Ultra Series Fund NCSRS Certified semi-annual shareholder report (management investment company)

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-4815

Ultra Series Fund

(Exact name of registrant as specified in charter)

550 Science Drive, Madison, WI 53711

(Address of principal executive offices) (Zip code)

Steven J. Fredricks

Madison Legal and Compliance Department

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: December 31

Date of reporting period: June 30, 2024

Form N-CSR 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-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR 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 20549-1090. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

SEC 2569 (07/23)

Item 1. Reports to Shareholders

The Reports to Shareholders are attached herewith.

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Conservative Allocation Fund Class I

Conservative Allocation Fund

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Conservative Allocation Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$17				0.33%

Key Fund Statistics
Total Net Assets							$50,612,872
# of Portfolio Holdings							17
Portfolio Turnover Rate							28%
Total Advisory Fees Paid							$128,486

What does the Fund invest in?

The Fund invests primarily in shares of other registered investment companies. The Fund's total net assets will be allocated among various asset classes and underlying funds with target allocations over time of approximately 35% equity investments and 65% fixed income investments.

Top Ten Holdings (% of Net Assets)
Madison Core Bond Fund, Class R6	36.3	%
Schwab Intermediate-Term U.S. Treasury ETF	12.5	%
Madison Investors Fund, Class R6	10.2	%
iShares Aaa - A Rated Corporate Bond ETF	7.2	%
Janus Henderson Mortgage-Backed Securities ETF	5.7	%
Invesco S&P 500 Quality ETF	5.4	%
iShares Treasury Floating Rate Bond ETF	3.3	%
Schwab U.S. TIPS ETF	3.1	%
Vanguard Information Technology ETF	2.9	%
Vanguard FTSE Europe ETF	2.2	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	51.8	%
Investment Companies	46.4	%
Short-Term Investments	6.2	%
Other Assets and Liabilities, Net	(4.4	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Conservative Allocation Fund Class I

Allocation Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Conservative Allocation Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Conservative Allocation Fund Class II for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$29				0.58%

Key Fund Statistics
Total Net Assets							$50,612,872
# of Portfolio Holdings							17
Portfolio Turnover Rate							28%
Total Advisory Fees Paid							$128,486

What does the Fund invest in?

Top Ten Holdings (% of Net Assets)
Madison Core Bond Fund, Class R6	36.3	%
Schwab Intermediate-Term U.S. Treasury ETF	12.5	%
Madison Investors Fund, Class R6	10.2	%
iShares Aaa - A Rated Corporate Bond ETF	7.2	%
Janus Henderson Mortgage-Backed Securities ETF	5.7	%
Invesco S&P 500 Quality ETF	5.4	%
iShares Treasury Floating Rate Bond ETF	3.3	%
Schwab U.S. TIPS ETF	3.1	%
Vanguard Information Technology ETF	2.9	%
Vanguard FTSE Europe ETF	2.2	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	51.8	%
Investment Companies	46.4	%
Short-Term Investments	6.2	%
Other Assets and Liabilities, Net	(4.4	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Conservative Allocation Fund Class II

Moderate Allocation Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Moderate Allocation Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Moderate Allocation Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$16				0.32%

Key Fund Statistics
Total Net Assets							$111,384,206
# of Portfolio Holdings							18
Portfolio Turnover Rate							32%
Total Advisory Fees Paid							$168,681

What does the Fund invest in?

The Fund invests primarily in shares of other registered investment companies. The Fund's total net assets will be allocated among various asset classes and underlying funds with target allocations over time of approximately 60% equity investments and 40% fixed income investments.

Top Ten Holdings (% of Net Assets)
Madison Core Bond Fund, Class R6	22.1	%
Madison Investors Fund, Class R6	16.2	%
Invesco S&P 500 Quality ETF	9.0	%
Schwab Intermediate-Term U.S. Treasury ETF	8.4	%
iShares Treasury Floating Rate Bond ETF	6.1	%
Vanguard Information Technology ETF	5.1	%
Vanguard FTSE Europe ETF	4.6	%
iShares Aaa - A Rated Corporate Bond ETF	4.6	%
Franklin FTSE Japan ETF	3.7	%
iShares MSCI Emerging Markets Asia ETF	3.6	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	57.8	%
Investment Companies	39.8	%
Short-Term Investments	2.7	%
Other Assets and Liabilities, Net	(0.3	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Conservative Allocation Fund Class I

Moderate Allocation Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Moderate Allocation Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Moderate Allocation Fund Class II for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$29				0.57%

Key Fund Statistics
Total Net Assets							$111,384,206
# of Portfolio Holdings							18
Portfolio Turnover Rate							32%
Total Advisory Fees Paid							$168,681

What does the Fund invest in?

The Fund invests primarily in shares of other registered investment companies. The Fund's total net assets will be allocated among various asset classes and underlying funds with target allocations over time of approximately 60% equity investments and 40% fixed income investments.

Top Ten Holdings (% of Net Assets)
Madison Core Bond Fund, Class R6	22.1	%
Madison Investors Fund, Class R6	16.2	%
Invesco S&P 500 Quality ETF	9.0	%
Schwab Intermediate-Term U.S. Treasury ETF	8.4	%
iShares Treasury Floating Rate Bond ETF	6.1	%
Vanguard Information Technology ETF	5.1	%
Vanguard FTSE Europe ETF	4.6	%
iShares Aaa - A Rated Corporate Bond ETF	4.6	%
Franklin FTSE Japan ETF	3.7	%
iShares MSCI Emerging Markets Asia ETF	3.6	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	57.8	%
Investment Companies	39.8	%
Short-Term Investments	2.7	%
Other Assets and Liabilities, Net	(0.3	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Moderate Allocation Fund Class II

Aggressive Allocation Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Aggressive Allocation Fund Class I

Fund Overview

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$16				0.32%

Key Fund Statistics
Total Net Assets							$41,021,530
# of Portfolio Holdings							18
Portfolio Turnover Rate							36%
Total Advisory Fees Paid							$59,801

What does the Fund invest in?

The Fund invests primarily in shares of other registered investment companies. The Fund's total net assets will be allocated among various asset classes and underlying funds with target allocations over time of approximately 80% equity investments and 20% fixed income investments.

Top Ten Holdings (% of Net Assets)
Madison Investors Fund, Class R6	19.2	%
Invesco S&P 500 Quality ETF	11.5	%
Madison Core Bond Fund, Class R6	11.4	%
Vanguard Information Technology ETF	7.1	%
Vanguard FTSE Europe ETF	6.7	%
iShares Treasury Floating Rate Bond ETF	6.5	%
Franklin FTSE Japan ETF	5.0	%
iShares MSCI Emerging Markets Asia ETF	4.8	%
Schwab Intermediate-Term U.S. Treasury ETF	4.5	%
Energy Select Sector SPDR Fund ETF	4.3	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	62.4	%
Investment Companies	32.5	%
Short-Term Investments	5.6	%
Other Assets and Liabilities, Net	(0.5	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Aggressive Allocation Fund Class I

Aggressive Allocation Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Aggressive Allocation Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Aggressive Allocation Fund Class II for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$29				0.57%

Key Fund Statistics
Total Net Assets			$41,021,530
# of Portfolio Holdings			18
Portfolio Turnover Rate			36%
Total Advisory Fees Paid			$59,801

What does the Fund invest in?

The Fund invests primarily in shares of other registered investment companies. The Fund's total net assets will be allocated among various asset classes and underlying funds with target allocations over time of approximately 80% equity investments and 20% fixed income investments.

Top Ten Holdings (% of Net Assets)
Madison Investors Fund, Class R6	19.2	%
Invesco S&P 500 Quality ETF	11.5	%
Madison Core Bond Fund, Class R6	11.4	%
Vanguard Information Technology ETF	7.1	%
Vanguard FTSE Europe ETF	6.7	%
iShares Treasury Floating Rate Bond ETF	6.5	%
Franklin FTSE Japan ETF	5.0	%
iShares MSCI Emerging Markets Asia ETF	4.8	%
Schwab Intermediate-Term U.S. Treasury ETF	4.5	%
Energy Select Sector SPDR Fund ETF	4.3	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	62.4	%
Investment Companies	32.5	%
Short-Term Investments	5.6	%
Other Assets and Liabilities, Net	(0.5	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Aggressive Allocation Fund Class II

Diversified Income Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Diversified Income Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Diversified Income Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$14				0.27%

Key Fund Statistics
Total Net Assets			$155,804,865
# of Portfolio Holdings			19
Portfolio Turnover Rate			2%
Total Advisory Fees Paid			$205,125

What does the Fund invest in?

The Fund primarily invests in shares of other registered investment companies, diversifying across various asset classes according to an asset allocation approximately 60% in equity investments and 40% in fixed income investments.

Top Ten Holdings (% of Net Assets)
Madison Covered Call ETF	23.9	%
Madison Short-Term Strategic Income ETF	19.0	%
Madison Aggregate Bond ETF	17.2	%
Madison Dividend Value ETF	17.0	%
Janus Henderson Mortgage-Backed Securities ETF	9.2	%
iShares Aaa - A Rated Corporate Bond ETF	6.5	%
Global X MLP ETF	2.8	%
Vanguard Dividend Appreciation ETF	2.5	%
Government National Mortgage Association , 6.500%, due 04/20/31	0.0	%
Federal National Mortgage Association, 7.000%, due 11/01/31	0.0	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	98.1	%
Short-Term Investments	2.0	%
Mortgage Backed Securities	0.0	%*
Asset Backed Securities	0.0	%*
Collateralized Mortgage Obligations	0.0	%*
Other Assets and Liabilities, Net	(0.1	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Diversified Income Fund Class I

Diversified Income Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Diversified Income Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Diversified Income Fund Class II for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$26				0.52%

Key Fund Statistics
Total Net Assets			$155,804,865
# of Portfolio Holdings			19
Portfolio Turnover Rate			2%
Total Advisory Fees Paid			$205,125

What does the Fund invest in?

Top Ten Holdings (% of Net Assets)
Madison Covered Call ETF	23.9	%
Madison Short-Term Strategic Income ETF	19.0	%
Madison Aggregate Bond ETF	17.2	%
Madison Dividend Value ETF	17.0	%
Janus Henderson Mortgage-Backed Securities ETF	9.2	%
iShares Aaa - A Rated Corporate Bond ETF	6.5	%
Global X MLP ETF	2.8	%
Vanguard Dividend Appreciation ETF	2.5	%
Government National Mortgage Association , 6.500%, due 04/20/31	0.0	%
Federal National Mortgage Association, 7.000%, due 11/01/31	0.0	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	98.1	%
Short-Term Investments	2.0	%
Mortgage Backed Securities	0.0	%*
Asset Backed Securities	0.0	%*
Collateralized Mortgage Obligations	0.0	%*
Other Assets and Liabilities, Net	(0.1	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Diversified Income Fund Class II

Ultra Bond Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Bond Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Bond Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www. ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$28				0.57%

Key Fund Statistics
Total Net Assets			$67,461,415
# of Portfolio Holdings			279
Portfolio Turnover Rate			10%
Total Advisory Fees Paid			$193,544

What does the Fund invest in?

The Fund invests primary in fixed income securities such as Corporate, U.S. Government and Foreign debt securities. In addition the fund also invested in asset backed, mortgage-backed and commercial mortgage-backed securities.

Top Ten Holdings (% of Net Assets)
U.S. Treasury Notes , 2.625%, due 02/15/29	3.4	%
U.S. Treasury Bonds , 6.625%, due 02/15/27	3.1	%
U.S. Treasury Bonds , 4.500%, due 05/15/38	3.0	%
U.S. Treasury Notes , 2.875%, due 05/15/28	2.8	%
Federal Home Loan Mortgage Corp. , 3.000%, due 04/01/43	1.8	%
Federal National Mortgage Association , 4.500%, due 08/01/52	1.6	%
Federal National Mortgage Association , 4.000%, due 05/01/52	1.5	%
U.S. Treasury Bonds , 3.750%, due 08/15/41	1.3	%
Federal Home Loan Mortgage Corp. , 2.500%, due 01/01/52	1.3	%
Hillsboro School District No 1J, General Obligation, 4.35%, 6/30/34, 4.355%, due 06/30/34	1.2	%

Portfolio Allocation (% of Net Assets)
Mortgage Backed Securities	34.4	%
Corporate Notes and Bonds	29.9	%
U.S. Government and Agency Obligations	20.3	%
Foreign Corporate Bonds	4.0	%
Collateralized Mortgage Obligations	3.6	%
Asset Backed Securities	3.4	%
Short-Term Investments	2.6	%
Commercial Mortgage-Backed Securities	1.2	%
Long Term Municipal Bonds	1.2	%
Other Assets and Liabilities, Net	(0.6	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Bond Fund Class I

Ultra Bond Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Bond Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Bond Fund Class II for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www. ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$41				0.82%

Key Fund Statistics
Total Net Assets			$67,461,415
# of Portfolio Holdings			279
Portfolio Turnover Rate			10%
Total Advisory Fees Paid			$193,544

What does the Fund invest in?

Top Ten Holdings (% of Net Assets)
U.S. Treasury Notes , 2.625%, due 02/15/29	3.4	%
U.S. Treasury Bonds , 6.625%, due 02/15/27	3.1	%
U.S. Treasury Bonds , 4.500%, due 05/15/38	3.0	%
U.S. Treasury Notes , 2.875%, due 05/15/28	2.8	%
Federal Home Loan Mortgage Corp. , 3.000%, due 04/01/43	1.8	%
Federal National Mortgage Association , 4.500%, due 08/01/52	1.6	%
Federal National Mortgage Association , 4.000%, due 05/01/52	1.5	%
U.S. Treasury Bonds , 3.750%, due 08/15/41	1.3	%
Federal Home Loan Mortgage Corp. , 2.500%, due 01/01/52	1.3	%
Hillsboro School District No 1J, General Obligation, 4.35%, 6/30/34, 4.355%, due 06/30/34	1.2	%

Portfolio Allocation (% of Net Assets)
Mortgage Backed Securities	34.4	%
Corporate Notes and Bonds	29.9	%
U.S. Government and Agency Obligations	20.3	%
Foreign Corporate Bonds	4.0	%
Collateralized Mortgage Obligations	3.6	%
Asset Backed Securities	3.4	%
Short-Term Investments	2.6	%
Commercial Mortgage-Backed Securities	1.2	%
Long Term Municipal Bonds	1.2	%
Other Assets and Liabilities, Net	(0.6	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Bond Fund Class II

High Income Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra High Income Fund Class I

Fund overview

This semi-annual shareholder report contains important information about Madison Ultra High Income Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$39				0.77%

Key Fund Statistics
Total Net Assets			$11,032,582
# of Portfolio Holdings			62
Portfolio Turnover Rate			5%
Total Advisory Fees Paid			$41,990

What does the Fund invest in?

The Fund invests primarily in lower-rated, higher-yielding income bearing securities. The Fund targets to invest 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.

Top Ten Holdings (% of Net Assets)
iShares iBoxx High Yield Corporate Bond ETF	4.1	%
Murphy Oil USA, Inc. , 5.625%, due 05/01/27	3.6	%
HCA, Inc., 5.875%, due 02/15/26	2.3	%
United Rentals North America, Inc. , 5.500%, due 05/15/27	2.3	%
International Game Technology PLC , 4.125%, due 04/15/26	2.2	%
SBA Communications Corp. , 3.875%, due 02/15/27	2.1	%
Sunoco LP/Sunoco Finance Corp. , 6.000%, due 04/15/27	2.1	%
Waste Pro USA, Inc. , 5.500%, due 02/15/26	2.0	%
Performance Food Group, Inc. , 5.500%, due 10/15/27	2.0	%
Frontier Communications Holdings LLC , 5.000%, due 05/01/28	1.9	%

Portfolio Allocation (% of Net Assets)
Corporate Notes and Bonds	80.4	%
Short-Term Investments	27.9	%
Foreign Corporate Bonds	6.0	%
Exchange Traded Funds	4.1	%
Other Assets and Liabilities, Net	(18.4	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra High Income Fund Class I

High Income Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra High Income Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra High Income Fund Class II for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www. ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

Cost of a $10,000

investment

Costs paid as a

percentage of a

$10,000 investment

Class II

$51

1.02%

Key Fund Statistics
Total Net Assets			$11,032,582
# of Portfolio Holdings			62
Portfolio Turnover Rate			5%
Total Advisory Fees Paid			$41,990

What does the Fund invest in?

Top Ten Holdings (% of Net Assets)
iShares iBoxx High Yield Corporate Bond ETF	4.1	%
Murphy Oil USA, Inc. , 5.625%, due 05/01/27	3.6	%
HCA, Inc., 5.875%, due 02/15/26	2.3	%
United Rentals North America, Inc. , 5.500%, due 05/15/27	2.3	%
International Game Technology PLC , 4.125%, due 04/15/26	2.2	%
SBA Communications Corp. , 3.875%, due 02/15/27	2.1	%
Sunoco LP/Sunoco Finance Corp. , 6.000%, due 04/15/27	2.1	%
Waste Pro USA, Inc. , 5.500%, due 02/15/26	2.0	%
Performance Food Group, Inc. , 5.500%, due 10/15/27	2.0	%
Frontier Communications Holdings LLC , 5.000%, due 05/01/28	1.9	%

Portfolio Allocation (% of Net Assets)
Corporate Notes and Bonds	80.4	%
Short-Term Investments	27.9	%
Foreign Corporate Bonds	6.0	%
Exchange Traded Funds	4.1	%
Other Assets and Liabilities, Net	(18.4	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra High Income Fund Class II

Large Cap Value Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Large Cap Value Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Large Cap Value Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$31				0.62%

Key Fund Statistics
Total Net Assets			$174,778,835
# of Portfolio Holdings			38
Portfolio Turnover Rate			17%
Total Advisory Fees Paid			$543,273

What does the Fund invest in?

The Fund invests primarily in common stocks of large-cap companies as defined as those in the Russell 1000^® Value Index. The Fund targets to maintain at least 80% of its net assets in such stocks.

Top Ten Holdings (% of Net Assets)
NextEra Energy, Inc.	4.1	%
Morgan Stanley	3.9	%
Automatic Data Processing, Inc.	3.9	%
Texas Instruments, Inc.	3.8	%
Honeywell International, Inc.	3.8	%
Fastenal Co.	3.7	%
Home Depot, Inc.	3.7	%
Medtronic PLC	3.6	%
EOG Resources, Inc.	3.6	%
Comcast Corp., Class A	3.4	%

Sector Allocation (% of Net Assets)
Financials	20.2	%
Industrials	19.0	%
Health Care	11.5	%
Energy	11.2	%
Consumer Discretionary	9.1	%
Consumer Staples	8.6	%
Information Technology	6.5	%
Utilities	4.1	%
Communication Services	3.4	%
Equity Real Estate Investment Trusts (REITs)	2.8	%
Materials	2.1	%
Short-Term Investments	1.5	%
Other Assets and Liabilities, Net	0.1	%

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Large Cap Value Fund Class I

Large Cap Value Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Large Cap Value Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Large Cap Value Fund Class II for the period of January 1,2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$43				0.87%

Key Fund Statistics
Total Net Assets			$174,778,835
# of Portfolio Holdings			38
Portfolio Turnover Rate			17%
Total Advisory Fees Paid			$543,273

What does the Fund invest in?

The Fund invests primarily in common stocks of large-cap companies as defined as those in the Russell 1000® Value Index. The Fund targets to maintain at least 80% of its net assets in such stocks.

Top Ten Holdings (% of Net Assets)
NextEra Energy, Inc.	4.1	%
Morgan Stanley	3.9	%
Automatic Data Processing, Inc.	3.9	%
Texas Instruments, Inc.	3.8	%
Honeywell International, Inc.	3.8	%
Fastenal Co.	3.7	%
Home Depot, Inc.	3.7	%
Medtronic PLC	3.6	%
EOG Resources, Inc.	3.6	%
Comcast Corp., Class A	3.4	%

Sector Allocation (% of Net Assets)
Financials	20.2	%
Industrials	19.0	%
Health Care	11.5	%
Energy	11.2	%
Consumer Discretionary	9.1	%
Consumer Staples	8.6	%
Information Technology	6.5	%
Utilities	4.1	%
Communication Services	3.4	%
Equity Real Estate Investment Trusts (REITs)	2.8	%
Materials	2.1	%
Short-Term Investments	1.5	%
Other Assets and Liabilities, Net	0.1	%

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Large Cap Value Fund Class II

Large Cap Growth Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Large Cap Growth Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Large Cap Growth Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$43				0.82%

Key Fund Statistics
Total Net Assets			$199,916,108
# of Portfolio Holdings			31
Portfolio Turnover Rate			4%
Total Advisory Fees Paid			$810,427

What does the Fund invest in?

The Fund invests primarily in common stocks of large-cap companies as defined as those in the Russell 1000® Growth Index. The Fund targets to maintain at least 80% of its net assets in such stocks.

Top Ten Holdings (% of Net Assets)
Alphabet, Inc., Class C	10.0	%
Arch Capital Group Ltd.	6.7	%
Amazon.com, Inc.	5.1	%
Fiserv, Inc.	4.6	%
PACCAR, Inc.	4.6	%
Analog Devices, Inc.	4.3	%
TJX Cos., Inc.	4.1	%
Berkshire Hathaway, Inc., Class B	4.0	%
Alcon, Inc.	3.9	%
Parker-Hannifin Corp.	3.9	%

Sector Allocation (% of Net Assets)
Financials	32.3	%
Industrials	16.1	%
Consumer Discretionary	15.2	%
Communication Services	11.1	%
Health Care	10.8	%
Information Technology	10.6	%
Consumer Staples	2.5	%
Short-Term Investments	1.4	%
Other Assets and Liabilities, Net	0.0	%

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Large Cap Growth Fund Class I

Large Cap Growth Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Large Cap Growth Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Large Cap Growth Fund Class II for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$55				1.07%

Key Fund Statistics
Total Net Assets			$199,916,108
# of Portfolio Holdings			31
Portfolio Turnover Rate			4%
Total Advisory Fees Paid			$810,427

What does the Fund invest in?

The Fund invests primarily in common stocks of large-cap companies as defined as those in the Russell 1000® Growth Index. The Fund targets to maintain at least 80% of its net assets in such stocks.

Top Ten Holdings (% of Net Assets)
Alphabet, Inc., Class C	10.0	%
Arch Capital Group Ltd.	6.7	%
Amazon.com, Inc.	5.1	%
Fiserv, Inc.	4.6	%
PACCAR, Inc.	4.6	%
Analog Devices, Inc.	4.3	%
TJX Cos., Inc.	4.1	%
Berkshire Hathaway, Inc., Class B	4.0	%
Alcon, Inc.	3.9	%
Parker-Hannifin Corp.	3.9	%

Sector Allocation (% of Net Assets)
Financials	32.3	%
Industrials	16.1	%
Consumer Discretionary	15.2	%
Communication Services	11.1	%
Health Care	10.8	%
Information Technology	10.6	%
Consumer Staples	2.5	%
Short-Term Investments	1.4	%
Other Assets and Liabilities, Net	0.0	%

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Large Cap Growth Fund Class II

Mid Cap Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Mid Cap Fund Class I

FUND OVERVIEW

This semi-annual shareholder report contains important information about Madison Ultra Mid Cap Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www. ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$47				0.92%

Key Fund Statistics
Total Net Assets			$147,057,759
# of Portfolio Holdings			30
Portfolio Turnover Rate			6%
Total Advisory Fees Paid			$688,236

What does the Fund invest in?

The Fund invests in common stocks, securities convertible into common stocks and related equity securities of midsize companies defined as those companies with market capitalizations of between $500 million and $70 billion.

Top Ten Holdings (% of Net Assets)
Arch Capital Group Ltd.	8.9	%
Gartner, Inc.	6.5	%
Ross Stores, Inc.	6.1	%
Brown & Brown, Inc.	5.0	%
Copart, Inc.	4.6	%
PACCAR, Inc.	4.4	%
Carlisle Cos., Inc.	4.4	%
Amphenol Corp., Class A	4.3	%
Dollar Tree, Inc.	3.6	%
CDW Corp.	3.4	%

Sector Allocation (% of Net Assets)
Information Technology	23.8	%
Financials	23.6	%
Industrials	16.9	%
Consumer Discretionary	14.8	%
Consumer Staples	5.8	%
Short-Term Investments	5.8	%
Health Care	5.3	%
Communication Services	4.5	%
Other Assets and Liabilities, Net	(0.5	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Mid Cap Fund Class I

Mid Cap Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra Mid Cap Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra Mid Cap Fund Class II for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www. ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$60				1.17%

Key Fund Statistics
Total Net Assets			$147,057,759
# of Portfolio Holdings			30
Portfolio Turnover Rate			6%
Total Advisory Fees Paid			$688,236

What does the Fund invest in?

Top Ten Holdings (% of Net Assets)
Arch Capital Group Ltd.	8.9	%
Gartner, Inc.	6.5	%
Ross Stores, Inc.	6.1	%
Brown & Brown, Inc.	5.0	%
Copart, Inc.	4.6	%
PACCAR, Inc.	4.4	%
Carlisle Cos., Inc.	4.4	%
Amphenol Corp., Class A	4.3	%
Dollar Tree, Inc.	3.6	%
CDW Corp.	3.4	%

Sector Allocation (% of Net Assets)
Information Technology	23.8	%
Financials	23.6	%
Industrials	16.9	%
Consumer Discretionary	14.8	%
Consumer Staples	5.8	%
Short-Term Investments	5.8	%
Health Care	5.3	%
Communication Services	4.5	%
Other Assets and Liabilities, Net	(0.5	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra Mid Cap Fund Class II

International Stock Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra International Stock Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra International Stock Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$59				1.17%

Key Fund Statistics
Total Net Assets			$19,043,286
# of Portfolio Holdings			58
Portfolio Turnover Rate			11%
Total Advisory Fees Paid			$112,477

What does the Fund invest in?

The Fund invests in stocks of foreign companies, defined as those with principal operations, organization, or trading outside the U.S., or whose securities are in foreign currencies. This includes common stocks, convertible securities, preferred stocks, and equity interests such as ADRs, EDRs, GDRs, and SDRs.

Top Ten Holdings (% of Net Assets)
Japan	17.0	%
Germany	11.6	%
United Kingdom	9.9	%
France	8.0	%
India	7.7	%
Switzerland	6.5	%
China	6.4	%
Mexico	5.7	%
Canada	5.0	%
Netherlands	4.9	%
Hong Kong	2.1	%
Taiwan	2.1	%
United States	2.0	%
Ireland	2.0	%

Sector Allocation (% of Net Assets)
Information Technology	17.3	%
Financials	15.8	%
Industrials	11.8	%
Consumer Discretionary	11.5	%
Materials	11.0	%
Consumer Staples	10.7	%
Health Care	8.1	%
Communication Services	6.7	%
Energy	4.3	%
Short-Term Investments	3.6	%
Other Assets and Liabilities, Net	(0.8	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra International Stock Fund Class I

International Stock Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Ultra International Stock Fund Class II

Fund Overview

This semi-annual shareholder report contains important information about Madison Ultra International Stock Fund Class II for the period of January 1,2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class II			$71				1.42%

Key Fund Statistics
Total Net Assets			$19,043,286
# of Portfolio Holdings			58
Portfolio Turnover Rate			11%
Total Advisory Fees Paid			$112,477

What does the Fund invest in?

Top Ten Holdings (% of Net Assets)
Japan	17.0	%
Germany	11.6	%
United Kingdom	9.9	%
France	8.0	%
India	7.7	%
Switzerland	6.5	%
China	6.4	%
Mexico	5.7	%
Canada	5.0	%
Netherlands	4.9	%
Hong Kong	2.1	%
Taiwan	2.1	%
United States	2.0	%
Ireland	2.0	%

Sector Allocation (% of Net Assets)
Information Technology	17.3	%
Financials	15.8	%
Industrials	11.8	%
Consumer Discretionary	11.5	%
Materials	11.0	%
Consumer Staples	10.7	%
Health Care	8.1	%
Communication Services	6.7	%
Energy	4.3	%
Short-Term Investments	3.6	%
Other Assets and Liabilities, Net	(0.8	%)

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Ultra International Stock Fund Class II

Madison Target Retirement 2020 Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Target Retirement 2020 Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Target Retirement 2020 Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$16				0.31%

Key Fund Statistics
Total Net Assets			$14,170,196
# of Portfolio Holdings			19
Portfolio Turnover Rate			20%
Total Advisory Fees Paid			$18,641

What does the Fund invest in?

The Fund primarily invests in shares of other registered investment companies, following an asset allocation strategy for those planning to retire around 2020. As time progresses, the Fund's allocation will shift to a more conservative mix, aiming for about 10-30% in stock funds and 70-90% in bond funds.

Top Ten Holdings (% of Net Assets)
SPDR Portfolio Short Term Treasury ETF	22.6	%
Janus Henderson Mortgage-Backed Securities ETF	19.6	%
iShares 7-10 Year Treasury Bond ETF	11.8	%
Schwab Intermediate-Term U.S. Treasury ETF	8.6	%
iShares MBS ETF	6.3	%
Invesco S&P 500 Quality ETF	5.7	%
iShares Aaa - A Rated Corporate Bond ETF	5.4	%
Distillate U.S. Fundamental Stability & Value ETF	4.4	%
Vanguard Extended Duration Treasury ETF	3.9	%
iShares MSCI International Quality Factor ETF, Class USD INC	2.7	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	97.6	%
Short-Term Investments	2.3	%
Other Assets and Liabilities, Net	0.1	%

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Target Retirement 2020 Fund Class I

Madison Target Retirement 2030 Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Target Retirement 2030 Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Target Retirement 2030 Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$16				0.31%

Key Fund Statistics
Total Net Assets			$54,319,777
# of Portfolio Holdings			20
Portfolio Turnover Rate			22%
Total Advisory Fees Paid			$68,458

What does the Fund invest in?

The Fund primarily invests in shares of other registered investment companies, following an asset allocation strategy for those planning to retire around 2030. As time progresses, the Fund's allocation will shift to a more conservative mix, aiming for about 10-30% in stock funds and 70-90% in bond funds.

Top Ten Holdings (% of Net Assets)
SPDR Portfolio Short Term Treasury ETF	15.2	%
Janus Henderson Mortgage-Backed Securities ETF	14.3	%
Invesco S&P 500 Quality ETF	9.6	%
iShares 7-10 Year Treasury Bond ETF	8.8	%
Schwab Intermediate-Term U.S. Treasury ETF	8.8	%
Distillate U.S. Fundamental Stability & Value ETF	8.0	%
iShares MBS ETF	5.0	%
Vanguard Information Technology ETF	4.9	%
iShares MSCI International Quality Factor ETF, Class USD INC	3.8	%
iShares Aaa - A Rated Corporate Bond ETF	3.6	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	98.4	%
Short-Term Investments	1.6	%
Other Assets and Liabilities, Net	0.0	%

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Target Retirement 2030 Fund Class I

Madison Target Retirement 2040 Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Target Retirement 2040 Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Target Retirement 2040 Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$15				0.30%

Key Fund Statistics
Total Net Assets			$39,507,616
# of Portfolio Holdings			20
Portfolio Turnover Rate			24%
Total Advisory Fees Paid			$48,721

What does the Fund invest in?

The Fund primarily invests in shares of other registered investment companies, following an asset allocation strategy for those planning to retire around 2040. As time progresses, the Fund's allocation will shift to a more conservative mix, aiming for about 10-30% in stock funds and 70-90% in bond funds.

Top Ten Holdings (% of Net Assets)
Invesco S&P 500 Quality ETF	13.9	%
Distillate U.S. Fundamental Stability & Value ETF	12.9	%
iShares 7-10 Year Treasury Bond ETF	8.3	%
Janus Henderson Mortgage-Backed Securities ETF	8.1	%
Schwab Intermediate-Term U.S. Treasury ETF	8.0	%
Vanguard Information Technology ETF	7.3	%
SPDR Portfolio Short Term Treasury ETF	6.0	%
iShares MSCI International Quality Factor ETF, Class USD INC	5.1	%
iShares MSCI Emerging Markets Asia ETF	4.0	%
iShares MBS ETF	3.9	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	97.8	%
Short-Term Investments	2.2	%
Other Assets and Liabilities, Net	0.0	%

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Target Retirement 2040 Fund Class I

Madison Target Retirement 2050 Fund

Semi-Annual Shareholder Report

June 30, 2024

Madison Target Retirement 2050 Fund Class I

Fund Overview

This semi-annual shareholder report contains important information about Madison Target Retirement 2050 Fund Class I for the period of January 1, 2024 to June 30, 2024. You can find additional information about the Fund at www.ultraseriesfund.com. You can also request this information by contacting us at 1-800-877-6089.

What were the Fund costs for last period?

(based on a hypothetical $10,000 investment)

		Cost of a $10,000 investment				Costs paid as a percentage of a $10,000 investment
Class I			$15				0.30%

Key Fund Statistics
Total Net Assets			$34,627,500
# of Portfolio Holdings			20
Portfolio Turnover Rate			23%
Total Advisory Fees Paid			$41,792

What does the Fund invest in?

The Fund primarily invests in shares of other registered investment companies, following an asset allocation strategy for those planning to retire around 2050. As time progresses, the Fund's allocation will shift to a more conservative mix, aiming for about 10-30% in stock funds and 70-90% in bond funds.

Top Ten Holdings (% of Net Assets)
Invesco S&P 500 Quality ETF	16.8	%
Distillate U.S. Fundamental Stability & Value ETF	14.2	%
Vanguard Information Technology ETF	8.5	%
Schwab Intermediate-Term U.S. Treasury ETF	7.0	%
iShares 7-10 Year Treasury Bond ETF	6.9	%
Janus Henderson Mortgage-Backed Securities ETF	6.3	%
iShares MSCI International Quality Factor ETF, Class USD INC	5.8	%
iShares MSCI Emerging Markets Asia ETF	4.6	%
JPMorgan BetaBuilders Japan ETF	3.7	%
SPDR Portfolio Short Term Treasury ETF	3.3	%

Portfolio Allocation (% of Net Assets)
Exchange Traded Funds	96.7	%
Short-Term Investments	3.2	%
Other Assets and Liabilities, Net	0.1	%

Additional Information

If you wish to view additional information about the Fund; including but not limited to financial statements or holdings, please visit www.ultraseriesfund.com.

Phone: 1-800-877-6089

Madison Target Retirement 2050 Fund Class I

ULTRA SERIES FUND	Semi-Annual Report June 30, 2024

Conservative Allocation Fund

Moderate Allocation Fund

Aggressive Allocation Fund

Diversified Income Fund

Core Bond Fund

High Income Fund

Large Cap Value Fund

Large Cap Growth Fund

Mid Cap Fund

International Stock Fund

Madison Target Retirement 2020 Fund

Madison Target Retirement 2030 Fund

Madison Target Retirement 2040 Fund

Madison Target Retirement 2050 Fund

Ultra Series Fund | June 30, 2024

Table of Contents

Ultra Series Fund | June 30, 2024

Conservative Allocation Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
EXCHANGE TRADED FUNDS – 51.8%

Bond Funds - 31.9%
iShares Aaa - A Rated Corporate Bond ETF		78,190	$	3,663,983
iShares Treasury Floating Rate Bond ETF		33,456		1,694,881
Janus Henderson Mortgage-Backed Securities ETF		64,681		2,888,007
Schwab Intermediate-Term U.S. Treasury ETF (A)		129,196		6,300,889
Schwab U.S. TIPS ETF		30,268		1,574,239
				16,121,999
Foreign Stock Funds - 8.5%
Franklin FTSE Japan ETF (A)		37,337		1,073,812
iShares MSCI Emerging Markets Asia ETF		14,494		1,050,525
Vanguard FTSE Europe ETF		16,585		1,107,381
WisdomTree Europe Hedged Equity ETF		24,182		1,093,268
				4,324,986
Stock Funds - 11.4%
Distillate U.S. Fundamental Stability & Value ETF		12,471		640,885
Energy Select Sector SPDR Fund ETF		10,203		930,003
Invesco S&P 500 Quality ETF (A)		43,371		2,755,793
Vanguard Information Technology ETF (A)		2,510		1,447,241
				5,773,922
Total Exchange Traded Funds
( Cost $24,878,976 )				26,220,907

INVESTMENT COMPANIES - 46.4%

Bond Funds - 36.2%
Madison Core Bond Fund, Class R6 (B) (C)		2,078,757		18,355,424
Stock Funds - 10.2%
Madison Investors Fund, Class R6 (B)		178,623		5,163,978

Total Investment Companies
( Cost $23,988,552 )				23,519,402

SHORT-TERM INVESTMENTS - 6.2%
State Street Institutional U.S. Government Money Market Fund, Premier Class (D), 5.25%		836,080		836,080
State Street Navigator Securities Lending Government Money Market Portfolio (D) (E), 5.23%		2,281,191		2,281,191

Total Short-Term Investments
( Cost $3,117,271 )				3,117,271
TOTAL INVESTMENTS - 104.4%
( Cost $51,984,799** )				52,857,580
NET OTHER ASSETS AND LIABILITIES - (4.4%)				(2,244,708	)

TOTAL NET ASSETS - 100.0%			$	50,612,872

**	Aggregate cost for Federal tax purposes was $52,472,011.
(A)	All or a portion of these securities, with an aggregate fair value of $2,229,918, are on loan as part of a securities lending program. See footnote (E) and Note 10 for details on the securities lending program.
(B)	Affiliated Company (see Note 12).
(C)	Greater than 25% of the portfolio. For more information refer the website https://madisonfunds.com/individual/core-bondfund.
(D)	7-day yield.
(E)	Represents investments of cash collateral received in connection with securities lending.
ETF	Exchange Traded Fund.
FTSE	The Financial Times Stock Exchange.
MSCI	Morgan Stanley Capital International.
SPDR	Standard & Poor’s Depositary Receipt.
TIPS	Treasury Inflation Protected Security.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Moderate Allocation Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
EXCHANGE TRADED FUNDS - 57.8%

Bond Funds - 23.7%
iShares Aaa - A Rated Corporate Bond ETF		108,767	$	5,096,822
iShares Treasury Floating Rate Bond ETF		133,868		6,781,753
Janus Henderson Mortgage-Backed Securities ETF		89,482		3,995,371
Schwab Intermediate-Term U.S. Treasury ETF (A)		192,375		9,382,129
Schwab U.S. TIPS ETF		21,788		1,133,194
				26,389,269
Foreign Stock Funds - 15.0%
Franklin FTSE Japan ETF (A)		144,046		4,142,763
iShares MSCI Emerging Markets Asia ETF		55,395		4,015,029
Vanguard FTSE Europe ETF		76,588		5,113,781
WisdomTree Europe Hedged Equity ETF		77,467		3,502,283
				16,773,856
Stock Funds - 19.1%
Distillate U.S. Fundamental Stability & Value ETF		43,381		2,229,350
Energy Select Sector SPDR Fund ETF		36,475		3,324,696
Invesco S&P 500 Quality ETF		156,857		9,966,694
Vanguard Information Technology ETF		9,921		5,720,349
				21,241,089

Total Exchange Traded Funds
( Cost $60,069,287 )				64,404,214

INVESTMENT COMPANIES – 39.8%

Bond Funds - 22.1%
Madison Core Bond Fund, Class R6 (B)		2,789,552		24,631,742
Stock Funds - 17.7%
Madison Investors Fund, Class R6 (B)		624,846		18,064,311
Madison Mid Cap Fund, Class R6 (B)		95,816		1,624,088
				19,688,399
Total Investment Companies
( Cost $38,996,904 )				44,320,141

SHORT-TERM INVESTMENTS - 2.7%
State Street Institutional U.S. Government Money Market Fund, Premier Class (C), 5.25%		2,594,960		2,594,960
State Street Navigator Securities Lending Government Money Market Portfolio (C) (D), 5.33%		406,375		406,375
Total Short-Term Investments
( Cost $3,001,335 )				3,001,335
TOTAL INVESTMENTS - 100.3%
( Cost $102,067,526** )				111,725,690
NET OTHER ASSETS AND LIABILITIES - (0.3%)				(341,484	)
TOTAL NET ASSETS - 100.0%			$	111,384,206

**	Aggregate cost for Federal tax purposes was $102,493,824.
(A)	All or a portion of these securities, with an aggregate fair value of $682,406, are on loan as part of a securities lending program. See footnote (D) and Note 10 for details on the securities lending program.
(B)	Affiliated Company (see Note 12).
(C)	7-day yield.
(D)	Represents investments of cash collateral received in connection with securities lending.
ETF	Exchange Traded Fund.
FTSE	The Financial Times Stock Exchange.
MSCI	Morgan Stanley Capital International.
SPDR	Standard & Poor’s Depositary Receipt.
TIPS	Treasury Inflation Protected Security.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Aggressive Allocation Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
EXCHANGE TRADED FUNDS - 62.4%

Bond Funds - 15.0%
iShares Aaa - A Rated Corporate Bond ETF		19,631	$	919,909
iShares Treasury Floating Rate Bond ETF		52,349		2,652,000
Janus Henderson Mortgage-Backed Securities ETF		16,209		723,732
Schwab Intermediate-Term U.S. Treasury ETF (A)		37,847		1,845,798
				6,141,439
Foreign Stock Funds - 20.5%
Franklin FTSE Japan ETF (A)		71,218		2,048,230
iShares MSCI Emerging Markets Asia ETF		27,046		1,960,294
Vanguard FTSE Europe ETF		41,193		2,750,456
WisdomTree Europe Hedged Equity ETF		36,861		1,666,486
				8,425,466
Stock Funds - 26.9%
Distillate U.S. Fundamental Stability & Value ETF		27,452		1,410,758
Energy Select Sector SPDR Fund ETF		19,196		1,749,715
Invesco S&P 500 Quality ETF		74,531		4,735,700
iShares Core S&P Small-Cap ETF		1,872		199,668
Vanguard Information Technology ETF (A)		5,093		2,936,573
				11,032,414

Total Exchange Traded Funds
( Cost $23,422,204 )				25,599,319

INVESTMENT COMPANIES - 32.5%

Bond Funds - 11.4%
Madison Core Bond Fund, Class R6 (B)		531,866		4,696,376
Stock Funds - 21.1%
Madison Investors Fund, Class R6 (B)		272,035		7,864,543
Madison Mid Cap Fund, Class R6 (B)		46,287		784,563
				8,649,106

Total Investment Companies
( Cost $10,496,245 )				13,345,482

SHORT-TERM INVESTMENTS - 5.6%
State Street Institutional U.S. Government Money Market Fund, Premier Class (C), 5.25%		2,053,240		2,053,240
State Street Navigator Securities Lending Government Money Market Portfolio (C) (D), 5.33%		222,292		222,292

Total Short-Term Investments
( Cost $2,275,532 )				2,275,532
TOTAL INVESTMENTS - 100.5%
( Cost $36,193,981** )				41,220,333
NET OTHER ASSETS AND LIABILITIES - (0.5%)				(198,803	)
TOTAL NET ASSETS - 100.0%			$	41,021,530

**	Aggregate cost for Federal tax purposes was $36,269,348.
(A)	All or a portion of these securities, with an aggregate fair value of $403,007, are on loan as part of a securities lending program. See footnote (D) and Note 10 for details on the securities lending program.
(B)	Affiliated Company (see Note 12).
(C)	7-day yield.
(D)	Represents investments of cash collateral received in connection with securities lending.
ETF	Exchange Traded Fund.
FTSE	The Financial Times Stock Exchange.
MSCI	Morgan Stanley Capital International.
SPDR	Standard & Poor’s Depositary Receipt.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Diversified Income Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
EXCHANGE TRADED FUNDS - 98.1%

Bond Funds - 51.9%
iShares Aaa - A Rated Corporate Bond ETF		215,476	$	10,097,205
Janus Henderson Mortgage-Backed Securities ETF (A)		320,635		14,316,353
Madison Aggregate Bond ETF (B)		1,325,000		26,732,538
Madison Short-Term Strategic Income ETF (B)		1,462,500		29,659,500
				80,805,596
Stock Funds - 46.2%
Global X MLP ETF		90,844		4,405,934
Madison Covered Call ETF (A) (B)		1,970,000		37,187,296
Madison Dividend Value ETF (B)		1,325,000		26,536,967
Vanguard Dividend Appreciation ETF		21,000		3,833,550
				71,963,747
Total Exchange Traded Funds
( Cost $153,309,421 )				152,769,343

		Par Value
ASSET BACKED SECURITIES - 0.0%
JPMorgan Chase Bank NA, Series 2021-1, Class B (D), 0.875%, 9/25/28	$	4,040	$	4,023
LAD Auto Receivables Trust, Series 2021- 1A, Class A (D), 1.3%, 8/17/26		6,365		6,346

Total Asset Backed Securities
( Cost $10,405 )				10,369

COLLATERALIZED MORTGAGE
OBLIGATION - 0.0%
PSMC Trust, Series 2019-2, Class A1 (C) (D) (E), 3.5%, 10/25/49		526		522

Total Collateralized Mortgage Obligations
( Cost $536 )				522

COMMERCIAL MORTGAGE-BACKED SECURITIES - 0.0%
GSAMP Trust, Series 2006-S5, Class M5 (C) (E), 7.488% 9/25/36		2,190,000		—

Total Commercial Mortgage-Backed Securities
( Cost $—)				—

MORTGAGE BACKED SECURITIES - 0.0%

Fannie Mae - 0.0%
7%, 11/1/31 Pool # 607515		7,633		7,853
7%, 5/1/32 Pool # 644591		935		962
				8,815

Freddie Mac - 0.0%
4.5%, 2/1/25 Pool # J11722	2,482	2,468
4.5%, 5/1/25 Pool # J12247	2,890	2,880
8%, 6/1/30 Pool # C01005	3,618	3,740
		9,088
Ginnie Mae - 0.0%
6.5%, 4/20/31 Pool # 3068	7,814	8,055

Total Mortgage Backed Securities
( Cost $25,425 )		25,958

	Shares
SHORT-TERM INVESTMENTS - 2.0%
State Street Institutional U.S. Government Money Market Fund, Premier Class (F), 5.25%	3,034,109		3,034,109
State Street Navigator Securities Lending Government Money Market Portfolio (F) (G), 5.33%	76,100		76,100

Total Short-Term Investments
( Cost $3,110,209 )			3,110,209
TOTAL INVESTMENTS - 100.1%
( Cost $156,455,996** )			155,916,401
NET OTHER ASSETS AND LIABILITIES - (0.1%)			(111,536	)

TOTAL NET ASSETS - 100.0%		$	155,804,865

**	Aggregate cost for Federal tax purposes was $156,469,424.
(A)	All or a portion of these securities, with an aggregate fair value of $73,836, are on loan as part of a securities lending program. See footnote (G) and Note 10 for details on the securities lending program.
(B)	Affiliated Company (see Note 12).
(C)	Coupon rate may change based on changes of the underlying collateral or prepayments of principal. The coupon rate shown represents the rate at period end.
(D)	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 buyers."
(E)	Floating rate or variable rate note. Rate shown is as of June 30, 2024.
(F)	7-day yield.
(G)	Represents investments of cash collateral received in connection with securities lending.
ETF	Exchange Traded Fund.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Core Bond Fund Portfolio of Investments (unaudited)

	Par Value		Value (Note 2,3)
ASSET BACKED SECURITIES - 3.4%
Chesapeake Funding II LLC, Series 2023-1A, Class A1 (A), 5.65%, 5/15/35	$	248,876	$	248,774
CNH Equipment Trust, Series 2023-A, Class A3, 4.81%, 8/15/28		250,000		247,942
Dell Equipment Finance Trust, Series 2023-2, Class A2 (A), 5.84%, 1/22/29		66,696		66,720
Enterprise Fleet Financing LLC, Series 2022-1, Class A2 (A), 3.03%, 1/20/28		78,476		77,688
Enterprise Fleet Financing LLC, Series 2022-4, Class A2 (A), 5.76%, 10/22/29		167,125		167,245
Hertz Vehicle Financing III LLC, Series 2022-1A, Class A (A), 1.99%, 6/25/26		350,000		339,995
John Deere Owner Trust, Series 2023-B, Class A3, 5.18%, 3/15/28		250,000		249,447
JPMorgan Chase Bank NA, Series 2021-1, Class B (A), 0.875%, 9/25/28		4,040		4,023
JPMorgan Chase Bank NA, Series 2021-2, Class B (A), 0.889%, 12/26/28		15,399		15,227
JPMorgan Chase Bank NA, Series 2021-3, Class C (A), 0.86%, 2/26/29		61,365		59,947
LAD Auto Receivables Trust, Series 2021-1A, Class A (A), 1.3%, 8/17/26		12,731		12,692
LAD Auto Receivables Trust, Series 2022-1A, Class A (A), 5.21%, 6/15/27		78,922		78,660
LAD Auto Receivables Trust, Series 2023-2A, Class A2 (A), 5.93%, 6/15/27		96,570		96,662
Santander Revolving Auto Loan Trust, Series 2019-A, Class C (A), 3%, 1/26/32		300,000		295,632
Towd Point HE Trust, Series 2021-HE1, Class A1 (A) (B) (C), 0.918%, 2/25/63		80,409		77,127
Towd Point Mortgage Trust, Series 2024- CES1, Class A1A (A) (B) (C), 5.848%, 1/25/64		279,011		278,111

Total Asset Backed Securities
( Cost $2,335,201 )				2,315,892

COLLATERALIZED MORTGAGE
OBLIGATIONS - 3.6%
Bunker Hill Loan Depositary Trust, Series 2019-2, Class A1 (A) (D), 2.879%, 7/25/49		68,341		64,761
CIM Trust, Series 2021-J2, Class A4 (A) (B) (C), 2.5%, 4/25/51		268,876		233,643
Federal Home Loan Mortgage Corp. REMICS, Series 4066, Class DI, IO, 3%, 6/15/27		276,921		7,477
Federal Home Loan Mortgage Corp. STACR REMIC Trust, Series 2021-DNA3, Class M1, (30 day USD SOFR Average + 0.750%) (A) (C), 6.085%, 10/25/33		16,106		16,101
Federal National Mortgage Association REMICS, Series 2015-12, Class NI, IO, 3.5%, 3/25/30		410,329		24,090
Federal National Mortgage Association REMICS, Series 2011-31, Class DB, 3.5%, 4/25/31		95,789		92,254
Federal National Mortgage Association REMICS, Series 2011-36, Class QB, 4%, 5/25/31		151,209		147,767
Federal National Mortgage Association REMICS, Series 2005-79, Class LT, 5.5%, 9/25/35		149,812		152,729
Federal National Mortgage Association REMICS, Series 2020-44, Class TI, IO, 5.5%, 12/25/35		1,133,555		170,033
GCAT Trust, Series 2021-NQM1, Class A1 (A) (B) (C), 0.874%, 1/25/66		138,538		116,950
Government National Mortgage Association REMICS, Series 2015-53, Class IL, IO, 3%, 9/20/44		40,149		183
JP Morgan Mortgage Trust, Series 2019-5, Class A3 (A) (B) (C), 4%, 11/25/49		13,360		12,207
JP Morgan Mortgage Trust, Series 2019-7, Class A3 (A) (B) (C), 3.474%, 2/25/50		54,324		47,457
JP Morgan Mortgage Trust, Series 2021-1, Class A3 (A) (B) (C), 2.5%, 6/25/51		298,535		238,874
JP Morgan Mortgage Trust, Series 2021-6, Class A4 (A) (B) (C), 2.5%, 10/25/51		443,239		382,923
JP Morgan Wealth Management, Series 2020-ATR1, Class A3 (A) (B) (C), 3%, 2/25/50		128,851		109,805
PSMC Trust, Series 2019-2, Class A1 (A) (B) (C), 3.5%, 10/25/49		877		869
PSMC Trust, Series 2020-2, Class A2 (A) (B) (C), 3%, 5/25/50		57,529		50,008
PSMC Trust, Series 2021-1, Class A11 (A) (B) (C), 2.5%, 3/25/51		160,324		138,760
RCKT Mortgage Trust, Series 2021-6, Class A5 (A) (B) (C), 2.5%, 12/25/51		261,122		224,181
Sequoia Mortgage Trust, Series 2013-7, Class A2 (B) (C), 3%, 6/25/43		213,014		184,584
Wells Fargo Mortgage-Backed Securities Trust, Series 2019-2, Class A1 (A) (B) (C), 4%, 4/25/49		6,893		6,367

Total Collateralized Mortgage
Obligations ( Cost $3,004,515 )				2,422,023

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Core Bond Fund Portfolio of Investments (unaudited) – continued

	Par Value		Value (Note 2,3)

COMMERCIAL MORTGAGE-BACKED
SECURITIES - 1.2%
Federal Home Loan Mortgage Corp. Multifamily Structured Pass-Through Certificates, Series KJ17, Class A2, 2.982%, 11/25/25	$	152,272	$	149,786
Federal Home Loan Mortgage Corp. Multifamily Structured Pass-Through Certificates, Series K059, Class X1, IO (B) (C), 0.416%, 9/25/26		11,088,802		56,426
FREMF Mortgage Trust, Series 2015-K44, Class B (A) (B) (C), 3.845%, 1/25/48		450,000		443,364
FREMF Mortgage Trust, Series 2020- K106, Class B (A) (B) (C), 3.684%, 3/25/53		150,000		135,858
GSAMP Trust, Series 2006-S5, Class M5 (B) (C), 7.488% 9/25/36		4,940,000		—

Total Commercial Mortgage-Backed Securities
( Cost $809,195 )				785,434

CORPORATE NOTES AND BONDS - 29.9%

Communication Services - 0.4%
AT&T, Inc., 2.25%, 2/1/32		50,000		40,643
SBA Communications Corp., 3.875%, 2/15/27		250,000		238,276
				278,919

Consumer Discretionary - 1.9%
American Airlines, Inc./AAdvantage Loyalty IP Ltd. (A), 5.5%, 4/20/26		133,333		132,122
Clarios Global LP/Clarios U.S. Finance Co. (A), 6.25%, 5/15/26		150,000		149,843
General Motors Financial Co., Inc. (E), 5.85%, 4/6/30		150,000		151,925
Hilton Domestic Operating Co., Inc. (A), 5.375%, 5/1/25		200,000		199,367
Lowe's Cos., Inc., 3%, 10/15/50		300,000		188,905
Royal Caribbean Cruises Ltd., 7.5%, 10/15/27		150,000		157,626
Tractor Supply Co., 1.75%, 11/1/30		200,000		162,721
Tractor Supply Co., 5.25%, 5/15/33		150,000		148,946
				1,291,455

Consumer Staples - 0.8%
Keurig Dr Pepper, Inc., 3.8%, 5/1/50		300,000		224,439
Lamb Weston Holdings, Inc. (A), 4.875%, 5/15/28		150,000		145,296
Performance Food Group, Inc. (A), 5.5%, 10/15/27		150,000		146,710
				516,445
Energy - 4.1%
Diamondback Energy, Inc., 5.4%, 4/18/34		250,000		247,816
Eastern Gas Transmission & Storage, Inc., 3%, 11/15/29		150,000		134,654
Energy Transfer LP, 5.25%, 4/15/29		300,000		298,902
Energy Transfer LP, 6.55%, 12/1/33		250,000		264,920
EnLink Midstream Partners LP, 5.45%, 6/1/47		550,000		477,489
Kinder Morgan, Inc., 5.55%, 6/1/45		300,000		280,946
Marathon Petroleum Corp., 4.7%, 5/1/25		275,000		272,724
MPLX LP, 4.8%, 2/15/29		50,000		49,038
MPLX LP, 2.65%, 8/15/30		200,000		172,613
ONEOK, Inc., 5.85%, 1/15/26		100,000		100,513
Sunoco LP/Sunoco Finance Corp., 6%, 4/15/27		150,000		149,806
Valero Energy Corp., 4%, 6/1/52		100,000		73,672
Valero Energy Partners LP, 4.5%, 3/15/28		250,000		243,841
				2,766,934
Financials - 12.6%
Aflac, Inc., 4.75%, 1/15/49		400,000		354,278
Air Lease Corp., 1.875%, 8/15/26		250,000		231,846
American Express Co., (Secured Overnight Financing Rate + 1.940%) (C), 6.489%, 10/30/31		250,000		266,719
Athene Holding Ltd., 6.25%, 4/1/54		125,000		125,702
Bank of America Corp., (5 year CMT + 2.000%) (C), 3.846%, 3/8/37		150,000		131,691
Belrose Funding Trust (A), 2.33%, 8/15/30		200,000		163,038
Berkshire Hathaway Finance Corp., 3.85%, 3/15/52		225,000		174,842
Capital One Financial Corp., (Secured Overnight Financing Rate + 2.057%) (C), 4.927%, 5/10/28		200,000		197,196
Capital One Financial Corp., (Secured Overnight Financing Rate + 2.640%) (C), 6.312%, 6/8/29		200,000		204,731
Citibank NA, 5.803%, 9/29/28		250,000		256,984
Citigroup, Inc., (Secured Overnight Financing Rate + 2.086%) (C), 4.91%, 5/24/33		250,000		240,492
Discover Bank, 3.45%, 7/27/26		75,000		71,628
Empower Finance 2020 LP (A), 3.075%, 9/17/51		125,000		80,215
Fifth Third Bancorp, 2.55%, 5/5/27		175,000		162,115
Fifth Third Bancorp, (Secured Overnight Financing Rate + 1.660%) (C), 4.337%, 4/25/33		200,000		182,549
GLP Capital LP/GLP Financing II, Inc., 3.25%, 1/15/32		200,000		168,130
Goldman Sachs BDC, Inc., 2.875%, 1/15/26		200,000		190,923

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Core Bond Fund Portfolio of Investments (unaudited) – continued

	Par Value		Value (Note 2,3)
Intercontinental Exchange, Inc., 4.6%, 3/15/33	$	125,000	$	119,498
Jefferies Financial Group, Inc., 2.625%, 10/15/31		250,000		202,047
Jefferies Financial Group, Inc., 6.2%, 4/14/34		200,000		202,656
JPMorgan Chase & Co., (Secured Overnight Financing Rate + 1.620%) (C), 5.336%, 1/23/35		250,000		249,025
KeyBank NA, 5%, 1/26/33		250,000		231,005
KeyCorp, 4.1%, 4/30/28		300,000		283,681
KKR Group Finance Co. VIII LLC (A), 3.5%, 8/25/50		250,000		173,361
Liberty Mutual Group, Inc. (A), 4.569%, 2/1/29		275,000		268,285
Morgan Stanley, (Secured Overnight Financing Rate + 1.020%) (C), 1.928%, 4/28/32		250,000		201,207
Morgan Stanley, (Secured Overnight Financing Rate + 1.730%) (C), 5.466%, 1/18/35		250,000		249,833
Morgan Stanley, (5 year CMT + 2.430%) (C), 5.948%, 1/19/38		100,000		99,598
Nasdaq, Inc., 1.65%, 1/15/31		200,000		160,804
Old Republic International Corp., 3.85%, 6/11/51		250,000		177,217
Omega Healthcare Investors, Inc., 3.375%, 2/1/31		225,000		192,477
PNC Bank NA, 2.7%, 10/22/29		125,000		109,103
PNC Financial Services Group, Inc., (Secured Overnight Financing Rate + 2.284%) (C), 6.875%, 10/20/34		200,000		218,287
Realty Income Corp., 4.85%, 3/15/30		200,000		196,169
Regions Financial Corp., 1.8%, 8/12/28		295,000		254,929
State Street Corp., (Secured Overnight Financing Rate + 1.490%) (C), 3.031%, 11/1/34		125,000		110,753
Teachers Insurance & Annuity Association of America (A), 3.3%, 5/15/50		300,000		200,527
Truist Bank, 2.25%, 3/11/30		325,000		271,279
Truist Financial Corp., (Secured Overnight Financing Rate + 2.361%) (C), 5.867%, 6/8/34		300,000		302,839
U.S. Bancorp, (Secured Overnight Financing Rate + 1.560%) (C), 5.384%, 1/23/30		125,000		125,397
U.S. Bancorp, (Secured Overnight Financing Rate + 1.600%) (C), 4.839%, 2/1/34		225,000		213,704
Wells Fargo & Co., (Secured Overnight Financing Rate + 2.100%) (C), 2.393%, 6/2/28		250,000		230,346
Wells Fargo & Co., (Secured Overnight Financing Rate + 1.500%) (C), 5.198%, 1/23/30		125,000		124,568
Western Union Co. (E), 2.85%, 1/10/25		125,000		122,960
				8,494,634
Health Care - 2.4%
Amgen, Inc., 5.65%, 3/2/53		75,000		74,263
Block, Inc. (E), 2.75%, 6/1/26		300,000		283,398
Centene Corp. (E), 2.45%, 7/15/28		300,000		266,327
Cigna Group, 4.375%, 10/15/28		50,000		48,577
Cigna Group, 4.9%, 12/15/48		200,000		176,322
CVS Health Corp., 5.125%, 7/20/45		250,000		221,016
Health Care Service Corp. (A), 2.2%, 6/1/30		250,000		211,358
Humana, Inc., 5.375%, 4/15/31		100,000		99,557

J M Smucker Co. (E), 6.2%, 11/15/33		250,000		262,892
				1,643,710
Industrials - 3.6%
Ball Corp., 4.875%, 3/15/26		250,000		246,024
Boeing Co. (A), 6.858%, 5/1/54		250,000		257,742
Carrier Global Corp., 3.577%, 4/5/50		150,000		109,497
Otis Worldwide Corp., 2.565%, 2/15/30		300,000		263,476
Quanta Services, Inc., 2.9%, 10/1/30		250,000		220,474
TD SYNNEX Corp., 1.75%, 8/9/26		250,000		230,644
TD SYNNEX Corp., 2.65%, 8/9/31		200,000		164,804
Textron, Inc., 2.45%, 3/15/31		250,000		209,808
United Rentals North America, Inc., 5.5%, 5/15/27		300,000		297,736
Vulcan Materials Co., 3.5%, 6/1/30		200,000		182,664
WRKCo, Inc., 3.9%, 6/1/28		250,000		237,987
				2,420,856
Information Technology - 2.1%
Broadcom, Inc. (A), 3.187%, 11/15/36		12,000		9,519
Dell International LLC/EMC Corp., 8.35%, 7/15/46		62,000		78,732
Dell International LLC/EMC Corp., 3.45%, 12/15/51		275,000		187,287
Fiserv, Inc., 3.5%, 7/1/29		200,000		185,047
Gartner, Inc. (A), 4.5%, 7/1/28		150,000		144,568
HP, Inc. (E), 2.65%, 6/17/31		200,000		169,755
Iron Mountain, Inc. (A), 4.5%, 2/15/31		125,000		112,839
Oracle Corp., 3.95%, 3/25/51		400,000		297,438
VMware LLC, 2.2%, 8/15/31		250,000		203,501
				1,388,686
Materials - 0.6%
Celanese U.S. Holdings LLC, 6.165%, 7/15/27		150,000		152,260
LYB International Finance III LLC, 3.625%, 4/1/51		400,000		276,364
				428,624

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Core Bond Fund Portfolio of Investments (unaudited) - continued

	Par Value		Value (Note 2,3)
Utilities - 1.4%
AES Corp., 1.375%, 1/15/26	$	225,000	$	210,828
Berkshire Hathaway Energy Co., 1.65%, 5/15/31		200,000		159,395
Duke Energy Corp., 3.75%, 9/1/46		250,000		182,772
Florida Power & Light Co., 4.8%, 5/15/33		250,000		243,534
Interstate Power & Light Co., 3.5%, 9/30/49		225,000		158,451
				954,980
Total Corporate Notes and Bonds
( Cost $22,351,792 )				20,185,243

FOREIGN CORPORATE BONDS - 4.0%

Energy - 0.2%
Enbridge, Inc., 5.7%, 3/8/33		125,000		126,212
Financials - 2.4%
AerCap Ireland Capital DAC/AerCap Global Aviation Trust, 1.75%, 1/30/26		300,000		282,600
AerCap Ireland Capital DAC/AerCap Global Aviation Trust, 4.625%, 10/15/27		200,000		194,902
Avolon Holdings Funding Ltd. (A), 2.125%, 2/21/26		300,000		282,004
Mitsubishi UFJ Financial Group, Inc., (1 year CMT + 1.530%) (C), 5.475%, 2/22/31		250,000		252,673
Royal Bank of Canada, 5.15%, 2/1/34		175,000		174,023
Toronto-Dominion Bank, 4.456%, 6/8/32		250,000		236,014
UBS Group AG, (1 year CMT + 2.050%) (A) (C), 4.703%, 8/5/27		200,000		196,341
				1,618,557
Health Care - 1.0%
Pfizer Investment Enterprises Pte. Ltd., 5.34%, 5/19/63		450,000		427,584
STERIS Irish FinCo UnLtd Co., 3.75%, 3/15/51		350,000		257,033
				684,617
Industrials - 0.4%
BAE Systems PLC (A), 5.3%, 3/26/34		250,000		248,214

Total Foreign Corporate Bonds
( Cost $2,833,935 )				2,677,600

LONG TERM MUNICIPAL BONDS - 1.2%
General - 1.2%
Hillsboro School District No 1J, General Obligation, 4.35%, 6/30/34		800,000		769,222

Total Long Term Municipal Bonds
( Cost $806,012 )				769,222

MORTGAGE BACKED SECURITIES - 34.4%

Fannie Mae - 20.3%
3%, 9/1/30 Pool # 890696		259,647		247,605
3%, 12/1/30 Pool # AL8924		100,852		96,888
7%, 11/1/31 Pool # 607515		7,633		7,854
3.5%, 12/1/31 Pool # MA0919		30,790		29,484
6.5%, 3/1/32 Pool # 631377		11,085		11,401
7%, 5/1/32 Pool # 644591		1,700		1,750
6.5%, 6/1/32 Pool # 545691		67,217		68,732
3.5%, 8/1/32 Pool # MA3098		34,146		32,753
5.5%, 11/1/33 Pool # 555880		101,744		102,236
4%, 2/1/35 Pool # MA2177		358,869		346,415
3.5%, 12/1/35 Pool # MA2473		205,977		194,958
4%, 6/1/36 Pool # AL8618		97,844		93,897
2.5%, 9/1/36 Pool # FS4049		413,371		376,773
5.5%, 10/1/36 Pool # 901723		48,695		48,596
6.5%, 10/1/36 Pool # 894118		56,375		57,427
6%, 11/1/36 Pool # 902510		198,861		204,235
6%, 10/1/37 Pool # 947563		162,513		166,906
4.5%, 5/1/38 Pool # MA5013		206,648		202,233
6.5%, 8/1/38 Pool # 987711		230,025		244,159
3%, 11/1/39 Pool # MA3831		45,686		41,142
4%, 1/1/41 Pool # AB2080		371,207		350,889
2.5%, 5/1/41 Pool # MA4334		375,692		325,373
4.5%, 7/1/41 Pool # AB3274		160,403		156,062
5.5%, 7/1/41 Pool # AL6588		336,514		338,149
4%, 9/1/41 Pool # AJ1406		165,672		156,659
2.5%, 3/1/42 Pool # CB3076		415,126		356,720
3.5%, 6/1/42 Pool # AO4136		402,083		368,191
4%, 6/1/42 Pool # MA1087		107,380		101,261
3.5%, 8/1/42 Pool # AP2133		187,085		171,442
3.5%, 9/1/42 Pool # AB6228		324,182		295,987
4%, 10/1/42 Pool # AP7363		266,317		250,877
3.5%, 3/1/43 Pool # AT0310		236,564		217,093
4%, 1/1/45 Pool # AS4257		51,996		48,772
4.5%, 2/1/45 Pool # MA2193		122,000		118,097
3.5%, 11/1/45 Pool # BA4907		125,285		113,755
3.5%, 12/1/45 Pool # AS6309		98,195		89,131
4.5%, 10/1/46 Pool # MA2783		20,131		19,443
4%, 12/1/46 Pool # BD2379		60,315		56,521
3%, 1/1/47 Pool # BE0108		208,259		182,443
2.5%, 12/1/47 Pool # FM3165		416,580		352,823
3%, 1/1/48 Pool # FM1303		518,965		454,789
4%, 7/1/48 Pool # MA3415		99,255		92,528
3%, 1/1/49 Pool # FS4296		311,923		275,688
4%, 11/1/50 Pool # FM5530		271,686		252,127
2%, 12/1/51 Pool # FM9925		664,776		531,420

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Core Bond Fund Portfolio of Investments (unaudited) – continued

	Par Value		Value (Note 2,3)
2%, 1/1/52 Pool # CB2601	$	341,845	$	273,491
2.5%, 3/1/52 Pool # BV4133		261,463		214,772
2.5%, 4/1/52 Pool # FS4138		227,428		188,356
4%, 5/1/52 Pool # CB3627		697,053		640,055
4%, 5/1/52 Pool # CB3678		227,400		209,028
4%, 5/1/52 Pool # FS1704		167,510		155,310
3.5%, 6/1/52 Pool # CB3845		664,174		591,965
4.5%, 8/1/52 Pool # FS2605		459,995		435,108
4.5%, 8/1/52 Pool # CB4383		678,632		644,891
5%, 10/1/52 Pool # MA4785		435,133		422,028
5.5%, 10/1/52 Pool # MA4786		291,729		288,723
5%, 11/1/52 Pool # MA4806		331,044		321,349
5.5%, 12/1/52 Pool # MA4842		88,505		87,440
4.5%, 7/1/53 Pool # FS4996		208,135		197,429
5.5%, 9/1/53 Pool # FS5575		330,138		328,079
5.5%, 5/1/54 Pool # FS7759		422,257		417,023
				13,666,731

Freddie Mac - 14.1%
4.5%, 2/1/25 Pool # J11722		4,136		4,113
4.5%, 5/1/25 Pool # J12247		10,277		10,239
8%, 6/1/30 Pool # C01005		4,523		4,676
7%, 3/1/31 Pool # C48129		21,114		21,746
2.5%, 2/1/32 Pool # ZS8641		80,442		74,992
5.5%, 11/1/34 Pool # A28282		142,463		144,962
2.5%, 6/1/35 Pool # RC1421		149,242		136,033
5.5%, 1/1/37 Pool # G04593		69,367		69,792
2%, 3/1/41 Pool # RB5105		360,730		305,538
4%, 10/1/41 Pool # Q04092		181,574		171,853
3%, 9/1/42 Pool # C04233		510,912		452,721
3%, 4/1/43 Pool # V80025		684,303		605,503
3%, 4/1/43 Pool # V80026		675,534		597,740
3.5%, 8/1/44 Pool # Q27927		190,294		173,018
3%, 7/1/45 Pool # G08653		222,690		195,824
3.5%, 8/1/45 Pool # Q35614		289,511		263,222
3%, 10/1/46 Pool # G60722		339,463		297,702
4%, 3/1/47 Pool # Q46801		90,046		84,469
3.5%, 12/1/47 Pool # Q52955		124,550		112,860
2.5%, 4/1/48 Pool # QA2240		339,165		287,086
3%, 7/1/49 Pool # QA1033		179,322		154,921
2.5%, 1/1/52 Pool # SD7552		1,022,625		852,031
3.5%, 4/1/52 Pool # SD0960		651,483		584,153
3.5%, 5/1/52 Pool # RA7380		217,223		193,596
3.5%, 5/1/52 Pool # QE2363		176,946		157,016
3%, 8/1/52 Pool # SD7556		608,205		524,886
4.5%, 11/1/52 Pool # SD8266		273,747		258,656
5%, 11/1/52 Pool # SD8267		179,000		173,590
5.5%, 11/1/52 Pool # SD1859		222,185		220,230
4.5%, 12/1/52 Pool # SD1921		314,944		299,757
5%, 12/1/52 Pool # SD8276		226,587		219,681
5%, 2/1/53 Pool # SD2334		281,178		272,522
5%, 2/1/53 Pool # SD8299		231,774		224,618
5.5%, 2/1/53 Pool # SD2172		276,990		275,815
5%, 5/1/53 Pool # SD2875		370,876		363,506
6%, 9/1/53 Pool # SD8363		231,813		232,753
6%, 9/1/53 Pool # SD3739		420,939		425,890
5.5%, 2/1/54 Pool # SD4901		98,889		97,848
				9,545,558
Ginnie Mae - 0.0%
6.5%, 2/20/29 Pool # 2714		10,940		11,108
6.5%, 4/20/31 Pool # 3068		9,488		9,781
				20,889

Total Mortgage Backed Securities
( Cost $24,845,638 )				23,233,178

U.S. GOVERNMENT AND AGENCY
OBLIGATIONS - 20.3%

Federal Home Loan Bank - 0.3%
6.050%, 11/21/31		200,000		199,645
U.S. Treasury Bonds - 11.0%
6.625%, 2/15/27		2,000,000		2,109,297
4.500%, 5/15/38		2,000,000		2,026,562
3.750%, 8/15/41		1,000,000		906,836
3.000%, 5/15/45		750,000		585,820
2.500%, 5/15/46		500,000		353,301
3.375%, 11/15/48		500,000		408,379
1.250%, 5/15/50		750,000		374,473
1.875%, 2/15/51		500,000		294,063
4.125%, 8/15/53		400,000		374,812
				7,433,543
U.S. Treasury Notes - 9.0%
2.250%, 11/15/25		400,000		385,750
4.000%, 2/29/28		400,000		394,063
2.875%, 5/15/28		2,000,000		1,890,391
2.625%, 2/15/29		2,450,000		2,272,375
3.875%, 11/30/29		500,000		488,691
4.000%, 2/15/34		665,000		646,920
				6,078,190

Total U.S. Government and
Agency Obligations
( Cost $14,830,842 )				13,711,378

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Core Bond Fund Portfolio of Investments (unaudited) – concluded

	Shares		Value (Note 2,3)
SHORT-TERM INVESTMENTS - 2.6%
State Street Institutional U.S. Government Money Market Fund, Premier Class (F), 5.25%		886,661	$	886,661
State Street Navigator Securities Lending Government Money Market Portfolio (F) (G), 5.33%		851,458		851,458

Total Short-Term Investments
( Cost $1,738,119 )				1,738,119

TOTAL INVESTMENTS - 100.6% ( Cost $73,555,249** )				67,838,089
NET OTHER ASSETS AND LIABILITIES - (0.6%)				(376,674	)
TOTAL NET ASSETS - 100.0%			$	67,461,415

**	Aggregate cost for Federal tax purposes was $73,631,215.
(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 buyers."
(B)	Coupon rate may change based on changes of the underlying collateral or prepayments of principal. The coupon rate shown represents the rate at June 30, 2024.
(C)	Floating rate or variable rate note. Rate shown is as of June 30, 2024.
(D)	Stepped rate security. Rate shown is as of June 30, 2024.
(E)	All or a portion of these securities, with an aggregate fair value of $983,671, are on loan as part of a securities lending program. See footnote (G) and Note 10 for details on the securities lending program.
(F)	7-day yield.
(G)	Represents investments of cash collateral received in connection with securities lending.
BDC	Business Development Company.
CMT	Constant Maturity Treasury.
DAC	Designated Activity Company.
FREMF	Freddie Mac Multifamily
IO	Interest Only.
PLC	Public Limited Company.
LLC	Limited Liability Company.
LP	Limited Partnership.
REMIC	Real Estate Mortgage Investment Conduit.
SOFR	Secured Overnight Financing Rate.
STACR	Structured Agency Credit Risk
USD	United States Dollar.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

High Income Fund Portfolio of Investments (unaudited)

	Par Value		Value (Note 2,3)
CORPORATE NOTES AND BONDS - 80.4%

Communication Services - 13.6%
Advantage Sales & Marketing, Inc. (A), 6.5%, 11/15/28	$	150,000	$	135,734
Cars.com, Inc. (A), 6.375%, 11/1/28		150,000		147,366
Frontier Communications Holdings LLC (A) (B), 5%, 5/1/28		225,000		211,928
Lamar Media Corp., 4.875%, 1/15/29		200,000		192,194
Millennium Escrow Corp. (A), 6.625%, 8/1/26		225,000		117,431
Netflix, Inc., 6.375%, 5/15/29		200,000		210,796
Nexstar Media, Inc. (A) (B), 4.75%, 11/1/28		150,000		133,376
Outfront Media Capital LLC/Outfront Media Capital Corp. (A) (B), 4.25%, 1/15/29		125,000		114,001
SBA Communications Corp., 3.875%, 2/15/27		250,000		238,276
				1,501,102
Consumer Discretionary - 14.6%
American Airlines, Inc./AAdvantage Loyalty IP Ltd. (A), 5.5%, 4/20/26		200,000		198,183
Boyne USA, Inc. (A) (B), 4.75%, 5/15/29		100,000		93,311
Genting New York LLC/GENNY Capital, Inc. (A), 3.3%, 2/15/26		200,000		191,021
Murphy Oil USA, Inc., 5.625%, 5/1/27		400,000		395,346
QVC, Inc. (B), 4.375%, 9/1/28		160,000		117,077
RHP Hotel Properties LP/RHP Finance Corp. (A) (B), 4.5%, 2/15/29		175,000		164,156
Royal Caribbean Cruises Ltd., 7.5%, 10/15/27		150,000		157,626
United Airlines, Inc. (A), 4.375%, 4/15/26		125,000		120,747
Williams Scotsman, Inc. (A), 6.125%, 6/15/25		175,000		174,707
				1,612,174
Consumer Staples - 9.2%
B&G Foods, Inc. (B), 5.25%, 9/15/27		220,000		203,803
Edgewell Personal Care Co. (A), 5.5%, 6/1/28		125,000		121,996
Lamb Weston Holdings, Inc. (A), 4.875%, 5/15/28		150,000		145,296
Lamb Weston Holdings, Inc. (A) (B), 4.125%, 1/31/30		185,000		168,183
Performance Food Group, Inc. (A), 5.5%, 10/15/27		225,000		220,066
U.S. Foods, Inc. (A), 6.875%, 9/15/28		150,000		153,368
				1,012,712
Energy - 5.2%
Berry Petroleum Co. LLC (A), 7%, 2/15/26		125,000		123,420

Buckeye Partners LP (A), 4.125%, 3/1/25		101,000		99,639
Sunoco LP/Sunoco Finance Corp., 6%, 4/15/27		225,000		224,709
Sunoco LP/Sunoco Finance Corp., 4.5%, 4/30/30		135,000		124,881
				572,649
Financials - 10.8%
Jefferies Finance LLC/JFIN Co.-Issuer Corp.
(A), 5%, 8/15/28		200,000		184,503
LPL Holdings, Inc. (A), 4%, 3/15/29		225,000		209,847
MGIC Investment Corp., 5.25%, 8/15/28		200,000		194,831
MPT Operating Partnership LP/MPT Finance Corp. (B), 3.5%, 3/15/31		150,000		97,785
Nationstar Mortgage Holdings, Inc. (A)
(B), 5%, 2/1/26		130,000		127,226
OneMain Finance Corp., 3.875%, 9/15/28		225,000		201,751
Rocket Mortgage LLC/Rocket Mortgage Co.-Issuer, Inc. (A), 3.875%, 3/1/31		200,000		174,598
				1,190,541
Health Care - 3.5%
AdaptHealth LLC (A) (B), 4.625%, 8/1/29		50,000		43,321
HCA, Inc., 5.875%, 2/15/26		250,000		250,322
Medline Borrower LP (A), 3.875%, 4/1/29		100,000		92,082
				385,725
Industrials - 18.7%
Ball Corp., 6.875%, 3/15/28		100,000		102,538
Brink's Co. (A) (B), 5.5%, 7/15/25		125,000		124,854
Clean Harbors, Inc. (A), 6.375%, 2/1/31		150,000		150,379
Energizer Holdings, Inc. (A), 4.75%, 6/15/28		210,000		196,611
EnerSys (A), 4.375%, 12/15/27		125,000		118,342
Graphic Packaging International LLC (A), 3.5%, 3/15/28		150,000		138,310
Madison IAQ LLC (A), 4.125%, 6/30/28		200,000		186,520
Roller Bearing Co. of America, Inc. (A), 4.375%, 10/15/29		175,000		161,052
Sealed Air Corp. (A), 5%, 4/15/29		200,000		190,414
Summit Materials LLC/Summit Materials Finance Corp. (A), 7.25%, 1/15/31		100,000		103,568
TransDigm, Inc. (A), 6.875%, 12/15/30		125,000		127,613
United Rentals North America, Inc., 5.5%, 5/15/27		250,000		248,113
Waste Pro USA, Inc. (A), 5.5%, 2/15/26		225,000		221,855
				2,070,169
Information Technology - 3.5%
Gartner, Inc. (A), 4.5%, 7/1/28		150,000		144,568

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

High Income Fund Portfolio of Investments (unaudited)- concluded

	Par Value		Value (Note 2,3)
Iron Mountain, Inc. (A), 5.25%, 7/15/30	$	150,000	$	142,546
Playtika Holding Corp. (A), 4.25%, 3/15/29		110,000		96,497
				383,611

Utilities - 1.3%
Calpine Corp. (A), 3.75%, 3/1/31		160,000		141,403

Total Corporate Notes and Bonds
( Cost $9,384,806 )				8,870,086

FOREIGN CORPORATE BONDS - 6.0%

Communication Service - 0.5%
Telesat Canada/Telesat LLC (A), 6.5%, 10/15/27		175,000		54,102
Consumer Discretionary - 5.5%
Carnival Corp. (A), 5.75%, 3/1/27		200,000		197,592
Hawaiian Brand Intellectual Property Ltd./HawaiianMiles Loyalty Ltd. (A) (B), 5.75%, 1/20/26		175,000		166,736
International Game Technology PLC (A), 4.125%, 4/15/26		250,000		243,281
				607,609

Total Foreign Corporate Bonds
( Cost $803,913 )				661,711

		Shares
EXCHANGE TRADED FUNDS - 4.1%

Bond Funds - 4.1%
iShares iBoxx High Yield Corporate Bond ETF (B)		5,900		455,126

Total Exchange Traded Funds
( Cost $508,729 )				455,126

SHORT-TERM INVESTMENTS - 27.9%
State Street Institutional U.S. Government Money Market Fund, Premier Class (C), 5.25%		910,147		910,147
State Street Navigator Securities Lending Government Money Market Portfolio (C) (D), 5.33%		2,169,743		2,169,743

Total Short-Term Investments
( Cost $3,079,890 )				3,079,890

TOTAL INVESTMENTS - 118.4%
( Cost $13,777,338** )				13,066,813
NET OTHER ASSETS AND LIABILITIES -(18.4%)				(2,034,231	)

TOTAL NET ASSETS - 100.0%			$	11,032,582

**	Aggregate cost for Federal tax purposes was $13,777,631.
(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 buyers."
(B)	All or a portion of these securities, with an aggregate fair value of $2,125,450, are on loan as part of a securities lending program. See footnote (D) and Note 10 for details on the securities lending program.
(C)	7-day yield.
(D)	Represents investments of cash collateral received in connection with securities lending.
ETF	Exchange Traded Fund.
LLC	Limited Liability Company.
LP	Limited Partnership.
PLC	Public Limited Company.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Large Cap Value Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
COMMON STOCKS - 98.4%

Communication Service - 3.4%
Comcast Corp., Class A		153,300	$	6,003,228

Consumer Discretionary - 9.1%
Home Depot, Inc.		18,550		6,385,652
Lowe's Cos., Inc.		22,600		4,982,396
McDonald's Corp.		9,150		2,331,786
Starbucks Corp.		27,300		2,125,305
				15,825,139
Consumer Staples - 8.6%
Colgate-Palmolive Co.		39,700		3,852,488
Hershey Co.		18,800		3,456,004
PepsiCo, Inc.		28,550		4,708,752
Procter & Gamble Co.		18,400		3,034,528
				15,051,772
Energy - 11.2%
Chevron Corp.		34,700		5,427,774
ConocoPhillips		32,300		3,694,474
EOG Resources, Inc.		49,400		6,217,978
Exxon Mobil Corp.		36,500		4,201,880
				19,542,106
Financials - 20.2%
Bank of America Corp.		115,000		4,573,550
BlackRock, Inc.		7,300		5,747,436
CME Group, Inc.		29,800		5,858,680
JPMorgan Chase & Co.		25,550		5,167,743
Morgan Stanley		70,800		6,881,052
Northern Trust Corp.		30,100		2,527,798
U.S. Bancorp		114,700		4,553,590
				35,309,849
Health Care - 11.5%
Abbott Laboratories		38,000		3,948,580
AbbVie, Inc.		27,000		4,631,040
Johnson & Johnson		35,800		5,232,528
Medtronic PLC		80,000		6,296,800
				20,108,948
Industrials - 19.0%
Automatic Data Processing, Inc.		28,500	$	6,802,665
Caterpillar, Inc.		5,622		1,872,688
Cummins, Inc.		11,400		3,157,002
Fastenal Co.		103,200		6,485,088
Honeywell International, Inc.		31,300		6,683,802
Paychex, Inc.		25,600		3,035,136
Union Pacific Corp.		22,600		5,113,476
				33,149,857
Information Technology - 6.5%
Accenture PLC, Class A		6,000		1,820,460
Analog Devices, Inc.		12,200		2,784,772
Texas Instruments, Inc.		34,400		6,691,832
				11,297,064
Materials - 2.0%
Air Products & Chemicals, Inc.		13,900		3,586,895

Real Estate Investment Trusts
(REITs) - 2.8%
American Tower Corp., REIT		25,450		4,946,971

Utilities - 4.1%
NextEra Energy, Inc.		101,700		7,201,377
Total Common Stocks
( Cost $145,626,598 )				172,023,206

SHORT-TERM INVESTMENTS - 1.5%
State Street Institutional U.S. Government
Money Market Fund, Premier Class (A), 5.25%		2,598,158		2,598,158
Total Short-Term Investments
( Cost $2,598,158 )				2,598,158
TOTAL INVESTMENTS - 99.9% ( Cost $148,224,756** )				174,621,364
NET OTHER ASSETS AND LIABILITIES - 0.1%				157,471
TOTAL NET ASSETS - 100.0%			$	174,778,835

**	Aggregate cost for Federal tax purposes was $148,248,795.
(A)	7-day yield.
PLC	Public Limited Company.
REIT	Real Estate Investment Trust.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Large Cap Growth Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
COMMON STOCKS - 98.6%
Communication Services - 11.1%
Alphabet, Inc., Class C		108,706	$	19,938,855
Liberty Broadband Corp., Class C *		42,615		2,336,154
				22,275,009
Consumer Discretionary - 15.2%
Amazon.com, Inc. *		53,294		10,299,066
Lowe's Cos., Inc.		33,481		7,381,221
NIKE, Inc., Class B		12,827		966,771
Starbucks Corp.		45,526		3,544,199
TJX Cos., Inc.		73,938		8,140,574
				30,331,831
Consumer Staples - 2.5%
Dollar Tree, Inc. *		47,409		5,061,859

Financials - 32.3%
Capital Markets - 5.2%
Brookfield Asset Management Ltd., Class A (A)		28,199		1,072,972
Brookfield Corp., Class A		112,804		4,685,878
Charles Schwab Corp.		63,001		4,642,544
				10,401,394
Commercial Banks - 2.6%
U.S. Bancorp		130,749		5,190,735

Financial Services - 11.8%
Berkshire Hathaway, Inc., Class B *		19,560		7,957,008
Fiserv, Inc. *		61,960		9,234,518
Visa, Inc., Class A		24,200		6,351,774
				23,543,300
Insurance - 12.7%
Arch Capital Group Ltd. *		132,421		13,359,955
Marsh & McLennan Cos., Inc.		25,236		5,317,730
Progressive Corp.		31,989		6,644,435
				25,322,120
				64,457,549
Health Care - 10.8%
Agilent Technologies, Inc.		49,112		6,366,388
Alcon, Inc.		87,528		7,796,994
Danaher Corp.		14,576		3,641,814
Elevance Health, Inc.		7,103		3,848,832
				21,654,028
Industrials - 16.1%
Copart, Inc. *		131,721		7,134,009
Deere & Co.		10,945		4,089,380
Ferguson PLC		19,921		3,857,702
PACCAR, Inc.		89,698		9,233,512
Parker-Hannifin Corp.		15,345		7,761,655
				32,076,258

Information Technology - 10.6%
Accenture PLC, Class A		19,490		5,913,461
Analog Devices, Inc.		37,580		8,578,011
Texas Instruments, Inc.		34,802		6,770,033
				21,261,505
Total Common Stocks
( Cost $102,069,072 )				197,118,039

SHORT-TERM INVESTMENTS - 1.4%
State Street Institutional U.S. Government Money Market Fund, Premier Class (B), 5.25%		2,756,488		2,756,488
Total Short-Term Investments
( Cost $2,756,488 )				2,756,488
TOTAL INVESTMENTS - 100.0%
( Cost $104,825,560** )				199,874,527
NET OTHER ASSETS AND LIABILITIES - 0.0%				41,581
TOTAL NET ASSETS - 100.0%			$	199,916,108

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $105,456,326. All or a portion of these securities, with an aggregate fair value of $1,055,381, are on loan as part of a securities lending
(A)	program.
(B)	7-day yield.
PLC	Public Limited Company.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Mid Cap Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
COMMON STOCKS - 94.7%
Communication Services - 4.5%
Liberty Broadband Corp., Class C *		52,382	$	2,871,581
Liberty Media Corp.-Liberty Formula One, Class C *		53,303		3,829,288
				6,700,869
Consumer Discretionary - 14.8%
CarMax, Inc. *		66,186		4,854,081
Floor & Decor Holdings, Inc., Class A *		41,450		4,120,545
Ross Stores, Inc.		61,229		8,897,798
Thor Industries, Inc.		41,279		3,857,523
				21,729,947
Consumer Staples - 5.8%
Brown-Forman Corp., Class B		73,492		3,174,119
Dollar Tree, Inc. *		49,867		5,324,300
				8,498,419
Financials - 23.6%
Arch Capital Group Ltd. *		130,584		13,174,620
Brookfield Asset Management Ltd., Class A (A)		73,290		2,788,685
Brown & Brown, Inc.		81,833		7,316,689
Cullen/Frost Bankers, Inc.		14,607		1,484,509
Glacier Bancorp, Inc.		39,895		1,488,881
Moelis & Co., Class A		85,178		4,843,221
W R Berkley Corp.		46,535		3,656,720
				34,753,325
Health Care - 5.3%
Labcorp Holdings, Inc.		21,202		4,314,819
Waters Corp. *		11,909		3,455,039
				7,769,858
Industrials - 16.9%
Armstrong World Industries, Inc.		22,111		2,503,849
Carlisle Cos., Inc.		15,985		6,477,282
Copart, Inc. *		125,016		6,770,866
Expeditors International of Washington, Inc.		20,587		2,569,052
PACCAR, Inc.		63,122		6,497,779
				24,818,828
Information Technology - 23.8%
Amphenol Corp., Class A		93,602		6,305,967
Arista Networks, Inc. *		12,521		4,388,360
CDW Corp.		22,508		5,038,191
Gartner, Inc. *		21,167		9,505,253
Microchip Technology, Inc.		18,335		1,677,652
MKS Instruments, Inc.		36,691		4,791,111
Teledyne Technologies, Inc. *		8,546		3,315,677
				35,022,211
Total Common Stocks
( Cost $63,056,283 )				139,293,457
SHORT-TERM INVESTMENTS - 5.8%
State Street Institutional U.S. Government
Money Market Fund, Premier Class (B), 5.25%		8,481,096		8,481,096
Total Short-Term Investments
( Cost $8,481,096 )				8,481,096
TOTAL INVESTMENTS - 100.5% ( Cost $71,537,379** )				147,774,553
NET OTHER ASSETS AND LIABILITIES - (0.5%)				(716,794	)
TOTAL NET ASSETS - 100.0%			$	147,057,759

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $71,759,681.
(A)	All or a portion of these securities, with an aggregate fair value of $2,742,959, are on loan as part of a securities lending program.
(B)	7-day yield.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

International Stock Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
COMMON STOCKS - 97.4%
Australia - 1.7%
Treasury Wine Estates Ltd.		39,983	$	331,496

Brazil - 1.3%
Itau Unibanco Holding SA, ADR		43,662		254,986

Canada - 5.0%
Cameco Corp.		8,677		426,909
Canadian Pacific Kansas City Ltd. (A)		3,662		288,309
Manulife Financial Corp. (A)		8,692		231,381
				946,599
China - 6.4%
Alibaba Group Holding Ltd., ADR		5,627		405,144
Ping An Insurance Group Co. of China Ltd., Class H		67,890		308,701
Tencent Holdings Ltd.		10,632		504,605
				1,218,450
Denmark - 1.0%
Genmab AS *		746		187,081

France - 8.0%
Air Liquide SA		1,272		218,990
Airbus SE		3,323		458,194
Hermes International SCA		84		193,343
LVMH Moet Hennessy Louis Vuitton SE		262		201,204
STMicroelectronics NV		6,422		252,256
Worldline SA * (B)		17,760		192,367
				1,516,354
Germany - 11.6%
adidas AG		1,747		416,944
Deutsche Telekom AG		21,372		537,631
KION Group AG		9,524		398,589
SAP SE, ADR		1,444		291,269
Siemens AG		1,773		329,759
Symrise AG		1,985		242,996
				2,217,188
Hong Kong - 2.1%
AIA Group Ltd.		57,520		390,040

India - 7.7%
HDFC Bank Ltd., ADR		8,871		570,671
Infosys Ltd., ADR (A)		18,955		352,942
Larsen & Toubro Ltd., GDR		12,652		536,993
				1,460,606
Ireland - 2.0%
Kerry Group PLC, Class A		4,690		379,563

Israel - 2.0%
CyberArk Software Ltd. *		1,378		376,773
Italy - 1.1%
Ferrari NV		526		214,803

Japan - 17.0%
CyberAgent, Inc.		38,429		239,472
Daiichi Sankyo Co. Ltd.		10,900		380,777
Keyence Corp.		500		220,588
Lasertec Corp.		1,000		225,934
Murata Manufacturing Co. Ltd.		12,179		252,798
Nidec Corp.		5,200		235,035
Pan Pacific International Holdings Corp.		17,800		417,662
Shin-Etsu Chemical Co. Ltd.		7,400		287,832
Shiseido Co. Ltd.		9,600		273,208
Sony Group Corp.		3,997		339,633
Toray Industries, Inc.		76,553		361,534
				3,234,473
Mexico - 5.7%
Fomento Economico Mexicano SAB de CV, ADR		2,503		269,448
Grupo Mexico SAB de CV, Series B		86,107		464,587
Wal-Mart de Mexico SAB de CV, ADR		10,445		355,339
				1,089,374
Netherlands - 4.9%
ASML Holding NV		561		573,751
NXP Semiconductors NV		1,367		367,846
				941,597
Norway - 1.4%
Norsk Hydro ASA		41,877		260,675

Switzerland - 6.5%
Lonza Group AG		766		416,286
Nestle SA		2,235		228,143
Partners Group Holding AG		262		336,935
Sika AG		926		263,597
				1,244,961
Taiwan - 2.1%
Taiwan Semiconductor Manufacturing Co. Ltd., ADR		2,241		389,508

United Kingdom - 9.9%
AstraZeneca PLC		3,526		549,689
Diageo PLC		6,667		209,747
London Stock Exchange Group PLC		1,756		208,151
Prudential PLC		33,525		304,136
Shell PLC		11,102		398,977
Wise PLC, Class A *		24,704		212,514
				1,883,214
Total Common Stocks
( Cost $18,425,483 )				18,537,741

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

International Stock Fund Portfolio of Investments (unaudited) – concluded

	Shares		Value (Note 2,3)
Short-Term Investments - 3.6%
United States - 3.6%
State Street Institutional U.S. Government Money Market Fund, Premier Class (C), 5.25%		388,185	$	388,185
State Street Navigator Securities Lending Government Money Market Portfolio (C) (D), 5.33%		300,522		300,522
Total Short-Term Investments
( Cost $688,707 )				688,707
TOTAL INVESTMENTS - 101.0%
( Cost $19,114,190** )				19,226,448
NET OTHER ASSETS AND LIABILITIES - (1.0%)				(183,162	)
TOTAL NET ASSETS - 100.0%			$	19,043,286

*	Non-income producing.
**	Aggregate cost for Federal tax purposes was $19,314,003.
(A)	All or a portion of these securities, with an aggregate fair value of $639,077, are on loan as part of a securities lending program. See footnote (D) and Note 10 for details on the securities lending program.
(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." The securities have been determined to be liquid under guidelines established by the Board of Trustees.
(C)	7-day yield.
(D)	Represents investments of cash collateral received in connection with securities lending.
ADR	American Depositary Receipt.
GDR	Global Depositary Receipt.
PLC	Public Limited Company.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Target Retirement 2020 Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
EXCHANGE TRADED FUNDS - 97.6%

Alternative Funds - 0.5%
Invesco Optimum Yield Diversified Commodity Strategy ETF		5,147	$	72,315

Bond Funds - 78.3%
iShares 7-10 Year Treasury Bond ETF		17,879		1,674,368
iShares Aaa - A Rated Corporate Bond ETF		16,171		757,773
iShares MBS ETF		9,792		899,004
Janus Henderson Mortgage-Backed Securities ETF		62,321		2,782,633
Schwab Intermediate-Term U.S. Treasury ETF		25,011		1,219,786
SPDR Portfolio Short Term Treasury ETF		110,879		3,201,077
Vanguard Extended Duration Treasury ETF		7,567		555,493
				11,090,134
Foreign Stock Funds - 5.2%
iShares MSCI Emerging Markets Asia ETF		2,462		178,446
iShares MSCI International Quality Factor ETF		9,599		374,841
JPMorgan BetaBuilders Japan ETF		1,967		110,998
WisdomTree Europe Hedged Equity ETF		1,560		70,527
				734,812
Stock Funds - 13.6%
Distillate Small/Mid Cash Flow ETF		2,160		74,986
Distillate U.S. Fundamental
Stability & Value ETF		12,150		624,389
Invesco S&P 500 Quality ETF		12,776		811,787
iShares Global Energy ETF		1,790		74,303
Vanguard Health Care ETF		369		98,154
Vanguard Information Technology ETF		436		251,393
				1,935,012
Total Exchange Traded Funds
( Cost $13,508,555 )				13,832,273

SHORT-TERM INVESTMENTS - 2.3%
State Street Institutional U.S. Government Money Market Fund, Premier Class (A), 5.25%		330,193		330,193
Total Short-Term Investments
( Cost $330,193 )				330,193
TOTAL INVESTMENTS - 99.9%
( Cost $13,838,748** )				14,162,466
NET OTHER ASSETS AND LIABILITIES - 0.1%				7,730

TOTAL NET ASSETS - 100.0%			$	14,170,196

**	Aggregate cost for Federal tax purposes was $14,102,448.
(A)	7-day yield.
ETF	Exchange Traded Fund.
MBS	Mortgage-Backed Securities
MSCI	Morgan Stanley Capital International.
SPDR	Standard & Poor’s Depositary Receipt.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Target Retirement 2030 Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
EXCHANGE TRADED FUNDS - 98.4%

Alternative Funds - 1.1%
Invesco Optimum Yield Diversified Commodity Strategy ETF		43,173	$	606,581

Bond Funds - 60.7%
iShares 7-10 Year Treasury Bond ETF		50,940		4,770,531
iShares Aaa - A Rated Corporate Bond ETF		41,696		1,953,875
iShares MBS ETF		29,311		2,691,043
iShares Treasury Floating Rate Bond ETF		27,450		1,390,617
Janus Henderson Mortgage-Backed Securities ETF		173,615		7,751,910
Schwab Intermediate-Term U.S. Treasury ETF		97,686		4,764,146
SPDR Portfolio Short Term Treasury ETF		286,676		8,276,336
Vanguard Extended Duration Treasury ETF		18,623		1,367,114
				32,965,572
Foreign Stock Funds - 9.9%
iShares MSCI Emerging Markets Asia ETF		19,460		1,410,460
iShares MSCI International Quality Factor ETF		52,301		2,042,354
JPMorgan BetaBuilders Japan ETF		19,360		1,092,485
WisdomTree Europe Hedged Equity ETF		17,891		808,852
				5,354,151

Stock Funds - 26.7%
Distillate Small/Mid Cash Flow ETF		15,834		549,688
Distillate U.S. Fundamental Stability &Value ETF		84,837		4,359,774
Invesco S&P 500 Quality ETF		82,351		5,232,583
iShares Global Energy ETF		21,316		884,827
Vanguard Health Care ETF		3,089		821,674
Vanguard Information Technology ETF		4,585		2,643,665
				14,492,211
Total Exchange Traded Funds
( Cost $50,365,028 )				53,418,515

SHORT-TERM INVESTMENTS - 1.6%
State Street Institutional U.S. Government Money Market Fund, Premier Class (A), 5.25%		890,316		890,316
Total Short-Term Investments
( Cost $890,316 )				890,316

TOTAL INVESTMENTS - 100.0% ( Cost $51,255,344** )				54,308,831

NET OTHER ASSETS AND LIABILITIES - 0.0%				10,946

TOTAL NET ASSETS - 100.0%			$	54,319,777

**	Aggregate cost for Federal tax purposes was $52,112,918.
(A)	7-day yield.
ETF	Exchange Traded Fund.
MBS	Mortgage-Backed Securities
MSCI	Morgan Stanley Capital International.
SPDR	Standard & Poor’s Depositary Receipt.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Target Retirement 2040 Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
EXCHANGE TRADED FUNDS - 97.8%

Alternative Funds - 1.7%
Invesco Optimum Yield Diversified
Commodity Strategy ETF		47,442	$	666,560

Bond Funds - 41.3%
iShares 7-10 Year Treasury Bond ETF		34,979		3,275,783
iShares Aaa - A Rated Corporate Bond ETF		23,893		1,119,626
iShares MBS ETF		16,740		1,536,900
iShares Treasury Floating Rate Bond ETF		25,199		1,276,581
Janus Henderson Mortgage-Backed Securities ETF		71,473		3,191,270
Schwab Intermediate-Term U.S. Treasury ETF		64,604		3,150,737
SPDR Portfolio Short Term Treasury ETF		82,556		2,383,392
Vanguard Extended Duration Treasury ETF		5,064		371,748
				16,306,037
Foreign Stock Funds - 14.6%
iShares MSCI Emerging Markets Asia ETF		21,961		1,591,733
iShares MSCI International Quality Factor ETF		51,318		2,003,968
JPMorgan BetaBuilders Japan ETF		21,065		1,188,698
WisdomTree Europe Hedged Equity ETF		21,986		993,987
				5,778,386
Stock Funds - 40.2%
Distillate Small/Mid Cash Flow ETF		15,592		541,287
Distillate U.S. Fundamental Stability & Value ETF		99,117		5,093,623
Invesco S&P 500 Quality ETF		86,540		5,498,752
iShares Global Energy ETF		23,588		979,138
Vanguard Health Care ETF		3,361		894,026
Vanguard Information Technology ETF		5,023		2,896,211
				15,903,037
Total Exchange Traded Funds
( Cost $35,651,264 )				37,660,033

SHORT-TERM INVESTMENTS - 2.2%
State Street Institutional U.S. Government Money Market Fund, Premier Class (A), 5.25%		843,931		843,931
Total Short-Term Investments
( Cost $843,931 )				843,931
TOTAL INVESTMENTS - 100.0% ( Cost $36,495,195** )				39,497,951

NET OTHER ASSETS AND LIABILITIES - 0.0%				9,665

TOTAL NET ASSETS - 100.0%			$	39,507,616

**	Aggregate cost for Federal tax purposes was $36,954,889.
(A)	7-day yield.
ETF	Exchange Traded Fund.
MBS	Mortgage-Backed Securities
MSCI	Morgan Stanley Capital International.
SPDR	Standard & Poor’s Depositary Receipt.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Target Retirement 2050 Fund Portfolio of Investments (unaudited)

	Shares		Value (Note 2,3)
EXCHANGE TRADED FUNDS - 96.7%

Alternative Funds - 1.9%
Invesco Optimum Yield Diversified
Commodity Strategy ETF		48,135	$	676,297

Bond Funds - 31.2%
iShares 7-10 Year Treasury Bond ETF		25,497		2,387,794
iShares Aaa - A Rated Corporate Bond ETF		12,864		602,807
iShares MBS ETF		8,977		824,178
iShares Treasury Floating Rate Bond ETF		22,137		1,121,460
Janus Henderson Mortgage-Backed Securities ETF		48,563		2,168,338
Schwab Intermediate-Term U.S. Treasury ETF		49,811		2,429,283
SPDR Portfolio Short Term Treasury ETF		38,912		1,123,389
Vanguard Extended Duration Treasury ETF		2,038		149,610
				10,806,859
Foreign Stock Funds – 17.0%
iShares MSCI Emerging Markets Asia ETF		22,136		1,604,417
iShares MSCI International Quality Factor ETF		51,460		2,009,513
JPMorgan BetaBuilders Japan ETF		22,826		1,288,071
WisdomTree Europe Hedged Equity ETF		21,779		984,629
				5,886,630
Stock Funds - 46.6%
Distillate Small/Mid Cash Flow ETF		16,692		579,475
Distillate U.S. Fundamental Stability & Value ETF		95,903		4,928,455
Invesco S&P 500 Quality ETF		91,507		5,814,355
iShares Global Energy ETF		24,316		1,009,357
Vanguard Health Care ETF		3,239		861,574
Vanguard Information Technology ETF		5,077		2,927,347
				16,120,563
Total Exchange Traded Funds
( Cost $30,386,259 )				33,490,349

SHORT-TERM INVESTMENTS - 3.2%
State Street Institutional U.S. Government Money Market Fund, Premier Class (A), 5.25%		1,113,552		1,113,552
Total Short-Term Investments
( Cost $1,113,552 )				1,113,552

TOTAL INVESTMENTS - 99.9% ( Cost $31,499,811** )				34,603,901

NET OTHER ASSETS AND LIABILITIES - 0.1%				23,599

TOTAL NET ASSETS - 100.0%			$	34,627,500

**	Aggregate cost for Federal tax purposes was $32,004,004.
(A)	7-day yield.
ETF	Exchange Traded Fund.
MBS	Mortgage-Backed Securities
MSCI	Morgan Stanley Capital International.
SPDR	Standard & Poor’s Depositary Receipt.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Assets and Liabilities as of June 30, 2024 (unaudited)

	Conservative Allocation Fund			Moderate Allocation Fund		Aggressive Allocation Fund		Diversified Income Fund		Core Bond Fund			High Income Fund			Large Cap Value Fund
Assets:
Investments in unaffiliated securities, at fair value^†§	$	29,338,178		$	67,405,549	$	27,874,851	$	35,800,100	$	67,838,089		$	13,066,813		$	174,621,364
Investments in affiliated securities, at fair value^‡1		23,519,402			44,320,141		13,345,482		120,116,301		–			–			–
Cash		–			–		–		–		–			–			–
Receivables:
Fund shares sold		8,829			35,556		20,003		5,951		2,212			10			47,987
Dividends and Interest		54,690			78,385		17,386		40,614		527,738			146,344			217,203
Total assets		52,921,099			111,839,631		41,257,722		155,962,966		68,368,039			13,213,167			174,886,554
Liabilities:
Payables:
Fund shares repurchased		3,617			10,002		353		32,325		16,191			2,678			6,183
Upon return of securities loaned		2,281,191			406,375		222,292		76,100		851,458			2,169,743			–
Advisory agreement fees		12,632			27,670		10,111		32,143		30,524			6,810			86,565
Audit and trustee fees		8,868			9,399		3,338		13,445		5,886			908			14,594
Distribution fees - Class II		1,919			1,979		98		4,088		2,565			446			377
Total liabilities		2,308,227			455,425		236,192		158,101		906,624			2,180,585			107,719
Net assets applicable to outstanding capital stock	$	50,612,872		$	111,384,206	$	41,021,530	$	155,804,865	$	67,461,415		$	11,032,582		$	174,778,835
Net assets consist of:
Paid-in capital in excess of par	$	55,685,999		$	100,002,462	$	34,648,415	$	149,597,179	$	77,392,413		$	14,579,312		$	146,067,772
Accumulated distributable earnings (loss)		(5,073,127	)		11,381,744		6,373,115		6,207,686		(9,930,998	)		(3,546,730	)		28,711,063
Net Assets	$	50,612,872		$	111,384,206	$	41,021,530	$	155,804,865	$	67,461,415		$	11,032,582		$	174,778,835

Class I Shares:
Net Assets	$	41,579,067		$	101,840,160	$	40,544,838	$	136,128,881	$	54,989,015		$	8,863,017		$	172,958,368
Shares of beneficial interest outstanding		4,497,970			11,115,019		4,929,844		9,777,576		6,582,174			1,187,091			7,732,420
Net Asset Value and redemption price per share	$	9.24		$	9.16	$	8.22	$	13.92	$	8.35		$	7.47		$	22.37
Class II Shares:
Net Assets	$	9,033,805		$	9,544,046	$	476,692	$	19,675,984	$	12,472,400		$	2,169,565		$	1,820,467
Shares of beneficial interest outstanding		972,198			1,037,609		58,016		1,438,774		1,502,377			290,662			83,034
Net Asset Value and redemption price per share	$	9.29		$	9.20	$	8.22	$	13.68	$	8.30		$	7.46		$	21.92

† Cost of Investments in unaffiliated securities	$	27,996,247		$	63,070,621	$	25,697,736	$	34,687,601	$	73,555,248		$	13,777,338		$	148,224,756
‡ Cost of investments in affiliated securities	$	23,988,552		$	38,996,905	$	10,496,245	$	121,768,395	$	–		$	–		$	–
§ Fair Value of securities on loan	$	2,229,918		$	682,406	$	403,007	$	73,836	$	983,671		$	2,125,450		$	–

¹	See Note 12 for information on affiliated issuers.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Assets and Liabilities as of June 30, 2024 (unaudited) – continued

	Large Cap Growth Fund		Mid Cap Fund		International Stock Fund			Madison Target Retirement 2020 Fund			Madison Target Retirement 2030 Fund			Madison Target Retirement 2040 Fund		Madison Target Retirement 2050 Fund
Assets:
Investments in unaffiliated securities, at fair value^†§	$	199,874,527	$	147,774,553	$	19,226,448		$	14,162,466		$	54,308,831		$	39,497,951	$	34,603,901
Investments in affiliated securities, at fair value^‡1		–		–		–			–			–			–		–
Cash		–		474		–			–			–			–		–
Foreign currency (cost of $4,395) (Note 2)		–		–		4,392			–			–			–		–
Receivables:
Fund shares sold		9,729		15,437		3,106			10,528			17,702			12,280		24,962
Dividends and Interest		296,967		49,502		138,536			689			6,478			7,075		6,998
Total assets		200,181,223		147,839,966		19,372,482			14,173,683			54,333,011			39,517,306		34,635,861
Liabilities:
Payables:
Investments purchased		–		644,140		–			–			–			–		–
Fund shares repurchased		104,520		14,679		4,995			–			–			–		–
Upon return of securities loaned		–		–		300,522			–			–			–		–
Advisory agreement fees		132,358		109,203		18,327			2,969			11,232			8,207		7,075
Administrative services agreement fees		–		–		–			518			2,002			1,483		1,286
Audit and trustee fees		17,835		13,340		1,697			–			–			–		–
Distribution fees - Class II		1,894		845		998			–			–			–		–
Due to Custodian		8,508		–		2,657			–			–			–		–
Total liabilities		265,115		782,207		329,196			3,487			13,234			9,690		8,361
Net assets applicable to outstanding capital stock	$	199,916,108	$	147,057,759	$	19,043,286		$	14,170,196		$	54,319,777		$	39,507,616	$	34,627,500
Net assets consist of:
Paid-in capital in excess of par	$	99,843,365	$	58,108,822	$	20,864,914		$	16,852,043		$	55,446,406		$	38,496,871	$	33,148,256
Accumulated distributable earnings (loss)		100,072,743		88,948,937		(1,821,628	)		(2,681,847	)		(1,126,629	)		1,010,745		1,479,244
Net Assets	$	199,916,108	$	147,057,759	$	19,043,286		$	14,170,196		$	54,319,777		$	39,507,616	$	34,627,500

Class I Shares:
Net Assets	$	190,803,684	$	142,991,661	$	14,275,781		$	14,170,196		$	54,319,777		$	39,507,616	$	34,627,500
Shares of beneficial interest outstanding		8,202,876		7,652,988		1,300,940			2,188,405			7,511,034			5,818,775		2,878,437
Net Asset Value and redemption price per share	$	23.26	$	18.68	$	10.97		$	6.48		$	7.23		$	6.79	$	12.03
Class II Shares:
Net Assets	$	9,112,424	$	4,066,098	$	4,767,505
Shares of beneficial interest outstanding		406,705		232,590		438,300
Net Asset Value and redemption price per share	$	22.41	$	17.48	$	10.88

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Assets and Liabilities as of June 30, 2024 (unaudited) – concluded

	Large Cap Growth Fund		Mid Cap Fund		International Stock Fund		Madison Target Retirement 2020 Fund		Madison Target Retirement 2030 Fund		Madison Target Retirement 2040 Fund		Madison Target Retirement 2050 Fund
† Cost of Investments in unaffiliated securities	$	104,825,560	$	71,311,966	$	19,114,190	$	13,838,748	$	51,255,344	$	36,495,195	$	31,499,811
‡ Cost of investments in affiliated securities	$	–	$	–	$	–	$	–	$	–	$	–	$	–
§ Fair Value of securities on loan	$	1,055,381	$	2,742,959	$	639,077	$	–	$	–	$	–	$	–

¹	See Note 12 for information on affiliated issuers.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Operations for the Six Months Ended June 30, 2024 (unaudited)

	Conservative Allocation Fund			Moderate Allocation Fund		Aggressive Allocation Fund		Diversified Income Fund			Core Bond Fund			High Income Fund			Large Cap Value Fund
Investment Income:
Interest	$	120,727		$	140,056	$	55,866	$	101,132		$	1,445,616		$	280,817		$	57,274
Dividends
Unaffiliated issuers		718,154			999,044		375,215		648,224			–			11,653			2,570,196
Affiliated issuers¹		467,089			436,864		77,654		6,220,814			–			–			–
Less: Foreign taxes withheld/reclaimed		–			–		–		–			–			–			–
Income from securities lending		5,499			7,513		4,276		24,310			1,384			3,728			8,985
Total investment income		1,311,469			1,583,477		513,011		6,994,480			1,447,000			296,198			2,636,455
Expenses:²
Advisory agreement fees		128,486			168,681		59,801		205,125			193,544			41,990			543,273
Audit fees		9,111			9,903		3,507		14,280			6,219			967			15,532
Trustee fees		2,420			2,653		941		3,820			1,663			258			4,160
Distribution fees - Class II		11,975			12,155		600		26,208			15,743			2,740			2,375
Other expenses		125			131		46		194			83			13			211
Total expenses		152,117			193,523		64,895		249,627			217,252			45,968			565,551
Net Investment Income		1,159,352			1,389,954		448,116		6,744,853			1,229,748			250,230			2,070,904
Net Realized and Unrealized Gain (loss) on Investments
Net realized gain (loss) on investments (including net realized gain (loss) on foreign currency related transactions)
Unaffiliated issuers		1,008,030			2,315,379		1,020,359		9,754			(1,068,257	)		(510,531	)		280,801
Affiliated issuers¹		(479,497	)		701,626		267,419		6,103			–			–			–
Net change in unrealized appreciation (depreciation) on investments (including net unrealized appreciation (depreciation) on foreign currency related transactions)
Unaffiliated issuers		(698,129	)		309,470		364,211		(195,065	)		(563,380	)		478,671			(3,073,310	)
Affiliated Issuers¹		107,252			291,905		275,136		(4,741,863	)		–			–			–
Net Realized and Unrealized Gain (Loss) on Investments		(62,344	)		3,618,380		1,927,125		(4,921,071	)		(1,631,637	)		(31,860	)		(2,792,509	)
Net Increase (Decrease) in Net Assets from Operations	$	1,097,008		$	5,008,334	$	2,375,241	$	1,823,782		$	(401,889	)	$	218,370		$	(721,605	)

¹	See Note 12 for information on affiliated issuers.

²	See Note 4 for information on expenses.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Operations for the Six Months Ended June 30, 2024 (unaudited)

	Large Cap Growth Fund			Mid Cap Fund			International Stock Fund			Madison Target Retirement 2020 Fund			Madison Target Retirement 2030 Fund		Madison Target Retirement 2040 Fund		Madison Target Retirement 2050 Fund
Investment Income:
Interest	$	129,811		$	248,903		$	6,088		$	8,353		$	27,507	$	21,489	$	18,421
Dividends
Unaffiliated issuers		976,384			565,746			242,459			226,355			738,179		458,660		366,061
Affiliated issuers¹		–			–			–			–			–		–		–
Less: Foreign taxes withheld/ reclaimed		(9,225	)		(4,457	)		(21,848	)		–			–		–		–
Income from securities lending		1,443			1,823			220			–			–		–		–
Total investment income		1,098,413			812,015			226,919			234,708			765,686		480,149		384,482
Expenses:²
Advisory agreement fees		810,427			688,236			112,477			18,641			68,458		48,721		41,792
Administrative services agreement fees		–			–			–			3,728			13,692		9,744		8,358
Audit fees		18,545			13,930			1,772			–			–		–		–
Trustee fees		4,988			3,743			474			345			1,294		927		802
Distribution fees - Class II		11,975			5,498			6,157			–			–		–		–
Other expenses		237			183			23			17			63		45		38
Total expenses		846,172			711,590			120,903			22,731			83,507		59,437		50,990
Net Investment Income		252,241			100,425			106,016			211,977			682,179		420,712		333,492
Net Realized and Unrealized Gain (loss) on Investments
Net realized gain (loss) on investments (including net realized gain (loss) on foreign currency related transactions)
Unaffiliated issuers		5,402,303			12,515,133			213,877			56,002			485,900		616,330		559,684
Affiliated issuers¹		–			–			–			–			–		–		–
Net change in unrealized appreciation (depreciation) on investments (including net unrealized appreciation (depreciation) on foreign currency related transactions)
Unaffiliated issuers		10,944,234			(4,777,091	)		30,883			(86,973	)		555,330		909,984		1,133,057
Affiliated Issuers¹		–			–			–			–			–		–		–
Net Realized and Unrealized Gain (Loss) on Investments		16,346,537			7,738,042			244,760			(30,971	)		1,041,230		1,526,314		1,692,741
Net Increase (Decrease) in Net Assets from Operations	$	16,598,778		$	7,838,467		$	350,776		$	181,006		$	1,723,409	$	1,947,026	$	2,026,233

¹	See Note 12 for information on affiliated issuers.

²	See Note 4 for information on expenses.

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Changes in Net Assets

	Conservative Allocation Fund						Moderate Allocation Fund
	(unaudited)						(unaudited)
	Six-Months			Year			Six-Months			Year
	Ended			Ended			Ended			Ended
	6/30/24			12/31/23			6/30/24			12/31/23

Net Assets at beginning of period	$	111,074,178		$	115,406,204		$	113,197,461		$	118,904,410
Increase (decrease) in net assets from operations:
Net investment income		1,159,352			3,046,451			1,389,954			2,727,079
Net realized gain (loss)		528,533			(4,061,184	)		3,017,005			(1,674,856	)
Net change in unrealized appreciation (depreciation)		(590,877	)		9,900,996			601,375			10,799,279
Net increase (decrease) in net assets from operations		1,097,008			8,886,263			5,008,334			11,851,502
Distributions to shareholders from:
Accumulated earnings (combined net investment income and net realized gains):
Class I		(262,380	)		(2,779,594	)		(268,569	)		(2,613,826	)
Class II		(47,985	)		(241,356	)		(14,152	)		(217,272	)
Total distributions		(310,365	)		(3,020,950	)		(282,721	)		(2,831,098	)
Capital Stock transactions:
Class I Shares
Shares sold		1,064,071			3,835,677			3,210,000			5,585,061
Issued to shareholders in reinvestment of distributions		262,380			2,779,594			268,569			2,613,826
Shares redeemed		(61,371,592	)		(13,586,902	)		(9,194,367	)		(20,815,489	)
Net increase (decrease) from capital stock transactions		(60,045,141	)		(6,971,631	)		(5,715,798	)		(12,616,602	)
Class II Shares
Shares sold		51,564			300,176			73,345			434,935
Issued to shareholders in reinvestment of distributions		47,985			241,356			14,152			217,272
Shares redeemed		(1,302,357	)		(3,767,240	)		(910,567	)		(2,762,958	)
Net increase (decrease) from capital stock transactions		(1,202,808	)		(3,225,708	)		(823,070	)		(2,110,751	)
Total increase (decrease) from capital stock transactions		(61,247,949	)		(10,197,339	)		(6,538,868	)		(14,727,353	)
Total increase (decrease) in net assets		(60,461,306	)		(4,332,026	)		(1,813,255	)		(5,706,949	)
Net Assets at end of period	$	50,612,872		$	111,074,178		$	111,384,206		$	113,197,461
Capital Share transactions:
Class I Shares
Shares sold		116,750			430,104			358,932			662,128
Issued to shareholders in reinvestment of distributions		28,318			306,524			29,243			298,160
Shares redeemed		(6,782,166	)		(1,532,271	)		(1,021,713	)		(2,446,905	)
Net increase (decrease) from capital shares transactions		(6,637,098	)		(795,643	)		(633,538	)		(1,486,617	)
Class II Shares
Shares sold		5,576			33,349			8,145			50,885
Issued to shareholders in reinvestment of distributions		5,151			26,462			1,535			24,662
Shares redeemed		(141,305	)		(423,661	)		(100,795	)		(324,755	)
Net increase (decrease) from capital shares transactions		(130,578	)		(363,850	)		(91,115	)		(249,208	)

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Changes in Net Assets - continued

	Aggressive Allocation Fund						Diversified Income Fund
	(unaudited)						(unaudited)
	Six-Months			Year			Six-Months			Year
	Ended			Ended			Ended			Ended
	6/30/24			12/31/23			6/30/24			12/31/23

Net Assets at beginning of period	$	38,914,936		$	39,762,751		$	172,144,683		$	191,189,026
Increase (decrease) in net assets from operations:
Net investment income		448,116			847,774			6,744,853			4,772,699
Net realized gain (loss)		1,287,778			(125,547	)		15,857			24,939,754
Net change in unrealized appreciation (depreciation)		639,347			4,049,267			(4,936,928	)		(23,679,384	)
Net increase (decrease) in net assets from operations		2,375,241			4,771,494			1,823,782			6,033,069
Distributions to shareholders from:
Accumulated earnings (combined net investment income and net realized gains):
Class I		(88,259	)		(863,506	)		(3,197,900	)		(23,816,770	)
Class II		(495	)		(9,021	)		(449,772	)		(3,481,498	)
Total distributions		(88,754	)		(872,527	)		(3,647,672	)		(27,298,268	)
Capital Stock transactions:
Class I Shares
Shares sold		2,310,454			2,649,509			1,021,314			1,910,165
Issued to shareholders in reinvestment of distributions		88,259			863,506			3,197,900			23,816,770
Shares redeemed		(2,555,928	)		(8,063,054	)		(16,678,603	)		(23,152,131	)
Net increase (decrease) from capital stock transactions		(157,215	)		(4,550,039	)		(12,459,389	)		2,574,804
Class II Shares
Shares sold		4			196			256,468			474,857
Issued to shareholders in reinvestment of distributions		495			9,021			449,772			3,481,498
Shares redeemed		(23,177	)		(205,960	)		(2,762,779	)		(4,310,303	)
Net increase (decrease) from capital stock transactions		(22,678	)		(196,743	)		(2,056,539	)		(353,948	)
Total increase (decrease) from capital stock transactions		(179,893	)		(4,746,782	)		(14,515,928	)		2,220,856
Total increase (decrease) in net assets		2,106,594			(847,815	)		(16,339,818	)		(19,044,343	)
Net Assets at end of period	$	41,021,530		$	38,914,936		$	155,804,865		$	172,144,683
Capital Share transactions:
Class I Shares
Shares sold		288,798			355,881			72,220			123,075
Issued to shareholders in reinvestment of distributions		10,706			111,474			229,807			1,684,208
Shares redeemed		(320,357	)		(1,080,262	)		(1,185,550	)		(1,473,927	)
Net increase (decrease) from capital shares transactions		(20,853	)		(612,907	)		(883,523	)		333,356
Class II Shares
Shares sold		–			25			18,628			31,092
Issued to shareholders in reinvestment of distributions		60			1,164			32,901			250,607
Shares redeemed		(2,851	)		(27,820	)		(199,038	)		(276,012	)
Net increase (decrease) from capital shares transactions		(2,791	)		(26,631	)		(147,509	)		5,687

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Changes in Net Assets - continued

	Core Bond Fund						High Income Fund
	(unaudited)						(unaudited)
	Six-Months			Year			Six-Months			Year
	Ended			Ended			Ended			Ended
	6/30/24			12/31/23			6/30/24			12/31/23

Net Assets at beginning of period	$	74,971,185		$	82,354,042		$	11,577,031		$	12,875,162
Increase (decrease) in net assets from operations:
Net investment income		1,229,748			2,455,012			250,230			553,995
Net realized gain (loss)		(1,068,257	)		(2,932,172	)		(510,531	)		(188,585	)
Net change in unrealized appreciation (depreciation)		(563,380	)		4,979,704			478,671			691,231
Net increase (decrease) in net assets from operations		(401,889	)		4,502,544			218,370			1,056,641
Distributions to shareholders from:
Accumulated earnings (combined net investment income and net realized gains):
Class I		(207,365	)		(2,052,229	)		(46,478	)		(466,588	)
Class II		(31,992	)		(412,423	)		(8,746	)		(109,528	)
Total distributions		(239,357	)		(2,464,652	)		(55,224	)		(576,116	)
Capital Stock transactions:
Class I Shares
Shares sold		1,288,697			2,131,776			70,247			52,328
Issued to shareholders in reinvestment of distributions		207,365			2,052,229			46,478			466,588
Shares redeemed		(7,608,118	)		(11,515,723	)		(683,113	)		(1,866,522	)
Net increase (decrease) from capital stock transactions		(6,112,056	)		(7,331,718	)		(566,388	)		(1,347,606	)
Class II Shares
Shares sold		117,997			129,847			17,254			27,053
Issued to shareholders in reinvestment of distributions		31,992			412,423			8,746			109,528
Shares redeemed		(906,457	)		(2,631,301	)		(167,207	)		(567,631	)
Net increase (decrease) from capital stock transactions		(756,468	)		(2,089,031	)		(141,207	)		(431,050	)
Total increase (decrease) from capital stock transactions		(6,868,524	)		(9,420,749	)		(707,595	)		(1,778,656	)
Total increase (decrease) in net assets		(7,509,770	)		(7,382,857	)		(544,449	)		(1,298,131	)
Net Assets at end of period	$	67,461,415		$	74,971,185		$	11,032,582		$	11,577,031
Capital Share transactions:
Class I Shares
Shares sold		155,637			256,711			9,509			7,165
Issued to shareholders in reinvestment of distributions		24,742			245,341			6,233			63,785
Shares redeemed		(924,280	)		(1,388,995	)		(92,500	)		(255,723	)
Net increase (decrease) from capital shares transactions		(743,901	)		(886,943	)		(76,758	)		(184,773	)
Class II Shares
Shares sold		14,369			15,765			2,334			3,724
Issued to shareholders in reinvestment of distributions		3,841			49,606			1,173			14,975
Shares redeemed		(109,906	)		(317,988	)		(22,660	)		(77,562	)
Net increase (decrease) from capital shares transactions		(91,696	)		(252,617	)		(19,153	)		(58,863	)

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Changes in Net Assets - continued

	Large Cap Value Fund						Large Cap Growth Fund
	(unaudited)						(unaudited)
	Six-Months			Year			Six-Months			Year
	Ended			Ended			Ended			Ended
	6/30/24			12/31/23			6/30/24			12/31/23

Net Assets at beginning of period	$	187,890,218		$	204,787,241		$	198,875,493		$	176,499,841
Increase (decrease) in net assets from operations:
Net investment income		2,070,904			4,383,869			252,241			654,097
Net realized gain (loss)		280,801			5,379,848			5,402,303			17,736,639
Net change in unrealized appreciation (depreciation)		(3,073,310	)		(5,545,509	)		10,944,234			25,409,094
Net increase (decrease) in net assets from operations		(721,605	)		4,218,208			16,598,778			43,799,830
Distributions to shareholders from:
Accumulated earnings (combined net investment income and net realized gains):
Class I		(2,455,366	)		(9,224,266	)		(1,760,092	)		(16,794,035	)
Class II		(24,278	)		(96,993	)		(84,221	)		(901,650	)
Total distributions		(2,479,644	)		(9,321,259	)		(1,844,313	)		(17,695,685	)
Capital Stock transactions:
Class I Shares
Shares sold		1,527,749			3,126,939			1,401,958			4,206,196
Issued to shareholders in reinvestment of distributions		2,455,366			9,224,266			1,760,092			16,794,035
Shares redeemed		(13,737,194	)		(23,917,394	)		(15,471,079	)		(22,732,394	)
Net increase (decrease) from capital stock transactions.		(9,754,079	)		(11,566,189	)		(12,309,029	)		(1,732,163	)
Class II Shares
Shares sold		12,831			77,741			24,947			34,419
Issued to shareholders in reinvestment of distributions		24,278			96,993			84,221			901,650
Shares redeemed		(193,164	)		(402,517	)		(1,513,989	)		(2,932,399	)
Net increase (decrease) from capital stock transactions		(156,055	)		(227,783	)		(1,404,821	)		(1,996,330	)
Total increase (decrease) from capital stock transactions		(9,910,134	)		(11,793,972	)		(13,713,850	)		(3,728,493	)
Total increase (decrease) in net assets		(13,111,383	)		(16,897,023	)		1,040,615			22,375,652
Net Assets at end of period	$	174,778,835		$	187,890,218		$	199,916,108		$	198,875,493
Capital Share transactions:
Class I Shares
Shares sold		67,269			137,791			61,009			197,865
Issued to shareholders in reinvestment of distributions		110,061			408,001			75,304			787,914
Shares redeemed		(607,700	)		(1,056,431	)		(675,209	)		(1,088,901	)
Net increase (decrease) from capital shares transactions		(430,370	)		(510,639	)		(538,896	)		(103,122	)
Class II Shares
Shares sold		582			3,544			1,131			1,778
Issued to shareholders in reinvestment of distributions		1,110			4,374			3,740			43,859
Shares redeemed		(8,693	)		(18,082	)		(68,520	)		(142,713	)
Net increase (decrease) from capital shares transactions		(7,001	)		(10,164	)		(63,649	)		(97,076	)

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Changes in Net Assets - continued

	Mid Cap Fund						International Stock Fund
	(unaudited)						(unaudited)
	Six-Months			Year			Six-Months			Year
	Ended			Ended			Ended			Ended
	6/30/24			12/31/23			6/30/24			12/31/23

Net Assets at beginning of period	$	153,760,056		$	138,523,210		$	20,041,947		$	20,863,033
Increase (decrease) in net assets from operations:
Net investment income		100,425			98,994			106,016			146,387
Net realized gain (loss)		12,515,133			16,458,124			213,877			(1,005,524	)
Net change in unrealized appreciation (depreciation)		(4,777,091	)		17,607,749			30,883			3,898,762
Net increase (decrease) in net assets from operations		7,838,467			34,164,867			350,776			3,039,625
Distributions to shareholders from:
Accumulated earnings (combined net investment income and net realized gains):
Class I		(5,549,575	)		(11,480,257	)		(13,348	)		(108,755	)
Class II		(169,058	)		(374,293	)		–			(27,846	)
Total distributions		(5,718,633	)		(11,854,550	)		(13,348	)		(136,601	)
Capital Stock transactions:
Class I Shares
Shares sold		1,442,864			2,907,672			124,602			231,846
Issued to shareholders in reinvestment of distributions		5,549,575			11,480,257			13,348			108,755
Shares redeemed		(15,242,332	)		(20,748,695	)		(1,034,664	)		(2,745,483	)
Net increase (decrease) from capital stock transactions		(8,249,893	)		(6,360,766	)		(896,714	)		(2,404,882	)
Class II Shares
Shares sold		21,122			29,207			31,809			36,930
Issued to shareholders in reinvestment of distributions		169,058			374,293			–			27,846
Shares redeemed		(762,418	)		(1,116,205	)		(471,184	)		(1,384,004	)
Net increase (decrease) from capital stock transactions		(572,238	)		(712,705	)		(439,375	)		(1,319,228	)
Total increase (decrease) from capital stock transactions		(8,822,131	)		(7,073,471	)		(1,336,089	)		(3,724,110	)
Total increase (decrease) in net assets		(6,702,297	)		15,236,846			(998,661	)		(821,086	)
Net Assets at end of period	$	147,057,759		$	153,760,056		$	19,043,286		$	20,041,947
Capital Share transactions:
Class I Shares
Shares sold		75,380			166,439			11,564			22,749
Issued to shareholders in reinvestment of distributions		296,626			633,169			1,192			10,335
Shares redeemed		(796,773	)		(1,205,933	)		(94,667	)		(269,856	)
Net increase (decrease) from capital shares transactions		(424,767	)		(406,325	)		(81,911	)		(236,772	)
Class II Shares
Shares sold		1,152			1,861			2,976			3,646
Issued to shareholders in reinvestment of distributions		9,657			21,981			–			2,662
Shares redeemed		(42,124	)		(67,941	)		(43,525	)		(136,729	)
Net increase (decrease) from capital shares transactions		(31,315	)		(44,099	)		(40,549	)		(130,421	)

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Changes in Net Assets - continued

	Madison Target Retirement						Madison Target Retirement
	2020 Fund						2030 Fund
	(unaudited)						(unaudited)
	Six-Months			Year			Six-Months			Year
	Ended			Ended			Ended			Ended
	6/30/24			12/31/23			6/30/24			12/31/23

Net Assets at beginning of period	$	15,409,894		$	18,686,989		$	55,774,944		$	56,944,120
Increase (decrease) in net assets from operations:
Net investment income		211,977			544,390			682,179			1,706,818
Net realized gain (loss)		56,002			(515,012	)		485,900			(1,571,237	)
Net change in unrealized appreciation (depreciation)		(86,973	)		616,393			555,330			2,998,484
Net increase (decrease) in net assets from operations		181,006			645,771			1,723,409			3,134,065
Distributions to shareholders from:
Accumulated earnings (combined net investment income and net realized gains):
Class I		(25,949	)		(750,346	)		–			(2,513,193	)
Class II
Return of Capital
Class I		–			–			–			(94,061	)
Total distributions		(25,949	)		(750,346	)		–			(2,607,254	)
Capital Stock transactions:
Class I Shares
Shares sold		669,431			3,213,482			3,417,898			10,159,765
Issued to shareholders in reinvestment of distributions		25,949			750,346			–			2,607,254
Shares redeemed		(2,090,135	)		(7,136,348	)		(6,596,474	)		(14,463,006	)
Net increase (decrease) from capital stock transactions		(1,394,755	)		(3,172,520	)		(3,178,576	)		(1,695,987	)
Total increase (decrease) from capital stock transactions		(1,394,755	)		(3,172,520	)		(3,178,576	)		(1,695,987	)
Total increase (decrease) in net assets		(1,239,698	)		(3,277,095	)		(1,455,167	)		(1,169,176	)
Net Assets at end of period	$	14,170,196		$	15,409,894		$	54,319,777		$	55,774,944
Capital Share transactions:
Class I Shares
Shares sold		104,789			500,749			485,071			1,448,456
Issued to shareholders in reinvestment of distributions		4,001			117,175			–			373,912
Shares redeemed		(325,129	)		(1,109,274	)		(931,122	)		(2,057,905	)
Net increase (decrease) from capital shares transactions		(216,339	)		(491,350	)		(446,051	)		(235,537	)

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Statements of Changes in Net Assets - concluded

	Madison Target Retirement						Madison Target Retirement
	2040 Fund						2050 Fund
	(unaudited)						(unaudited)
	Six-Months			Year			Six-Months			Year
	Ended			Ended			Ended			Ended
	6/30/24			12/31/23			6/30/24			12/31/23

Net Assets at beginning of period	$	38,064,139		$	36,023,886		$	32,365,350		$	28,466,946
Increase (decrease) in net assets from operations:
Net investment income		420,712			1,053,742			333,492			818,503
Net realized gain (loss)		616,330			(947,027	)		559,684			(635,682	)
Net change in unrealized appreciation (depreciation)		909,984			2,297,615			1,133,057			2,080,994
Net increase (decrease) in net assets from operations		1,947,026			2,404,330			2,026,233			2,263,815
Distributions to shareholders from:
Accumulated earnings (combined net investment income and net realized gains):
Class I		–			(1,557,349	)		–			(1,351,595	)
Return of Capital
Class I		–			(94,485	)		–			(35,947	)
Total distributions		–			(1,651,834	)		–			(1,387,542	)
Capital Stock transactions:
Class I Shares
Shares sold		3,717,387			5,704,269			3,016,727			5,648,806
Issued to shareholders in reinvestment of distributions		–			1,651,834			–			1,387,542
Shares redeemed		(4,220,936	)		(6,068,346	)		(2,780,810	)		(4,014,217	)
Net increase (decrease) from capital stock transactions		(503,549	)		1,287,757			235,917			3,022,131
Total increase (decrease) from capital stock transactions		(503,549	)		1,287,757			235,917			3,022,131
Total increase (decrease) in net assets		1,443,477			2,040,253			2,262,150			3,898,404
Net Assets at end of period	$	39,507,616		$	38,064,139		$	34,627,500		$	32,365,350
Capital Share transactions:
Class I Shares
Shares sold		562,275			888,607			259,361			506,363
Issued to shareholders in reinvestment of distributions		–			258,000			–			124,218
Shares redeemed		(636,474	)		(944,775	)		(239,163	)		(358,019	)
Net increase (decrease) from capital shares transactions		(74,199	)		201,832			20,198			272,562

See accompanying Notes to Financial Statements.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding

CONSERVATIVE ALLOCATION FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	9.07		$	8.61		$	10.40		$	10.33		$	10.13		$	9.21
Income from Investment Operations:
Net investment income		0.29			0.26			0.18			0.23			0.12			0.20	¹
Net realized and unrealized gain (loss) on investments		(0.06	)		0.46			(1.54	)		0.15			0.83			1.00
Total from investment operations		0.23			0.72			(1.36	)		0.38			0.95			1.20
Less Distributions From:
Net investment income		(0.06	)		(0.26	)		(0.18	)		(0.21	)		(0.22	)		(0.19	)
Capital gains		–			–			(0.25	)		(0.10	)		(0.41	)		(0.09	)
Return of Capital		–			–			–			–			(0.12	)		–
Total distributions		(0.06	)		(0.26	)		(0.43	)		(0.31	)		(0.75	)		(0.28	)
Net increase (decrease) in net asset value		0.17			0.46			(1.79	)		0.07			0.20			0.92
Net Asset Value at end of period	$	9.24		$	9.07		$	8.61		$	10.40		$	10.33		$	10.13
Total Return (%)²		2.54	³		8.33			(13.17	)		3.59			9.46			12.97
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	41,579		$	101,017		$	102,727		$	134,456		$	146,016		$	109,012
Ratios of expenses to average net assets:
Before waiver of expenses by Adviser (%)		0.33	⁴		0.32			0.33			0.32			0.32			0.32
After waiver of expenses by Adviser (%)		0.33	⁴		0.32			0.29			0.22			0.22			0.22
Ratio of net investment income to average net assets (%)		2.72	⁴		2.77			1.74			2.04			1.56			2.15
Portfolio turnover (%)⁵		28	³		49			64			50			73			57

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	9.12		$	8.65		$	10.42		$	10.36		$	10.14		$	9.22
Income from Investment Operations:
Net investment income		0.12			0.21			0.13			0.19			0.13			0.17	¹
Net realized and unrealized gain (loss) on investments		0.10			0.48			(1.51	)		0.15			0.80			1.00
Total from investment operations		0.22			0.69			(1.38	)		0.34			0.93			1.17
Less Distributions From:
Net investment income		(0.05	)		(0.22	)		(0.14	)		(0.18	)		(0.18	)		(0.16	)
Capital gains		–			–			(0.25	)		(0.10	)		(0.41	)		(0.09	)
Return of Capital		–			–			–			–			(0.12	)		–
Total distributions		(0.05	)		(0.22	)		(0.39	)		(0.28	)		(0.71	)		(0.25	)
Net increase (decrease) in net asset value		0.17			0.47			(1.77	)		0.06			0.22			0.92
Net Asset Value at end of period	$	9.29		$	9.12		$	8.65		$	10.42		$	10.36		$	10.14
Total Return (%)²		2.41	³		8.06			(13.38	)		3.33			9.18			12.69
Ratios/Supplemental Data:
Net Assets at end of period (in 000s)	$	9,034		$	10,057		$	12,679		$	17,373		$	19,406		$	21,984
Ratios of expenses to average net assets:
Before waiver of expenses by Adviser (%)		0.58	⁴		0.57			0.58			0.57			0.57			0.57
After waiver of expenses by Adviser (%)		0.58	⁴		0.57			0.54			0.47			0.47			0.47
Ratio of net investment income to average net assets (%)		2.70	⁴		2.46			1.48			1.79			1.30			1.86
Portfolio turnover (%)⁵		28	³		49			64			50			73			57

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

MODERATE ALLOCATION FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended 6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	8.79		$	8.13		$	10.29		$	10.09		$	10.31		$	9.20
Income from Investment Operations:
Net investment income		0.11			0.22			0.15			0.28			0.15			0.22	¹
Net realized and unrealized gain (loss) on investments		0.28			0.67			(1.53	)		0.46			0.89			1.30
Total from investment operations		0.39			0.89			(1.38	)		0.74			1.04			1.52
Less Distributions From:
Net investment income		(0.02	)		(0.22	)		(0.16	)		(0.26	)		(0.17	)		(0.23	)
Capital gains		–			(0.01	)		(0.62	)		(0.28	)		(0.78	)		(0.18	)
Return of Capital .		–			–			–			–			(0.31	)		–
Total distributions		(0.02	)		(0.23	)		(0.78	)		(0.54	)		(1.26	)		(0.41	)
Net increase (decrease) in net asset value		0.37			0.66			(2.16	)		0.20			(0.22	)		1.11
Net Asset Value at end of period	$	9.16		$	8.79		$	8.13		$	10.29		$	10.09		$	10.31
Total Return (%)²		4.54	³		10.82			(13.54	)		7.40			10.06			16.56
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	101,840		$	103,239		$	107,664		$	146,647		$	161,944		$	171,065
Ratios of expenses to average net assets:
Before waiver of expenses by Adviser (%)		0.32	⁴		0.32			0.33			0.32			0.32			0.32
After waiver of expenses by Adviser (%)		0.32	⁴		0.32			0.29			0.22			0.22			0.22
Ratio of net investment income to average net assets (%)		2.50	⁴		2.38			1.58			2.37			1.32			1.87
Portfolio turnover (%)⁵		32	³		57			64			59			79			62

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	8.82		$	8.16		$	10.31		$	10.10		$	10.31		$	9.19
Income from Investment Operations:
Net investment income		0.07			0.13			0.09			0.21			0.11			0.15	¹
Net realized and unrealized gain (loss) on investments		0.32			0.73			(1.49	)		0.51			0.90			1.34
Total from investment operations		0.39			0.86			(1.40	)		0.72			1.01			1.49
Less Distributions From:
Net investment income		(0.01	)		(0.19	)		(0.13	)		(0.23	)		(0.13	)		(0.19	)
Capital gains		–			(0.01	)		(0.62	)		(0.28	)		(0.78	)		(0.18	)
Return of Capital		–			–			–			–			(0.31	)		–
Total distributions		(0.01	)		(0.20	)		(0.75	)		(0.51	)		(1.22	)		(0.37	)
Net increase (decrease) in net asset value		0.38			0.66			(2.15	)		0.21			(0.21	)		1.12
Net Asset Value at end of period	$	9.20		$	8.82		$	8.16		$	10.31		$	10.10		$	10.31
Total Return (%)²		4.41	³		10.54			(13.76	)		7.13			9.78			16.27
Ratios/Supplemental Data:
Net Assets at end of period (in 000s)	$	9,544		$	9,958		$	11,241		$	16,166		$	18,046		$	18,790
Ratios of expenses to average net assets:
Before waiver of expenses by Adviser (%)		0.57	⁴		0.57			0.58			0.57			0.57			0.57
After waiver of expenses by Adviser (%)		0.57	⁴		0.57			0.54			0.47			0.47			0.47
Ratio of net investment income to average net assets (%)		2.24	⁴		2.11			1.32			2.17			1.07			1.62
Portfolio turnover (%)⁵		32	³		57			64			59			79			62

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

AGGRESSIVE ALLOCATION FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	7.77		$	7.04		$	9.08		$	8.76		$	9.09		$	7.97
Income from Investment Operations:
Net investment income		0.09			0.18			0.13			0.28			0.12			0.16	¹
Net realized and unrealized gain (loss) on investments		0.38			0.73			(1.39	)		0.61			0.79			1.40
Total from investment operations		0.47			0.91			(1.26	)		0.89			0.91			1.56
Less Distributions From:
Net investment income		(0.02	)		(0.18	)		(0.14	)		(0.26	)		(0.13	)		(0.15	)
Capital gains		–			(0.00	)2		(0.64	)		(0.31	)		(0.72	)		(0.29	)
Return of Capital		–			–			–			–			(0.39	)		–
Total distributions		(0.02	)		(0.18	)		(0.78	)		(0.57	)		(1.24	)		(0.44	)
Net increase (decrease) in net asset value		0.45			0.73			(2.04	)		0.32			(0.33	)		1.12
Net Asset Value at end of period	$	8.22		$	7.77		$	7.04		$	9.08		$	8.76		$	9.09
Total Return (%)³		6.14	⁴		12.88			(14.35	)		10.18			10.08			19.69
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	40,545		$	38,443		$	39,149		$	52,574		$	54,472		$	61,127
Ratios of expenses to average net assets:
Before waiver of expenses by Adviser (%)		0.32	⁵		0.32			0.33			0.32			0.32			0.32
After waiver of expenses by Adviser (%)		0.32	⁵		0.32			0.29			0.22			0.22			0.22
Ratio of net investment income to average net assets (%)		2.25	⁵		2.14			1.50			2.74			1.14			1.71
Portfolio turnover (%)⁶		36	⁴		64			70			71			93			78

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	7.76		$	7.02		$	9.06		$	8.74		$	9.06		$	7.94
Income from Investment Operations:
Net investment income		0.08			0.14			0.10			0.22			0.08			0.13	¹
Net realized and unrealized gain (loss) on investments		0.39			0.75			(1.39	)		0.64			0.80			1.41
Total from investment operations		0.47			0.89			(1.29	)		0.86			0.88			1.54
Less Distributions From:
Net investment income		(0.01	)		(0.15	)		(0.11	)		(0.23	)		(0.09	)		(0.13	)
Capital gains		–			(0.00	)2		(0.64	)		(0.31	)		(0.72	)		(0.29	)
Return of Capital		–			–			–			–			(0.39	)		–
Total distributions		(0.01	)		(0.15	)		(0.75	)		(0.54	)		(1.20	)		(0.42	)
Net increase (decrease) in net asset value		0.46			0.74			(2.04	)		0.32			(0.32	)		1.12
Net Asset Value at end of period	$	8.22		$	7.76		$	7.02		$	9.06		$	8.74		$	9.06
Total Return (%)³		6.01	⁴		12.60			(14.57	)		9.90			9.81			19.39
Ratios/Supplemental Data:
Net Assets at end of period (in 000s)	$	477		$	472		$	614		$	799		$	1,095		$	1,272
Ratios of expenses to average net assets:
Before waiver of expenses by Adviser (%)		0.57	⁵		0.57			0.58			0.57			0.57			0.57
After waiver of expenses by Adviser (%)		0.57	⁵		0.57			0.54			0.47			0.47			0.47
Ratio of net investment income to average net assets (%)		1.97	⁵		1.84			1.27			2.42			0.90			1.41
Portfolio turnover (%)⁶		36	⁴		64			70			71			93			78

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	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

DIVERSIFIED INCOME FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	14.09		$	16.09		$	19.65		$	19.47		$	19.11		$	17.26
Income from Investment Operations:
Net investment income		0.62			0.45			0.41			0.36			0.40			0.43	¹
Net realized and unrealized gain (loss) on investments		(0.46	)		0.14			(1.89	)		2.53			1.04			2.96
Total from investment operations		0.16			0.59			(1.48	)		2.89			1.44			3.39
Less Distributions From:
Net investment income		(0.10	)		(0.44	)		(0.41	)		(0.39	)		(0.41	)		(0.40	)
Capital gains		(0.23	)		(2.15	)		(1.67	)		(2.32	)		(0.67	)		(1.14	)
Total distributions		(0.33	)		(2.59	)		(2.08	)		(2.71	)		(1.08	)		(1.54	)
Net increase (decrease) in net asset value		(0.17	)		(2.00	)		(3.56	)		0.18			0.36			1.85
Net Asset Value at end of period	$	13.92		$	14.09		$	16.09		$	19.65		$	19.47		$	19.11
Total Return (%)²		1.19	³		3.77			(7.64	)		14.92			7.77			19.68
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	136,129		$	150,186		$	166,136		$	200,806		$	195,463		$	206,780
Ratios of expenses to average net assets (%)		0.27	⁴		0.54			0.73			0.72			0.72			0.72
Ratio of net investment income to average net assets (%)		8.26	⁴		2.72			2.18			1.64			2.04			2.10
Portfolio turnover (%)⁵		2	³		118			32			34			31			28

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	13.84		$	15.85		$	19.39		$	19.27		$	18.92		$	17.12
Net investment income		0.52			0.42			0.37			0.32			0.27			0.34	¹
Net realized and unrealized gain (loss) on investments		(0.37	)		0.12			(1.88	)		2.48			1.12			2.97
Total from investment operations		0.15			0.54			(1.51	)		2.80			1.39			3.31
Less Distributions From:
Net investment income		(0.08	)		(0.40	)		(0.36	)		(0.36	)		(0.37	)		(0.37	)
Capital gains		(0.23	)		(2.15	)		(1.67	)		(2.32	)		(0.67	)		(1.14	)
Total distributions		(0.31	)		(2.55	)		(2.03	)		(2.68	)		(1.04	)		(1.51	)
Net increase (decrease) in net asset value		(0.16	)		(2.01	)		(3.54	)		0.12			0.35			1.80
Net Asset Value at end of period	$	13.68		$	13.84		$	15.85		$	19.39		$	19.27		$	18.92
Total Return (%)²		1.06	³		3.51			(7.87	)		14.64			7.50			19.38
Net Assets at end of period (in 000s)	$	19,676		$	21,959		$	25,053		$	29,739		$	29,102		$	33,801
Ratios of expenses to average net assets (%)		0.52	⁴		0.79			0.98			0.97			0.97			0.97
Ratio of net investment income to average net assets (%)		8.01	⁴		2.46			1.93			1.39			1.79			1.85
Portfolio turnover (%)⁵		2	³		118			32			34			31			28

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

CORE BOND FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	8.41		$	8.20		$	9.74		$	10.30		$	9.89		$	9.39
Income from Investment Operations:
Net investment income		0.18			0.26			0.23			0.20			0.26			0.31	¹
Net realized and unrealized gain (loss) on investments		(0.21	)		0.23			(1.50	)		(0.37	)		0.62			0.48
Total from investment operations		(0.03	)		0.49			(1.27	)		(0.17	)		0.88			0.79
Less Distributions From:
Net investment income		(0.03	)		(0.28	)		(0.23	)		(0.23	)		(0.28	)		(0.28	)
Capital gains		–			–			(0.04	)		(0.16	)		(0.19	)		(0.01	)
Total distributions		(0.03	)		(0.28	)		(0.27	)		(0.39	)		(0.47	)		(0.29	)
Net increase (decrease) in net asset value		(0.06	)		0.21			(1.54	)		(0.56	)		0.41			0.50
Net Asset Value at end of period	$	8.35		$	8.41		$	8.20		$	9.74		$	10.30		$	9.89
Total Return (%)²		(0.34	)³		6.16			(13.17	)		(1.58	)		8.97			8.36
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	54,989		$	61,642		$	67,311		$	85,758		$	92,471		$	95,679
Ratios of expenses to average net assets (%)		0.57	⁴		0.57			0.58			0.57			0.57			0.57
Ratio of net investment income to average net assets (%)		3.54	⁴		3.18			2.40			1.97			2.23			2.67
Portfolio turnover (%)⁵		10	³		25			27			34			44			26

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	8.36		$	8.15		$	9.69		$	10.25		$	9.84		$	9.36
Net investment income		0.07			0.24			0.12			0.07			0.11			0.17	¹
Net realized and unrealized gain (loss) on investments		(0.11	)		0.23			(1.41	)		(0.25	)		0.74			0.58
Total from investment operations		(0.04	)		0.47			(1.29	)		(0.18	)		0.85			0.75
Less Distributions From:
Net investment income		(0.02	)		(0.26	)		(0.21	)		(0.22	)		(0.25	)		(0.26	)
Capital gains		–			–			(0.04	)		(0.16	)		(0.19	)		(0.01	)
Total distributions		(0.02	)		(0.26	)		(0.25	)		(0.38	)		(0.44	)		(0.27	)
Net increase (decrease) in net asset value		(0.06	)		0.21			(1.54	)		(0.56	)		0.41			0.48
Net Asset Value at end of period	$	8.30		$	8.36		$	8.15		$	9.69		$	10.25		$	9.84
Total Return (%)²		(0.46	)³		5.89			(13.38	)		(1.83	)		8.70			8.09
Net Assets at end of period (in 000s)	$	12,472		$	13,329		$	15,043		$	19,379		$	23,721		$	26,855
Ratios of expenses to average net assets (%)		0.82	⁴		0.82			0.83			0.82			0.82			0.82
Ratio of net investment income to average net assets (%)		3.29	⁴		2.93			2.15			1.72			1.98			2.43
Portfolio turnover (%)⁵		10	³		25			27			34			44			26

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

HIGH INCOME FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	7.36		$	7.09		$	8.22		$	8.24		$	8.17		$	7.91
Income from Investment Operations:
Net investment income		0.20			0.34			0.40			0.38			0.46			0.49	¹
Net realized and unrealized gain (loss) on investments		(0.05	)		0.31			(1.16	)		(0.04	)		0.03			0.19
Total from investment operations		0.15			0.65			(0.76	)		0.34			0.49			0.68
Less Distributions From:
Net investment income		(0.04	)		(0.38	)		(0.37	)		(0.36	)		(0.42	)		(0.42	)
Total distributions		(0.04	)		–			–			–			–			–
Net increase (decrease) in net asset value		0.11			0.27			(1.13	)		(0.02	)		0.07			0.26
Net Asset Value at end of period	$	7.47		$	7.36		$	7.09		$	8.22		$	8.24		$	8.17
Total Return (%)²		2.02	³		9.27			(9.45	)		4.24			5.98			8.64
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	8,863		$	9,298		$	10,264		$	13,032		$	13,989		$	15,658
Ratios of expenses to average net assets (%)		0.77	⁴		0.77			0.78			0.77			0.77			0.77
Ratio of net investment income to average net assets (%)		4.52	⁴		4.63			4.57			4.14			4.77			4.96
Portfolio turnover (%)⁵		5	³		16			4			50			55			17

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	7.36		$	7.08		$	8.22		$	8.25		$	8.18		$	7.92
Income from Investment Operations:
Net investment income		0.05			0.32			0.20			0.25			0.26			0.31	¹
Net realized and unrealized gain (loss) on investments		0.08			0.32			(0.99	)		0.07			0.21			0.35
Total from investment operations		0.13			0.64			(0.79	)		0.32			0.47			0.66
Less Distributions From:
Net investment income		(0.03	)		(0.36	)		(0.35	)		(0.35	)		(0.40	)		(0.40	)
Total distributions		(0.03	)		–			–			–			–			–
Net increase (decrease) in net asset value		0.10			0.28			(1.14	)		(0.03	)		0.07			0.26
Net Asset Value at end of period	$	7.46		$	7.36		$	7.08		$	8.22		$	8.25		$	8.18
Total Return (%)²		1.89	³		9.00			(9.68	)		3.98			5.71			8.36
Ratios/Supplemental Data:
Net Assets at end of period (in 000s)	$	2,170		$	2,279		$	2,612		$	3,403		$	3,693		$	4,181
Ratios of expenses to average net assets (%)		1.02	⁴		1.02			1.03			1.02			1.02			1.02
Ratio of net investment income to average net assets (%)		4.27	⁴		4.38			4.32			3.89			4.52			4.71
Portfolio turnover (%)⁵		5	³		16			4			50			55			17

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

LARGE CAP VALUE FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	22.77		$	23.35		$	27.33		$	23.34		$	25.08		$	21.85
Income from Investment Operations:
Net investment income		0.27			0.55			0.63			0.49			0.40			0.41	¹
Net realized and unrealized gain (loss) on investments		(0.35	)		0.03			(1.96	)		4.71			(1.46	)		5.01
Total from investment operations		(0.08	)		0.58			(1.33	)		5.20			(1.06	)		5.42
Less Distributions From:
Net investment income		(0.03	)		(0.58	)		(0.61	)		(0.49	)		(0.38	)		(0.37	)
Capital gains		(0.29	)		(0.58	)		(2.04	)		(0.72	)		(0.30	)		(1.82	)
Total distributions		(0.32	)		(1.16	)		(2.65	)		(1.21	)		(0.68	)		(2.19	)
Net increase (decrease) in net asset value		(0.40	)		(0.58	)		(3.98	)		3.99			(1.74	)		3.23
Net Asset Value at end of period	$	22.37		$	22.77		$	23.35		$	27.33		$	23.34		$	25.08
Total Return (%)²		(0.36	)³		2.56			(4.91	)		22.36			(3.99	)		24.93
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	172,958		$	185,880		$	202,492		$	239,621		$	220,518		$	256,775
Ratios of expenses to average net assets (%)		0.62	⁴		0.62			0.63			0.62			0.62			0.62
Ratio of net investment income to average net assets (%)		2.29	⁴		2.30			2.33			1.78			1.74			1.49
Portfolio turnover (%)⁵		17	³		28			29			32			87			76

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	22.33		$	22.91		$	26.87		$	22.99		$	24.72		$	21.56
Income from Investment Operations:
Net investment income		0.13			0.37			0.42			0.24			0.23			0.30	¹
Net realized and unrealized gain (loss) on investments		(0.25	)		0.15			(1.80	)		4.81			(1.33	)		4.98
Total from investment operations		(0.12	)		0.52			(1.38	)		5.05			(1.10	)		5.28
Less Distributions From:
Net investment income		(0.00	)⁶		(0.52	)		(0.54	)		(0.45	)		(0.33	)		(0.30	)
Capital gains		(0.29	)		(0.58	)		(2.04	)		(0.72	)		(0.30	)		(1.82	)
Total distributions		(0.29	)		(1.10	)		(2.58	)		(1.17	)		(0.63	)		(2.12	)
Net increase (decrease) in net asset value		(0.41	)		(0.58	)		(3.96	)		3.88			(1.73	)		3.16
Net Asset Value at end of period	$	21.92		$	22.33		$	22.91		$	26.87		$	22.99		$	24.72
Total Return (%)²		(0.49	)³		2.31			(5.14	)		22.05			(4.23	)		24.61
Ratios/Supplemental Data:
Net Assets at end of period (in 000s)	$	1,820		$	2,010		$	2,296		$	3,128		$	3,388		$	4,284
Ratios of expenses to average net assets (%)		0.87	⁴		0.87			0.87			0.87			0.87			0.87
Ratio of net investment income to average net assets (%)		2.04	⁴		2.04			2.06			1.52			1.48			1.24
Portfolio turnover (%)⁵		17	³		28			29			32			87			76

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

LARGE CAP GROWTH FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	21.63		$	18.79		$	23.42		$	21.11		$	20.17		$	17.19
Income from Investment Operations:
Net investment income		0.04			0.07			0.07			0.10			0.09			0.12	¹
Net realized and unrealized gain (loss) on investments		1.81			4.84			(3.21	)		4.68			2.61			5.20
Total from investment operations		1.85			4.91			(3.14	)		4.78			2.70			5.32
Less Distributions From:
Net investment income		(0.01	)		(0.07	)		(0.08	)		(0.08	)		(0.09	)		(0.12	)
Capital gains		(0.21	)		(2.00	)		(1.41	)		(2.39	)		(1.67	)		(2.22	)
Total distributions		(0.22	)		(2.07	)		(1.49	)		(2.47	)		(1.76	)		(2.34	)
Net increase (decrease) in net asset value		1.63			2.84			(4.63	)		2.31			0.94			2.98
Net Asset Value at end of period	$	23.26		$	21.63		$	18.79		$	23.42		$	21.11		$	20.17
Total Return (%)²		8.54	³		26.38			(13.45	)		22.96			13.94			31.13
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	190,804		$	189,065		$	166,176		$	213,648		$	198,560		$	197,776
Ratios of expenses to average net assets (%)		0.82	⁴		0.82			0.83			0.82			0.82			0.82
Ratio of net investment income to average net assets (%)		0.26	⁴		0.36			0.30			0.40			0.43			0.52
Portfolio turnover (%)⁵		4	³		13			12			16			29			18

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	20.86		$	18.19		$	22.73		$	20.57		$	19.71		$	16.85
Income from Investment Operations:
Net investment income (loss)		(0.11	)		(0.09	)		(0.05	)		(0.04	)		(0.01	)		0.02	¹
Net realized and unrealized gain (loss) on investments		1.87			4.80			(3.05	)		4.64			2.59			5.14
Total from investment operations		1.76			4.71			(3.10	)		4.60			2.58			5.16
Less Distributions From:
Net investment income		(0.00	)⁶		(0.04	)		(0.03	)		(0.05	)		(0.05	)		(0.08	)
Capital gains		(0.21	)		(2.00	)		(1.41	)		(2.39	)		(1.67	)		(2.22	)
Total distributions		(0.21	)		(2.04	)		(1.44	)		(2.44	)		(1.72	)		(2.30	)
Net increase (decrease) in net asset value		1.55			2.67			(4.54	)		2.16			0.86			2.86
Net Asset Value at end of period	$	22.41		$	20.86		$	18.19		$	22.73		$	20.57		$	19.71
Total Return (%)²		8.41	³		26.07			(13.67	)		22.66			13.65			30.80
Ratios/Supplemental Data:
Net Assets at end of period (in 000s)	$	9,112		$	9,811		$	10,324		$	14,667		$	15,900		$	17,569
Ratios of expenses to average net assets (%)		1.07	⁴		1.07			1.08			1.07			1.07			1.07
Ratio of net investment income to average net assets (%)		0.01	⁴		0.09			0.04			0.17			0.19			0.27
Portfolio turnover (%)⁵		4	³		13			12			16			29			18

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

MID CAP FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	18.47		$	15.79		$	19.99		$	17.97		$	18.38		$	15.19
Income from Investment Operations:
Net investment income (loss)		0.02			0.02			(0.02	)		0.01			(0.01	)		(0.03	)¹
Net realized and unrealized gain (loss) on investments		0.94			4.18			(2.61	)		4.62			1.66			5.22
Total from investment operations		0.96			4.20			(2.63	)		4.63			1.65			5.19
Less Distributions From:
Net investment income		–			(0.03	)		–			–			–			–
Capital gains		(0.75	)		(1.49	)		(1.57	)		(2.61	)		(2.06	)		(2.00	)
Total distributions		(0.75	)		(1.52	)		(1.57	)		(2.61	)		(2.06	)		(2.00	)
Net increase (decrease) in net asset value		0.21			2.68			(4.20	)		2.02			(0.41	)		3.19
Net Asset Value at end of period	$	18.68		$	18.47		$	15.79		$	19.99		$	17.97		$	18.38
Total Return (%)²		5.22	³		26.85			(13.17	)		26.39			9.69			34.27
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	142,992		$	149,182		$	133,928		$	176,437		$	164,068		$	167,094
Ratios of expenses to average net assets (%)		0.92	⁴		0.92			0.93			0.92			0.92			0.92
Ratio of net investment income (loss) to average net assets (%)		0.14	⁴		0.08			(0.15	)		0.06			(0.07	)		(0.18	)
Portfolio turnover (%)⁵		6	³		13			17			25			24			16

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	17.35		$	14.92		$	19.04		$	17.26		$	17.77		$	14.77
Income from Investment Operations:
Net investment loss		(0.14	)		(0.17	)		(0.14	)		(0.14	)		(0.10	)		(0.14	)¹
Net realized and unrealized gain (loss) on investments		1.02			4.09			(2.41	)		4.53			1.65			5.14
Total from investment operations		0.88			3.92			(2.55	)		4.39			1.55			5.00
Less Distributions From:
Net investment income		–			(0.00	)⁶		–			–			–			–
Capital gains		(0.75	)		(1.49	)		(1.57	)		(2.61	)		(2.06	)		(2.00	)
Total distributions		(0.75	)		(1.49	)		(1.57	)		(2.61	)		(2.06	)		(2.00	)
Net increase (decrease) in net asset value		0.13			2.43			(4.12	)		1.78			(0.51	)		3.00
Net Asset Value at end of period	$	17.48		$	17.35		$	14.92		$	19.04		$	17.26		$	17.77
Total Return (%)²		5.09	³		26.53			(13.39	)		26.08			9.41			33.93
Ratios/Supplemental Data:
Net Assets at end of period (in 000s)	$	4,066		$	4,578		$	4,595		$	6,487		$	7,069		$	8,070
Ratios of expenses to average net assets (%)		1.17	⁴		1.17			1.18			1.17			1.17			1.17
Ratio of net investment loss to average net assets (%)		(0.11	)⁴		(0.18	)		(0.41	)		(0.17	)		(0.31	)		(0.43	)
Portfolio turnover (%)⁵		6	³		13			17			25			24			16

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

INTERNATIONAL STOCK FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS I
Net Asset Value at beginning of period	$	10.79		$	9.38		$	11.59		$	12.67		$	11.80		$	9.93
Income from Investment Operations:
Net investment income		0.08			0.12			0.08			0.14			0.12			0.23	¹
Net realized and unrealized gain (loss) on investments		0.11			1.37			(2.14	)		(0.32	)		0.86			1.84
Total from investment operations		0.19			1.49			(2.06	)		(0.18	)		0.98			2.07
Less Distributions From:
Net investment income		(0.01	)		(0.08	)		(0.07	)		(0.12	)		(0.11	)		(0.20	)
Capital gains		–			–			(0.08	)		(0.78	)		–			–
Total distributions		(0.01	)		(0.08	)		(0.15	)		(0.90	)		(0.11	)		(0.20	)
Net increase (decrease) in net asset value		0.18			1.41			(2.21	)		(1.08	)		0.87			1.87
Net Asset Value at end of period	$	10.97		$	10.79		$	9.38		$	11.59		$	12.67		$	11.80
Total Return (%)²		1.80	³		15.87			(17.70	)		(1.34	)		8.36			20.81
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	14,276		$	14,919		$	15,193		$	19,330		$	21,852		$	22,721
Ratios of expenses to average net assets (%)		1.17	⁴		1.17			1.18			1.17			1.17			1.17
Ratio of net investment income to average net assets (%)		1.15	⁴		0.77			0.73			1.01			0.88			1.83
Portfolio turnover (%)⁵		11	³		22			22			130			33			31

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
CLASS II
Net Asset Value at beginning of period	$	10.70		$	9.31		$	11.50		$	12.59		$	11.73		$	9.88
Net investment income (loss)		(0.01	)		(0.07	)		0.04			0.04			0.01			0.15	¹
Net realized and unrealized gain (loss) on investments		0.19			1.52			(2.10	)		(0.25	)		0.93			1.88
Total from investment operations		0.18			1.45			(2.06	)		(0.21	)		0.94			2.03
Less Distributions From:
Net investment income		–			(0.06	)		(0.05	)		(0.10	)		(0.08	)		(0.18	)
Capital gains		–			–			(0.08	)		(0.78	)		–			–
Total distributions		–			(0.06	)		(0.13	)		(0.88	)		(0.08	)		(0.18	)
Net increase (decrease) in net asset value		0.18			1.39			(2.19	)		(1.09	)		0.86			1.85
Net Asset Value at end of period	$	10.88		$	10.70		$	9.31		$	11.50		$	12.59		$	11.73
Total Return (%)²		1.68	³		15.58			(17.90	)		(1.58	)		8.09			20.51
Net Assets at end of period (in 000s)	$	4,768		$	5,123		$	5,670		$	7,126		$	8,919		$	9,691
Ratios of expenses to average net assets (%)		1.42	⁴		1.42			1.43			1.42			1.42			1.42
Ratio of net investment income to average net assets (%)		0.89	⁴		0.54			0.47			0.79			0.63			1.60
Portfolio turnover (%)⁵		11	³		22			22			130			33			31

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

MADISON TARGET RETIREMENT 2020 FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
Net Asset Value at beginning of period	$	6.41		$	6.45		$	7.60		$	7.87		$	7.83		$	7.38
Income from Investment Operations:
Net investment income		0.09			0.24			0.17			0.13			0.09			0.16	¹
Net realized and unrealized gain (loss) on investments		(0.01	)		0.03			(1.15	)		(0.02	)		0.60			0.70
Total from investment operations		0.08			0.27			(0.98	)		0.11			0.69			0.86
Less Distributions From:
Net investment income		(0.01	)		(0.31	)		(0.11	)		(0.10	)		(0.13	)		(0.14	)
Capital gains		–			–			(0.06	)		(0.28	)		(0.52	)		(0.27	)
Total distributions		(0.01	)		(0.31	)		(0.17	)		(0.38	)		(0.65	)		(0.41	)
Net increase (decrease) in net asset value		0.07			(0.04	)		(1.15	)		(0.27	)		0.04			0.45
Net Asset Value at end of period	$	6.48		$	6.41		$	6.45		$	7.60		$	7.87		$	7.83
Total Return (%)²		1.23	³		4.17			(13.00	)		1.45			8.80			11.76
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	14,170		$	15,410		$	18,687		$	27,014		$	35,685		$	35,602
Ratios of expenses to average net assets:		0.31	⁴		0.30			0.31			0.31			0.30			0.30
Ratio of net investment income to average net assets (%)		2.85	⁴		3.16			2.17			1.54			1.14			2.00
Portfolio turnover (%)⁵		20	³		231			305			210			318			276

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

MADISON TARGET RETIREMENT 2030 FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
Net Asset Value at beginning of period	$	7.01		$	6.95		$	8.15		$	8.18		$	7.89		$	7.34
Income from Investment Operations:
Net investment income		0.09			0.22			0.19			0.29			0.09			0.16	¹
Net realized and unrealized gain (loss) on investments		0.13			0.17			(1.14	)		0.29			0.82			1.08
Total from investment operations		0.22			0.39			(0.95	)		0.58			0.91			1.24
Less Distributions From:
Net investment income		–			(0.32	)		(0.18	)		(0.20	)		(0.12	)		(0.14	)
Capital gains		–			–			(0.07	)		(0.41	)		(0.50	)		(0.55	)
Return of Capital		–			(0.01	)		–			–			–			–
Total distributions		–			(0.33	)		(0.25	)		(0.61	)		(0.62	)		(0.69	)
Net increase (decrease) in net asset value		0.22			0.06			(1.20	)		(0.03	)		0.29			0.55
Net Asset Value at end of period	$	7.23		$	7.01		$	6.95		$	8.15		$	8.18		$	7.89
Total Return (%)²		3.17	³		5.72			(11.79	)		7.20			11.77			17.10
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	54,320		$	55,775		$	56,944		$	71,328		$	70,125		$	62,469
Ratios of expenses to average net assets:		0.31	⁴		0.30			0.31			0.31			0.30			0.30
Ratio of net investment income to average net assets (%)		2.49	⁴		3.03			2.38			3.40			1.09			1.97
Portfolio turnover (%)⁵		22	³		220			303			215			372			244

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - continued

MADISON TARGET RETIREMENT 2040 FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
Net Asset Value at beginning of period	$	6.46		$	6.33		$	7.49		$	7.52		$	7.21		$	6.66
Income from Investment Operations:
Net investment income		0.07			0.19			0.18			0.31			0.08			0.15	¹
Net realized and unrealized gain (loss) on investments		0.26			0.23			(1.01	)		0.36			0.81			1.09
Total from investment operations		0.33			0.42			(0.83	)		0.67			0.89			1.24
Less Distributions From:
Net investment income		–			(0.27	)		(0.17	)		(0.21	)		(0.10	)		(0.14	)
Capital gains		–			(0.00	)2		(0.16	)		(0.49	)		(0.48	)		(0.55	)
Return of Capital		–			(0.02	)		–			–			–			–
Total distributions		–			(0.29	)		(0.33	)		(0.70	)		(0.58	)		(0.69	)
Net increase (decrease) in net asset value		0.33			0.13			(1.16	)		(0.03	)		0.31			0.55
Net Asset Value at end of period	$	6.79		$	6.46		$	6.33		$	7.49		$	7.52		$	7.21
Total Return (%)³		5.12	⁴		6.70			(11.35	)		8.91			12.51			18.86
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	39,508		$	38,064		$	36,024		$	40,984		$	41,990		$	37,060
Ratios of expenses to average net assets:		0.30	⁵		0.30			0.31			0.31			0.30			0.30
Ratio of net investment income to average net assets (%)		2.16	⁵		2.84			2.57			3.71			1.08			1.94
Portfolio turnover (%)⁶		24	⁴		210			309			209			367			258

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	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Financial Highlights for a Share of Beneficial Interest Outstanding - concluded

MADISON TARGET RETIREMENT 2050 FUND

	(unaudited)
	Six-Months			Year Ended December 31,
	Ended
	6/30/24			2023			2022			2021			2020			2019
Net Asset Value at beginning of period	$	11.32		$	11.01		$	13.21		$	13.00		$	12.37		$	12.03
Income from Investment Operations:
Net investment income		0.12			0.29			0.33			0.57			0.13			0.26	¹
Net realized and unrealized gain (loss) on investments		0.59			0.53			(1.76	)		0.74			1.43			2.10
Total from investment operations		0.71			0.82			(1.43	)		1.31			1.56			2.36
Less Distributions From:
Net investment income		–			(0.48	)		(0.33	)		(0.38	)		(0.18	)		(0.22	)
Capital gains		–			(0.02	)		(0.44	)		(0.72	)		(0.75	)		(1.80	)
Return of Capital		–			(0.01	)		–			–			–			–
Total distributions		–			(0.51	)		(0.77	)		(1.10	)		(0.93	)		(2.02	)
Net increase (decrease) in net asset value		0.71			0.31			(2.20	)		0.21			0.63			0.34
Net Asset Value at end of period	$	12.03		$	11.32		$	11.01		$	13.21		$	13.00		$	12.37
Total Return (%)²		6.24	³		7.60			(11.04	)		10.22			12.80			20.55
Ratios/Supplemental Data:
Net Assets at end of period (in 000‘s)	$	34,628		$	32,365		$	28,467		$	34,283		$	30,437		$	24,850
Ratios of expenses to average net assets:		0.30	⁴		0.30			0.31			0.30			0.30			0.30
Ratio of net investment income to average net assets (%)		1.99	⁴		2.71			2.63			4.34			1.07			1.95
Portfolio turnover (%)⁵		23	³		226			329			228			390			292

¹	Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
²	These returns are after all charges at the mutual fund level have been subtracted. These returns are higher than the returns at the separate account level because charges made at the separate account level have not been subtracted. Total returns are not annualized for periods less than one year.
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.

Ultra Series Fund | June 30, 2024

Notes to Financial Statements

1. ORGANIZATION

The Ultra Series Fund (the “Trust”), a Massachusetts business trust, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, open-end management investment company. The Trust is a series trust with 14 investment portfolios (individually, a “Fund,” and collectively, the “Funds”), each with different investment objectives and policies. The Funds are the Core Bond Fund, High Income Fund, Large Cap Value Fund, Large Cap Growth Fund, Mid Cap Fund and International Stock Fund (collectively, the “Core Funds”), the Conservative Allocation Fund, Moderate Allocation Fund, Aggressive Allocation Fund and Diversified Income Fund (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”). Madison Asset Management, LLC (the “Investment Adviser” or “Madison”) serves as the Funds’ investment adviser.

The Declaration of Trust permits the Board of Trustees to issue an unlimited number of full and fractional shares of the Trust without par value. All Funds except the Target Date Funds, offer Class I and II shares. The Target Date Funds only offer Class I 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 fee, if any, and its proportional share of Fund level expenses, and has exclusive voting rights on matters pertaining to Rule 12b-1 under the 1940 Act as it relates to that class and other class specific matters. Shares are offered to separate accounts (the “Accounts”) of CMFG Life Insurance Company and to qualified pension and retirement plans of CMFG Life Insurance Company or its affiliates. The Trust may, in the future, offer other share classes to separate accounts of insurance companies and to qualified pension and retirement plans that are not affiliated with CMFG Life Insurance Company. The Trust does not offer shares directly to the general public.

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 Funds are investment companies that apply the accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946, Financial Services-Investment Companies (ASC 946). 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 closed-end investment companies, American Depositary 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 (other than short-term obligations) purchased 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

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - continued

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. They are valued on the basis of last available bid prices or current market quotations provided by dealers or pricing services approved by the Trust. 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 Fund and each 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 NAVs 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 are valued on an amortized cost basis, which approximates fair value.

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. Over-the-counter options are valued based upon prices provided by market makers in such securities or dealers in such currencies. 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 fair value, are appraised at their fair values as determined in good faith by the Investment Adviser’s Pricing Committee (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 Funds 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 a Allocation Fund or Target Date Fund to do the same because of delays in obtaining the Underlying Fund’s NAV.

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - continued

Rule 2a-5 under the 1940 Act (the “Valuation Rule”) establishes requirements for determining fair value in good faith , including related oversight and reporting requirements. The Valuation Rule also defines when market quotations are “readily available,” which is the threshold for determining whether a fund must fair value a security. Among other things, the Valuation Rule permits a board of trustees of a fund to designate a fund’s investment adviser as valuation designee to perform a fund’s fair value determinations subject to board oversight and certain reporting and other requirements intended to ensure that the board receives the information it needs to oversee a fund’s investment adviser fair value determinations. The Board has designated the Funds’ investment adviser as Valuation Designee and the Valuation Designee has delegated valuation decisions to the Committee.

A Fund’s investments 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. Fixed income securities either newly issued or not being priced for various reasons by one of our approved pricing sources may also be fair valued. 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.

In addition to the fair value decisions made by the Committee noted above, the Committee also engages 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 Board of Trustees. Such adjustments to the valuation of foreign securities are applied automatically upon market close if the parameters established are exceeded. A foreign security is also automatically fair valued if the exchange it is traded on is on holiday.

Recently Issued Accounting Pronouncements: In June 2022, the FASB issued Accounting Standards Update (“ASU”) No. 2022-03, Fair Value Measurement (Topic 820); Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions, which provides clarifying guidance that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The Trust has evaluated the ASU and has determined that there is no impact to the Funds’ financial statements.

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. Net realized gain on investments in the Statements of Operations also includes realized gain distributions received from the underlying exchange-listed funds. Distributions of net realized gains are recorded on the fund’s ex-distribution date. 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 Funds are 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.

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - continued

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, U.S. Central Credit Union and with “primary dealers” in U.S. government securities.

The Trust has established a procedure providing that the securities serving as collateral for each repurchase agreement must be delivered to the Trust’s 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. As of June 30, 2024, none of the Funds held open repurchase agreements.

Foreign Currency Transactions: The Trust’s books and records are maintained in U.S. dollars. Foreign currency-denominated transactions (i.e., 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 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.” For the period ended, June 30, 2024, the International Stock Fund had net realized losses of $(522) related to foreign currency transactions. As of June 30, 2024, none of the Funds had open foreign currency transactions.

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 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

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - continued

are traded over-the-counter directly with a counterparty. Realized and unrealized gains and losses are included in the Statements of Operations. As of June 30, 2024, 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 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 investments, as defined by Rule 22e-4 under the 1940 Act, to 15% of net assets at the time of purchase. An illiquid investment is generally defined as a security that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the security. At June 30, 2024, there were no illiquid securities held in the Funds.

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 may segregate 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 fair 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 June 30, 2024, 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.

3. FAIR VALUE MEASUREMENTS

Each Fund has adopted 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

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - continued

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.)

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 June 30, 2024 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 June 30, 2024, none of the Funds held securities deemed as a Level 3, and there were no transfers between classification levels.

The following is a summary of the inputs used as of June 30, 2024, in valuing the Funds’ investments carried at fair value:

Fund¹	Level 1		Level 2		Level 3		Value at 6/30/24
Conservative Allocation
Exchange Traded Funds	$	25,127,639	$	—	$	—	$	25,127,639
Investment Companies		24,612,670		—		—		24,612,670
Short-Term Investments		3,117,271		—		—		3,117,271
		52,857,580		—		—		52,857,580
Moderate Allocation
Exchange Traded Funds		60,901,931		—		—		60,901,931
Investment Companies		47,822,424		—		—		47,822,424
Short-Term Investments		3,001,335		—		—		3,001,335
		111,725,690		—		—		111,725,690
Aggressive Allocation
Exchange Traded Funds		23,932,833		—		—	$	23,932,833
Investment Companies		15,011,968		—		—		15,011,968
Short-Term Investments		2,275,532		—		—		2,275,532
		41,220,333		—		—		41,220,333

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - continued

Fund¹	Level 1		Level 2		Level 3		Value at 6/30/24
Diversified Income
Exchange Traded Funds		152,769,343		—		—		152,769,343
Asset Backed Securities	$	—	$	10,369	$	—	$	10,369
Collateralized Mortgage Obligations		—		522		—		522
Mortgage Backed Securities		—		25,958		—		25,958
Short-Term Investments		3,110,209		—		—		3,110,209
		155,879,552		36,849		—		155,916,401
Core Bond
Asset Backed Securities		—		2,315,892		—		2,315,892
Collateralized Mortgage Obligations		—		2,422,023		—		2,422,023
Commercial Mortgage-Backed Securities		—		785,434		—		785,434
Corporate Notes and Bonds		—		20,185,243		—		20,185,243
Foreign Corporate Bonds		—		2,677,600		—		2,677,600
Long Term Municipal Bonds		—		769,222		—		769,222
Mortgage Backed Securities		—		23,233,178		—		23,233,178
U.S. Government and Agency Obligations		—		13,711,378		—		13,711,378
Short-Term Investments		1,738,119		—		—		1,738,119
		1,738,119		66,099,970		—		67,838,089
High Income
Corporate Notes and Bonds		—		8,870,086		—		8,870,086
Foreign Corporate Bonds		—		661,711		—		661,711
Exchange Traded Funds		455,126		—		—		455,126
Short-Term Investments		3,079,890		—		—		3,079,890
		3,535,016		9,531,797		—		13,066,813
Large Cap Value
Common Stocks		172,023,206		—		—		172,023,206
Short-Term Investments		2,598,158		—		—		2,598,158
		174,621,364		—		—		174,621,364
Large Cap Growth
Common Stocks		197,118,039		—		—		197,118,039
Short-Term Investments		2,756,488		—		—		2,756,488
		199,874,527		—		—		199,874,527
Mid Cap
Common Stocks		139,293,457		—		—		139,293,457
Short-Term Investments		8,481,096		—		—		8,481,096
		147,774,553		—		—		147,774,553
International Stock
Common Stocks
Australia		331,496		—		—		331,496
Brazil		254,986		—		—		254,986
Canada		946,599		—		—		946,599
China		1,218,450		—		—		1,218,450
Denmark		187,081		—		—		187,081
France		1,516,354		—		—		1,516,354
Germany		2,217,188		—		—		2,217,188
Hong Kong		390,040		—		—		390,040
India		1,460,606		—		—		1,460,606
Ireland		379,563		—		—		379,563
Israel		376,773		—		—		376,773
Italy		214,803		—		—		214,803

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - continued

Fund¹	Level 1		Level 2		Level 3		Value at 6/30/24
Japan	$	3,234,473	$	—	$	—	$	3,234,473
Mexico		1,089,374		—		—		1,089,374
Netherlands		941,597		—		—		941,597
Norway		260,675		—		—		260,675
Switzerland		1,244,961		—		—		1,244,961
Taiwan		389,508		—		—		389,508
United Kingdom		1,883,214		—		—		1,883,214
Short-Term Investments		688,707		—		—		688,707
		19,226,448		—		—		19,226,448

Madison Target Retirement 2020		14,162,466		—		—		14,162,466
Madison Target Retirement 2030		54,308,831		—		—		54,308,831
Madison Target Retirement 2040		39,497,951		—		—		39,497,951
Madison Target Retirement 2050		34,603,901		—		—		34,603,901

¹ See respective portfolio of investments for underlying holdings in each fund. For additional information on the Underlying Funds held in the Target Allocation Funds and Target Date Funds, including shareholder prospectuses and financial reports, please visit each Underlying Funds website or visit the Securities and Exchange Commission website at http://www.sec.gov.

4. ADVISORY, DISTRIBUTION, ADMINISTRATIVE SERVICES AGREEMENTS AND OTHER EXPENSES

Investment Advisory Agreements: 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 June 30, 2024:

Fund	Advisory Fee	Fund	Advisory Fee
Conservative Allocation	0.30%	Large Cap Growth	0.80%
Moderate Allocation	0.30%	Mid Cap	0.90%
Aggressive Allocation	0.30%	International Stock	1.15%
Diversified Income	0.25%	Madison Target Retirement 2020	0.25%
Core Bond	0.55%	Madison Target Retirement 2030	0.25%
High Income	0.75%	Madison Target Retirement 2040	0.25%
Large Cap Value	0.60%	Madison Target Retirement 2050	0.25%

The Investment Advisory Agreement for the Core Funds and the Allocation Funds is structured as a “unitary fee arrangement” and, as such, requires the Investment Adviser to provide or arrange to provide overall management of the Funds, including but not limited to, investment management services, custody, transfer agency, dividend disbursing, legal, accounting and administrative services. he unitary fee arrangement with these Funds does not cover, and therefore these Funds pay directly for, the following fees and expenses: (i) fees and expenses of the Independent Trustees; (ii) fees and expenses of the Trust’s independent registered public accountant; (iii) brokerage commissions and other expenses incurred in the acquisition or disposition of any securities or other investments; (iv) costs of borrowing money, overdrafts (if any) and any potential taxes owed; and (v) extraordinary expenses (including litigation and/or and consulting expenses) as approved by a majority of the Independent Trustees, (these expenses are collectively referred to as “Direct Fund Expenses”).

In contrast, the Investment Advisory Agreement for the Target Date Funds is not structured as a “unitary fee arrangement.” Accordingly, under the Investment Advisory Agreement for these Funds, the Investment Adviser is only responsible for providing investment management services to the Funds. Other services performed by the

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Notes to Financial Statements (unaudited) - continued

Investment Adviser for the Target Date Funds are covered under a separate Administrative Services Agreement (discussed below).

Under the Investment Advisory Agreements for the Core Funds, the Allocation Funds, and the Target Date Funds, the Investment Adviser may from time to time, contractually or voluntarily, agree to waive a portion of its unitary (management) fee and/or reimburse a Fund’s operating expenses to ensure that the Fund’s operating expenses do not exceed certain expense limitations. Any fees waived or reimbursed are not subject to later recoupment by the Investment Adviser. The Investment Adviser may also permanently reduce the amount of the unitary (management) fee for one or more Funds under such terms as it may determine by written notice thereof to the Trust.

In connection with the most recent approval by the Board of Trustees of the Investment Advisory Agreements, Investment Adviser contractually agreed to enter into an Operating Expense Limitation Agreement with the Trust, on behalf of the Funds, under which the Investment Adviser agreed to waive its unitary (management) fees and/ or reimburse expenses of each Fund to the extent necessary to limit each class of each Fund’s total operating expenses (excluding certain expenses described below) to the annual rate set forth in the Funds’ then-currently effective prospectus (i.e., the prospectus dated May 1, 2023, as supplemented). The Operating Expense Limitation Agreement became effective for all Funds on December 1, 2023, and will remain in place until at least November 30, 2025. For the period ended June 3 0, 202 4, the Funds did not waive any expenses. Expenses excluded from the fee cap in the Operating Expense Limitation Agreement are as follows:

Core Funds and Allocation Funds: Excluded expenses are those expenses assumed by the Funds as provided in Section 4(b) of the relevant Investment Advisory Agreement. Such expenses consist of those expenses identified as “Direct Fund Expenses,” above.

Target Date Funds: Excluded expenses consist of the following: any front-end or contingent deferred loads, taxes, leverage/borrowing interest, interest expense, dividends paid on short sales, brokerage commissions, acquired fund fees and expenses, extraordinary expenses such as litigation, and other “Excluded Expenses” (as defined in the Administrative Services Agreement, described below).

Administrative Services Agreement - Target Date Funds: With respect to the Target Date Funds only, in addition to the advisory fee, the Investment Adviser is entitled to receive an administrative services fee pursuant to the terms of a separate Administrative Services Agreement. Under this agreement, the Investment Adviser has agreed to provide or arrange to have a third party provide the Target Date Funds with such services as they may require in the conduct of their business, to the extent that the Investment Adviser, acting as the Funds’ investment adviser, has not undertaken to provide such services. Services to the Target Date Funds under the Administrative Services Agreement include transfer agent services; fund administrator services; fund accountant services; services of the Trust’s independent public accountants; services of legal counsel to the Trust and the Independent Trustees; and such other services necessary to conduct the Funds’ business. In exchange for these services, each Target Date Fund pays the Investment Adviser a fee, which is computed daily and paid monthly, at an annualized rate of 0.05% the average daily value of the net assets of each Target Date Fund. Not included in this fee and, therefore, the responsibility of the Target Date Funds, are the following fees and expenses: (i) any fees and expenses relating to portfolio holdings (e.g., brokerage commissions, interest on loans, etc.); (ii) extraordinary and non-recurring fees and expenses (e.g., costs relating to overdrafts of any line of credit maintained with its custodian or another entity for investment purposes); (iii) the costs associated with investment by the Target Date Funds in other investment

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Notes to Financial Statements (unaudited) - continued

companies (i.e., acquired fund fees); and (iv) the compensation of Trust’s Independent Trustees (these expenses are collectively referred to as “Excluded Expenses”).

Other Expenses: Due to the “unitary fee arrangement” in place with respect to the Core Funds and the Allocation Funds, and the Administrative Services Agreement arrangement in place with respect to the Target Date Funds, the former group of Funds is directly responsible for certain fees and expenses that differ somewhat from the fees and expenses for which the latter group is directly responsible.

Distribution Agreement: MFD Distributor, LLC (“MFD”) serves as distributor of the Funds. The Trust adopted a distribution and service plan with respect to the Trust’s Class II shares pursuant to Rule 12b-1 under the 1940 Act. Under the plan, the Trust will pay a service fee with regard to Class II shares at an annual rate of 0.25% of each Fund’s daily net assets. MFD may from time to time voluntarily agree to waive a portion of its fees or expenses related to the Funds. For the period ended June 30, 2024, no fees were waived. MFD does not have the right to recoup waived fees.

Officers and Trustees: Certain officers and Trustees of the Trust may also be officers, directors and/or employees of the Investment Adviser or its affiliates. The Trust does not compensate its officers or Trustees who are officers, directors and/ or employees of the Investment Adviser or its affiliates. The Independent Trustees fees are a direct expense of the Funds which is included in the “Trustee fees” line item on the Statements of Operations. The Nominating and Governance Committee of the Board reviews fees paid to Independent Trustees periodically, and may change such fees at any time.

5. DIVIDENDS FROM NET INCOME AND DISTRIBUTIONS OF CAPITAL GAINS

The Funds declare dividends from net investment income and net realized gains from investment transactions, if any, annually, which are reinvested in additional full and fractional shares of the respective Funds.

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 of the Funds may 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.

6. SECURITIES TRANSACTIONS

For the period ended June 30, 2024, 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	$	—	$	—	$	22,889,662	$	76,579,453
Moderate Allocation		—		—		34,774,799		35,189,007
Aggressive Allocation		—		—		14,870,377		13,727,322
Diversified Income		—		—		2,559,882		12,551,478
Core Bond		2,896,135		4,464,851		3,790,734		6,630,703
High Income		—		—		551,290		1,471,097
Large Cap Value		—		—		30,941,724		41,573,865
Large Cap Growth		—		—		8,027,237		23,250,448

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Notes to Financial Statements (unaudited) - continued

	U.S. Government Securities				Other Investment Securities
Fund	Purchases		Sales		Purchases		Sales
Mid Cap		—		—		8,154,740		22,847,041
International Stock		—		—		2,192,948		3,589,669
Madison Target Retirement 2020		—		—		2,993,899		4,093,575
Madison Target Retirement 2030		—		—		11,986,830		14,677,613
Madison Target Retirement 2040		—		—		9,284,173		9,234,345
Madison Target Retirement 2050		—		—		7,633,268		7,489,488

7. DERIVATIVES

The FASB issued guidance intended to enhance financial statement disclosure for derivative instruments and enable investors to understand: a) how and why a fund uses derivative investments, b) how derivative instruments are accounted for, and c) how derivative instruments affect a fund’s financial position, and results of operations. As of June 30, 2024, the Funds did not hold any derivatives. There is no impact on the financial statements of the other Funds as they did not hold derivative investments during the period ended June 30, 2024.

8. FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS

The Core Bond Fund (for purposes of this Note, the “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 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. The Fund may use futures contracts to manage its exposure to the securities markets or to movements in interest rates and currency values. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in fair value of the securities held by the Fund and the prices of futures contracts and the possibility of an illiquid market. Futures contracts are valued based upon their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to deposit with its futures broker an amount of cash, U.S. government and agency obligations, or other liquid assets, in accordance with the initial margin requirements of the broker or exchange. Futures contracts are marked to market daily and based on such movements in the price of the contracts, an appropriate payable or receivable for the change in value may be posted or collected by the Fund (“variation margin”). Gains or losses are recognized but not considered realized until the contracts expire or close. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed within exchange traded or centrally cleared financial derivative instruments on the Statements of Assets and Liabilities.

During the period ended June 30, 2024, the Fund did not enter into any futures contracts.

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.

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Notes to Financial Statements (unaudited) - continued

The writing of a call option on a futures contract generates a premium which may partially offset a decline in the value of the Funds’ 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.

During the period ended June 30, 2024, the Fund did not enter into any options on futures contracts.

9. FOREIGN SECURITIES

Each Fund may invest in foreign 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/or (iii) quoted or denominated in a foreign currency (“non-dollar securities”). Foreign securities include American Depositary Receipts (“ADRs”), European Depositary Receipts (“EDRs”), Global Depositary Receipts (“GDRs”), Swedish Depositary Receipts (“SDRs”) and foreign money market securities. U.S. dollar-denominated securities that are part of the Merrill Lynch U.S. Domestic Master Index are not considered a foreign security.

Certain of the Funds have reclaimed 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 Statements of Assets and Liabilities. These receivables are reviewed to ensure the current receivable balance is reflective of the amount deemed to be collectable.

10. SECURITIES LENDING

The Board of Trustees has authorized the Funds other than the Target Date Funds, to engage in securities lending with State Street Bank and Trust Company as securities lending agent pursuant to a Securities Lending Authorization Agreement (the “Agreement”) and subject to the Trust’s securities lending policies and procedures. Under the terms of the Agreement, and subject to the policies and procedures, the authorized Funds may lend portfolio securities to qualified borrowers in order to generate additional income, while managing risk associated with the securities lending program. The Agreement requires that loans are collateralized at all times by cash or U.S. government securities, initially equal to at least 102% of the value of domestic securities and 105% of non-domestic securities, based upon the prior days market value for securities loaned. The loaned securities and collateral are marked to market daily to maintain collateral at 102% and 105% for non-domestic security of the total loaned portfolio for each broker/borrower. Amounts earned as interest on investments of cash collateral, net of rebates and fees, if any, are included in the Statements of Operations. The primary risk associated with securities lending is loss associated with investment of cash and non-cash collateral. A secondary risk 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. Under the Agreement, the securities lending agent has provided a limited indemnification in the event of a borrower default. The Funds do not have a master netting agreement.

As of June 30, 2024, the aggregate fair value of securities on loan for the Trust was $10,935,705. Cash collateral received for such loans is reinvested into the State Street Navigator Securities Lending Government Money Market

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Notes to Financial Statements (unaudited) - continued

Portfolio. Non-cash collateral is comprised of U.S. treasuries or government securities. See below for fair value on loan and collateral breakout for each Fund and each respective Fund’s portfolio of investments for individual securities identified on loan.

Fund	Fair Value on Loan		Cash Collateral*		Non-Cash Collateral*
Conservative Allocation	$	2,229,918	$	2,281,191	$	—
Moderate Allocation		682,406		406,375		302,023
Aggressive Allocation		403,007		222,292		189,498
Diversified Income		73,836		76,100		—
Core Bond		983,671		851,458		154,434
High Income		2,125,450		2,169,743		—
Large Cap Growth		1,055,381		—		1,079,527
Mid Cap		2,742,959		—		2,805,716
International Stock		639,077		300,522		353,204

* Collateral represents minimum 102% of the value of domestic securities and 105% of non-domestic securities on loan, based upon the prior days market value for securities loaned.

The following table provides increased transparency about the types of collateral pledged for securities lending transactions that are accounted for as secured borrowing. Non-cash collateral is not reflected in the table because the Funds cannot repledge or resell this collateral.

	Remaining Contractual Maturity of the Agreements
	As of June 30, 2024
	Overnight and				Between
	Continuous		<30 days		30 & 90 days		>90 days		Total
Securities Lending Transactions⁽¹⁾
Conservative Allocation
Government Money Market	$	2,281,191	$	—	$	—	$	—	$	2,281,191
Total Borrowings	$	2,281,191	$	—	$	—	$	—	$	2,281,191
Gross amount of recognized liabilities for securities lending transactions									$	2,281,191

Moderate Allocation
Government Money Market	$	406,375	$	—	$	—	$	—	$	406,375
Total Borrowings	$	406,375	$	—	$	—	$	—	$	406,375
Gross amount of recognized liabilities for securities lending transactions									$	406,375

Aggressive Allocation
Government Money Market	$	222,292	$	—	$	—	$	—	$	222,292
Total Borrowings	$	222,292	$	—	$	—	$	—	$	222,292
Gross amount of recognized liabilities for securities lending transactions									$	222,292

Diversified Income
Government Money Market	$	76,100	$	—	$	—	$	—	$	76,100
Total Borrowings	$	76,100	$	—	$	—	$	—	$	76,100
Gross amount of recognized liabilities for securities lending transactions									$	76,100

Core Bond
Government Money Market	$	851,458	$	—	$	—	$	—	$	851,458
Total Borrowings	$	851,458	$	—	$	—	$	—	$	851,458
Gross amount of recognized liabilities for securities lending transactions									$	851,458

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Notes to Financial Statements (unaudited) - continued

High Income
Government Money Market	$	2,169,743	$	—	$	—	$	—	$	2,169,743
Total Borrowings	$	2,169,743	$	—	$	—	$	—	$	2,169,743
Gross amount of recognized liabilities for securities lending transactions									$	2,169,743

International Stock
Government Money Market	$	300,522	$	—	$	—	$	—	$	300,522
Total Borrowings	$	300,522	$	—	$	—	$	—	$	300,522
Gross amount of recognized liabilities for securities lending transactions									$	300,522

⁽¹⁾

Amounts represent the payable for cash collateral received on securities on loan. This will generally be in the “Overnight and Continuous” column as the securities are typically callable on demand. The payable will be allocated into categories of securities based on the market value of the securities on loan.

11. FEDERAL INCOME TAX INFORMATION

It is each Fund’s policy to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, 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 December 21, 2023. 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 December 31, 2020 through December 31, 2023. For federal income tax purposes, the Funds listed below have capital loss carryforwards as of December 31, 2023, which are available to offset future capital gains, if any, realized through the fiscal year listed:

	No Expiration Date
Fund	Short-Term		Long-Term
Conservative Allocation	$	4,011,047	$	3,135,292
Moderate Allocation		1,487,171		823,923
Aggressive Allocation		268,079		—
Core Bond		412,987		3,887,152
High Income		478,211		2,093,632
International Stock		162,515		1,901,955
Madison Target Retirement 2020		2,128,542		837,934
Madison Target Retirement 2030		2,601,562		1,438,039
Madison Target Retirement 2040		1,356,297		841,331
Madison Target Retirement 2050		1,077,173		683,801

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Notes to Financial Statements (unaudited) - continued

At June 30, 2024, the aggregate gross unrealized appreciation (depreciation) and net unrealized appreciation (depreciation) for all securities as computed on a federal income tax basis for each Fund were as follows:

Fund	Appreciation		Depreciation			Net
Conservative Allocation	$	2,360,125	$	(1,974,556	)	$	385,569
Moderate Allocation		12,216,726		(2,984,860	)		9,231,866
Aggressive Allocation		5,610,447		(659,462	)		4,950,985
Diversified Income		2,087,399		(2,640,422	)		(553,023	)
Core Bond		247,970		(6,041,096	)		(5,793,126	)
High Income		12,783		(723,601	)		(710,818	)
Large Cap Value		29,516,879		(3,144,310	)		26,372,569
Large Cap Growth		98,656,122		(4,237,921	)		94,418,201
Mid Cap		76,459,754		(444,882	)		76,014,872
International Stock		2,993,097		(3,080,652	)		(87,555	)
Madison Target Retirement 2020		150,173		(90,155	)		60,018
Madison Target Retirement 2030		2,445,769		(249,856	)		2,195,913
Madison Target Retirement 2040		2,696,752		(153,690	)		2,543,062
Madison Target Retirement 2050		2,713,459		(113,562	)		2,599,897

12. CAPITAL SHARES AND AFFILIATED OWNERSHIP

All capital shares outstanding at June 30, 2024, are owned by separate investment accounts and/or pension plans of CMFG Life Insurance Company.

The Allocation Funds invest in Underlying Funds, including the Madison Funds (the “Affiliated Underlying Funds”), which may be deemed to be under common control because of the same or investment adviser and membership in a common family of investment companies . Madison Funds’ historical financial information is available to you at no cost on the SEC’s website at www.sec.gov, by calling 1-800-877-6089 or by visiting the Madison Funds’ website at www.madisonfunds.com. A summary of the transactions with each Affiliated Underlying Fund during the period ended June 30, 2024 follows:

Fund/Underlying Fund	Beginning value as of 12/31/2023		Gross Additions		Gross Sales			Realized Gain (Loss)			Change in Unrealized Appreciation (depreciation)			Value at 6/30/2024		Shares		Dividend Income		Distributions Received¹

Conservative Allocation Fund
Madison Core Bond Fund Class R6	$	33,939,016	$	150,000	$	(14,818,208	)	$	(3,327,508	)	$	2,412,124		$	18,355,424		2,078,757	$	459,785	$	–
Madison Dividend Income Fund Class R6		1,885,582		–		(1,833,448	)		320,900			(373,034	)		-		-		7,304		–
Madison Investors Fund Class R6		9,126,005		1,675,000		(6,232,300	)		2,527,111			(1,931,838	)		5,163,978		178,623		–		–
Totals	$	44,950,603	$	1,825,000	$	(22,883,956	)	$	(479,497	)	$	107,252		$	23,519,402			$	467,089	$	–

Moderate Allocation Fund
Madison Core Bond Fund Class R6	$	23,442,661	$	1,650,000	$	–		$	–			(460,919	)		24,631,742		2,789,552		424,822	$	–
Madison Dividend Income Fund Class R6		3,075,093		–		(3,042,153	)		619,039			(651,979	)		–		–		12,042		–
Madison Investors Fund Class R6		15,812,147		1,250,000		(397,920	)		8,177			1,391,907			18,064,311		624,846		–		–
Madison Mid Cap Fund R6		1,787,229		–		(250,447	)		74,410			12,896			1,624,088		95,816		–		–
Totals	$	44,117,130	$	2,900,000	$	(3,690,520	)	$	701,626		$	291,905		$	44,320,141			$	436,864	$	–

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Notes to Financial Statements (unaudited) - continued

Fund/Underlying Fund	Beginning value as of 12/31/23		Gross Additions		Gross Sales			Realized Gain (Loss)			Change in Unrealized Appreciation (depreciation)			Value at 6/30/2024		Shares		Dividend Income		Distributions Received¹

Aggressive Allocation Fund
Madison Core Bond Fund Class R6	$	3,465,375	$	1,295,000	$	–		$	–		$	(63,999	)	$	4,696,376		531,866	$	72,524	$	–
Madison Dividend Income Fund Class R6		1,239,251		–		(1,226,809	)		267,419			(279,861	)		–		–		5,130		–
Madison Investors Fund Class R6		6,413,039		870,000		–			–			581,504			7,864,543		272,035		–		–
Madison Mid Cap Fund R6		747,071		–		–			–			37,492			784,563		46,287		–		–
Totals	$	11,864,736	$	2,165,000	$	(1,226,809	)	$	267,419		$	275,136		$	13,345,482			$	77,654	$	–

Diversified Income Fund
Madison Aggregate Bond ETF	$	26,423,738	$	1,019,376	$	–		$	–		$	(710,576	)	$	26,732,538		1,325,000	$	636,265	$	–
Madison Covered Call ETF		44,530,200		–		(3,453,920	)		(119,143	)		(3,769,841	)		37,187,296		1,970,000		4,455,474		–
Madison Dividend Value ETF		34,942,600		–		(8,591,183	)		125,246			60,304			26,536,967		1,325,000		350,498		–
Madison Short-Term Strategic Income ETF		29,981,250		–		–			–			(321,750	)		29,659,500		1,462,500		778,577		–
Totals	$	135,877,788	$	1,019,376	$	(12,045,103	)	$	6,103		$	(4,741,863	)	$	120,116,301			$	6,220,814	$	–

¹	Distributions received include distributions from net investment income and from capital gains from the underlying funds.

13. CONCENTRATION OF RISKS

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 Core Bond Fund is subject to derivatives risk, which is the risk that loss may result from investments in options, forwards, futures, swaps and other derivatives instruments. These instruments may be illiquid, difficult to price and

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - continued

leveraged so that small changes in the value of the underlying instruments may produce disproportionate losses to the Fund. Derivatives are also subject to counterparty risk, which is the risk that the other party to the transaction will not fulfill its contractual obligations.

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 Allocation Funds 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, these 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 Funds 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.

The Funds may be subject to interest rate risk which is the risk that the value of your investment will fluctuate with changes in interest rates. Typically, a rise in interest rates causes a decline in the fair value of income-bearing securities. When interest rates rise, bond prices fall; generally the longer a bond’s maturity, the more sensitive it is to 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. The Core Bond Fund 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 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, 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. U.S. and international markets have experienced and may continue to experience significant periods of volatility in recent months and years due to a number of economic, political and global macro factors including uncertainty regarding inflation and interest rate levels, the possibility of a national or global recession, problems in the banking sector, trade tensions, political events, the wars between Russia and Ukraine and in the Middle East, and the impact of the coronavirus (COVID-19) global pandemic. These developments, as well as other events, could result in further market volatility and negatively affect financial asset prices, the liquidity of certain securities and the normal operations of securities exchanges and other markets, despite government efforts to address market

Ultra Series Fund | June 30, 2024

Notes to Financial Statements (unaudited) - concluded

disruptions. Continuing market volatility as a result of recent market conditions or other events may have adverse effects on the value of the Fund’s portfolio holdings.

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

14. SUBSEQUENT EVENTS

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

Ultra Series Fund | June 30, 2024

Other Information (unaudited)

STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM

In accordance with Rule 22e-4 under the Investment Company Act of 1940, as amended, Ultra Series Fund (the “Trust”) has adopted and implemented a liquidity risk management program (the “Program”).The Program seeks to promote effective liquidity risk management for each series of the Trust (individually, a “Fund” and collectively, the “Funds”) and to protect fund shareholders from dilution of their interests. The Board of Trustees of the Trust (the “Board”) has appointed the Funds’ Chief Compliance Officer as the program administrator (the “Program Administrator”).The Program Administrator is required to provide an annual report to the Board regarding the adequacy and effectiveness of the Program, including the operation of the highly liquidity investment minimum (“HLIM”), if applicable, and any material changes to the Program.

On May 24, 2024, the Board reviewed the Program Administrator’s annual written report for the period January 1, 2023 through December 31, 2023 (the “2023 Annual Report”). The 2023 Annual Report provided an assessment of each Fund’s liquidity risk, which is assessed under both normal and reasonably foreseeable stressed market conditions. For this purpose, liquidity risk is the risk that a Fund could not meet requests to redeem shares issued by the Fund without significant dilution of the remaining investors’ interests in the Fund. The 2023 Annual Report noted that following a review of each Fund’s redemption history and investment strategies, as well as liquidity reports generated by State Street, the Program Administrator determined that each Fund primarily held investments that were classified as “highly liquid” during the review period. As a result, the Program Administrator concluded that each Fund is a “primarily highly liquid fund” (as defined in the Program), which means that each Fund can continue to rely on the exclusion in Rule 22e-4 from the requirements to determine and review a HLIM for each Fund and to adopt policies and procedures for responding to a HLIM shortfall. The 2023 Annual Report also noted that no material changes had been made to the Program during the review period, and that the Program is functioning properly.

AVAILABILITY OF QUARTERLY PORTFOLIO SCHEDULES

The Trust files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT-EX. Form N-PORT-EX is available to shareholders upon request at no cost by calling 1-800-877-6089 or on the SEC’s website at www.sec.gov. Form N-PORT-EX 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 1-800-SEC-0330.

PROXY VOTING POLICIES, PROCEDURES AND RECORDS

A description of the policies and procedures used by the Trust to vote proxies related to portfolio securities is available to shareholders, upon request, at no cost by calling 1-800-877-6089,or on the SEC’s website at www.sec. gov and is also located in the Funds’ Statement of Additional Information. The proxy voting records for the Trust for the most recent twelve-month period ended June 30 is available to shareholders, upon request, at no cost by calling 1-800-SEC-0330, or 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 the “Management’s Discussion of Fund Performance” are based on current management expectations and are considered “forward-looking statements.” Actual future results, however, may prove to be different 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

Ultra Series Fund | June 30, 2024

Other Information (unaudited) - concluded

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 after forward-looking statements as a result of new information, future events, or otherwise.

Not Applicable

Item 2. Code of Ethics.

Not applicable in semi-annual report.

Item 3. Audit Committee Financial Expert.

Not applicable in semi-annual report.

Item 4. Principal Accountant Fees and Services.

Not applicable in semi-annual report.

Item 5. Audit Committee of Listed Registrants.

Not applicable in semi-annual report.

Item 6. Schedule of Investments

(a)

The registrant’s Schedule of Investments is included as part of the Financial Statement and Financial Highlights for Open-End Management Investment Companies filed under Item 7 of this Form.

(b)

Not applicable

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

(a)

The registrant’s Financial Statements are attached herewith.

(b)

The registrant’s Financial Highlights are attached herewith.

INSERT CORE REPORT HERE

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

The Trust has had no changes in or disagreements with accountants and on accounting and financial disclosure required by Item 304 of Regulation S-K [17 CFR 229.304].

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

Not applicable in semi-annual report.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

The Trust discloses remuneration paid to directors, officers and others as part of the financial statements included in item 7.

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

There were no investment advisory contracts for the Trust’s board of directors to approve during the Fund’s most recent fiscal half-year.

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 15. 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 16. 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 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 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 18. Recovery of Erroneously Awarded Compensation.

The Trust did not require an accounting restatement that required recovery of erroneously awarded compensation pursuant to the registrant’s compensation recovery policy required by the listing standards adopted pursuant to 17 CFR 240.10D-1.

Item 19. Exhibits.

(a)

(1) The Trust did not make any amendments to its code of ethics during the period covered by this report.

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

(3) Not applicable.

(4) There was no change in the registrant’s independent public accountant for the period covered by this report.

(b)

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

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.

Ultra Series Fund

/s/ Steven J. Fredricks

Steven J. Fredricks, Chief Compliance Officer & Chief Legal Officer

Date: August 29, 2024

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.

/s/ Patrick F. Ryan

Patrick F. Ryan, Principal Executive Officer

Date: August 29, 2024

/s/ Greg Hoppe

Greg Hoppe, Principal Financial Officer & Principal Accounting Officer

Date: August 29, 2024

Ultra Series Fund N-CSRSCertified semi-annual shareholder report (management investment company)