such as cash flows, financial or collateral performance, and other reference data, etc.)

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Madison Funds | Notes to the Financial Statements (unaudited) - continued | April 30, 2015

Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The valuation techniques used by the Funds to measure fair value for the period ended April 30, 2015, maximized the use of observable inputs and minimized the use of unobservable inputs. The Funds utilized the following fair value techniques: multi-dimensional relational pricing model and option adjusted spread pricing; the Funds estimated the price that would have prevailed in a liquid market for an international equity security given information available at the time of valuation. As of April 30, 2015, none of the Funds held securities deemed as a Level 3, and there were no transfers between classification levels during the six months ended April 30, 2015.

The following is a summary of the inputs used as of April 30, 2015, in valuing the Funds’ investments carried at fair value (please see the Portfolio of Investments for each Fund for a listing of all securities within each category):

Fund1	Quoted Prices In Active Markets for Identical Investments (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	Value at 4/30/15
Conservative Allocation	$     77,657,088	$                    –	$                    –	$     77,657,088
Moderate Allocation	152,171,956	–	–	152,171,956
Aggressive Allocation	62,799,599	–	–	62,799,599
Cash Reserves2	856,194	20,959,728	–	21,815,922
Tax-Free Virginia
Municipal Bonds	–	22,406,195	–	22,406,195
Tax-Free National
Municipal Bonds	–	27,406,918	–	27,406,918
Government Bond
Mortgage Backed Securities	–	695,252	–	695,252
U.S. Government and Agency
Obligations	–	3,100,847	–	3,100,847
Short-Term Investments	25,109	–	–	25,109
	25,109	3,796,099	–	3,821,208
High Quality Bond
Corporate Notes and Bonds	–	40,651,856	–	40,651,856
U.S. Government and Agency
Obligations	–	62,285,597	–	62,285,597
Short-Term Investments	9,507,595	–	–	9,507,595
	9,507,595	102,937,453	–	112,445,048
Core Bond
Asset Backed Securities	–	8,846,187	–	8,846,187
Commercial Mortgage-Backed
Securities	–	3,843,839	–	3,843,839
Corporate Notes and Bonds	–	60,888,544	–	60,888,544
Long Term Municipal Bonds	–	28,478,412	–	28,478,412
Mortgage Backed Securities	–	52,705,126	–	52,705,126
U.S. Government and Agency
Obligations	–	69,041,594	–	69,041,594
Short-Term Investments	1,340,980	–	–	1,340,980
	1,340,980	223,803,702	–	225,144,682
Corporate Bond
Corporate Notes and Bonds	–	24,493,167	–	24,493,167
Long Term Municipal Bonds	–	2,136,894	–	2,136,894
Short-Term Investments	423,005	–	–	423,005
	423,005	26,630,061	–	27,053,066
High Income
Corporate Notes and Bonds	–	27,382,612	–	27,382,612
Short-Term Investments	1,180,931	–	–	1,180,931
	1,180,931	27,382,612	–	28,563,543
Diversified Income
Common Stocks	82,263,947	–	–	82,263,947
Asset Backed Securities	–	1,870,604	–	1,870,604
Commercial Mortgage-Backed
Securities	–	864,653	–	864,653
Corporate Notes and Bonds	–	22,772,313	–	22,772,313
Long Term Municipal Bonds	–	2,412,388	–	2,412,388
Mortgage Backed Securities	–	13,524,402	–	13,524,402
U.S. Government and Agency
Obligations	–	19,304,881	–	19,304,881
Short-Term Investments	7,735,773	–	–	7,735,773
	89,999,720	60,749,241	–	150,748,961
Covered Call & Equity Income
Assets:
Common Stocks	44,270,285	–	–	44,270,285
Exchange Traded Funds	5,651,470	–	–	5,651,470
Put Options Purchased	388,710	–	–	388,710
U.S. Government and Agency
Obligations	–	5,999,910	–	5,999,910
Short-Term Investments	9,788,669	–	–	9,788,669
	60,099,134	5,999,910	–	66,099,044
Liabilities:
Options Written	1,489,813	–	–	1,489,813
Dividend Income
Common Stocks	21,157,661	–	–	21,157,661
Short-Term Investments	560,269	–	–	560,269
	21,717,930	–	–	21,717,930
Large Cap Value
Common Stocks	192,103,778	–	–	192,103,778
Short-Term Investments	4,234,536	–	–	4,234,536
	196,338,314	–	–	196,338,314
Investors
Common Stocks	121,918,380	–	–	121,918,380
Short-Term Investments	9,537,714	–	–	9,537,714
	131,456,094	–	–	131,456,094
Large Cap Growth
Common Stocks	179,378,024	–	–	179,378,024
Short-Term Investments	11,063,952	–	–	11,063,952
	190,441,976	–	–	190,441,976
Mid Cap
Common Stocks	248,909,847	–	–	248,909,847
Short-Term Investments	24,509,510	–	–	24,509,510
	273,419,357	–	–	273,419,357
Small Cap
Common Stocks	76,916,259	1,885,008	–	78,801,267
Short-Term Investments	2,543,068	–	–	2,543,068
	79,459,327	1,885,008	–	81,344,335
NorthRoad International
Common Stocks
Australia	958,097	–	–	958,097
Brazil	–	1,147,665	–	1,147,665
Denmark	–	2,065,966	–	2,065,966
France	4,618,545	2,056,783	–	6,675,328
Germany	1,294,375	–	–	1,294,375
Ireland	969,054	–	–	969,054
Israel	857,903	–	–	857,903
Japan	2,550,053	1,950,086	–	4,500,139
Netherlands	1,002,374	1,164,054	–	2,166,428
Singapore	–	980,400	–	980,400
South Korea	–	1,129,214	–	1,129,214
Sweden	731,269	–	–	731,269
Switzerland	7,604,338	–	–	7,604,338
United Kingdom	7,829,469	6,764,431	–	14,593,900
Short-Term Investments	1,522,526	–	–	1,522,526
	29,938,003	17,258,599	–	47,196,602
International Stock
Common Stocks
Australia	–	895,482	–	895,482
Austria	–	263,053	–	263,053
Belgium	–	1,509,715	–	1,509,715
Brazil	–	329,335	–	329,335
Canada	–	492,197	–	492,197
Denmark	–	406,638	–	406,638
Finland	–	701,608	–	701,608
France	–	2,545,482	–	2,545,482
Germany	–	1,855,770	–	1,855,770
Greece	–	65,131	–	65,131
Ireland	277,558	998,172	–	1,275,730
Israel	1,272,143	–	–	1,272,143
Italy	–	1,112,086	–	1,112,086
Japan	–	7,736,894	–	7,736,894
Luxembourg	–	221,384	–	221,384
Netherlands	–	1,563,762	–	1,563,762
Norway	–	421,286	–	421,286

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Madison Funds | Notes to the Financial Statements (unaudited) - continued | April 30, 2015

Fund1	Quoted Prices In Active Markets for Identical Investments (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	Value at 4/30/15
International Stock - continued
Common Stocks
Philippines	$                      –	$       469,239	$                  –	$          469,239
Spain	–	995,645	–	995,645
Sweden	–	1,417,405	–	1,417,405
Switzerland	–	3,228,228	–	3,228,228
Taiwan	664,768	–	–	664,768
Thailand	–	259,305	–	259,305
Turkey	–	391,424	–	391,424
United Kingdom	–	7,913,812	–	7,913,812
Short-Term Investments	1,609,250	–	–	1,609,250
	3,823,719	35,793,053	–	39,616,772
Hansberger International Growth
Common Stocks
Australia	–	761,412	–	761,412
Canada	2,758,061	–	–	2,758,061
China	–	6,907,450	–	6,907,450
Denmark	–	850,144	–	850,144
France	–	2,573,665	–	2,573,665
Germany	–	3,359,220	–	3,359,220
Hong Kong	–	1,265,084	–	1,265,084
India	2,100,354	504,054	–	2,604,408
Indonesia	–	659,195	–	659,195
Ireland	–	1,404,978	–	1,404,978
Israel	659,727	–	–	659,727
Japan	–	9,382,859	–	9,382,859
Mexico	–	1,256,800	–	1,256,800
Netherlands	2,177,323	–	–	2,177,323
Norway	–	1,218,820	–	1,218,820
Singapore	–	1,453,904	–	1,453,904
South Korea	648,622	797,326	–	1,445,948
Spain	–	689,698	–	689,698
Sweden	–	627,594	–	627,594
Switzerland	–	5,120,872	–	5,120,872
United Kingdom	–	10,138,188	–	10,138,188
Short-Term Investments	207,959	–	–	207,959
	8,552,046	48,971,263	–	57,523,309
Madison Target Retirement 2020	60,615,019	–	–	60,615,019
Madison Target Retirement 2030	84,176,122	–	–	84,176,122
Madison Target Retirement 2040	57,226,615	–	–	57,226,615
Madison Target Retirement 2050	21,973,611	–	–	21,973,611

¹See respective portfolio of investments for underlying holdings in each Fund. For additional information on the underlying funds held in the Allocation and Target Date Funds, including shareholder prospectuses and financial reports, please visit each underlying fund’s website or visit the Securities and Exchange Commission’s website at http://www.sec.gov
² At April 30, 2015, all Level 2 securities held are U.S. Government and Agency Obligations. See respective Portfolio of Investments.

New Accounting Pronouncement. In June 2014, the FASB issued ASU 2014-11, which expands secured borrowing accounting for certain repurchase agreements. This ASU also sets forth additional disclosure requirements for certain transactions accounted for as sales, in order to provide financial statement users with information to compare to similar transactions accounted for as secured borrowings. This ASU is effective prospectively during interim or annual periods beginning after December 15, 2014. At this time, management is evaluating the implications of these changes on the financial statements.

Derivatives: The FASB issued guidance intended to enhance financial statement disclosure for derivative instruments and hedging activities and enable investors to understand: a) how and why a Fund uses derivative investments, b) how derivative instruments and related hedge fund items are accounted for, and c) how derivative instruments and related hedge fund items affect a Fund’s financial position, results of operations and cash flows.

The following table presents the types of derivatives in the Covered Call & Equity Income Fund, by location as presented on the Statement of Assets and Liabilities as of April 30, 2015:

Statement of Asset & Liability Presentation of Fair Values of Derivative Instruments
	Asset Derivatives		Liability Derivatives
Derivatives not accounted for as hedging instruments	Statement of Assets and Liabilities Location	Fair Value	Statement of Assets and Liabilities Location	Fair Value
Equity contracts	Options purchased	$388,710	Options written	$1,489,813

The following table presents the effect of Derivative Instruments on the Statement of Operations for the period ended April 30, 2015:

Derivatives not accounted for as hedging Instruments	Realized Loss on Derivatives:	Change in Unrealized Depreciation on Derivatives
Equity contracts	$(74,350)	$(140,759)

Management has determined that there is no impact on the financial statements of the other Funds held in the Trust as they currently do not hold derivative financial instruments.

3. ADVISORY, ADMINISTRATION AND DISTRIBUTION AGREEMENTS

Advisory Agreement. For its investment advisory services to the Funds, the Investment Adviser is entitled to receive a fee, which is computed daily and paid monthly, at an annualized percentage rate of the average daily value of the net assets of each Fund as follows as of April 30, 2015:

Fund	Advisory Fee		Fund	Advisory Fee
Conservative Allocation	0.20	%	Dividend Income	0.75	%
Moderate Allocation	0.20	%	Large Cap Value	0.55	%
Aggressive Allocation	0.20	%	Investors	0.75	%
Cash Reserves	0.40	%	Large Cap Growth	0.75	%
Tax-Free Virginia	0.50	%	Mid Cap	0.75	%
Tax-Free National	0.50	%	Small Cap	1.00	%
Government Bond	0.40	%	NorthRoad International	0.80	%
High Quality Bond	0.30	%	International Stock	1.05	%
Core Bond	0.50	%	Hansberger International Growth	0.75	%
Corporate Bond	0.40	%	Target Retirement 2020	0.25	%
High Income	0.55	%	Target Retirement 2030	0.25	%
Diversified Income	0.65	%	Target Retirement 2040	0.25	%
Covered Call & Equity Income	0.85	%	Target Retirement 2050	0.25	%

The Cash Reserves, Core Bond, High Income, Diversified Income, Large Cap Value, Large Cap Growth, Mid Cap, Small Cap, and International Stock Funds’ advisory fee will be reduced by 0.05% on assets exceeding $500 million, and by another 0.05% on assets exceeding $1 billion. The Investors Fund advisory fee is 0.75% on the first $100 million of assets, and 0.60% on assets in excess of $100 million. The Investment Adviser is solely responsible for the payment of all fees to the Subadvisers. The Subadvisers for the Funds at April 30, 2015, are Shenkman Capital Management, Inc. for the High Income Fund, Wellington Management Company, LLP for the Small Cap Fund, NorthRoad Capital Management, LLC for the NorthRoad International Fund, Lazard Asset Management LLC for the International Stock Fund and Hansberger Growth Investors, LP for the Hansberger International Growth Fund.

The Investment Adviser may from time to time contractually or voluntarily agree to waive a portion of its fees or expenses related to the Funds. In that regard, the Investment Adviser has contractually agreed to waive a portion of advisory fees on the Cash Reserves Fund Class A Shares and Class B Shares until February 28, 2016, for the purpose of maintaining a one day yield of zero. The amount of the daily waiver was equal to the amount required to maintain a minimum daily distribution rate of zero. For the period ended April 30, 2015, the waivers totaled $41,015 for Class A Shares and $577 for Class B Shares and are reflected as fees waived in the accompanying Statement of Operations. A portion of the Government Bond and Dividend Income Fund’s advisory fee, 0.10% and 0.10%, respectively, is being waived by the Investment Adviser until February 28, 2016. For the period ended April 30, 2015, the waivers totaled $1,940 for Government Bond and $10,650 for Dividend Income and are reflected as fees waived in the accompanying Statement of Operations. The Investment Adviser does not have the right to recoup these waived fees.

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Madison Funds | Notes to the Financial Statements (unaudited) - continued | April 30, 2015

Administrative Services Agreement. The Investment Adviser provides or arranges for each Fund to have all of the necessary operational and support services it needs for a fee. These fees are computed daily and paid monthly, at an annualized percentage rate of the average daily value of the net assets of each Fund as follows:

Fund	Class A		Class B		Class C	Class Y		Class R6		Class I
Conservative Allocation	0.25	%	0.25	%	0.25%	N/A		N/A		N/A
Moderate Allocation	0.25	%	0.25	%	0.25%	N/A		N/A		N/A
Aggressive Allocation	0.25	%	0.25	%	0.25%	N/A		N/A		N/A
Cash Reserves	0.15	%	0.15	%	N/A	N/A		N/A		N/A
Tax-Free Virginia	N/A		N/A		N/A	0.35	%	N/A		N/A
Tax-Free National	N/A		N/A		N/A	0.35	%	N/A		N/A
Government Bond	N/A		N/A		N/A	0.25	%	N/A		N/A
High Quality Bond	N/A		N/A		N/A	0.19	%	N/A		N/A
Core Bond	0.15	%	0.15	%	N/A	0.15	%	0.02	%	N/A
Corporate Bond	N/A		N/A		N/A	0.25	%	N/A		N/A
High Income	0.20	%	0.20	%	N/A	0.20	%	N/A		N/A
Diversified Income	0.20	%	0.20	%	0.20%	N/A		N/A		N/A
Covered Call & Equity Income	0.15	%	N/A		0.15%	0.15	%	0.02	%	N/A
Dividend Income	N/A		N/A		N/A	0.35	%	N/A		N/A
Large Cap Value	0.36	%	0.36	%	N/A	0.36	%	N/A		N/A
Investors	0.35	%	N/A		N/A	0.35	%	0.02	%	N/A
Large Cap Growth	0.20	%	0.20	%	N/A	0.20	%	N/A		N/A
Mid Cap	0.40	%	0.40	%	N/A	0.40	%	0.02	%	N/A
Small Cap	0.25	%	0.25	%	N/A	0.25	%	N/A		N/A
NorthRoad International	N/A		N/A		N/A	0.35	%	0.02	%	N/A
International Stock	0.30	%	0.30	%	N/A	0.30	%	N/A		N/A
Hansberger International Growth	N/A		N/A		N/A	0.40	%	N/A		0.25%
Target Retirement 2020	N/A		N/A		N/A	N/A		0.05	%	N/A
Target Retirement 2030	N/A		N/A		N/A	N/A		0.05	%	N/A
Target Retirement 2040	N/A		N/A		N/A	N/A		0.05	%	N/A
Target Retirement 2050	N/A		N/A		N/A	N/A		0.05	%	N/A

The direct expenses of the Funds’ Independent Trustees and independent auditors are paid out of this fee on behalf of the Funds.

The Investment Adviser may from time to time contractually or voluntarily agree to waive a portion of its fees or expenses related to the Funds. In that regard, the Investment Adviser waived a portion of service agreement fees on the Cash Reserves Fund Class A Shares and Class B Shares until at least February 28, 2016, for the purpose of maintaining a one-day yield of zero. The amount of the daily waiver is equal to the amount required to maintain a minimum daily distribution rate of zero. A portion of the Dividend Income and Investors Funds’ annual service fee, 0.05% and 0.15%, respectively, is being waived by the Investment Adviser until February 28, 2016. The waived amounts for the Cash Reserves, Dividend Income and Investors Funds are reflected as fees waived in the accompanying Statement of Operations. For the period ended April 30, 2015 the waivers were as follows:

Waived Fees or Expenses*
Fund	Class A	Class B	Class Y	Total Waivers	Percentage of Annual Service Fees Waived
Cash Reserves	$  6,605	$254	$     –	$ 6,859	–
Dividend Income	–	–	5,325	5,325	0.05%
Investors	92,298	–	–	92,298	0.15%

* The Investment Adviser does not have the right to recoup any of these waived fees.

Shareholder Servicing and Distribution (Rule 12b-1). Madison Funds has adopted, on behalf of certain funds and share classes, distribution and/or service plans pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the “1940 Act”). These plans permit the funds to pay for distribution of their shares and servicing of their shareholders out of fund assets; therefore, the cost of these plans is indirectly borne by all shareholders who own shares of the affected funds and share classes. These plans are described below.

Shareholder Servicing Fees (Class A, B and C shares). Service plans have been adopted pursuant to Rule 12b-1 under the 1940 Act for Class A, B and C shares of each of the funds, other than the Cash Reserves Fund. Under the terms of these plans, each fund pays MFD Distributor, LLC (“MFD”) a service fee equal to 0.25% of

the average daily net assets attributable to each class of shares of that fund. The service fee is used by MFD to offset costs of servicing shareholder accounts or to compensate other qualified broker/dealers who sell shares of the funds pursuant to agreements with MFD for their costs of servicing shareholder accounts. MFD may retain any portion of the service fee for which there is no broker/dealer of record as partial consideration for its services with respect to shareholder accounts.

Distribution Fees (Class B and C shares only). Distribution plans have been adopted pursuant to Rule 12b-1 under 1940 Act for Class B and C shares of each of the funds. Under the terms of each plan, each fund pays its principal distributor, MFD, a fee equal to 0.75% of the average daily net assets attributable to Class B and C shares of that fund. MFD may use this fee to cover its distribution-related expenses (including commissions paid to broker/dealers for selling Class B and C shares) or distribution-related expenses of dealers. This fee increases the cost of investment in the Class B and C shares of a fund and, over time, may cost more than paying the initial sales charge for Class A shares.

The Shareholder Servicing & Distribution Fees are computed daily and paid monthly, at an annualized percentage rate of the average daily value of the net assets of each Fund as follows:

	Shareholder Servicing Fee						Distribution Fee				Total Shareholder Servicing and Distribution Fees (Rule 12b-1)
Fund	Class A		Class B		Class C		Class B		Class C		Class A		Class B		Class C
Conservative Allocation	0.25	%	0.25	%	0.25	%	0.75	%	0.75	%	0.25	%	1.00	%	1.00	%
Moderate Allocation	0.25	%	0.25	%	0.25	%	0.75	%	0.75	%	0.25	%	1.00	%	1.00	%
Aggressive Allocation	0.25	%	0.25	%	0.25	%	0.75	%	0.75	%	0.25	%	1.00	%	1.00	%
Cash Reserves	0.25	%	0.25	%	N/A		N/A		N/A		0.25	%	0.25	%	N/A
Tax-Free Virginia	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
Tax-Free National	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
Government Bond	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
High Quality Bond	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
Core Bond	0.25	%	0.25	%	N/A		0.75	%	N/A		0.25	%	1.00	%	N/A
Corporate Bond	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
High Income	0.25	%	0.25	%	N/A		0.75	%	N/A		0.25	%	1.00	%	N/A
Diversified Income	0.25	%	0.25	%	0.25	%	0.75	%	0.75	%	0.25	%	1.00	%	1.00	%
Covered Call & Equity Income	0.25	%	N/A		0.25	%	N/A		0.75	%	0.25	%	N/A		1.00	%
Dividend Income	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
Large Cap Value	0.25	%	0.25	%	N/A		0.75	%	N/A		0.25	%	1.00	%	N/A
Investors	0.25	%	N/A		N/A		N/A		N/A		0.25	%	N/A		N/A
Large Cap Growth	0.25	%	0.25	%	N/A		0.75	%	N/A		0.25	%	1.00	%	N/A
Mid Cap	0.25	%	0.25	%	N/A		0.75	%	N/A		0.25	%	1.00	%	N/A
Small Cap	0.25	%	0.25	%	N/A		0.75	%	N/A		0.25	%	1.00	%	N/A
NorthRoad International	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
International Stock	0.25	%	0.25	%	N/A		0.75	%	N/A		0.25	%	1.00	%	N/A
Hansberger International
Growth	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
Target Retirement 2020	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
Target Retirement 2030	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
Target Retirement 2040	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A
Target Retirement 2050	N/A		N/A		N/A		N/A		N/A		N/A		N/A		N/A

MFD may from time to time voluntarily agree to waive a portion of its fees or expenses related to the Funds. In that regard, MFD waived a portion of 12b-1 fees on the Cash Reserves Fund Class B Shares for the purpose of maintaining a one day yield of zero. The amount of the daily waiver is equal to the amount required to maintain a minimum daily distribution rate of zero. For the period ended April 30, 2015, the waivers totaled $1,352 and are reflected as fees waived in the accompanying Statement of Operations. MFD does not have the right to recoup these waived fees.

Front-end sales charges and contingent deferred sales charges (“CDSC”) do not represent expenses of the Funds. Rather, they are deducted from the proceeds of sales of Fund shares prior to investment (Class A shares) or from redemption proceeds prior to remittance (Class A, B, and C shares), as applicable. MFD, in turn, uses a portion of these fees to pay third party selling brokers who sell Fund shares, as disclosed in the prospectus. The sales charges and CDSC collected from shareholders in this manner are presented in the “Amount Collected” section of the table below.

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Madison Funds | Notes to the Financial Statements (unaudited) - continued | April 30, 2015

The amounts retained by MFD (and not paid to selling brokers who sell Fund shares) are shown in the “Amount Retained” section. The amounts collected and retained for the period November 1, 2014 through April 30, 2015, were as follows:

 

	Amount Collected			Amount Retained
Fund	Class A	Class B	Class C	Class A	Class B	Class C
Conservative Allocation	$106,634	$11,122	$1,068	$13,410	$11,122	$1,068
Moderate Allocation	128,782	16,391	154	15,770	16,391	154
Aggressive Allocation	54,110	4,361	22	5,915	4,361	22
Cash Reserves	–	928	–	–	928	–
Core Bond	24,276	3,564	–	3,314	3,564	–
High Income	17,801	3,263	–	2,396	3,263	–
Diversified Income	267,326	8,015	2,389	38,640	8,015	2,389
Covered Call & Equity Income	103,358	–	1,667	14,537	–	1,667
Large Cap Value	44,482	1,392	–	5,570	1,392	–
Investors	11,197	–	–	1,596	–	–
Large Cap Growth	26,076	780	–	3,042	780	–
Mid Cap	24,387	697	–	2,834	697	–
Small Cap	2,586	135	–	155	135	–
International Stock	16,658	706	–	2,083	706	–

Other Expenses: In addition to the fees described above, the Trust is responsible for brokerage commissions and other expenses incurred in connection with the acquisition or disposition of investments, costs of borrowing money, overdrafts and any potential taxes owed and extraordinary expenses as approved by a majority of independent trustees.

Officers and Trustees: Certain officers and trustees of the Funds are also officers of the Investment Adviser. The Funds do not compensate their officers or affiliated trustees. Independent Trustees are compensated. Fees paid to the Trustees reduce the fees paid to the Investment Adviser pursuant to the Administrative Services Agreement as described above.

4. DIVIDENDS FROM NET INCOME AND DISTRIBUTIONS OF CAPITAL GAINS

With respect to dividends from net investment income, the Cash Reserves Fund declares dividends, if any, daily and reinvests monthly. The Tax-Free, Government Bond, Core Bond, Corporate Bond, High Income and Diversified Income Funds declare and reinvest dividends, if any, monthly. The Conservative Allocation, High Quality, Dividend Income and Covered Call & Equity Income Funds declare and reinvest dividends, if any, quarterly. The Moderate Allocation, Aggressive Allocation, Large Cap Value, Investors, Large Cap Growth, Mid Cap, Small Cap, NorthRoad International, International Stock, Hansberger International Growth and the Target Date Funds declare and reinvest dividends, if any, annually. The Funds distribute net realized gains from investment transactions, if any, to shareholders annually.

Income and capital gain distributions, if any, are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Taxable distributions from income and realized capital gains in the Funds differ from book amounts earned during the period due to differences in the timing of capital gains recognition, and due to the reclassification of certain gains or losses from capital to income. Dividends from net investment income are determined on a class level. Capital gains are determined on a fund level.

5. SECURITIES TRANSACTIONS

For the period ended April 30, 2015, aggregate cost of purchases and proceeds from sales of securities, other than short-term investment, were as follows:

		U.S. Government Securities				Other Investment Securities
Fund		Purchases		Sales		Purchases		Sales
Conservative Allocation	$	–	$	–	$	27,925,775	$	24,789,559
Moderate Allocation		–		–		60,467,466		56,765,591
Aggressive Allocation		–		–		23,404,243		20,418,734
Tax-Free Virginia		–		–		1,437,186		1,448,037
Tax-Free National		–		–		1,591,379		2,079,687
Government Bond		453,764		467,509		–		–
High Quality Bond		12,644,031		13,823,053		9,644,305		16,079,768
Core Bond		22,906,725		29,391,340		46,588,831		34,102,986
Corporate Bond		–		–		5,244,094		5,022,450
High Income		–		–		4,598,198		6,294,527
Diversified Income		5,156,220		6,574,798		12,988,505		8,931,097
Covered Call & Equity Income		–		–		24,402,215		22,903,425
Dividend Income		–		–		2,280,070		2,167,379
Large Cap Value		–		–		90,040,074		100,654,634
Investors		–		–		25,402,596		66,293,915
Large Cap Growth		–		–		18,414,482		21,353,191
Mid Cap		–		–		43,883,154		76,731,790
Small Cap		–		–		18,521,439		4,643,020
NorthRoad International		–		–		8,248,877		8,951,478
International Stock		–		–		12,759,321		8,415,520
Hansberger International Growth		–		–		27,508,085		130,254,390
Madison Target Retirement 2020		–		–		71,553,534		73,450,788
Madison Target Retirement 2030		–		–		64,516,535		65,502,178
Madison Target Retirement 2040		–		–		48,219,777		51,194,525
Madison Target Retirement 2050		–		–		24,160,754		23,891,565

6. COVERED CALL AND PUT OPTIONS

An option on a security is a contract that gives the holder of the option, in return for a premium, the right to buy from (in the case of a call) or sell to (in the case of a put) the writer of the option the security underlying the option at a specified exercise or “strike” price. The writer of an option on a security has an obligation upon exercise of the option to deliver the underlying security upon payment of the exercise price (in the case of a call) or pay the exercise price upon delivery of the underlying security (in the case of a put).

The Covered Call & Equity Income Fund will pursue its primary objective by employing an option strategy of writing (selling) covered call options on common stocks. The number of call options the Fund can write (sell) is limited by the amount of equity securities the Fund holds in its portfolio. The Fund will not write (sell) “naked” or uncovered call options. The Fund seeks to produce a high level of current income and gains generated from option writing premiums and, to a lesser extent, from dividends. Covered call writing also helps to reduce volatility (and risk profile) of the Fund by providing protection from declining stock prices.

When an option is written, the premium received is recorded as an asset with an equal liability and is subsequently marked to market to reflect the current market value of the option written. These liabilities are reflected as options written in the Statement of Assets and Liabilities. Premiums received from writing options which expire unexercised are recorded on the expiration date as a realized gain. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchase transactions, as a realized loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss.

Transactions in option contracts in the Covered Call & Equity Income Fund during the period ended April 30, 2015, were as follows:

	Number of Contracts		Premiums Received
Options outstanding, beginning of period	5,643		$1,197,123
Options written during the period	11,647		2,733,092
Options closed during the period	(4,379	)	(981,962	)
Options exercised during the period	(3,132	)	(742,266	)
Options expired during the period	(4,639	)	(965,160	)
Options outstanding, end of period	5,140		$1,240,827

7. FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS

Effective May 1, 2015, the Core Bond Fund may purchase and sell futures contracts and purchase and write options on futures contracts on a limited basis. The Fund may purchase and sell futures contracts based on various securities (such as U.S. Government securities), securities indices, foreign currencies and other financial

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Madison Funds | Notes to the Financial Statements (unaudited) - continued | April 30, 2015

instruments and indices. The Fund will engage in futures or related options transactions on a limited basis only for bona fide hedging purposes or for purposes of seeking to increase total returns to the extent permitted by regulations of the Commodity Futures Trading Commission.

Futures Contracts. A futures contract may generally be described as an agreement between two parties to buy and sell particular financial instruments for an agreed price during a designated month (or to deliver the final cash settlement price, in the case of a contract relating to an index or otherwise not calling for physical delivery at the end of trading in the contract).

Options on Futures Contracts. The acquisition of put and call options on futures contracts will give the fund the right (but not the obligation) for a specified price, to sell or to purchase, respectively, the underlying futures contract at any time during the option period. As the purchaser of an option on a futures contract, the Fund obtains the benefit of the futures position if prices move in a favorable direction but limits its risk of loss in the event of an unfavorable price movement to the loss of the premium and transaction costs.

The writing of a call option on a futures contract generates a premium which may partially offset a decline in the value of the Fund’s assets. By writing a call option, the Fund becomes obligated, in exchange for the premium, to sell a futures contract which may have a value higher than the exercise price. Conversely, the writing of a put option on a futures contract generates a premium, which may partially offset an increase in the price of securities that the Fund intends to purchase. However, the Fund becomes obligated to purchase a futures contract, which may have a value lower than the exercise price. Thus, the loss incurred by the Fund in writing options on futures is potentially unlimited and may exceed the amount of the premium received.

8. FOREIGN SECURITIES

Each Fund, other than the Tax-Free Funds, may invest in foreign securities; however, the Cash Reserves Fund is limited to U.S. dollar-denominated foreign money market securities. Foreign securities are defined as securities that are: (i) issued by companies organized outside the U.S. or whose principal operations are outside the U.S., or issued by foreign governments or their agencies or instrumentalities (“foreign issuers”); (ii) principally traded outside of the U.S.; and (iii) quoted or denominated in a foreign currency (“non-dollar securities”). Foreign securities include ADRs, European Depositary Receipts (“EDRs”), GDRs, Swedish Depositary Receipts (“SDRs”) and foreign money market securities.

Certain of the Funds have reclaim receivable balances, in which the Funds are due a reclaim on the taxes that have been paid to some foreign jurisdictions. The values of all reclaims are not significant for any of the Funds and are reflected in Other Assets on the Statement of Assets and Liabilities. These receivables are reviewed to ensure the current receivable balance is reflective of the amount deemed to be collectible.

9. SECURITIES LENDING

The Core Bond, High Income, Diversified Income, Large Cap Value, Large Cap Growth, Mid Cap and International Stock Funds have entered into a Securities Lending Agreement (the “Agreement”) with State Street Bank and Trust Company (“State Street”). Under the terms of the Agreement, the Funds may lend portfolio securities to qualified borrowers in order to earn additional income. The Agreement requires that loans are collateralized at all times by cash or other liquid assets at least equal to 102% of the value of the securities, which is determined on a daily basis. Amounts earned as interest on investments of cash collateral, net of rebates and fees, if any, are included in the Statement of Operations. The primary risk associated with securities lending is if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Funds could experience delays and costs in recovering securities loaned or in gaining access to the collateral.

The Funds did not engage in any securities lending activity during the period ended April 30, 2015.

10. FEDERAL AND FOREIGN INCOME TAX INFORMATION

It is each Fund’s policy to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986 applicable to regulated investment companies and to distribute all its taxable income to its shareholders and any net realized capital gains at least annually. Accordingly, no provisions for federal income taxes are recorded in the accompanying statements.

The Funds have not recorded any liabilities for material unrecognized tax benefits as of April 30, 2015. It is each Fund’s policy to recognize accrued interest and penalties related to uncertain tax benefits in income taxes, as appropriate. Tax years that remain open to examination by major tax jurisdictions include tax years ended 2011 through 2014. The prior years of 2011 through 2013 represent the legacy MEMBERS Mutual Funds and the legacy Madison Mosaic Funds. Effective as of the market close of April 19, 2013, the Mosaic Funds reorganized into the Madison Funds (formerly known as the MEMBERS Mutual Funds).

For federal income tax purposes, the Funds listed below have capital loss carryovers as of October 31, 2014, which are available to offset future capital gains, if any, realized through the fiscal year listed:

								No Expiration Date
Fund		2016		2017		2018		Short Term	Long Term
Cash Reserves	$	–	$	16	$	5	$	1	$	–
Diversified Income		–		464,665		–		–		–
Mid Cap		2,489,386		–		–		–		–
Small Cap		1,351,789		–		–		–		–
International Stock		–		–		1,106,894		–		–
Hansberger International
Growth		–		49,306,213		–		–		–

The capital loss carryovers for the Mid Cap Fund, Small Cap Fund, and Hansberger International are subject to certain limitations upon availability, to offset future gains, pursuant to Section 382 of the Internal Revenue Code.

At April 30, 2015, the aggregate gross unrealized appreciation (depreciation) and net unrealized appreciation (depreciation) for all securities, excluding options, as computed on a federal income tax basis for each Fund were as follows:

Fund		Appreciation		Depreciation			Net
Conservative Allocation	$	2,862,794	$	(142,053	)	$	2,720,741
Moderate Allocation		10,362,576		(97,534	)		10,265,042
Aggressive Allocation		5,948,843		(43,190	)		5,905,653
Cash Reserves		-		-			-
Tax-Free Virginia		825,611		(74,981	)		750,630
Tax-Free National		1,336,766		(21,450	)		1,315,316
Government Bond		56,808		(27	)		56,781
High Quality Bond		1,347,314		(37,730	)		1,309,584
Core Bond		7,770,887		(964,171	)		6,806,716
Corporate Bond		801,933		(49,022	)		752,911
High Income		759,372		(531,183	)		228,189
Diversified Income		22,825,987		(1,024,221	)		21,801,766
Covered Call & Equity Income		2,419,445		(1,806,148	)		613,297
Dividend Income		4,220,490		(94,435	)		4,126,055
Large Cap Value		30,561,498		(1,670,327	)		28,891,171
Investors		22,799,733		(1,452,343	)		21,347,390
Large Cap Growth		48,743,809		(878,969	)		47,864,840
Mid Cap		79,440,987		(1,255,267	)		78,185,720
Small Cap		13,681,218		(1,358,313	)		12,322,905
NorthRoad International		4,524,339		(1,888,195	)		2,636,144
International Stock		7,604,080		(560,097	)		7,043,983
Hansberger International Growth		9,321,615		(406,339	)		8,915,276
Madison Target Retirement 2020		4,637,110		(6,590	)		4,630,520
Madison Target Retirement 2030		9,801,182		(11,433	)		9,789,749
Madison Target Retirement 2040		8,035,690		(18,082	)		8,017,608
Madison Target Retirement 2050		2,507,997		(4,156	)		2,503,841

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Madison Funds | Notes to the Financial Statements (unaudited) - continued | April 30, 2015

The differences between cost amounts for book purposes and tax purposes are primarily due to the tax deferral of wash sales.

11. CONCENTRATION OF RISK

Investing in certain financial instruments, including forward foreign currency contracts, involves certain risks. Risks associated with these instruments include potential for an illiquid secondary market for the instruments or inability of counterparties to perform under the terms of the contracts, changes in the value of foreign currency relative to the U.S. dollar and volatility resulting from an imperfect correlation between the movements in the prices of the instruments and the prices of the underlying securities and interest rates being hedged. The International Stock Fund may enter into these contracts primarily to protect the Fund from adverse currency movements.

Investing in foreign securities involves certain risks not necessarily found in U.S. markets. These include risks associated with adverse changes in economic, political, regulatory and other conditions, changes in currency exchange rates, exchange control regulations, expropriation of assets or nationalization, imposition of withholding taxes on dividend or interest payments or capital gains, and possible difficulty in obtaining and enforcing judgments against foreign entities. Further, issuers of foreign securities are subject to different, and often less comprehensive, accounting, reporting and disclosure requirements than domestic issuers.

The Funds may be subject to interest rate policy risk, which are the risks associated with the Federal Reserve System’s program to stabilize the economy (the “quantitative easing program”) in the wake of the financial crisis that began in 2007. As a result of the quantitative easing program, the United States is experiencing historically low interest rate levels. A low interest rate environment can pose risks to a Fund, because low yields on the Fund’s portfolio holdings may have an adverse impact on the Fund’s ability to provide a positive yield to its shareholders and pay expenses out of Fund assets. However, continued economic recovery and the cessation of the quantitative easing program increase the risk that interest rates will rise in the near future and that the Funds will face a heightened level of interest rate risk. Federal Reserve policy changes may expose fixed-income and related markets to heightened volatility and may reduce liquidity for certain Fund investments, which could cause the value of a Fund’s investments and share price to decline. Effective May 1, 2015, the Core Bond may invest in derivatives tied to fixed-income markets and may be more substantially exposed to these risks than a fund that does not invest in derivatives.

The Cash Reserves Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation (“FDIC”) or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. Additionally, while the Fund has maintained a constant share price since inception, and will continue to try to do so, neither the Investment Adviser nor its affiliates are required to make a capital infusion, enter into a capital support agreement or take other actions to prevent the Fund’s share price from falling below $1.00.

The Tax-Free Funds invest in municipal securities. Municipal securities generally are subject to possible default, bankruptcy or insolvency of the issuer. Principal and interest repayment may be affected by federal, state and local legislation, referendums, judicial decisions and executive acts. The tax-exempt status of municipal securities may be affected by future changes in the tax laws, litigation involving the tax status of the securities and errors and omissions by issuers and their counsel. Madison will not attempt to make an independent determination of the present or future tax-exempt status of municipal securities acquired for the Funds. While most municipal securities have a readily available market, a variety of factors, including the scarcity of issues and the fact that tax-free investments are inappropriate for significant numbers of investors, limit the depth of the market for these securities. Accordingly, it may be more difficult for the Funds to sell large blocks of municipal securities advantageously than would be the case with comparable taxable securities.

Effective May 1, 2015, the Core Bond Fund may invest in futures contracts or options on futures contracts. Investing in futures contracts and options on futures entail certain other risks: unanticipated changes in interest rates, securities prices or currency exchange rates may result in a poorer overall performance for the Fund than if it had not entered into any futures contracts or options transactions. In the event of an imperfect correlation between a futures position and portfolio position which is intended to be protected, the desired protection may not be obtained and the Fund may be exposed to risk of loss. Perfect correlation between the fund’s futures positions and portfolio positions may be difficult to achieve.

The High Income Fund invests in securities offering high current income which generally will include bonds in the below investment grade categories of recognized rating agencies (so-called “junk bonds”). These securities generally involve more credit risk than securities in the higher rating categories. In addition, the trading market for high yield securities may be relatively less liquid than the market for higher-rated securities. The Fund generally invests at least 80% of its net assets in high yield securities.

The Covered Call & Equity Income Fund invests in options on securities. As the writer of a covered call option, the Fund forgoes, during the option’s life, the opportunity to profit from increases in the market value of the security covering the call option above the sum of the premium and the strike price of the call but has retained the risk of loss should the price of the underlying security decline. A writer of a put option is exposed to the risk of loss if fair value of the underlying securities declines, but profits only to the extent of the premium received if the underlying security increases in value. The writer of an option has no control over the time when it may be required to fulfill its obligation as writer of the option. Once an option writer has received an exercise notice, it cannot effect a closing purchase transaction in order to terminate its obligation under the option and must deliver the underlying security at the exercise price.

The Allocation and Target Date Funds are fund of funds, meaning that each invests primarily in Underlying Funds, including ETFs. Thus, each Fund’s investment performance and its ability to achieve its investment goal are directly related to the performance of the Underlying Funds in which it invests; and the Underlying Fund’s performance, in turn, depends on the particular securities in which that Underlying Fund invests and the expenses of that Fund. Accordingly, the Allocation Funds are subject to the risks of the Underlying Funds in direct proportion to the allocation of their respective assets among the Underlying Funds.

Additionally, the Allocation and Target Date Funds are subject to asset allocation risk and manager risk. Manager risk (i.e., fund selection risk) is the risk that the Underlying Fund(s) selected to fulfill a particular asset class underperforms their peers. Asset allocation risk is the risk that the allocation of the Fund’s assets among the various asset classes and market segments will cause the Fund to underperform other funds with a similar investment objective.

All of the Funds are also subject to cybersecurity risk, which include the risks associated with computer systems, networks and devices to carry out routine business operations. These systems, networks and devices employ a variety of protections that are designed to prevent cyberattacks. Despite the various cyber protections utilized by the funds, the Investment Adviser, the funds’ Subadvisers, and other service providers, their systems, networks, or devices could potentially be breached. The funds, their shareholders, and the Investment Adviser could be negatively impacted as a result of a cybersecurity breach. The funds cannot control the cybersecurity plans and systems put in place by service providers or any other third parties whose operations may affect the funds.

In addition to the other risks described above in the prospectus, you should understand what we refer to as “unknown market risks.” While investments in

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Madison Funds | Notes to the Financial Statements (unaudited) - concluded | April 30, 2015

securities have been keystones in wealth building and management, at times these investments have produced surprises. Those who enjoyed growth and income of their investments generally were rewarded for the risks they took by investing in the markets. Although the Investment Adviser seeks to appropriately address and manage the risks identified and disclosed to you in connection with the management of the securities in the Funds, you should understand that the very nature of the securities markets includes the possibility that there may be additional risks of which we are not aware. We certainly seek to identify all applicable risks and then appropriately address them, take appropriate action to reasonably manage them and, of course, to make you aware of them so you can determine if they exceed your risk tolerance. Nevertheless, the often volatile nature of the securities markets and the global economy in which we work suggests that the risk of the unknown is something to consider in connection with an investment in securities. Unforeseen events could under certain circumstances produce a material loss of the value of some or all of the securities we manage for you in the Funds.

12. CAPITAL SHARES AND AFFILIATED OWNERSHIP

The Allocation Funds invest in Underlying Funds, certain of which may be deemed to be under common control because of the same or affiliated investment adviser and membership in a common family of investment companies (the “Affiliated Underlying Funds”). A summary of the transactions with each Affiliated Underlying Fund during the period ended April 30, 2015 follows:

Fund/Underlying Fund	Balance of Shares Held at 10/31/2014	Gross Additions	Gross Sales		Balance of Shares Held at 4/30/2015	Value at 4/30/2015	Realized Gain (Loss)		Distributions Received1
Conservative Allocation
Madison Core Bond Fund Class Y	1,447,996	151,365	(17,040	)	1,582,321	$16,139,669	$           (93	)	$   334,002
Madison Corporate Bond Fund Class Y	446,801	–	–		446,801	5,178,419	–		79,219
Madison High Quality Bond Fund Class Y	167,473	–	(167,473	)	–	–	51,237		–
Madison Investors Fund Class Y	30,494	3,417	(33,911	)	–	–	17,535		72,103
Madison Large Cap Growth Fund Class Y	205,969	16,393	(16,885	)	205,477	4,734,201	60,274		368,517
Madison Large Cap Value Fund Class Y	254,379	38,870	(23,425	)	269,824	4,522,254	122,551		666,239
Madison NorthRoad International Fund Class Y	98,687	39,471	(17,361	)	120,797	1,385,536	(20,313	)	54,122
Totals						$31,960,079	$   231,191		$1,574,202
Moderate Allocation
Madison Core Bond Fund Class Y	2,036,565	114,564	(41,504	)	2,109,625	21,518,171	(2,506	)	451,857
Madison High Quality Bond Fund Class Y	209,235	–	(209,235	)	–	–	50,538		–
Madison Investors Fund Class Y	183,738	28,059	(187,536	)	24,261	508,747	217,448		592,031
Madison Large Cap Growth Fund Class Y	708,200	84,395	(29,820	)	762,775	17,574,346	56,575		1,363,798
Madison Large Cap Value Fund Class Y	918,441	221,139	(59,967	)	1,079,613	18,094,313	217,127		2,476,465
Madison Mid Cap Fund Class Y	154,715	–	(154,715	)	–	–	648,527		–
Madison NorthRoad International Fund Class Y	334,586	76,929	(43,012	)	368,503	4,226,733	23,029		222,663
Totals						$61,922,310	$1,210,738		$5,106,814
Aggressive Allocation
Madison Core Bond Fund Class Y	409,381	58,442	–		467,823	4,771,795	–		94,975
Madison Investors Fund Class Y	99,732	14,211	(91,099	)	22,844	479,041	202,388		299,856
Madison Large Cap Growth Fund Class Y	376,302	55,882	(32,720	)	399,464	9,203,652	86,914		694,624
Madison Large Cap Value Fund Class Y	464,517	123,598	(20,669	)	567,446	9,510,397	50,586		1,280,380
Madison Mid Cap Fund Class Y	126,198	–	(126,198	)	–	–	584,464		–
Madison NorthRoad International Fund Class Y	161,237	48,552	(13,449	)	196,340	2,252,021	1,455		107,302
Totals						$26,216,906	$   925,807		$2,477,137
1Distributions received includes distributions from net investment income and from capital gains from the Affiliated Underlying Funds.

13. SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were available for issue. No other events have taken place that meet the definition of subsequent event that require adjustment to, or disclosure in, the financial statements.

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Other Information (unaudited)

FUND EXPENSES PAID BY SHAREHOLDERS

As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, and redemption fees; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. The examples below are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples below are based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period ended April 30, 2015. Expenses paid during the period in the tables below are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half fiscal year period).

Actual Expenses

The table below provides information about actual account values using actual expenses and actual returns for the funds. You may use the information in this table, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, and $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table for the fund you own under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

	CLASS A					CLASS B
Fund		Beginning Account Value	Ending Account Value	Annual Expense Ratio	Expenses Paid During Period	Ending Account Value	Annual Expense Ratio		Expenses Paid During Period
Conservative Allocation*		$1,000	$1,028.50	0.70%	$3.52	$1,024.80	1.45%		$7.28
Moderate Allocation*		1,000	1,035.30	0.70%	3.53	1,031.70	1.45%		7.30
Aggressive Allocation*		1,000	1,041.40	0.70%	3.54	1,037.70	1.45%		7.33
Cash Reserves		1,000	1,000.00	0.08%	0.40	1,000.00	0.08%		0.40
Core Bond		1,000	1,016.70	0.90%	4.50	1,012.90	1.65%		8.23
High Income		1,000	1,014.50	1.00%	4.99	1,010.30	1.75%		8.72
Diversified Income		1,000	1,014.90	1.10%	5.50	1,011.20	1.85%		9.23
Covered Call & Equity Income		1,000	1,023.60	1.25%	6.27	N/A	N/A		N/A
Large Cap Value		1,000	1,018.80	1.16%	5.81	1,014.60	1.91%		9.54
Investors		1,000	1,030.10	1.17%	5.89	N/A	N/A		N/A
Large Cap Growth		1,000	1,054.60	1.20%	6.11	1,050.60	1.95%		9.91
Mid Cap		1,000	1,059.30	1.40%	7.15	1,054.80	2.15%		10.95
Small Cap		1,000	1,048.70	1.50%	7.62	1,044.80	2.25%		11.41
International Stock		1,000	1,060.30	1.60%	8.17	1,056.60	2.35%		11.98
	CLASS C
Fund		Beginning Account Value		Ending Account Value		Annual Expense Ratio		Expenses Paid During Period
Conservative Allocation*		$1,000		$1,023.90		1.45%			$7.28
Moderate Allocation*		1,000		1,031.60		1.45%			7.30
Aggressive Allocation*		1,000		1,037.70		1.45%			7.33
Diversified Income		1,000		1,011.20		1.85%			9.23
Covered Call & Equity Income		1,000		1,020.90		2.00%			10.02
	CLASS Y
Fund		Beginning Account Value		Ending Account Value		Annual Expense Ratio		Expenses Paid During Period
Tax-Free Virginia		$1,000		$1,010.50		0.85%			$4.24
Tax-Free National		1,000		1,011.20		0.85%			4.24
Government Bond		1,000		1,006.40		0.55%			2.74
High Quality Bond		1,000		1,008.70		0.49%			2.44
Core Bond		1,000		1,018.10		0.65%			3.25
Corporate Bond		1,000		1,022.30		0.65%			3.26
High Income		1,000		1,016.60		0.75%			3.75
Covered Call & Equity Income		1,000		1,026.40		1.00%			5.02
Dividend Income		1,000		1,015.70		0.95%			4.75
Large Cap Value		1,000		1,019.80		0.91%			4.56
Investors		1,000		1,031.50		0.92%			4.63
Large Cap Growth		1,000		1,055.50		0.95%			4.84
Mid Cap		1,000		1,060.10		1.15%			5.87
Small Cap		1,000		1,049.90		1.25%			6.35
NorthRoad International		1,000		1,056.60		1.15%			5.86
International Stock		1,000		1,061.40		1.35%			6.90
Hansberger International Growth		1,000		1,093.20		1.16%			6.02

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Madison Funds | Other Information (unaudited) - continued | April 30, 2015

					CLASS R6
Fund	Beginning Account Value		Ending Account Value			Annual Expense Ratio	Expenses Paid During Period
Core Bond		$1,000		$1,018.10		0.52%		$2.60
Covered Call & Equity Income		1,000		1,026.30		0.87%		4.37
Investors		1,000		1,032.40		0.72%		3.63
Mid Cap		1,000		1,063.10		0.77%		3.94
NorthRoad International		1,000		1,059.00		0.82%		4.19
Target Retirement 2020*		1,000		1,034.20		0.30%		1.51
Target Retirement 2030*		1,000		1,042.10		0.30%		1.52
Target Retirement 2040*		1,000		1,045.20		0.30%		1.52
Target Retirement 2050*		1,000		1,047.30		0.30%		1.52
					CLASS I
Fund	Beginning Account Value		Ending Account Value			Annual Expense Ratio	Expenses Paid During Period
Hansberger International Growth		$1,000		$1,094.00		1.01%		$5.24
* The annual expense ratio does not include the expenses of the underlying funds.

Hypothetical Example for Comparison Purposes

The table below provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratios and an assumed rate of return of 5% per year before expenses, which are not the Funds’ actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare the 5% hypothetical example of the funds you own with the 5% hypothetical examples that appear in the shareholder reports of other similar funds.

					CLASS A								CLASS B
	Beginning		Ending				Annual	Expenses Paid			Ending		Annual	Expenses Paid
Fund	Account Value		Account Value				Expense Ratio	During Period			Account Value		Expense Ratio	During Period
Conservative Allocation*		$1,000		$1,021.32			0.70%		$3.51		$1,017.60		1.45%	$7.25
Moderate Allocation*		1,000		1,021.32			0.70%		3.51		1,017.60		1.45%	7.25
Aggressive Allocation*		1,000		1,021.32			0.70%		3.51		1,017.60		1.45%	7.25
Cash Reserves		1,000		1,024.40			0.08%		0.40		1,024.40		0.08%	0.40
Core Bond		1,000		1,020.33			0.90%		4.51		1,016.61		1.65%	8.25
High Income		1,000		1,019.84			1.00%		5.01		1,016.12		1.75%	8.75
Diversified Income		1,000		1,019.34			1.10%		5.51		1,015.62		1.85%	9.25
Covered Call & Equity Income		1,000		1,018.60			1.25%		6.26		N/A		N/A	N/A
Large Cap Value		1,000		1,019.04			1.16%		5.81		1,015.32		1.91%	9.54
Investors		1,000		1,018.99			1.17%		5.86		N/A		N/A	N/A
Large Cap Growth		1,000		1,018.84			1.20%		6.01		1,015.12		1.95%	9.74
Mid Cap		1,000		1,017.85			1.40%		7.00		1,014.13		2.15%	10.74
Small Cap		1,000		1,017.36			1.50%		7.50		1,013.64		2.25%	11.23
International Stock		1,000		1,016.86			1.60%		8.00		1,013.14		2.35%	11.73
									CLASS C
Fund		Beginning Account Value				Ending Account Value				Annual Expense Ratio			Expenses Paid During Period
Conservative Allocation*		$1,000					$1,017.60			1.45%			$7.25
Moderate Allocation*		1,000					1,017.60			1.45%		%	7.25
Aggressive Allocation*		1,000					1,017.60			1.45%		%	7.25
Diversified Income		1,000					1,015.62			1.85%		%	9.25
Covered Call & Equity Income		1,000					1,014.88			2.00%		%	9.99

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	CLASS Y
Fund	Beginning Account Value	Ending Account Value	Annual Expense Ratio	Expenses Paid During Period
Tax-Free Virginia	$1,000	$1,020.58	0.85%	$4.26
Tax-Free National	1,000	1,020.58	0.85%	4.26
Government Bond	1,000	1,022.07	0.55%	2.76
High Quality Bond	1,000	1,022.36	0.49%	2.46
Core Bond	1,000	1,021.57	0.65%	3.26
Corporate Bond	1,000	1,021.57	0.65%	3.26
High Income	1,000	1,021.08	0.75%	3.76
Covered Call & Equity Income	1,000	1,019.84	1.00%	5.01
Dividend Income	1,000	1,020.08	0.95%	4.76
Large Cap Value	1,000	1,020.28	0.91%	4.56
Investors	1,000	1,020.23	0.92%	4.61
Large Cap Growth	1,000	1,020.08	0.95%	4.76
Mid Cap	1,000	1,019.09	1.15%	5.76
Small Cap	1,000	1,018.60	1.25%	6.26
NorthRoad International	1,000	1,019.09	1.15%	5.76
International Stock	1,000	1,018.10	1.35%	6.76
Hansberger International Growth		1,019.04	1.16%	5.81
	CLASS R6
Fund	Beginning Account Value	Ending Account Value	Annual Expense Ratio	Expenses Paid During Period
Core Bond	$1,000	$1,022.22	0.52%	$2.61
Covered Call & Equity Income	1,000	1,020.48	0.87%	4.36
Investors	1,000	1,021.22	0.72%	3.61
Mid Cap	1,000	1,020.98	0.77%	3.86
NorthRoad International	1,000	1,020.73	0.82%	4.11
Target Retirement 2020*	1,000	1,023.31	0.30%	1.51
Target Retirement 2030*	1,000	1,023.31	0.30%	1.51
Target Retirement 2040*	1,000	1,023.31	0.30%	1.51
Target Retirement 2050*	1,000	1,023.31	0.30%	1.51
	CLASS I
Fund	Beginning Account Value	Ending Account Value	Annual Expense Ratio	Expenses Paid During Period
Hansberger International Growth	$1,000	$1,019.79	1.01%	$5.06
*The annual expense ratio does not include the expenses of the underlying funds.

Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or redemption fees. The information provided in the hypothetical example table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

AVAILABILITY OF QUARTERLY PORTFOLIO SCHEDULES

The funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available to shareholders at no cost by calling 1-800-877-6089 or on the SEC’s website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. More information on the operation of the Public Reference Room may be obtained by calling 1-202-551-8090.

PROXY VOTING POLICIES, PROCEDURES AND RECORDS

A description of the policies and procedures used by the Funds to vote proxies related to portfolio securities is available to shareholders at no cost on the Funds’ website at www.membersfunds.com or by calling 1-800-877-6089. The proxy voting records for the Funds for the most recent twelve-month period ended June 30 are available to shareholders at no cost on the SEC’s website at www.sec.gov.

FORWARD-LOOKING STATEMENT DISCLOSURE

One of our most important responsibilities as investment company managers is to communicate with shareholders in an open and direct manner. Some of our comments in our letters to shareholders are based on current management expectations and are considered “forward-looking statements” and inherently subject to, among other things, risks, uncertainties and assumptions about the Funds and economic factors. Actual future results, however, could differ materially from our expectations. You can identify forward-looking statements by words such as “estimate,” “may,” “will,” “expect,” “believe,” “plan” and other similar terms. We cannot promise future returns. Our opinions are a reflection of our best judgment at the time this report is compiled, and we disclaim any obligation to update or alter forward-looking statements as a result of new information, future events, or otherwise.

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FACTS WHAT DOES MADISON FUNDS^®
DO WITH YOUR PERSONAL INFORMATION?

Why?   Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your  personal information. Please read this notice carefully to understand what we do.

What? The types of personal information we collect and share depend on the product or service you have with us. This
information can include:

      •     Social Security number and transaction history
      •     Account balances and checking account information
      •     Purchase history and wire transfer instructions

When you are no longer our customer, we continue to share your information as described in this notice.

How?   All financial companies need to share investors' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their investors' personal information; the reasons Madison Funds chooses to share; and whether you can limit this sharing.

Reason we can share your personal information	Does Madison  Funds share?	Can you limit this sharing?
For our everyday business purposes— such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes— to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our affiliates' everyday business purposes— information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes— information about your creditworthiness	No	We don't share
For nonaffiliates to market to you	No	We don't share

Questions? Call 1-800-877-6089 or go to www.madisonfunds.com.

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Madison Funds | April 30, 2015

Page 2

Who we are

Who is proving this notice? Madison Funds
Post Office Box 8390
Boston, MA 02266-8390

What we do

How does Madison Funds protect my personal information?	To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does Madison Funds collect my personal information?	We collect your personal information, for example, when you       •     Open an account or provide account information       •      Direct us to buy securities or make deposits or withdrawals from your account       •      Give us your contact information We also collect your personal information from other companies.
Why can’t I limit all sharing?	Federal law gives you the right to limit only       •      sharing for affiliates’ everyday business purposes—information about your creditworthiness       •      affiliates from using your information to market to you       •      sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.

Definitions

Affiliates	Companies related by common ownership or control. They can be financial and nonfinancial companies.       •     Our affiliates include companies with a common “Madison” name; financial companies such as             Madison Investment Advisors and MFD Distributor, LLC, and subadvisers, NorthRoad Capital             Mgmt LLC and Hansberger Global Investors, L.P.
Nonaffiliates	Companies not related by common ownership or control. They can be financial and nonfinancial companies.       •      Madison Funds does not share with nonaffiliates so they can market to you.
Joint marketing	A formal agreement between nonaffiliated financial companies that together market financial products or services to you.       •      Madison Funds does not jointly market.

Other important information

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	Presorted Standard    U.S. POSTAGE PAID Louisville, KY Permit No. 1051
Madison Funds Post Office Box 8390 Boston, MA 02266-8390 1 (800) 877-6089 www.madisonfunds.com SEC File Number: 811-08261

4460-P1060
Rev: 0415

Item 2. Code of Ethics.

Not applicable to Semi-Annual Report.

Item 3. Audit Committee Financial Expert.

Not applicable to Semi-Annual Report.

Item 4. Principal Accountant Fees and Services.

Not applicable to Semi-Annual Report.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Schedule of Investments

Schedule included as part of the report to shareholders filed under Item 1 of this Form.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

The Trust does not normally hold shareholder meetings. There have been no changes to the Trust’s procedures during the period covered by this report.

Item 11. Controls and Procedures.

(a) The Trust’s principal executive officer and principal financial officer determined that the Trust’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) are effective, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 within 90 days of the date of this report. There were no significant changes in the Trust’s internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation. The officers identified no significant deficiencies or material weaknesses.

(b) There were no changes in the Trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting.

Item 12. Exhibits.

(a)(1) Not applicable to semi-annual report.

(a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Act.

(b) Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Act.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Madison Funds

By: /s/ Lisa R. Lange

Lisa R. Lange, Chief Legal Officer and Chief Compliance Officer

Date: July 2, 2015

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By: /s/ Katherine L Frank

Katherine L. Frank, Principal Executive Officer

Date: July 2, 2015

By: /s/ Greg Hoppe

Greg Hoppe, Principal Financial Officer

Date: July 2, 2015