Fund
|
Class A
|
Class B
|
Class C
|
Madison Conservative Allocation Fund
|
MCNAX
|
MCNBX
|
MCOCX
|
Madison Moderate Allocation Fund
|
MMDAX
|
MMDRX
|
MMDCX
|
Madison Aggressive Allocation Fund
|
MAGSX
|
MAGBX
|
MAACX
|
Madison Cash Reserves Fund
|
MFAXX
|
MFBXX
|
|
Madison Core Bond Fund
(formerly, Bond Fund)
|
MBOAX
|
MBOBX
|
|
Madison High Income Fund
|
MHNAX
|
MHNBX
|
|
Madison Diversified Income Fund
|
MBLAX
|
MBLNX
|
MBLCX
|
Madison Equity Income Fund
|
MENAX
|
MENCX
|
|
Madison Large Cap Value Fund
|
MGWAX
|
MGWBX
|
|
Madison Investors Fund
|
[Pending]
|
||
Madison Large Cap Growth Fund
|
MCAAX
|
MCPBX
|
|
Madison Mid Cap Fund
|
MERAX
|
MERBX
|
|
Madison Small Cap Fund
|
MASVX
|
MBSVX
|
|
Madison International Stock Fund
|
MINAX
|
MINBX
|
|
FUND SUMMARIES
|
|
Madison Conservative Allocation Fund
|
2
|
Madison Moderate Allocation Fund
|
6
|
Madison Aggressive Allocation Fund
|
10
|
Madison Cash Reserves Fund
|
16
|
Madison Core Bond Fund
|
19
|
Madison High Income Fund
|
23
|
Madison Diversified Income Fund
|
26
|
Madison Equity Income Fund
|
30
|
Madison Large Cap Value Fund
|
35
|
Madison Investors Fund
|
38
|
Madison Large Cap Growth Fund
|
42
|
Madison Mid Cap Fund
|
46
|
Madison Small Cap Fund
|
49
|
Madison International Stock Fund
|
53
|
ADDITIONAL RISKS
|
56
|
YOUR ACCOUNT
|
57
|
Choosing a Share Class
|
57
|
How to Contact Us
|
57
|
Opening an Account
|
58
|
Purchasing Shares
|
58
|
Purchasing by Exchange
|
59
|
Sales Charges and Fees
|
59
|
Distribution and Service Plans (12b-1)
|
63
|
Selling Shares
|
64
|
General Policies
|
65
|
Additional Investor Services
|
68
|
Distributions and Taxes
|
68
|
INVESTMENT ADVISER
|
70
|
PORTFOLIO MANAGEMENT
|
71
|
FINANCIAL HIGHLIGHTS
|
73
|
MORE INFORMATION ABOUT MADISON FUNDS
|
88
|
PRIVACY NOTICE
|
91
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Class C
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
1.00%
2
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Class C
|
Management Fees
|
0.20%
|
0.20%
|
0.20%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
1.00%
|
Other Expenses
|
0.25%
|
0.25%
|
0.25%
|
Acquired Fund Fees and Expenses
3
|
0.63%
|
0.63%
|
0.63%
|
Total Annual Fund Operating Expenses
|
1.33%
|
2.08%
|
2.08%
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
2
|
The CDSC is eliminated after 12 months following purchase.
|
3
|
Acquired Fund Fees and Expenses have been restated to reflect current fees.
|
Redemption
|
No Redemption
|
||||||
A
|
B
|
C
|
A
|
B
|
C
|
||
1 Year
|
$ 703
|
$ 661
|
$ 311
|
$ 703
|
$ 211
|
$ 211
|
|
3 Years
|
972
|
1,002
|
652
|
972
|
652
|
652
|
|
5 Years
|
1,262
|
1,319
|
1,119
|
1,262
|
1,119
|
1,119
|
|
10 Years
|
2,084
|
2,222
|
2,410
|
2,084
|
2,222
|
2,410
|
|
0-20%
|
money market funds;
|
|
20-80%
|
debt securities (e.g., bond funds and convertible bond funds);
|
|
0-20%
|
below-investment grade (“junk”) debt securities (e.g., high income funds);
|
|
10-50%
|
equity securities (e.g., U.S. stock funds);
|
|
0-40%
|
foreign securities (e.g., international stock and bond funds, including emerging market securities); and
|
|
0-20%
|
alternative asset classes (e.g., real estate investment trust funds, natural resources funds, precious metal funds and long/short funds).
|
·
|
Asset allocation optimization analysis
. This approach considers the degree to which returns in different asset classes do or do not move together, and the fund’s aim to achieve a favorable overall risk profile for any targeted level of portfolio return.
|
·
|
Scenario analysis
. This approach analyzes historical and expected return data to model how individual asset classes and combinations of asset classes would affect the fund under different economic and market conditions.
|
·
|
Fundamental analysis
. This approach draws upon Madison’s equity and fixed income professionals to judge each asset class against current and forecasted market conditions. Economic, industry and security level research will be utilized to develop return and risk expectations that may influence asset class selection.
|
Best Calendar Quarter:
|
2Q 2009
|
8.78%
|
Worst Calendar Quarter:
|
4Q 2008
|
-8.83%
|
1 Year
|
5 Years
|
Since Inception
6/30/2006
|
Since Inception
2/29/2008
|
|
Class A Shares -
Return Before Taxes
|
2.29%
|
1.45%
|
2.71%
|
N/A
|
Return After Taxes on Distributions
|
1.18%
|
0.39%
|
1.67%
|
N/A
|
Return After Taxes on Distributions and Sale of Fund Shares
|
1.58%
|
0.61%
|
1.71%
|
N/A
|
Class B Shares -
Return Before Taxes
|
3.26%
|
1.55%
|
2.90%
|
N/A
|
Class C Shares -
Return Before Taxes
|
6.65%
|
N/A
|
N/A
|
2.33%
|
Bank of America Merrill Lynch U.S. Corporate, Government & Mortgage Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
4.43%
|
6.03%
|
6.54%
|
5.89%
|
Conservative Allocation Fund Custom Index
(reflects no deduction for sales charges,
account fees, expenses or taxes)
|
8.75%
|
4.91%
|
6.02%
|
5.30%
|
|
The minimum investment amounts are as follows (for Class A, B and C shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
____________________________________________________
|
|
1
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Class C
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
1.00%
2
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Class C
|
Management Fees
|
0.20%
|
0.20%
|
0.20%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
1.00%
|
Other Expenses
|
0.25%
|
0.25%
|
0.25%
|
Acquired Fund Fees and Expenses
3
|
0.68%
|
0.68%
|
0.68%
|
Total Annual Fund Operating Expenses
|
1.38%
|
2.13%
|
2.13%
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
2
|
The CDSC is eliminated after 12 months following purchase.
|
3
|
Acquired Fund Fees and Expenses have been restated to reflect current fees.
|
Redemption
|
No Redemption
|
||||||
A
|
B
|
C
|
A
|
B
|
C
|
||
1 Year
|
$ 707
|
$ 666
|
$ 316
|
$ 707
|
$ 216
|
$ 216
|
|
3 Years
|
987
|
1,017
|
667
|
987
|
667
|
667
|
|
5 Years
|
1,287
|
1,344
|
1,144
|
1,287
|
1,1445
|
1,144
|
|
10 Years
|
2,137
|
2,275
|
2,462
|
2,137
|
2,275
|
2,462
|
|
0-15%
|
money market funds;
|
|
10-60%
|
debt securities (e.g., bond funds and convertible bond funds);
|
|
0-20%
|
below-investment grade (“junk”) debt securities (e.g., high income funds);
|
|
20-80%
|
equity securities (e.g., U.S. stock funds);
|
|
0-50%
|
foreign securities (e.g., international stock and bond funds, including emerging market securities); and
|
|
0-20%
|
alternative asset classes (e.g., real estate investment trust funds, natural resources funds, precious metal funds and long/short funds).
|
·
|
Asset allocation optimization analysis
. This approach considers the degree to which returns in different asset classes do or do not move together, and the fund’s aim to achieve a favorable overall risk profile for any targeted level of portfolio return.
|
·
|
Scenario analysis
. This approach analyzes historical and expected return data to model how individual asset classes and combinations of asset classes would affect the fund under different economic and market conditions.
|
·
|
Fundamental analysis
. This approach draws upon Madison’s equity and fixed income professionals to judge each asset class against current and forecasted market conditions. Economic, industry and security level research will be utilized to develop return and risk expectations that may influence asset class selection.
|
Best Calendar Quarter:
|
2Q 2009
|
12.32%
|
Worst Calendar Quarter:
|
4Q 2008
|
-16.22%
|
1 Year
|
5 Years
|
Since Inception
6/30/2006
|
Since Inception
2/29/2008
|
|
Class A Shares
– Return Before Taxes
|
3.79%
|
-0.61%
|
1.71%
|
N/A
|
Return After Taxes on Distributions
|
3.08%
|
-1.25%
|
1.04%
|
N/A
|
Return After Taxes on Distributions and Sale of Fund Shares
|
2.63%
|
-0.86%
|
1.10%
|
N/A
|
Class B Shares
– Return Before Taxes
|
4.78%
|
-0.55%
|
1.87%
|
N/A
|
Class C Shares
– Return before Taxes
|
8.27%
|
N/A
|
N/A
|
0.83%
|
S&P 500 Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.00%
|
1.66%
|
4.01%
|
3.14%
|
Moderate Allocation Fund Custom Index
(reflects no deduction for sales charges,
account fees, expenses or taxes)
|
11.94%
|
3.55%
|
5.28%
|
4.39%
|
|
The minimum investment amounts are as follows (for Class A, B and C shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
______________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Class C
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
1.00%
2
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Class C
|
Management Fees
|
0.20%
|
0.20%
|
0.20%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
1.00%
|
Other Expenses
|
0.25%
|
0.25%
|
0.25%
|
Acquired Fund Fees and Expenses
3
|
0.68%
|
0.68%
|
0.68%
|
Total Annual Fund Operating Expenses
|
1.38%
|
2.13%
|
2.13%
|
|
1
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
Redemption
|
No Redemption
|
||||||
A
|
B
|
C
|
A
|
B
|
C
|
||
1 Year
|
$ 707
|
$ 666
|
$ 316
|
$ 707
|
$ 216
|
$ 216
|
|
3 Years
|
987
|
1,017
|
667
|
987
|
667
|
667
|
|
5 Years
|
1,287
|
1,344
|
1,144
|
1,287
|
1,144
|
1,144
|
|
10 Years
|
2,137
|
2,275
|
2,462
|
2,137
|
2,275
|
2,462
|
|
0-10%
|
money market funds;
|
|
0-30%
|
debt securities, all of which could be in below investment grade (“junk”) debt securities (e.g., bond funds, convertible bond funds and high income funds);
|
|
30-90%
|
equity securities (e.g., U.S. stock funds);
|
|
0-60%
|
foreign securities (e.g., international stock and bond funds, including emerging market securities); and
|
|
0-20%
|
alternative asset classes (e.g., real estate investment trust funds, natural resources funds, precious metal funds and long/short funds).
|
·
|
Asset allocation optimization analysis
. This approach considers the degree to which returns in different asset classes do or do not move together, and the fund’s aim to achieve a favorable overall risk profile for any targeted level of portfolio return.
|
·
|
Scenario analysis
. This approach analyzes historical and expected return data to model how individual asset classes and combinations of asset classes would affect the fund under different economic and market conditions.
|
·
|
Fundamental analysis
. This approach draws upon Madison’s equity and fixed income professionals to judge each asset class against current and forecasted market conditions. Economic, industry and security level research will be utilized to develop return and risk expectations that may influence asset class selection.
|
Best Calendar Quarter:
|
2Q 2009
|
16.91%
|
Worst Calendar Quarter:
|
4Q 2008
|
-24.05%
|
1 Year
|
5 Years
|
Since Inception
6/30/2006
|
Since Inception
2/29/2008
|
|
Class A Shares
– Return Before Taxes
|
4.42%
|
-2.95%
|
0.51%
|
N/A
|
Return After Taxes on Distributions
|
3.91%
|
-3.20%
|
0.16%
|
N/A
|
Return After Taxes on Distributions and Sale of Fund Shares
|
3.13%
|
-2.57%
|
0.29%
|
N/A
|
Class B Shares
– Return Before Taxes
|
5.51%
|
-2.88%
|
0.68%
|
N/A
|
Class C Shares
– Return Before Taxes
|
9.12%
|
N/A
|
N/A
|
-0.90%
|
S&P 500 Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.00%
|
1.66%
|
4.01%
|
3.14%
|
Aggressive Allocation Fund Custom Index
(reflects no deduction for sales
charges, account fees, expenses or taxes)
|
15.18%
|
1.71%
|
4.21%
|
3.03%
|
|
The minimum investment amounts are as follows (for Class A, B and C shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
_________________________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
2
|
In January 2013, Madison Asset Management, LLC (“Madison”), the investment adviser of the fund, and MFD Distributor, LLC (“MFD”), the fund’s principal distributor, contractually agreed until at least May 1, 2014 to waive fees and reimburse fund expenses to the extent necessary to prevent a negative fund yield. Neither Madison nor MFD has the right to recoup these waived fees.
|
Redemption
|
No Redemption
|
||||
A
|
B
|
A
|
B
|
||
1 Year
|
$ 8
|
$ 457
|
$ 8
|
$ 7
|
|
3 Years
|
129
|
644
|
129
|
294
|
|
5 Years
|
260
|
809
|
260
|
609
|
|
10 Years
|
644
|
1,310
|
644
|
1,310
|
Best Calendar Quarter:
|
3Q 2006
|
1.19%
|
Worst Calendar Quarter:
|
All quarters in 2009, 2010, 2011 & 2012
|
0.00%
|
1 Year
|
5 Years
|
10 Years
|
|
Class A Shares
|
0.00%
|
0.32%
|
1.48%
|
Class B Shares
|
-4.50%
|
-0.21%
|
1.05%
|
90-Day U.S. Treasury Bill
(reflects no deduction for sales charges, account fees,
expenses or taxes)
|
0.07%
|
0.45%
|
1.69%
|
|
The minimum investment amounts are as follows (for Class A and B shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
________________________________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
4.50%
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Management Fees
|
0.50%
|
0.50%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
Other Expenses
|
0.15%
|
0.15%
|
Total Annual Fund Operating Expenses
|
0.90%
|
1.65%
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
Redemption
|
No Redemption
|
||||
A
|
B
|
A
|
B
|
||
1 Year
|
$ 538
|
$ 618
|
$ 538
|
$ 168
|
|
3 Years
|
724
|
870
|
724
|
520
|
|
5 Years
|
926
|
1,097
|
926
|
897
|
|
10 Years
|
1,508
|
1,757
|
1,508
|
1,757
|
·
|
Corporate debt securities
: securities issued by domestic and foreign corporations which have a rating within the four highest categories and, to a limited extent (up to 20% of its assets), in securities not rated within the four highest categories (i.e., “junk bonds”). The fund’s investment adviser, Madison Asset Management, LLC (“Madison”), will only invest in lower-grade securities when it believes that the creditworthiness of the issuer is stable or improving, and when the potential return of investing in such securities justifies the higher level of risk;
|
·
|
U.S. Government debt securities
: securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities;
|
·
|
Foreign government debt securities
:
securities issued or guaranteed by a foreign (including emerging market) government or its agencies or instrumentalities, payable in U.S. dollars, which have a rating within the four highest categories;
|
·
|
Non-rated debt securities
:
securities issued or guaranteed by corporations, financial institutions, and others which, although not rated by a national rating service, are considered by Madison to have an investment quality equivalent to those categories in which the fund is permitted to invest (including up to 20% of the fund’s assets in junk bonds); and
|
·
|
Asset-backed, mortgage-backed and commercial mortgage-backed securities
: securities issued or guaranteed by special purpose corporations and financial institutions which represent direct or indirect participation in, or are collateralized by, an underlying pool of assets. The types of assets that can be “securitized” include, among others, residential or commercial mortgages, credit card receivables, automobile loans, and other assets.
|
Best Calendar Quarter:
|
4Q 2008
|
4.91%
|
Worst Calendar Quarter:
|
2Q 2004
|
-2.58%
|
1 Year
|
5 Years
|
10 Years
|
||
Class A Shares
– Return Before Taxes
|
-2.67%
|
3.32%
|
3.37%
|
|
Return After Taxes on Distributions
|
-3.50%
|
2.31%
|
2.16%
|
|
Return After Taxes on Distributions and Sale of Fund Shares
|
-1.74%
|
2.24%
|
2.15%
|
|
Class B Shares
– Return Before Taxes
|
-3.34%
|
3.13%
|
3.07%
|
|
Bank of America Merrill Lynch U.S.
Corporate, Government & Mortgage
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
4.43%
|
6.03%
|
5.26%
|
|
The minimum investment amounts are as follows (for Class A and B shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
___________________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
4.50%
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Management Fees
|
0.55%
|
0.55%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
Other Expenses
|
0.20%
|
0.20%
|
Total Annual Fund Operating Expenses
|
1.00%
|
1.75%
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
Redemption
|
No Redemption
|
||||
A
|
B
|
A
|
B
|
||
1 Year
|
$ 547
|
$ 628
|
$ 547
|
$ 178
|
|
3 Years
|
754
|
901
|
754
|
551
|
|
5 Years
|
978
|
1,149
|
978
|
949
|
|
10 Years
|
1,620
|
1,867
|
1,620
|
1,867
|
Best Calendar Quarter:
|
3Q 2009
|
9.21%
|
Worst Calendar Quarter:
|
4Q 2008
|
-11.11%
|
1 Year
|
5 Years
|
10 Years
|
|
Class A Shares
– Return Before Taxes
|
5.63%
|
6.70%
|
7.54%
|
Return After Taxes on Distributions
|
3.22%
|
4.06%
|
4.89%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
3.60%
|
4.11%
|
4.87%
|
Class B Shares
– Return Before Taxes
|
5.55%
|
6.57%
|
7.24%
|
Bank of America Merrill Lynch U.S. High Yield Master II Constrained Index
(reflects
no deduction for sales charges, account fees, expenses or taxes)
|
15.55%
|
10.14%
|
10.38%
|
|
The minimum investment amounts are as follows (for Class A and B shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
___________________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Class C
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
1.00%
2
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Class C
|
Management Fees
|
0.65%
|
0.65%
|
0.65%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
1.00%
|
Other Expenses
|
0.20%
|
0.20%
|
0.20%
|
Total Annual Fund Operating Expenses
|
1.10%
|
1.85%
|
1.85%
|
|
1
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
|
2
The CDSC is eliminated after 12 months following purchase.
|
Redemption
|
No Redemption
|
||||||
A
|
B
|
C
|
A
|
B
|
C
|
||
1 Year
|
$ 681
|
$ 638
|
$ 288
|
$ 681
|
$ 188
|
$ 188
|
|
3 Years
|
905
|
932
|
582
|
905
|
582
|
582
|
|
5 Years
|
1,146
|
1,201
|
1,001
|
1,146
|
1,001
|
1,001
|
|
10 Years
|
1,838
|
1,976
|
2,169
|
1,838
|
1,976
|
2,169
|
Best Calendar Quarter:
|
2Q 2003
|
9.87%
|
Worst Calendar Quarter:
|
4Q 2008
|
-8.19%
|
1 Year
|
5 Years
|
10 Years
|
Since Inception
7/31/2012
|
||||||||||
Class A Shares
– Return Before Taxes
|
1.46%
|
2.97%
|
5.40%
|
N/A
|
|||||||||
Return After Taxes on Distributions
|
1.10%
|
2.15%
|
4.37%
|
N/A
|
|||||||||
Return After Taxes on Distributions and Sale of Fund Shares
|
1.31%
|
2.13%
|
4.18%
|
N/A
|
|||||||||
Class B Shares
– Return Before Taxes
|
2.24%
|
3.06%
|
5.24%
|
N/A
|
|||||||||
Class C Shares
– Return Before Taxes
|
N/A
|
N/A
|
N/A
|
0.01%
|
|||||||||
S&P 500
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.00%
|
1.66%
|
7.10%
|
4.50%
|
|||||||||
Bank of America Merrill Lynch U.S. Corporate, Government & Mortgage Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
4.43%
|
6.03%
|
5.26%
|
0.45%
|
|||||||||
Custom Blended Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
10.24%
|
4.31%
|
6.49%
|
2.48%
|
|
The minimum investment amounts are as follows (for Class A, B and C shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
__________________________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class C
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
1.00%
1
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class C
|
Management Fees
|
0.85%
|
0.85%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
Other Expenses
|
0.15%
|
0.15%
|
Total Annual Fund Operating Expenses
2
|
1.25%
|
2.00%
|
1
|
The CDSC is eliminated after 12 months following purchase.
|
2
|
Total annual fund operating expenses for the period ended October 31, 2012 do not match the financial statements due to rounding.
|
Redemption
|
No Redemption
|
||||
A
|
C
|
A
|
C
|
||
1 Year
|
$ 695
|
$ 303
|
$ 695
|
$ 203
|
|
3 Years
|
949
|
627
|
949
|
627
|
|
5 Years
|
1,222
|
1,078
|
1,222
|
1,078
|
|
10 Years
|
1,999
|
2,327
|
1,999
|
2,327
|
·
|
There are significant differences between the securities and options markets that could result in an imperfect correlation between these markets, causing a given transaction not to achieve its objectives.
|
·
|
As the writer of a covered call option, the fund forgoes, during the option’s life, the opportunity to profit from increases in the market value of the security covering the call option above the sum of the premium and the strike price of the call, but has retained the risk of loss should the price of the underlying security decline.
|
·
|
The writer of an option has no control over the time when it may be required to fulfill its obligation as a writer of the option. Once an option writer has received an exercise notice, it may not be able to effect a closing purchase transaction in order to terminate its obligation under the option and must then deliver the underlying security at the exercise price.
|
·
|
There can be no assurance that a liquid market will exist when the fund seeks to close out an option position. If the fund were unable to close out a covered call option that it had written on a security, it would not be able to sell the underlying security unless the option expired without exercise.
|
·
|
The hours of trading for options may not conform to the hours during which the underlying securities are traded. To the extent that the options markets close before the markets for the underlying securities, significant price and rate movements can take place in the underlying markets that cannot be reflected in the options markets.
|
·
|
The value of call options will be affected by changes in the value and dividend rates of the underlying common stocks, an increase in interest rates, changes in the actual or perceived volatility of the stock market and the underlying common stocks and the remaining time to the options’ expiration. Additionally, the exercise price of an option may be adjusted downward before the option’s expiration as a result of the occurrence of events affecting the underlying equity security. A reduction in the exercise price of an option would reduce the fund’s capital appreciation potential on the underlying security.
|
·
|
When the fund writes covered put options, it bears the risk of loss if the value of the underlying stock declines below the exercise price. If the option is exercised, the fund could incur a loss if it is required to purchase the stock underlying the put option at a price greater than the market price of the stock at the time of exercise. Also, while the fund’s potential gain in writing a covered put option is limited to the interest earned on the liquid assets securing the put option plus the premium received from the purchaser of the put option, the fund risks a loss equal to the entire value of the stock.
|
·
|
If a put option purchased by the fund is not sold when it has remaining value, and if the market price of the underlying security remains equal to or greater than the exercise price, the fund will lose its entire investment in the option.
|
Best Calendar Quarter:
|
4Q 2011
|
13.05%
|
Worst Calendar Quarter:
|
3Q 2011
|
-10.16%
|
1 Year
|
Since Inception
10/31/2009
|
Since Inception
7/31/2012
|
||||
Class A Shares
– Return Before Taxes
|
2.93%
|
5.08%
|
N/A
|
|||
Return After Taxes on Distributions
|
-0.11%
|
2.33%
|
N/A
|
|||
Return After Taxes on Distributions and Sale of Fund Shares
|
2.06%
|
2.77%
|
N/A
|
|||
Class C Shares
– Return Before Taxes
|
N/A
|
N/A
|
4.31%
|
|||
S&P 500
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.00%
|
12.99%
|
4.50%
|
|||
CBOE S&P 500 BuyWrite Monthly Index
SM
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
5.20%
|
8.09%
|
-0.75%
|
|
The minimum investment amounts are as follows (for Class A and C shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
_________________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Management Fees
|
0.55%
|
0.55%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
Other Expenses
|
0.36%
|
0.36%
|
Total Annual Fund Operating Expenses
|
1.16%
|
1.91%
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
Redemption
|
No Redemption
|
||||
A
|
B
|
A
|
B
|
||
1 Year
|
$ 686
|
$ 644
|
$ 686
|
$ 194
|
|
3 Years
|
922
|
950
|
922
|
600
|
|
5 Years
|
1,177
|
1,232
|
1,177
|
1,032
|
|
10 Years
|
1,903
|
2,041
|
1,903
|
2,041
|
Best Calendar Quarter:
|
2Q 2003
|
17.07%
|
Worst Calendar Quarter:
|
4Q 2008
|
-20.88%
|
1 Year
|
5 Years
|
10 Years
|
|||||
Class A Shares
– Return Before Taxes
|
4.80%
|
-2.15%
|
4.84%
|
||||
Return After Taxes on Distributions
|
4.57%
|
-2.47%
|
4.43%
|
||||
Return After Taxes on Distributions and Sale of Fund Shares
|
3.42%
|
-1.94%
|
4.02%
|
||||
Class B Shares
– Return Before Taxes
|
5.91%
|
-2.08%
|
4.68%
|
||||
Russell 1000
®
Value Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
7.51%
|
0.59%
|
7.38%
|
|
The minimum investment amounts are as follows (for Class A and B shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
___________________________________________
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Management Fees
1
|
0.75%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
Other Expenses
|
0.35%
|
Total Annual Fund Operating Expenses
|
1.35%
|
Less: Management and Service Fee Waivers
2
|
(0.15%)
|
Net Annual Fund Operating Expenses (after fee waivers/expense reimbursements)
|
1.20%
|
2
|
The investment adviser to the fund, Madison Asset Management, LLC (“Madison”), has contractually agreed to waive 0.10% of its management fee on all share classes until May 1, 2014. Beginning as of the date hereof, Madison has also contractually agreed to waive and/or reimburse the service fee it receives on Class A shares to the extent necessary to maintain total annual fund operating expenses at 1.20% until at least September 30, 2015. Any fees waived will not be subject to later recoupment by Madison.
|
Redemption
|
No Redemption
|
||||||
A
|
A
|
||||||
1 Year
|
$690
|
$690
|
|||||
3 Years
|
950
|
950
|
|||||
5 Years
|
1,245
|
1,245
|
|||||
10 Years
|
2,088
|
2,088
|
Best Calendar Quarter:
|
2Q 2009
|
20.82%
|
Worst Calendar Quarter:
|
4Q 2008
|
-23.91%
|
1 Year
|
5 Years
|
10 Years
|
|
Class A Shares
– Return Before Taxes
|
13.76%
|
2.07%
|
5.35%
|
Return After Taxes on Distributions
|
13.63%
|
1.75%
|
4.80%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
9.13%
|
1.67%
|
4.59%
|
S&P 500
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.00%
|
1.66%
|
7.10%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Management Fees
|
0.75%
|
0.75%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
Other Expenses
|
0.20%
|
0.20%
|
Total Annual Fund Operating Expenses
|
1.20%
|
1.95%
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
Redemption
|
No Redemption
|
||||
A
|
B
|
A
|
B
|
||
1 Year
|
$ 690
|
$ 648
|
$ 690
|
$ 198
|
|
3 Years
|
934
|
962
|
934
|
612
|
|
5 Years
|
1,197
|
1,252
|
1,197
|
1,052
|
|
10 Years
|
1,946
|
2,084
|
1,946
|
2,084
|
Best Calendar Quarter:
|
2Q 2003
|
16.51%
|
Worst Calendar Quarter:
|
4Q 2008
|
-21.48%
|
1 Year
|
5 Years
|
10 Years
|
|
Class A Shares
– Return Before Taxes
|
4.49%
|
-0.29%
|
5.40%
|
Return After Taxes on Distributions
|
4.43%
|
-0.33%
|
5.36%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
2.99%
|
-0.26%
|
4.71%
|
Class B Shares
– Return Before Taxes
|
5.63%
|
-0.25%
|
5.24%
|
Russell 1000
®
Growth Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
15.26%
|
3.12%
|
7.52%
|
|
The minimum investment amounts are as follows (for Class A and B shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Management Fees
|
0.75%
|
0.75%
|
Distribution and/or Service (12b-1) Fees
|
0.25%
|
1.00%
|
Other Expenses
|
0.40%
|
0.40%
|
Total Annual Fund Operating Expenses
|
1.40%
|
2.15%
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
Redemption
|
No Redemption
|
||||
A
|
B
|
A
|
B
|
||
1 Year
|
$ 709
|
$ 668
|
$ 709
|
$ 218
|
|
3 Years
|
993
|
1,023
|
993
|
673
|
|
5 Years
|
1,297
|
1,354
|
1,297
|
1,154
|
|
10 Years
|
2,158
|
2,296
|
2,158
|
2,296
|
Best Calendar Quarter:
|
2Q 2009
|
16.88%
|
|
Worst Calendar Quarter:
|
4Q 2008
|
-21.72%
|
1 Year
|
5 Years
|
10 Years
|
|
Class A Shares
– Return Before Taxes
|
15.40%
|
2.81%
|
8.22%
|
Return After Taxes on Distributions
|
14.77%
|
2.30%
|
7.41%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
10.84%
|
2.23%
|
7.00%
|
Class B Shares
– Return Before Taxes
|
14.54%
|
2.04%
|
7.41%
|
Russell Midcap
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
17.28%
|
3.57%
|
10.65%
|
|
The minimum investment amounts are as follows (for Class A and B shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
_____________________________________________
|
|
1
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Management Fees
|
1.00%
|
1.00%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
Other Expenses
|
0.25%
|
0.25%
|
Total Annual Fund Operating Expenses
|
1.50%
|
2.25%
|
Redemption
|
No Redemption
|
||||
A
|
B
|
A
|
B
|
||
1 Year
|
$ 719
|
$ 678
|
$ 719
|
$ 228
|
|
3 Years
|
1,022
|
1,053
|
1,022
|
703
|
|
5 Years
|
1,346
|
1,405
|
1,346
|
1,205
|
|
10 Years
|
2,263
|
2,400
|
2,263
|
2,400
|
Best Calendar Quarter:
|
3Q 2009
|
21.60%
|
Worst Calendar Quarter:
|
4Q 2008
|
-23.99%
|
1 Year
|
5 Years
|
Since Inception
12/27/2006
|
|
Class A Shares
– Return Before Taxes
|
8.76%
|
5.18%
|
3.64%
|
Return After Taxes on Distributions
|
7.91%
|
4.88%
|
3.26%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
6.81%
|
4.43%
|
3.02%
|
Class B Shares
– Return Before Taxes
|
10.09%
|
5.43%
|
3.97%
|
Russell 2000
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.35%
|
3.56%
|
2.67%
|
Russell 2000
®
Value Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
18.05%
|
3.55%
|
1.18%
|
|
The minimum investment amounts are as follows (for Class A and B shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
______________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class A
|
Class B
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
5.75%
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
4.50%
1
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class A
|
Class B
|
Management Fees
|
1.05%
|
1.05%
|
Distribution and/or Service (Rule 12b-1) Fees
|
0.25%
|
1.00%
|
Other Expenses
|
0.30%
|
0.30%
|
Total Annual Fund Operating Expenses
|
1.60%
|
2.35%
|
1
|
The CDSC is reduced after 12 months and eliminated after six years following purchase.
|
Redemption
|
No Redemption
|
||||
A
|
B
|
A
|
B
|
||
1 Year
|
$ 728
|
$ 688
|
$ 728
|
$ 238
|
|
3 Years
|
1,051
|
1,083
|
1,051
|
733
|
|
5 Years
|
1,396
|
1,455
|
1,396
|
1,255
|
|
10 Years
|
2,366
|
2,503
|
2,366
|
2,503
|
·
|
Fluctuations in currency exchange rates.
|
·
|
Higher trading and custody charges compared to securities of U.S. companies.
|
·
|
Different accounting and reporting practices than U.S. companies. As a result, it is often more difficult to evaluate financial information from foreign issuers. Also, the laws of some foreign countries limit the information that is made available to investors.
|
·
|
Less stringent securities regulations than those of the U.S.
|
·
|
Potential political instability.
|
·
|
Potential economic instability. The economies of individual foreign countries may differ favorably or unfavorably from the U.S. economy in such respects as growth of gross national product, rate of inflation and industry diversification. Such differences may cause the economies of these countries to be less stable than the U.S. economy and may make them more sensitive to economic fluctuations.
|
Best Calendar Quarter:
|
2Q 2009
|
21.44%
|
Worst Calendar Quarter:
|
3Q 2011
|
-18.28%
|
1 Year
|
5 Years
|
10 Years
|
|
Class A Shares
– Return Before Taxes
|
13.13%
|
-2.89%
|
8.79%
|
Return After Taxes on Distributions
|
13.14%
|
-3.12%
|
8.00%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
8.98%
|
-2.38%
|
7.67%
|
Class B Shares
– Return Before Taxes
|
14.63%
|
-2.83%
|
8.61%
|
MSCI EAFE Index (net)
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
17.32%
|
-3.69%
|
8.21%
|
|
The minimum investment amounts are as follows (for Class A and B shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
________________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
·
|
how long you plan to own the fund shares;
|
·
|
how much you intend to invest;
|
·
|
the total expenses you’ll pay for each class; and
|
·
|
whether you qualify for any reduction or waiver of sales charges.
|
Regular Mail:
|
Express, Certified or Registered Mail:
|
Madison Funds
P. O. Box 8390
Boston, MA 02266-8390
|
Madison Funds
c/o Boston Financial Data Services
30 Dan Road
Canton, MA 02021-2809
|
1.
|
Carefully read this prospectus.
|
|
2.
|
Determine how much you want to invest.
|
3.
|
Carefully complete the appropriate parts of the account application, including the account privileges section of the application. By applying for privileges now, you can avoid the delay and inconvenience of having to file an additional form if you want to add privileges later. If you have questions, please contact your financial advisor or the Trust.
|
OPENING AN ACCOUNT
|
ADDING TO AN ACCOUNT
|
BY INTERNET
(Access 24 hours a day at www.madisonfunds.com.)
|
|
You cannot open a new account on the Internet.
|
Call Madison Funds at 1-800-877-6089 to verify that these features are in place on your account. You are automatically eligible to purchase shares by Internet, upon set-up of ACH electronic funds transfer, unless you indicate otherwise in the account options section of your application. Alternatively, you may check your profile on the Internet. The feature button will be activated if you are eligible to purchase shares.
|
Class A Shares Sales Charges
|
||||||||
Conservative Allocation Fund
|
||||||||
Moderate Allocation Fund
|
||||||||
Aggressive Allocation Fund
|
||||||||
Diversified Income Fund
|
||||||||
Equity Income Fund
|
||||||||
Large Cap Value Fund
|
||||||||
Investors Fund
|
||||||||
Large Cap Growth Fund
|
||||||||
Mid Cap Fund
|
||||||||
Small Cap Fund
|
Core Bond Fund
|
|||||||
International Stock Fund
|
High Income Fund
|
|||||||
Sales Charge as a % of:
|
Dealer Commission as
a % of
Offering Price
2
|
Sales Charge as a % of:
|
Dealer Commission as
a % of
Offering Price
2
|
|||||
Investment Amount:
|
Offering Price
1
|
Net Amount Invested
|
Investment Amount:
|
Offering Price
1
|
Net Amount Invested
|
|||
Under $25,000
|
5.75%
|
6.10%
|
5.00%
|
Under $50,000
|
4.50%
|
4.71%
|
4.00%
|
|
$25,000 to $49,999
|
5.00%
|
5.26%
|
4.50%
|
|||||
$50,000 to $99,999
|
4.50%
|
4.71%
|
4.00%
|
$50,000 to $99,999
|
4.00%
|
4.17%
|
3.50%
|
|
$100,000 to $249,999
|
3.50%
|
3.63%
|
3.00%
|
$100,000 to $249,999
|
3.50%
|
3.63%
|
3.00%
|
|
$250,000 to $499,999
|
2.50%
|
2.56%
|
2.00%
|
$250,000 to $499,999
|
2.50%
|
2.56%
|
2.00%
|
|
$500,000 to $999,999
|
1.50%
|
1.52%
|
1.20%
|
$500,000 to $999,999
|
1.50%
|
1.52%
|
1.20%
|
|
$1 million or more and certain other investments described below
|
None
3
|
None
|
See Below
4
|
$1 million or more and certain other investments described below
|
None
3
|
None
|
See Below
4
|
|
1
The sales charge you pay may be higher or lower than what is disclosed due to standard industry practice to round the public offering price to two decimal places when calculating the number of shares purchased, and to round the number of shares purchased to three decimal places. Please refer to the SAI for additional information.
|
2
|
The portion of the sales charge the fund’s distributor, MFD Distributor, LLC (“MFD”), or its agent pays to broker/dealers for selling the funds’ shares. The broker/dealer passes along a portion of this compensation to your financial advisor. From time to time, MFD, at its discretion, may pass along to the broker/dealers the entire sales charge paid as a percentage of offering price as part of a sales program, although it has not done so as of the date of this prospectus.
|
3
|
A CDSC may be assessed on certain purchases of Class A shares of over $1,000,000 at a rate of 1.00% in the first year and 0.50% in the second year following the purchase.
|
4
|
MFD may pay a commission up to 0.80% on certain purchases of Class A shares over $1,000,000 on which no initial sales charge was paid, with a maximum commission of 0.50% on purchases over $3,000,000. MFD may also pay a commission up to 0.75% on certain purchases of Class A shares under $1,000,000 on which no initial sales charge was paid, through programs offered by MFD or to dealers that have special arrangements with MFD.
|
·
|
Credit union employees and their “immediate family,” when purchasing shares for their own personal accounts.
|
·
|
Registered representatives of broker/dealers and registered investment advisers authorized to sell the funds when purchasing shares for their own account or for the benefit of their immediate family.
|
·
|
Individuals and their immediate family who within the past twelve months were trustees, directors, officers, or employees of CMFG Life Insurance Company (f/k/a CUNA Mutual Insurance Society) or its subsidiaries and affiliates (collectively referred to herein as “CMFG Life”), or any trust, pension, profit sharing or other benefit plan which beneficially owns shares for those persons, provided the purchase is made directly by mail, internet or telephone without the consultation of a registered representative. If the purchase is made through a registered representative, sales charges as described in this prospectus may apply.
|
·
|
Individuals and their immediate family who, within the past twelve months, were members of the Board of Trustees, directors, officers or employees of the adviser, any subadviser, or service providers of Madison Funds or the Ultra Series Fund; or any trust, pension, profit sharing or other benefit plan which beneficially owns shares for those persons.
|
·
|
Individuals and their immediate family who, within the past twelve months, were trustees, directors, officers or employees of Madison Investment Holdings, Inc. and/or its subsidiaries or affiliated companies; or any trust, pension, profit sharing or other benefit plan which beneficially owns shares for those persons.
|
·
|
Credit union system-affiliated institutional investors and other non-profit organizations as described in section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”).
|
·
|
Credit union employees and employees of non-profit organizations that qualify as tax-exempt under section 501(c) of the Code, when purchasing shares in a 457(b) eligible deferred compensation plan.
|
·
|
Certain qualified defined benefit or qualified defined contribution pension plans, including 401(k) plans, with over $250,000 of assets.
|
·
|
In fee-based managed account programs with the fund’s distributor or dealers that have a special arrangement with the fund’s distributor or investment adviser.
|
·
|
With proceeds from the liquidation of a CMFG Life-affiliated pension product. (For employees of CMFG Life or any of its affiliated companies, the sales charge waiver applies, provided the purchase is made directly by mail, internet or telephone without the consultation of a registered representative. If the purchase is made through a registered representative, sales charges as described in this prospectus may apply.)
|
·
|
In Retirement Health Care Funding Program accounts (FAS 106) and Employee Option Plan accounts administered by CMFG Life.
|
·
|
By exchange from one fund to another, except exchanges of Class A shares of the
Cash Reserves Fund
initially purchased without a sales charge will be subject to the appropriate sales charge upon exchange into Class A shares of another Madison Fund.
|
·
|
Reinvestment of dividends or capital gains from any fund.
|
·
|
Pursuant to the funds’ reinstatement or reinvestment privilege (see the SAI for more information).
|
·
|
From the proceeds of shares of another fund account on which a load was already paid.
|
Purchase Date On or After February 28, 2003
|
|||||||
Years After Purchase
|
1
|
2
|
3
|
4
|
5
|
6
|
7+
|
CDSC
|
4.5%
|
4.0%
|
3.5%
|
3.0%
|
2.0%
|
1.0%
|
None
|
Date
|
Transaction
|
Price Per Share
|
Shares Purchased
|
Total Shares
|
Account Value
|
January 1, Year 1
|
Purchased shares
|
$10
|
100
|
100
|
$1,000
|
December 31, Year 1
|
Reinvested dividends
|
$15
|
10
|
110
|
$1,650
|
January 1, Year 2
|
Purchased shares
|
$15
|
100
|
210
|
$3,150
|
December 31, Year 2
|
Reinvested dividends
|
$20
|
21
|
231
|
$4,620
|
January 1, Year 3
|
Purchased shares
|
$20
|
100
|
331
|
$6,620
|
·
|
If you have established a systematic withdrawal plan, as long as the redemptions do not exceed 12% of the value of an account annually (calculated at the time of the withdrawal).
|
·
|
Due to death or disability.
|
·
|
For the following types of transactions in individual retirement accounts (IRAs) or other qualified retirement plans described under section 401(a) of the Code, unless otherwise noted: returns of excess contributions; qualified hardship withdrawals; and required minimum distributions (which, for 2009, were not required) or to effect life expectancy distributions scheduled under the equal periodic payment exception (sometimes referred to as the 72t exception).
|
·
|
Pursuant to Madison Funds’ right to liquidate small accounts (see “YOUR ACCOUNT—General Policies—Small Accounts”).
|
·
|
If you have established a systematic withdrawal plan, as long as the redemptions do not exceed 12% of the value of an account annually (calculated at the time of the withdrawal).
|
·
|
Due to death or disability.
|
·
|
For the following types of transactions in individual retirement accounts (IRAs) or other qualified retirement plans described under section 401(a) of the Code, unless otherwise noted: returns of excess contributions; qualified hardship withdrawals; and required minimum distributions
(which, for 2009, were not required) or to effect life expectancy distributions scheduled under the equal periodic payment exception (sometimes referred to as the 72t exception).
|
·
|
Pursuant to Madison Funds’ right to liquidate small accounts (see “YOUR ACCOUNT—General Policies—Small Accounts”).
|
·
|
over $75,000;
|
·
|
made payable to someone other than the registered shareholder(s); or
|
·
|
mailed to an address other than the address of record, or an address that has been changed within the last 30 days.
|
BY PHONE
(Available for most accounts and sales of up to $75,000 per day.)
|
To place your redemption order, call Madison Funds between 8:00 a.m. and 7:00 p.m., Central Time, or use our automated touchtone services 24-hours a day. Redemption requests may be placed on all business days (excluding market holidays). Checks are generally mailed the next business day after the redemption request is effective.
|
Redemption proceeds can be sent by electronic funds transfer (“EFT”) provided that you have pre-authorized banking information on file with Madison Funds. Redemption proceeds from EFT transactions are generally available by the second business day. The Trust does not charge for EFT; however, your financial institution may charge a fee for this service.
|
Amounts of $1,000 or more can be wired on the next business day, provided that you have pre-authorized the wiring of funds and the needed information is on file with Madison Funds. A $15 fee will be deducted from your account to send the wire; your financial institution may charge an additional fee to accept the wired funds.
|
BY EXCHANGE
(Available for most accounts and amounts that meet fund minimums.)
|
Make sure that you have a current prospectus for the Madison Funds, which can be obtained by calling your financial advisor or Madison Funds at 1-800-877-6089. Call your financial advisor, Madison Funds, or use the Internet at www.madisonfunds.com to execute the exchange.
|
BY INTERNET
|
You cannot redeem your shares on the Internet.
|
·
|
Declared daily and paid daily:
Cash Reserves
Fund
.
|
·
|
Declared monthly and paid monthly:
Core Bond,
High Income
and
Diversified Income Funds
.
|
·
|
Declared quarterly and paid quarterly:
Conservative Allocation
and
Equity Income Funds
.
|
·
|
Declared annually and paid annually:
Moderate Allocation
,
Aggressive Allocation
,
Large Cap Value
,
Investors,
Large Cap Growth
,
Mid Cap
,
Small Cap
and
International Stock Funds
.
|
Fund
|
Management Fee
1
|
Fund
|
Management Fee
1
|
|
Conservative Allocation
|
0.20%
|
Equity Income
|
0.85%
|
|
Moderate Allocation
|
0.20%
|
Large Cap Value
|
0.55%
|
|
Aggressive Allocation
|
0.20%
|
Investors
|
0.75%
3
|
|
Cash Reserves
|
0.40%
2
|
Large Cap Growth
|
0.75%
|
|
Core Bond
|
0.50%
|
Mid Cap
|
0.75%
|
|
High Income
|
0.55%
|
Small Cap
|
1.00%
|
|
Diversified Income
|
0.65%
|
International Stock
|
1.05%
|
1
|
Except for the Target Allocation Funds, the Equity Income Fund, and the Investors Fund, each fund’s management fee will be reduced by 0.05% on assets exceeding $500 million, and by another 0.05% on assets exceeding $1 billion.
|
2
|
Until at least May 1, 2014, Madison and the fund’s distributor, MFD Distributor, LLC (“MFD”), have agreed to waive fees and reimburse fund expenses, including management, service and 12b-1 fees, to the extent necessary to prevent a negative fund yield. Neither Madison nor MFD has the right to recoup these waived fees.
|
3
|
The management fee for this fund is 0.75% on the first $100 million of net assets, and 0.60% on net assets in excess of $100 million. A portion of the fund’s annual management fee (0.10%) is being waived by Madison until at least May 1, 2014. Madison does not have the right to recoup these waived fees.
|
Fund
|
Service Fee
|
Fund
|
Service Fee
|
|
Conservative Allocation
|
0.25%
|
Equity Income
|
0.15%
|
|
Moderate Allocation
|
0.25%
|
Large Cap Value
|
0.36%
|
|
Aggressive Allocation
|
0.25%
|
Investors
|
0.35%
2
|
|
Cash Reserves
|
0.15%
1
|
Large Cap Growth
|
0.20%
|
|
Core Bond
|
0.15%
|
Mid Cap
|
0.40%
|
|
High Income
|
0.20%
|
Small Cap
|
0.25%
|
|
Diversified Income
|
0.20%
|
International Stock
stStock
|
0.30%
|
|
1
|
Until at least May 1, 2014, Madison and the fund’s distributor, MFD, have agreed to waive fees and reimburse fund expenses, including management, service and 12b-1 fees, to the extent necessary to prevent a negative fund yield. Neither Madison nor MFD has the right to recoup these waived fees.
|
2
|
Beginning as of the date hereof and continuing until September 30, 2015, Madison has agreed to waive and/or reimburse the service fee payable to it on Class A shares of this fund to the extent necessary to maintain total annual fund operating expenses at 1.20%. Madison does not have the right to recoup these waived fees.
|
CONSERVATIVE ALLOCATION FUND
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.94
|
$10.02
|
$9.34
|
$8.53
|
$11.13
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
1
|
0.24
|
0.25
|
0.27
|
0.24
|
0.28
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.50
|
0.04
|
0.70
|
0.98
|
(2.58
|
)
|
||||||||||
Total from investment operations
|
0.74
|
0.29
|
0.97
|
1.22
|
(2.30
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.25
|
)
|
(0.37
|
)
|
(0.29
|
)
|
(0.41
|
)
|
(0.27
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
–
|
(0.03
|
)
|
||||||||||
Total distributions
|
(0.25
|
)
|
(0.37
|
)
|
(0.29
|
)
|
(0.41
|
)
|
(0.30
|
)
|
||||||
Net increase (decrease) in net asset value
|
0.49
|
(0.08
|
)
|
0.68
|
0.81
|
(2.60
|
)
|
|||||||||
Net Asset Value
at end of period
|
$10.43
|
$9.94
|
$10.02
|
$9.34
|
$8.53
|
|||||||||||
Total Return (%)
2
|
7.60
|
3.00
|
10.58
|
14.91
|
(21.19
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$41,905
|
$35,293
|
$33,274
|
$27,225
|
$19,753
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
0.70
|
0.70
|
0.70
|
0.92
|
1.14
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
0.70
|
0.70
|
0.70
|
0.70
|
0.70
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
2.34
|
2.40
|
2.79
|
2.80
|
2.75
|
|||||||||||
Portfolio Turnover (%)
3
|
40
|
26
|
50
|
38
|
90
|
|||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.94
|
$10.03
|
$9.34
|
$8.48
|
$11.07
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
1
|
0.16
|
0.17
|
0.20
|
0.18
|
0.18
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.50
|
0.05
|
0.71
|
0.98
|
(2.55
|
)
|
||||||||||
Total from investment operations
|
0.66
|
0.22
|
0.91
|
1.16
|
(2.37
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.18
|
)
|
(0.31
|
)
|
(0.22
|
)
|
(0.30
|
)
|
(0.19
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
–
|
(0.03
|
)
|
||||||||||
Total distributions
|
(0.18
|
)
|
(0.31
|
)
|
(0.22
|
)
|
(0.30
|
)
|
(0.22
|
)
|
||||||
Net increase (decrease) in net asset value
|
0.48
|
(0.09
|
)
|
0.69
|
0.86
|
(2.59
|
)
|
|||||||||
Net Asset Value
at end of period
|
$10.42
|
$9.94
|
$10.03
|
$9.34
|
$8.48
|
|||||||||||
Total Return (%)
2
|
6.75
|
$2.19
|
9.87
|
14.09
|
(21.82
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$9,521
|
8,203
|
$8,363
|
$6,287
|
$5,506
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.68
|
1.89
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.45
|
1.45
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.61
|
1.67
|
2.04
|
2.16
|
2.01
|
|||||||||||
Portfolio Turnover (%)
3
|
40
|
26
|
50
|
38
|
90
|
1
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
2
|
Total return without applicable sales charge.
|
3
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
1
|
Commenced investment operations February 29, 2008.
|
2
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
3
|
Total return without applicable sales charge.
|
4
|
Not annualized.
|
5
|
Annualized.
|
6
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
MADISON MODERATE ALLOCATION FUND
(continued)
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.70
|
$9.58
|
$8.72
|
$7.80
|
$11.75
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
6
|
0.11
|
0.08
|
0.10
|
0.10
|
0.06
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.63
|
0.21
|
0.84
|
0.92
|
(3.84
|
)
|
||||||||||
Total from investment operations
|
0.74
|
0.29
|
0.94
|
1.02
|
(3.78
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.15
|
)
|
(0.17
|
)
|
(0.08
|
)
|
(0.10
|
)
|
(0.09
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
–
|
(0.08
|
)
|
||||||||||
Total distributions
|
(0.15
|
)
|
(0.17
|
)
|
(0.08
|
)
|
(0.10
|
)
|
(0.17
|
)
|
||||||
Net increase (decrease) in net asset value
|
0.59
|
0.12
|
0.86
|
0.92
|
(3.95
|
)
|
||||||||||
Net Asset Value
at end of period
|
$10.29
|
$9.70
|
$9.58
|
$8.72
|
$7.80
|
|||||||||||
Total Return (%)
2
|
7.77
|
3.19
|
10.78
|
13.20
|
(32.64
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$29,821
|
$26,928
|
$25,002
|
$20,221
|
$17,728
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.53
|
1.54
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.45
|
1.45
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.11
|
0.88
|
1.24
|
1.26
|
0.66
|
|||||||||||
Portfolio Turnover (%)
5
|
50
|
20
|
54
|
30
|
83
|
|||||||||||
Year Ended October 31,
|
Inception
|
|||||||||||||||
2012
|
2011
|
2010
|
2009
|
to 10/31/08
1
|
||||||||||||
CLASS C
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.71
|
$9.58
|
$8.72
|
$7.80
|
$10.61
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
6
|
0.10
|
0.08
|
0.10
|
0.09
|
0.02
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.64
|
0.22
|
0.84
|
0.93
|
(2.83
|
)
|
||||||||||
Total from investment operations
|
0.74
|
0.30
|
0.94
|
1.02
|
(2.81
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.15
|
)
|
(0.17
|
)
|
(0.08
|
)
|
(0.10
|
)
|
–
|
|||||||
Total distributions
|
(0.15
|
)
|
(0.17
|
)
|
(0.08
|
)
|
(0.10
|
)
|
–
|
|||||||
Net increase (decrease) in net asset value
|
0.59
|
0.13
|
0.86
|
0.92
|
(2.81
|
)
|
||||||||||
Net Asset Value
at end of period
|
$10.30
|
$9.71
|
$9.58
|
$8.72
|
$7.80
|
|||||||||||
Total Return (%)
2
|
7.77
|
3.19
|
10.89
|
13.20
|
(26.48
|
)
3
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$5,253
|
$3,939
|
$3,856
|
$3,094
|
$2,149
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.74
|
2.38
|
4
|
||||||||||
After reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.45
|
1.45
|
4
|
||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.02
|
0.90
|
1.23
|
0.98
|
0.39
|
4
|
||||||||||
Portfolio Turnover (%)
5
|
50
|
20
|
54
|
30
|
83
|
1
|
Commenced investment operations February 29, 2008.
|
2
|
Total return without applicable sales charge.
|
3
|
Not annualized.
|
4
|
Annualized.
|
5
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
6
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
MADISON AGGRESSIVE ALLOCATION FUND
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.32
|
$9.04
|
$8.12
|
$7.16
|
$12.53
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
4
|
0.12
|
0.07
|
0.09
|
0.08
|
0.04
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.70
|
0.32
|
0.92
|
0.92
|
(5.18
|
)
|
||||||||||
Total from investment operations
|
0.82
|
0.39
|
1.01
|
1.00
|
(5.14
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.13
|
)
|
(0.11
|
)
|
(0.09
|
)
|
(0.04
|
)
|
(0.13
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
–
|
(0.10
|
)
|
||||||||||
Total distributions
|
(0.13
|
)
|
(0.11
|
)
|
(0.09
|
)
|
(0.04
|
)
|
(0.23
|
)
|
||||||
Net increase (decrease) in net asset value
|
0.69
|
0.28
|
0.92
|
0.96
|
(5.37
|
)
|
||||||||||
Net Asset Value
at end of period
|
$10.01
|
$9.32
|
$9.04
|
$8.12
|
$7.16
|
|||||||||||
Total Return (%)
2
|
8.87
|
4.29
|
12.50
|
14.00
|
(41.73
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$33,282
|
$30,190
|
$27,823
|
$21,855
|
$14,975
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
0.70
|
0.70
|
0.70
|
1.11
|
1.25
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
0.70
|
0.70
|
0.70
|
0.70
|
0.70
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.22
|
0.74
|
1.03
|
1.06
|
0.09
|
|||||||||||
Portfolio Turnover (%)
3
|
67
|
29
|
62
|
17
|
91
|
|||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.23
|
$8.96
|
$8.05
|
$7.12
|
$12.46
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income (loss)
4
|
0.05
|
0.00
|
1
|
0.03
|
0.03
|
(0.06
|
)
|
|||||||||
Net realized and unrealized gain (loss) on investments
|
0.68
|
0.32
|
0.91
|
0.90
|
(5.14
|
)
|
||||||||||
Total from investment operations
|
0.73
|
0.32
|
0.94
|
0.93
|
(5.20
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.07
|
)
|
(0.05
|
)
|
(0.03
|
)
|
–
|
(0.04
|
)
|
|||||||
Distributions from capital gains
|
–
|
–
|
–
|
–
|
(0.10
|
)
|
||||||||||
Total distributions
|
(0.07
|
)
|
(0.05
|
)
|
(0.03
|
)
|
–
|
(0.14
|
)
|
|||||||
Net increase (decrease) in net asset value
|
0.66
|
0.27
|
0.91
|
0.93
|
(5.34
|
)
|
||||||||||
Net Asset Value
at end of period
|
$9.89
|
$9.23
|
$8.96
|
$8.05
|
$7.12
|
|||||||||||
Total Return (%)
2
|
7.99
|
3.54
|
11.67
|
13.06
|
(42.17
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$10,787
|
$9,975
|
$9,109
|
$7,518
|
$6,050
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.88
|
2.00
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.45
|
1.45
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
0.48
|
(0.00
|
)
1
|
0.30
|
0.44
|
(0.73
|
)
|
|||||||||
Portfolio Turnover (%)
3
|
67
|
29
|
62
|
17
|
90
|
1
|
Amounts represent less than $0.005 per share.
|
2
|
Total return without applicable sales charge.
|
3
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
4
|
Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
|
MADISON AGGRESSIVE ALLOCATION FUND
(continued)
|
||||||||||||||||
Year Ended October 31,
|
Inception
|
|||||||||||||||
2012
|
2011
|
2010
|
2009
|
to 10/31/08
1
|
||||||||||||
CLASS C
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.24
|
$8.97
|
$8.06
|
$7.12
|
$10.70
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income (loss)
8
|
0.03
|
(0.02
|
)
|
0.03
|
0.01
|
(0.06
|
)
|
|||||||||
Net realized and unrealized gain (loss) on investments
|
0.70
|
0.34
|
0.91
|
0.93
|
(3.52
|
)
|
||||||||||
Total from investment operations
|
0.73
|
0.32
|
0.94
|
0.94
|
(3.58
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.07
|
)
|
(0.05
|
)
|
(0.03
|
)
|
–
|
–
|
||||||||
Total distributions
|
(0.07
|
)
|
(0.05
|
)
|
(0.03
|
)
|
–
|
–
|
||||||||
Net increase (decrease) in net asset value
|
0.66
|
0.27
|
0.91
|
0.94
|
(3.58
|
)
|
||||||||||
Net Asset Value
at end of period
|
$9.90
|
$9.24
|
$8.97
|
$8.06
|
$7.12
|
|||||||||||
Total Return (%)
2
|
7.98
|
3.54
|
11.66
|
13.20
|
(33.46
|
)
3
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$1,099
|
$828
|
$508
|
$470
|
$229
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
3.72
|
7.84
|
4
|
||||||||||
After reimbursement of expenses by Adviser (%)
|
1.45
|
1.45
|
1.45
|
1.45
|
1.45
|
4
|
||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
0.32
|
(0.32
|
)
|
0.34
|
0.28
|
(1.23
|
)
4
|
|||||||||
Portfolio Turnover (%)
6
|
67
|
29
|
62
|
17
|
91
|
|||||||||||
CASH RESERVES FUND
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income (loss)
8
|
0.00
|
5
|
0.00
|
5
|
(0.00
|
)
5
|
0.00
|
5
|
0.02
|
|||||||
Total from investment operations
|
0.00
|
5
|
0.00
|
5
|
(0.00
|
)
5
|
0.00
|
5
|
0.02
|
|||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
–
|
–
|
–
|
(0.00
|
)
5
|
(0.02
|
)
|
|||||||||
Total distributions
|
–
|
–
|
–
|
(0.00
|
)
5
|
(0.02
|
)
|
|||||||||
Net increase (decrease) in net asset value
|
0.00
|
0.00
|
(0.00
|
)
5
|
(0.00
|
)
5
|
–
|
|||||||||
Net Asset Value
at end of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
|||||||||||
Total Return (%)
2
|
0.00
|
0.00
|
0.00
|
0.07
|
2.26
|
|||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$11,654
|
$12,298
|
$11,687
|
$13,690
|
$15,339
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement and waiver of expenses by Adviser (%)
|
0.55
|
0.55
|
0.55
|
0.80
|
1.02
|
|||||||||||
After reimbursement and waiver of expenses by Adviser (%)
|
0.08
|
7
|
0.10
|
7
|
0.14
|
7
|
0.33
|
0.55
|
||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement and waiver of expenses by Adviser (%)
|
0.00
|
7
|
0.00
|
7
|
0.00
|
7
|
0.07
|
2.16
|
1
|
Commenced investment operations February 29, 2008.
|
2
|
Total return without applicable sales charge.
|
3
|
Not annualized.
|
4
|
Annualized.
|
5
|
Amounts represent less than $0.005 per share.
|
6
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
7
|
Ratio is net of fees waived by the adviser and distributor (See Note 3).
|
8
|
Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
|
MADISON CASH RESERVES FUND
(continued)
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income (loss)
1
|
0.00
|
3
|
0.00
|
3
|
(0.00
|
)
3
|
0.00
|
3
|
0.01
|
|||||||
Total from investment operations
|
0.00
|
3
|
0.00
|
3
|
(0.00
|
)
3
|
0.00
|
3
|
0.01
|
|||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
–
|
–
|
–
|
(0.00
|
)
3
|
(0.01
|
)
|
|||||||||
Total distributions
|
0.00
|
0.00
|
0.00
|
(0.00
|
)
3
|
(0.01
|
)
|
|||||||||
Net increase (decrease) in net asset value
|
0.00
|
0.00
|
(0.00
|
)
3
|
(0.00
|
)
3
|
–
|
|||||||||
Net Asset Value
at end of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
|||||||||||
Total Return (%)
2
|
0.00
|
0.00
|
0.00
|
0.01
|
1.50
|
|||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$826
|
$1,601
|
$2,056
|
$3,250
|
$4,655
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement and waiver of expenses by Adviser (%)
|
1.30
|
1.30
|
1.30
|
1.56
|
1.77
|
|||||||||||
After reimbursement and waiver of expenses by Adviser (%)
|
0.07
|
4
|
0.10
|
4
|
0.14
|
4
|
0.40
|
1.30
|
||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement and waiver of expenses by Adviser (%)
|
0.00
|
4
|
0.00
|
4
|
0.00
|
4
|
0.01
|
1.32
|
||||||||
MADISON CORE BOND FUND
(formerly Bond Fund)
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$10.59
|
$10.46
|
$10.11
|
$9.48
|
$9.78
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
1
|
0.26
|
0.26
|
0.25
|
0.30
|
0.39
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.07
|
0.13
|
0.35
|
0.63
|
(0.30
|
)
|
||||||||||
Total from investment operations
|
0.33
|
0.39
|
0.60
|
0.93
|
0.09
|
|||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.26
|
)
|
(0.26
|
)
|
(0.25
|
)
|
(0.30
|
)
|
(0.39
|
)
|
||||||
Total distributions
|
(0.26
|
)
|
(0.26
|
)
|
(0.25
|
)
|
(0.30
|
)
|
(0.39
|
)
|
||||||
Net increase (decrease) in net asset value
|
0.07
|
0.13
|
0.35
|
0.63
|
(0.30
|
)
|
||||||||||
Net Asset Value
at end of period
|
$10.66
|
$10.59
|
10.46
|
$10.11
|
$9.48
|
|||||||||||
Total Return (%)
2
|
3.11
|
3.81
|
5.97
|
9.91
|
0.89
|
|||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$45,671
|
$43,775
|
$44,238
|
$44,099
|
$37,882
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
0.90
|
0.90
|
0.90
|
0.94
|
1.02
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
0.90
|
0.90
|
0.90
|
0.90
|
0.90
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
2.41
|
2.54
|
2.42
|
3.04
|
4.05
|
|||||||||||
Portfolio Turnover (%)
5
|
6
|
12
|
7
|
37
|
22
|
1
|
Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
|
2
|
Total return without applicable sales charge.
|
3
|
Amounts represent less than $0.005 per share.
|
4
|
Ratio is net of fees waived by the adviser and distributor (see Note 3).
|
5
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
1
|
Total return without applicable sales charge.
|
2
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
3
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
1
|
Total return without applicable sales charge.
|
2
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
3
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
MADISON DIVERSIFIED INCOME FUND
(continued)
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$11.74
|
$11.22
|
$10.22
|
$9.96
|
$13.25
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
2
|
0.18
|
0.20
|
0.26
|
0.32
|
0.39
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.86
|
0.52
|
0.99
|
0.28
|
(2.34
|
)
|
||||||||||
Total from investment operations
|
1.04
|
0.72
|
1.25
|
0.60
|
(1.95
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.17
|
)
|
(0.20
|
)
|
(0.25
|
)
|
(0.34
|
)
|
(0.34
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
–
|
(1.00
|
)
|
||||||||||
Total distributions
|
(0.17
|
)
|
(0.20
|
)
|
(0.25
|
)
|
(0.34
|
)
|
(1.34
|
)
|
||||||
Net increase (decrease) in net asset value
|
0.87
|
0.52
|
1.00
|
0.26
|
(3.29
|
)
|
||||||||||
Net Asset Value
at end of period
|
$12.61
|
$11.74
|
$11.22
|
$10.22
|
$9.96
|
|||||||||||
Total Return (%)
3
|
8.89
|
6.47
|
12.35
|
6.24
|
(16.01
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$14,387
|
$15,906
|
$18,511
|
$18,322
|
$28,156
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.85
|
1.85
|
1.85
|
2.04
|
2.04
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.85
|
1.85
|
1.85
|
1.85
|
1.85
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.42
|
1.77
|
2.35
|
3.33
|
3.18
|
|||||||||||
Portfolio Turnover (%)
4
|
21
|
17
|
24
|
28
|
15
|
|||||||||||
Inception
|
||||||||||||||||
to 10/31/12
1
|
||||||||||||||||
CLASS C
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$12.53
|
|||||||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
2
|
0.04
|
|||||||||||||||
Net realized and unrealized gain on investments
|
0.08
|
|||||||||||||||
Total from investment operations
|
0.12
|
|||||||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.04
|
)
|
||||||||||||||
Total distributions
|
(0.04
|
)
|
||||||||||||||
Net increase in net asset value
|
0.08
|
|||||||||||||||
Net Asset Value
at end of period
|
$12.61
|
|||||||||||||||
Total Return (%)
3
|
0.94
|
5
|
||||||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$924
|
|||||||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.83
|
6
|
||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.83
|
6
|
||||||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
0.83
|
6
|
||||||||||||||
Portfolio Turnover (%)
4
|
21
|
1
|
Commenced investment operations July 31, 2012.
|
2
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
3
|
Total return without applicable sales charge.
|
4
|
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
5
|
Not annualized.
|
6
|
Annualized.
|
MADISON EQUITY INCOME FUND
|
||||||||||||||||
Year Ended October 31,
|
Inception
|
|||||||||||||||
2012
|
2011
|
to 10/31/10
1
|
||||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.76
|
$10.27
|
$10.00
|
|||||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income (loss)
2
|
0.00
|
8
|
0.00
|
8
|
(0.04
|
)
|
||||||||||
Net realized and unrealized gain (loss) on investments
|
0.82
|
0.50
|
0.71
|
|||||||||||||
Total from investment operations
|
0.82
|
0.50
|
0.67
|
|||||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
0.00
|
–
|
–
|
|||||||||||||
Distributions from capital gains
|
(0.82
|
)
|
(1.01
|
)
|
(0.40
|
)
|
||||||||||
Total distributions
|
(0.82
|
)
|
(1.01
|
)
|
(0.40
|
)
|
||||||||||
Net increase (decrease) in net asset value
|
0.00
|
(0.51
|
)
|
0.27
|
||||||||||||
Net Asset Value
at end of period
|
$9.76
|
$9.76
|
$10.27
|
|||||||||||||
Total Return (%)
3
|
8.61
|
5.22
|
7.03
|
|||||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$6,297
|
$4,072
|
$2,886
|
|||||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.24
|
1.25
|
1.25
|
|||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.24
|
1.25
|
1.25
|
|||||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
(0.15
|
)
|
(0.44
|
)
|
(0.64
|
)
|
||||||||||
Portfolio Turnover (%)
4
|
84
|
107
|
58
|
|||||||||||||
Inception
|
||||||||||||||||
to 10/31/12
7
|
||||||||||||||||
CLASS C
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.66
|
|||||||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
2
|
0.00
|
8
|
||||||||||||||
Net realized and unrealized gain on investments
|
0.28
|
|||||||||||||||
Total from investment operations
|
0.28
|
|||||||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from capital gains
|
(0.20
|
)
|
||||||||||||||
Total distributions
|
(0.20
|
)
|
||||||||||||||
Net increase in net asset value
|
0.08
|
|||||||||||||||
Net Asset Value
at end of period
|
$9.74
|
|||||||||||||||
Total Return (%)
3
|
2.88
|
5
|
||||||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$527
|
|||||||||||||||
Ratios of expenses to average net assets
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.96
|
6
|
||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.96
|
6
|
||||||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
(0.89
|
)
6
|
||||||||||||||
Portfolio Turnover (%)
4
|
84
|
1
|
Fund was seeded on October 31, 2009.
|
5
|
Not annualized.
|
|
2
|
Net investment income (loss) calculated excluding permanent
|
6
|
Annualized.
|
|
tax adjustments to undistributed net investment income.
|
7
|
Commenced investment operations July 31, 2012.
|
||
3
|
Total return without applicable sales charge.
|
8
|
Amounts represent less than $0.005 per share.
|
|
4
|
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
MADISON LARGE CAP VALUE FUND
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$12.42
|
$11.40
|
$10.57
|
$10.60
|
$16.91
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
1
|
0.21
|
0.18
|
0.12
|
0.20
|
0.28
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
1.55
|
0.98
|
0.85
|
(0.01
|
)
|
(6.30
|
)
|
|||||||||
Total from investment operations
|
1.76
|
1.16
|
0.97
|
0.19
|
(6.02
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.19
|
)
|
(0.14
|
)
|
(0.14
|
)
|
(0.22
|
)
|
(0.19
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
–
|
(0.10
|
)
|
||||||||||
Total distributions
|
(0.19
|
)
|
(0.14
|
)
|
(0.14
|
)
|
(0.22
|
)
|
(0.29
|
)
|
||||||
Net increase (decrease) in net asset value
|
1.57
|
1.02
|
0.83
|
(0.03
|
)
|
(6.31
|
)
|
|||||||||
Net Asset Value
at end of period
|
$13.99
|
$12.42
|
$11.40
|
$10.57
|
$10.60
|
|||||||||||
Total Return (%)
2
|
14.37
|
10.27
|
9.22
|
2.08
|
(36.17
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$58,537
|
$54,271
|
$53,520
|
$54,242
|
$58,075
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.16
|
1.16
|
1.16
|
1.19
|
1.16
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.16
|
1.16
|
1.16
|
1.18
|
1.16
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.51
|
1.44
|
1.07
|
2.00
|
1.87
|
|||||||||||
Portfolio Turnover (%)
3
|
25
|
39
|
70
|
86
|
55
|
|||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$12.21
|
$11.20
|
$10.38
|
$10.42
|
$16.61
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
1
|
0.16
|
0.12
|
0.06
|
0.19
|
0.27
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
1.47
|
0.94
|
0.82
|
(0.08
|
)
|
(6.29
|
)
|
|||||||||
Total from investment operations
|
1.63
|
1.06
|
0.88
|
0.11
|
(6.02
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.10
|
)
|
(0.05
|
)
|
(0.06
|
)
|
(0.15
|
)
|
(0.07
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
–
|
(0.10
|
)
|
||||||||||
Total distributions
|
(0.10
|
)
|
(0.05
|
)
|
(0.06
|
)
|
(0.15
|
)
|
(0.17
|
)
|
||||||
Net increase (decrease) in net asset value
|
1.53
|
1.01
|
0.82
|
(0.04
|
)
|
(6.19
|
)
|
|||||||||
Net Asset Value
at end of period
|
$13.74
|
$12.21
|
$11.20
|
$10.38
|
$10.42
|
|||||||||||
Total Return (%)
2
|
13.41
|
9.52
|
8.45
|
1.23
|
(36.59
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$5,768
|
$7,199
|
$8,863
|
$9,637
|
$14,993
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.91
|
1.91
|
1.91
|
1.95
|
1.91
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.91
|
1.91
|
1.91
|
1.94
|
1.91
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
0.79
|
0.70
|
0.31
|
1.36
|
1.11
|
|||||||||||
Portfolio Turnover (%)
3
|
25
|
39
|
70
|
86
|
55
|
1
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
2
|
Total return without applicable sales charge.
|
3
|
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
MADISON LARGE CAP GROWTH FUND
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$16.00
|
$15.20
|
$13.15
|
$11.07
|
$17.39
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income (loss)
1
|
0.01
|
(0.01
|
)
|
0.02
|
0.05
|
0.03
|
||||||||||
Net realized and unrealized gain (loss) on investments
|
1.17
|
0.83
|
2.08
|
2.05
|
(6.35
|
)
|
||||||||||
Total from investment operations
|
1.18
|
0.82
|
2.10
|
2.10
|
(6.32
|
)
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
–
|
(0.02
|
)
|
(0.05
|
)
|
(0.02
|
)
|
–
|
||||||||
Total distributions
|
–
|
(0.02
|
)
|
(0.05
|
)
|
(0.02
|
)
|
–
|
||||||||
Net increase (decrease) in net asset value
|
1.18
|
0.80
|
2.05
|
2.08
|
(6.32
|
)
|
||||||||||
Net Asset Value
at end of period
|
$17.18
|
$16.00
|
$15.20
|
$13.15
|
$11.07
|
|||||||||||
Total Return (%)
2
|
7.38
|
5.39
|
15.96
|
18.99
|
(36.34
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$49,824
|
$48,068
|
$48,389
|
$45,398
|
$38,538
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.20
|
1.20
|
1.20
|
1.31
|
1.34
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.20
|
1.20
|
1.20
|
1.20
|
1.20
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
0.08
|
(0.05
|
)
|
0.13
|
0.41
|
0.18
|
||||||||||
Portfolio Turnover (%)
3
|
71
|
77
|
79
|
105
|
141
|
|||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$14.64
|
$13.99
|
$12.16
|
$10.30
|
$16.29
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income (loss)
1
|
(0.12
|
)
|
(0.13
|
)
|
(0.08
|
)
|
(0.02
|
)
|
(0.11
|
)
|
||||||
Net realized and unrealized gain (loss) on investments
|
1.09
|
0.78
|
1.91
|
1.88
|
(5.88
|
)
|
||||||||||
Total from investment operations
|
0.97
|
0.65
|
1.83
|
1.86
|
(5.99
|
)
|
||||||||||
Net increase (decrease) in net asset value
|
0.97
|
0.65
|
1.83
|
1.86
|
(5.99
|
)
|
||||||||||
Net Asset Value
at end of period
|
$15.61
|
$14.64
|
$13.99
|
$12.16
|
$10.30
|
|||||||||||
Total Return (%)
2
|
6.63
|
4.65
|
15.05
|
18.06
|
(36.77
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$5,731
|
$7,581
|
$9,698
|
$9,665
|
$13,580
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.95
|
1.95
|
1.95
|
2.07
|
2.10
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.95
|
1.95
|
1.95
|
1.95
|
1.95
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
(0.68
|
)
|
(0.79
|
)
|
(0.62
|
)
|
(0.30
|
)
|
(0.56
|
)
|
||||||
Portfolio Turnover (%)
3
|
71
|
77
|
79
|
105
|
141
|
1
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
2
|
Total return without applicable sales charge.
|
3
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
MADISON SMALL CAP FUND
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$10.79
|
$9.93
|
$8.24
|
$7.29
|
$10.36
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
1
|
0.06
|
0.04
|
0.00
|
4
|
0.03
|
0.22
|
||||||||||
Net realized and unrealized gain (loss) on investments
|
1.31
|
0.86
|
1.70
|
0.94
|
(3.07
|
)
|
||||||||||
Total from investment operations
|
1.37
|
0.90
|
1.70
|
0.97
|
(2.85
|
)
|
||||||||||
Redemption Fees
(see Note 2)
|
–
|
0.01
|
–
|
–
|
–
|
|||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from investment income
|
–
|
(0.05
|
)
|
(0.01
|
)
|
(0.02
|
)
|
(0.05
|
)
|
|||||||
Distributions from capital gains
|
(0.35
|
)
|
–
|
–
|
–
|
(0.17
|
)
|
|||||||||
Total distributions
|
(0.35
|
)
|
(0.05
|
)
|
(0.01
|
)
|
(0.02
|
)
|
(0.22
|
)
|
||||||
Net increase (decrease) in net asset value
|
1.02
|
0.86
|
1.69
|
0.95
|
(3.07
|
)
|
||||||||||
Net Asset Value
at end of period
|
$11.81
|
$10.79
|
$9.93
|
$8.24
|
$7.29
|
|||||||||||
Total Return (%)
2
|
13.08
|
9.12
|
20.60
|
13.30
|
(28.02
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$3,941
|
$3,201
|
$2,540
|
$1,301
|
$883
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.50
|
1.50
|
1.50
|
2.85
|
2.18
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.50
|
1.50
|
1.50
|
1.50
|
1.50
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
0.53
|
0.33
|
0.04
|
0.50
|
0.56
|
|||||||||||
Portfolio Turnover (%)
3
|
15
|
15
|
40
|
21
|
55
|
|||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$10.55
|
$9.78
|
$8.18
|
$7.24
|
$10.29
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income (loss)
1
|
(0.02
|
)
|
(0.06
|
)
|
(0.07
|
)
|
(0.02
|
)
|
0.03
|
|||||||
Net realized and unrealized gain (loss) on investments
|
1.27
|
0.86
|
1.67
|
0.94
|
(2.91
|
)
|
||||||||||
Total from investment operations
|
1.25
|
0.80
|
1.60
|
0.92
|
(2.88
|
)
|
||||||||||
Redemption Fees
(see Note 2)
|
–
|
–
|
–
|
0.02
|
0.02
|
|||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
–
|
(0.03
|
)
|
–
|
–
|
–
|
||||||||||
Distributions from capital gains
|
(0.35
|
)
|
–
|
–
|
–
|
(0.17
|
)
|
|||||||||
Total distributions
|
(0.35
|
)
|
(0.03
|
)
|
0.00
|
–
|
(0.17
|
)
|
||||||||
Net increase (decrease) in net asset value
|
0.90
|
0.77
|
1.60
|
0.94
|
(3.05
|
)
|
||||||||||
Net Asset Value
at end of period
|
$11.45
|
$10.55
|
$9.78
|
$8.18
|
$7.24
|
|||||||||||
Total Return (%)
2
|
12.21
|
8.20
|
19.56
|
12.98
|
(28.38
|
)
|
||||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$318
|
$266
|
$262
|
$100
|
$67
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
2.25
|
2.25
|
2.25
|
11.03
|
7.88
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
2.25
|
2.25
|
2.25
|
2.25
|
2.25
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
(0.22
|
)
|
(0.42
|
)
|
(0.72
|
)
|
(0.22
|
)
|
(0.19
|
)
|
||||||
Portfolio Turnover (%)
3
|
15
|
15
|
40
|
21
|
55
|
|||||||||||
1
|
Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
|
2
|
Total return without applicable sales charge.
|
3
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
4
|
Amount represents less than $0.005 per share.
|
MADISON INTERNATIONAL STOCK FUND
|
||||||||||||||||
Year Ended October 31,
|
||||||||||||||||
2012
|
2011
|
2010
|
2009
|
2008
|
||||||||||||
CLASS A
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$10.12
|
$10.58
|
$9.94
|
$8.47
|
$17.05
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
1
|
0.14
|
0.16
|
0.12
|
0.15
|
0.23
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.76
|
(0.47
|
)
|
0.77
|
1.69
|
(6.06
|
)
|
|||||||||
Total from investment operations
|
0.90
|
(0.31
|
)
|
0.89
|
1.84
|
(5.83
|
)
|
|||||||||
Redemption Fees
(see Note 2)
|
–
|
0.00
|
4
|
–
|
–
|
–
|
||||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.21
|
)
|
(0.15
|
)
|
(0.25
|
)
|
(0.16
|
)
|
(0.24
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
(0.21
|
)
|
(2.51
|
)
|
|||||||||
Total distributions
|
(0.21
|
)
|
(0.15
|
)
|
(0.25
|
)
|
(0.37
|
)
|
(2.75
|
)
|
||||||
Net increase (decrease) in net asset value
|
0.69
|
(0.46
|
)
|
0.64
|
1.47
|
(8.58
|
)
|
|||||||||
Net Asset Value
at end of period
|
$10.81
|
$10.12
|
$10.58
|
$9.94
|
$8.47
|
|||||||||||
Total Return (%)
2
|
9.23
|
(3.00
|
)
|
9.01
|
22.82
|
(40.46
|
)
|
|||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$21,002
|
$20,763
|
$23,505
|
$23,094
|
$19,040
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
1.60
|
1.60
|
1.60
|
1.73
|
1.93
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
1.60
|
1.60
|
1.60
|
1.60
|
1.60
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
1.35
|
1.45
|
1.19
|
1.81
|
1.67
|
|||||||||||
Portfolio Turnover (%)
3
|
41
|
44
|
52
|
82
|
69
|
|||||||||||
CLASS B
|
||||||||||||||||
Net Asset Value
at beginning of period
|
$9.92
|
$10.39
|
$9.76
|
$8.33
|
$16.79
|
|||||||||||
Income from Investment Operations:
|
||||||||||||||||
Net investment income
1
|
0.09
|
0.08
|
0.05
|
0.14
|
0.18
|
|||||||||||
Net realized and unrealized gain (loss) on investments
|
0.72
|
(0.47
|
)
|
0.75
|
1.60
|
(6.01
|
)
|
|||||||||
Total from investment operations
|
0.81
|
(0.39
|
)
|
0.80
|
1.74
|
(5.83
|
)
|
|||||||||
Less Distributions:
|
||||||||||||||||
Distributions from net investment income
|
(0.15
|
)
|
(0.08
|
)
|
(0.17
|
)
|
(0.10
|
)
|
(0.12
|
)
|
||||||
Distributions from capital gains
|
–
|
–
|
–
|
(0.21
|
)
|
(2.51
|
)
|
|||||||||
Total distributions
|
(0.15
|
)
|
(0.08
|
)
|
(0.17
|
)
|
(0.31
|
)
|
(2.63
|
)
|
||||||
Net increase (decrease) in net asset value
|
0.66
|
(0.47
|
)
|
0.63
|
1.43
|
(8.46
|
)
|
|||||||||
Net Asset Value
at end of period
|
$10.58
|
$9.92
|
$10.39
|
$9.76
|
$8.33
|
|||||||||||
Total Return (%)
2
|
8.39
|
(3.77
|
)
|
8.26
|
21.91
|
(40.95
|
)
|
|||||||||
Ratios/Supplemental Data:
|
||||||||||||||||
Net Assets at end of period (in 000’s)
|
$3,206
|
$3,872
|
$4,854
|
$5,109
|
$6,237
|
|||||||||||
Ratios of expenses to average net assets:
|
||||||||||||||||
Before reimbursement of expenses by Adviser (%)
|
2.35
|
2.35
|
2.35
|
2.49
|
2.69
|
|||||||||||
After reimbursement of expenses by Adviser (%)
|
2.35
|
2.35
|
2.35
|
2.35
|
2.35
|
|||||||||||
Ratio of net investment income to average net assets
|
||||||||||||||||
After reimbursement of expenses by Adviser (%)
|
0.59
|
0.72
|
0.43
|
1.09
|
1.04
|
|||||||||||
Portfolio Turnover (%)
3
|
41
|
44
|
52
|
82
|
69
|
|||||||||||
1
|
Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
|
2
|
Total return without applicable sales charge.
|
3
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
4
|
Amounts represents less than $0.005 per share.
|
Reason we can share your personal information
|
Does Madison Funds share?
|
Can you limit this sharing?
|
For our everyday business purposes—
such as to process your transactions, maintain
your account(s), respond to court orders and legal
investigations, or report to credit bureaus
|
Yes
|
No
|
For our marketing purposes—
to offer our products and services to you
|
Yes
|
No
|
For joint marketing with other financial companies
|
No
|
We don’t share
|
For our affiliates’ everyday business purposes—
information about your transactions and experiences
|
Yes
|
No
|
For our affiliates’ everyday business purposes—
information about your creditworthiness
|
No
|
We don’t share
|
For nonaffiliates to market to you
|
No
|
We don’t share
|
Questions?
|
Call 1-800-877-6089 or go to www.madisonfunds.com.
|
Page 2
|
Fund
|
Class A
|
Class Y
|
Class R6
|
Madison Cash Reserves Fund
|
MFAXX
|
||
Madison Tax-Free Virginia Fund
|
GTVAX
|
||
Madison Tax-Free National Fund
|
GTFHX
|
||
Madison Government Bond Fund
|
MADTX
|
||
Madison High Quality Bond Fund
|
MIIBX
|
||
Madison Core Bond Fund
(formerly, Bond Fund)
|
MBOYX
|
MCBRX
|
|
Madison Corporate Bond Fund
|
COINX
|
||
Madison High Income Fund
|
MHNYX
|
||
Madison Dividend Income Fund
|
BHBFX
|
||
Madison Equity Income Fund
|
MENYX
|
MENRX
|
|
Madison Large Cap Value Fund
|
MYLVX
|
||
Madison Investors Fund
|
MINVX
|
[pending]
|
|
Madison Large Cap Growth Fund
|
MYLGX
|
||
Madison Mid Cap Fund
|
GTSGX
|
MMCRX
|
|
Madison Small Cap Fund
|
MYSVX
|
||
Madison NorthRoad International Fund
|
NRIEX
|
NRRIX
|
|
Madison International Stock Fund
|
MINYX
|
FUND SUMMARIES
|
|
Madison Cash Reserves Fund
|
2
|
Madison Tax-Free Virginia Fund
|
4
|
Madison Tax-Free National Fund
|
8
|
Madison Government Bond Fund
|
12
|
Madison High Quality Bond Fund
|
15
|
Madison Core Bond Fund
|
18
|
Madison Corporate Bond Fund
|
22
|
Madison High Income Fund
|
26
|
Madison Dividend Income Fund
|
29
|
Madison Equity Income Fund
|
33
|
Madison Large Cap Value Fund
|
37
|
Madison Investors Fund
|
40
|
Madison Large Cap Growth Fund
|
43
|
Madison Mid Cap Fund
|
46
|
Madison Small Cap Fund
|
49
|
Madison NorthRoad International Fund
|
52
|
Madison International Stock Fund
|
56
|
ADDITIONAL RISKS
|
61
|
YOUR ACCOUNT
|
62
|
Choosing a Share Class
|
62
|
How to Contact Us
|
62
|
Opening an Account
|
63
|
Purchasing Shares
|
63
|
Purchasing by Exchange
|
64
|
Selling Shares
|
64
|
General Policies
|
65
|
Additional Investor Services
|
65
|
Distributions and Taxes
|
69
|
INVESTMENT ADVISER
|
70
|
PORTFOLIO MANAGEMENT
|
72
|
FINANCIAL HIGHLIGHTS
|
74
|
MORE INFORMATION ABOUT MADISON FUNDS
|
86
|
PRIVACY NOTICE
|
83
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class A
|
$8
|
$129
|
$260
|
$644
|
Best Calendar Quarter:
|
3Q 2006
|
1.19%
|
Worst Calendar Quarter:
|
All quarters in 2009, 2010, 2011 & 2012
|
0.00%
|
1 Year
|
5 Years
|
10 Years
|
|
Class A Shares
|
0.00%
|
0.32%
|
1.48%
|
90-Day U.S. Treasury Bill
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
0.07%
|
0.45%
|
1.69%
|
|
The minimum investment amounts are as follows (for Class A shares):
|
Type of Account
|
To Open an Account
1
|
To Add to an Account
1
|
||
Non-retirement accounts:
|
$1,000 ($1,000 per fund)
|
$150 ($50 per fund)
|
||
Retirement accounts:
|
$500 ($500 per fund)
|
$150 ($50 per fund)
|
||
Systematic investment programs:
2
|
||||
Twice Monthly or Biweekly
3
|
$25
|
$25
|
||
Monthly
|
$50
|
$50
|
||
Bimonthly (every other month)
|
$100
|
$100
|
||
Quarterly
|
$150
|
$150
|
|
________________________________________________________________
|
|
1
|
The fund reserves the right to accept purchase amounts below the minimum for accounts that are funded with pre-tax or salary reduction contributions which include SEPs, 401(k) plans, non-qualified deferred compensation plans, and other pension and profit sharing plans, as well as for investment for accounts opened through institutional relationships like “managed account” programs.
|
|
2
|
Regardless of frequency, the minimum investment allowed is $50 per fund per month.
|
|
3
|
Only one fund can be opened under the twice monthly or biweekly options and all purchases need to be directed to that fund.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.50%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.35%
|
Total Annual Fund Operating Expenses
1
|
0.85%
|
|
1
Total annual fund operating expenses for the fiscal year ended September 30, 2012 do not match the financial statements for the predecessor of this fund, as they have been restated to reflect current fees.
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$87
|
$271
|
$471
|
$1,049
|
·
|
housing prices are declining;
|
·
|
the Commonwealth must have a balanced budget;
|
·
|
Virginians rely heavily on federal government and technology sector employment;
|
·
|
single-term governorships may result in volatile financial policies and management; and
|
·
|
Commonwealth pensions are underfunded.
|
Best Calendar Quarter:
|
3Q 2009
|
4.03%
|
Worst Calendar Quarter:
|
4Q 2010
|
-3.46%
|
1 Year
|
5 Years
|
10 Years
|
|
Class Y Shares
– Return Before Taxes
|
4.15%
|
4.65%
|
3.93%
|
Return After Taxes on Distributions
|
4.04%
|
4.58%
|
3.85%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
3.87%
|
4.43%
|
3.82%
|
Barclays Capital Municipal Bond Index
(reflects no deduction for sales charges, account fees,
expenses or taxes)
|
6.76%
|
5.91%
|
5.10%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.50%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.35%
|
Total Annual Fund Operating Expenses
1
|
0.85%
|
|
1
Total annual fund operating expenses for the fiscal year ended September 30, 2012 do not match the financial statements for the predecessor of this fund, as they have been restated to reflect current fees.
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$87
|
$271
|
$471
|
$1,049
|
Best Calendar Quarter:
|
3Q 2009
|
4.13%
|
Worst Calendar Quarter:
|
4Q 2010
|
-3.63%
|
1 Year
|
5 Years
|
10 Years
|
|
Class Y Shares
– Return Before Taxes
|
5.48%
|
4.94%
|
3.78%
|
Return After Taxes on Distributions
|
5.35%
|
4.84%
|
3.71%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
4.76%
|
4.69%
|
3.70%
|
Barclays Capital Municipal Bond Index
(reflects no deduction for sales charges,
account fees, expenses or taxes)
|
6.76%
|
5.91%
|
5.10%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.40%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.25%
|
Total Annual Fund Operating Expenses
|
0.65%
|
Less: Management Fee Waiver
1
|
(0.10%)
|
Net Annual Fund Operating Expenses (after fee waivers/expense reimbursements)
2
|
0.55%
|
1
|
The investment adviser to the fund, Madison Asset Management, LLC (“Madison”), has contractually agreed to waive 0.10% of its management fee until at least May 1, 2014. Any fees waived will not be subject to later recoupment by Madison.
|
2
|
Net annual fund operating expenses for the fiscal year ended December 31, 2012 do not match the financial statements for the predecessor of this fund, as they have been restated to reflect current fees.
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$56
|
$198
|
$353
|
$804
|
Best Calendar Quarter:
|
4Q 2008
|
4.72%
|
Worst Calendar Quarter:
|
2Q 2004
|
-1.79%
|
1 Year
|
5 Years
|
10 Years
|
|
Class Y Shares
– Return Before Taxes
|
1.44%
|
3.54%
|
3.05%
|
Return After Taxes on Distributions
|
0.89%
|
2.67%
|
2.07%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
0.96%
|
2.54%
|
2.03%
|
Barclays Capital Intermediate Government Bond Index
(reflects no deduction for sales charges,
account fees, expenses or taxes)
|
1.73%
|
4.51%
|
4.10%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.30%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.19%
|
Total Annual Fund Operating Expenses
|
0.49%
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$50
|
$157
|
$274
|
$616
|
Best Calendar Quarter:
|
4Q 2008
|
5.01%
|
Worst Calendar Quarter:
|
2Q 2004
|
-1.72%
|
1 Year
|
5 Years
|
10 Years
|
|
Class Y Shares
– Return Before Taxes
|
2.04%
|
4.03%
|
3.80%
|
Return After Taxes on Distributions
|
1.57%
|
3.19%
|
2.70%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
1.38%
|
2.97%
|
2.61%
|
Barclays Capital Intermediate Government Credit A+ Index
1
|
3.14%
|
4.78%
|
4.32%
|
Barclays Capital Intermediate Government Credit Index
|
3.89%
|
5.18%
|
4.62%
|
(Indexes reflect no deduction for sales charges, account fees, expenses or taxes)
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Class R6
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Class R6
|
Management Fees
|
0.50%
|
0.50%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
None
|
Other Expenses
|
0.15%
|
0.02%
|
Total Annual Fund Operating Expenses
|
0.65%
|
0.52%
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$66
|
$208
|
$362
|
$810
|
Class R6
|
53
|
167
|
291
|
653
|
·
|
Corporate debt securities
: securities issued by domestic and foreign corporations which have a rating within the four highest categories and, to a limited extent (up to 20% of its assets), in securities not rated within the four highest categories (i.e., “junk bonds”). The fund’s investment adviser, Madison Asset Management, LLC (“Madison”), will only invest in lower-grade securities when it believes that the creditworthiness of the issuer is stable or improving, and when the potential return of investing in such securities justifies the higher level of risk;
|
·
|
U.S. Government debt securities
: securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities;
|
·
|
·
|
Foreign government debt securities
:
securities issued or guaranteed by a foreign (including emerging market) government or its agencies or instrumentalities, payable in U.S. dollars, which have a rating within the four highest categories;
|
·
|
Non-rated debt securities
:
securities issued or guaranteed by corporations, financial institutions, and others which, although not rated by a national rating service, are considered by Madison to have an investment quality equivalent to those categories in which the fund is permitted to invest (including up to 20% of the fund’s assets in junk bonds); and
|
·
|
Asset-backed, mortgage-backed and commercial mortgage-backed securities
: securities issued or guaranteed by special purpose corporations and financial institutions which represent direct or indirect participation in, or are collateralized by, an underlying pool of assets. The types of assets that can be “securitized” include, among others, residential or commercial mortgages, credit card receivables, automobile loans, and other assets.
|
Best Calendar Quarter:
|
4Q 2008
|
4.87%
|
Worst Calendar Quarter:
|
4Q 2010
|
-1.71%
|
1 Year
|
5 Years
|
Since Inception
6/30/2006
|
||
Class Y Shares
– Return Before Taxes
|
2.09%
|
4.52%
|
5.02%
|
|
Return After Taxes on Distributions
|
1.12%
|
3.40%
|
3.81%
|
|
Return After Taxes on Distributions and Sale of Fund Shares
|
1.35%
|
3.21%
|
3.59%
|
|
Class R6 Shares
– Return Before Taxes
|
*
|
*
|
*
|
|
Bank of America Merrill Lynch U.S.
Corporate, Government & Mortgage
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
4.43%
|
6.03%
|
6.54%
|
|
|
*The Class R6 share class is new, therefore, performance information is not available. Class R6 shares would have substantially similar returns as the Class Y share class because the shares are invested in the same portfolio of securities and the annual returns would differ only to the extent that the share classes do not have the same expenses.
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.40%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.25%
|
Total Annual Fund Operating Expenses
1
|
0.65%
|
|
1
Total annual fund operating expenses for the fiscal year ended December 31, 2012 do not match the financial statements for the predecessor of this fund, as they have been restated to reflect current fees.
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$66
|
$208
|
$362
|
$810
|
Best Calendar Quarter:
|
2Q 2009
|
5.48%
|
Worst Calendar Quarter:
|
3Q 2008
|
-2.58%
|
1 Year
|
5 Year
|
Since Inception 7/1/2007
|
|
Class Y Shares
– Return Before Taxes
|
5.72%
|
6.82%
|
7.21%
|
Return After Taxes on Distributions
|
4.96%
|
5.34%
|
5.67%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
3.71%
|
4.96%
|
5.27%
|
Barclays Capital Credit Bond Index
(reflects no deduction for sales charges, account
fees, expenses or taxes)
|
9.37%
|
7.65%
|
7.70%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.55%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.20%
|
Total Annual Fund Operating Expenses
|
0.75%
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$77
|
$ 240
|
$417
|
$930
|
Best Calendar Quarter:
|
3Q 2009
|
9.30%
|
Worst Calendar Quarter:
|
4Q 2008
|
-11.08%
|
1 Year
|
5 Years
|
Since Inception
6/30/2006
|
|
Class Y Shares
– Return Before Taxes
|
11.09%
|
7.95%
|
7.65%
|
Return After Taxes on Distributions
|
8.38%
|
5.14%
|
4.84%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
7.14%
|
5.09%
|
4.84%
|
Bank of America Merrill Lynch U.S. High Yield Master II Constrained Index
(reflects
no deduction for sales charges, account fees, expenses or taxes)
|
15.55%
|
10.14%
|
9.41%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.75%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.35%
|
Total Annual Fund Operating Expenses
|
1.10%
|
Less: Management and Service Fee Waivers
1
|
(0.15%)
|
Net Annual Fund Operating Expenses (after fee waivers/expense reimbursements)
2
|
0.95%
|
|
1
The investment adviser to the fund, Madison Asset Management, LLC (“Madison”), has contractually agreed to waive 0.10% of its management fee and 0.05% of its service fee until at least May 1, 2014. Any fees waived will not be subject to later recoupment by Madison.
|
|
2
Net annual fund operating expenses for the fiscal year ended December 31, 2012 do not match the financial statements for the predecessor of this fund, as they have been restated to reflect current fees.
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$97
|
$335
|
$593
|
$1,335
|
·
|
There are significant differences between the securities and options markets that could result in an imperfect correlation between these markets, causing a given transaction not to achieve its objectives.
|
·
|
As the writer of a covered call option, the fund forgoes, during the option’s life, the opportunity to profit from increases in the market value of the security covering the call option above the sum of the premium and the strike price of the call, but has retained the risk of loss should the price of the underlying security decline.
|
·
|
The writer of an option has no control over the time when it may be required to fulfill its obligation as a writer of the option. Once an option writer has received an exercise notice, it may not be able to effect a closing purchase transaction in order to terminate its obligation under the option and must then deliver the underlying security at the exercise price.
|
·
|
There can be no assurance that a liquid market will exist when the fund seeks to close out an option position. If the fund is unable to close out a covered call option that it wrote on a security, it would not be able to sell the underlying security unless the option expired without exercise.
|
Best Calendar Quarter:
|
2Q 2009
|
14.19%
|
Worst Calendar Quarter:
|
4Q 2008
|
-12.69%
|
1 Year
|
5 Years
|
10 Years
|
|
Class Y Shares
– Return Before Taxes
|
10.86%
|
4.02%
|
5.46%
|
Return After Taxes on Distributions
|
9.86%
|
3.41%
|
4.68%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
8.39%
|
3.33%
|
4.54%
|
S&P 500
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.00%
|
1.66%
|
7.10%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Class R6
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Class R6
|
Management Fees
|
0.85%
|
0.85%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
None
|
Other Expenses
|
0.15%
|
0.02%
|
Total Annual Fund Operating Expenses
|
1.00%
|
0.87%
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$102
|
$318
|
$552
|
$1,225
|
Class R6
|
89
|
278
|
482
|
1,073
|
·
|
There are significant differences between the securities and options markets that could result in an imperfect correlation between these markets, causing a given transaction not to achieve its objectives.
|
·
|
As the writer of a covered call option, the fund forgoes, during the option’s life, the opportunity to profit from increases in the market value of the security covering the call option above the sum of the premium and the strike price of the call, but has retained the risk of loss should the price of the underlying security decline.
|
·
|
The writer of an option has no control over the time when it may be required to fulfill its obligation as a writer of the option. Once an option writer has received an exercise notice, it may not be able to effect a closing purchase transaction in order to terminate its obligation under the option and must then deliver the underlying security at the exercise price.
|
·
|
There can be no assurance that a liquid market will exist when the fund seeks to close out an option position. If the fund were unable to close out a covered call option that it had written on a security, it would not be able to sell the underlying security unless the option expired without exercise.
|
·
|
The hours of trading for options may not conform to the hours during which the underlying securities are traded. To the extent that the options markets close before the markets for the underlying securities, significant price and rate movements can take place in the underlying markets that cannot be reflected in the options markets.
|
·
|
The value of call options will be affected by changes in the value and dividend rates of the underlying common stocks, an increase in interest rates, changes in the actual or perceived volatility of the stock market and the underlying common stocks and the remaining time to the options’ expiration. Additionally, the exercise price of an option may be adjusted downward before the option’s expiration as a result of the occurrence of events affecting the underlying equity security. A reduction in the exercise price of an option would reduce the fund’s capital appreciation potential on the underlying security.
|
·
|
When the fund writes covered put options, it bears the risk of loss if the value of the underlying stock declines below the exercise price. If the option is exercised, the fund could incur a loss if it is required to purchase the stock underlying the put option at a price greater than the market price of the stock at the time of exercise. Also, while the fund’s potential gain in writing a covered put option is limited to the interest earned on the liquid assets securing the put option plus the premium received from the purchaser of the put option, the fund risks a loss equal to the entire value of the stock.
|
·
|
If a put option purchased by the fund is not sold when it has remaining value, and if the market price of the underlying security remains equal to or greater than the exercise price, the fund will lose its entire investment in the option.
|
Best Calendar Quarter:
|
4Q 2011
|
12.82%
|
Worst Calendar Quarter:
|
3Q 2011
|
-10.21%
|
1 Year
|
Since Inception
10/31/2009
|
Since Inception
7/31/12
|
|
Class Y Shares
– Return Before Taxes
|
9.47%
|
7.27%
|
N/A
|
Return After Taxes on Distributions
|
6.25%
|
4.48%
|
N/A
|
Return After Taxes on Distributions and Sale of Fund Shares
|
6.33%
|
4.65%
|
N/A
|
Class R6 Shares
– Return Before Taxes
|
N/A
|
N/A
|
4.70%
|
S&P 500
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.00%
|
12.99%
|
4.50%
|
CBOE S&P 500 BuyWrite Monthly Index
SM
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
5.20%
|
8.09%
|
-0.75%
|
|
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.55%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.36%
|
Total Annual Fund Operating Expenses
|
0.91%
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$93
|
$290
|
$504
|
$1,120
|
Best Calendar Quarter:
|
3Q 2009
|
14.71%
|
Worst Calendar Quarter:
|
4Q 2008
|
-20.82%
|
1 Year
|
5 Years
|
Since Inception 6/30/06
|
||||
Class Y Shares
– Return Before Taxes
|
11.50%
|
-0.73%
|
1.67%
|
|||
Return After Taxes on Distributions
|
11.22%
|
-1.10%
|
1.19%
|
|||
Return After Taxes on Distributions and Sale of Fund Shares
|
7.85%
|
-0.76%
|
1.22%
|
|||
Russell 1000
®
Value Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
17.51%
|
0.59%
|
2.57%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Class R6
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Class R6
|
Management Fees
1
|
0.75%
|
0.75%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
None
|
Other Expenses
|
0.35%
|
0.02%
|
Total Annual Fund Operating Expenses
|
1.10%
|
0.77%
|
Less: Management and Service Fee Waivers
2
|
(0.15%)
|
(0.10%)
|
Net Annual Fund Operating Expenses (after fee waivers/expense reimbursements)
|
0.95%
3
|
0.67%
|
1
|
The management fee is 0.75% on the first $100 million of net assets, and 0.60% on net assets in excess of $100 million.
|
2
|
The investment adviser to the fund, Madison Asset Management, LLC (“Madison”), has contractually agreed to waive 0.10% of its management fee on all share classes, and 0.05% of its service fee on Class Y shares only, until May 1, 2014. Beginning May 2, 2014 and continuing until September 30, 2015, Madison has agreed to waive and/or reimburse the service fee it receives on Class Y shares to the extent necessary to maintain total annual fund operating expenses at 0.95%. Any fees waived will not be subject to later recoupment by Madison.
|
|
3
Net annual fund operating expenses for the fiscal year ended December 31, 2012 do not match the financial statements for the predecessor of this fund, as they have been restated to reflect current fees.
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$97
|
$335
|
$593
|
$1,335
|
Class R6
|
$68
|
$236
|
$419
|
$949
|
Best Calendar Quarter:
|
2Q 2009
|
20.90%
|
Worst Calendar Quarter:
|
4Q 2008
|
-23.86%
|
1 Year
|
5 Years
|
10 Years
|
|
Class Y Shares
– Return Before Taxes
|
14.05%
|
2.32%
|
5.62%
|
Return After Taxes on Distributions
|
13.92%
|
2.00%
|
5.06%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
9.31%
|
1.89%
|
4.83%
|
S&P 500
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.00%
|
1.66%
|
7.10%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
0.75%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.20%
|
Total Annual Fund Operating Expenses
|
0.95%
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$97
|
$303
|
$525
|
$1,166
|
Best Calendar Quarter:
|
2Q 2009
|
14.18%
|
Worst Calendar Quarter:
|
4Q 2008
|
-21.46%
|
1 Year
|
5 Years
|
Since Inception 6/30/06
|
|
Class Y Shares
– Return Before Taxes
|
11.16%
|
1.15%
|
4.07%
|
Return After Taxes on Distributions
|
11.05%
|
1.07%
|
4.01%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
7.39%
|
0.95%
|
3.50%
|
Russell 1000
®
Growth Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
15.26%
|
3.12%
|
5.71%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Class R6
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Class R6
|
Management Fees
|
0.75%
|
0.75%
|
Distribution and/or Service (12b-1) Fees
|
None
|
None
|
Other Expenses
|
0.40%
|
0.02%
|
Total Annual Fund Operating Expenses
|
1.15%
1
|
0.77%
2
|
|
1
Total annual fund operating expenses for the fiscal year ended December 31, 2012 do not match the financial statements as they have been restated to reflect current fees.
|
|
2
Total annual fund operating expenses for the fiscal year ended December 31, 2012 do not match the financial statements for the predecessor of this fund/share class due to rounding.
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$117
|
$365
|
$633
|
$1,398
|
Class R6
|
79
|
246
|
428
|
954
|
Best Calendar Quarter:
|
2Q 2009
|
16.96%
|
Worst Calendar Quarter:
|
4Q 2008
|
-21.70%
|
1 Year
|
5 Years
|
10 Years
|
Since Inception
2/29/2012
|
|
Class Y Shares
– Return Before Taxes
|
15.69%
|
3.06%
|
8.48%
|
N/A
|
Return After Taxes on Distributions
|
15.06%
|
2.55%
|
7.68%
|
N/A
|
Return After Taxes on Distributions and Sale of Fund Shares
|
11.03%
|
2.46%
|
7.25%
|
N/A
|
Class R6 Shares
– Return Before Taxes
|
N/A
|
N/A
|
N/A
|
7.34%
|
Russell Midcap
®
Index
(reflects no deduction for sales charges, account fees,
expenses or taxes)
|
17.28%
|
3.57%
|
10.65%
|
6.17%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
1.00%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.25%
|
Total Annual Fund Operating Expenses
|
1.25%
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$127
|
$397
|
$686
|
$1,511
|
Best Calendar Quarter:
|
3Q 2009
|
21.84%
|
Worst Calendar Quarter:
|
4Q 2008
|
-23.94%
|
1 Year
|
5 Years
|
Since Inception
1/9/2007
|
|
Class Y Shares
– Return Before Taxes
|
15.68%
|
6.67%
|
5.26%
|
Return After Taxes on Distributions
|
14.73%
|
6.29%
|
4.79%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
11.44%
|
5.70%
|
4.39%
|
Russell 2000
®
Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
16.35%
|
3.56%
|
2.92%
|
Russell 2000
®
Value Index
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
18.05%
|
3.55%
|
1.47%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Class R6
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Class R6
|
Management Fees
|
0.80%
|
0.80%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
None
|
Other Expenses
|
0.35%
|
0.02%
|
Total Annual Fund Operating Expenses
|
1.15%
|
0.82%
1
|
|
1
Total annual fund operating expenses for the fiscal year ended December 31, 2012 do not match the financial statements for the predecessor of this fund due to rounding.
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$117
|
$365
|
$633
|
$1,398
|
Class R6
|
84
|
262
|
455
|
1,014
|
Best Calendar Quarter:
|
2Q 2009
|
20.17%
|
Worst Calendar Quarter:
|
3Q 2011
|
-17.36%
|
1 Year
|
Since Inception
12/31/2008
|
Since Inception
2/29/2012
|
|
Class Y Shares
– Return Before Taxes
|
13.76%
|
13.07%
|
N/A
|
Return After Taxes on Distributions
|
13.49%
|
10.57%
|
N/A
|
Return After Taxes on Distributions and Sale of Fund Shares
|
9.31%
|
10.43%
|
N/A
|
Class R6 Shares
– Return Before Taxes
|
N/A
|
N/A
|
6.70%
|
MSCI EAFE Index (net)
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
17.32%
|
N/A
|
5.33%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Shareholder Fees:
(fees paid directly from your investment)
|
Class Y
|
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
|
None
|
Maximum Deferred Sales Charge (Load) (as a percentage of amount redeemed)
|
None
|
Redemption Fee Within 30 days of Purchase (as a percentage of amount redeemed)
|
None
|
Annual Fund Operating Expenses:
(expenses that you pay each year as a percentage of the value of your investment)
|
Class Y
|
Management Fees
|
1.05%
|
Distribution and/or Service (Rule 12b-1) Fees
|
None
|
Other Expenses
|
0.30%
|
Total Annual Fund Operating Expenses
|
1.35%
|
1 Year
|
3 Years
|
5 Years
|
10 Years
|
|
Class Y
|
$137
|
$428
|
$739
|
$1,624
|
·
|
Fluctuations in currency exchange rates.
|
·
|
Higher trading and custody charges compared to securities of U.S. companies.
|
·
|
Different accounting and reporting practices than U.S. companies. As a result, it is often more difficult to evaluate financial information from foreign issuers. Also, the laws of some foreign countries limit the information that is made available to investors.
|
·
|
Less stringent securities regulations than those of the U.S.
|
·
|
Potential political instability.
|
·
|
Potential economic instability. The economies of individual foreign countries may differ favorably or unfavorably from the U.S. economy in such respects as growth of gross national product, rate of inflation and industry diversification. Such differences may cause the economies of these countries to be less stable than the U.S. economy and may make them more sensitive to economic fluctuations.
|
Best Calendar Quarter:
|
2Q 2009
|
21.44%
|
Worst Calendar Quarter:
|
3Q 2011
|
18.19%
|
1 Year
|
5 Years
|
Since Inception
6/30/2006
|
|
Class Y Shares
– Return Before Taxes
|
20.29%
|
-1.48%
|
2.62%
|
Return After Taxes on Distributions
|
20.26%
|
-1.75%
|
1.58%
|
Return After Taxes on Distributions and Sale of Fund Shares
|
13.71%
|
-1.21%
|
2.12%
|
MSCI EAFE Index (net)
(reflects no deduction for sales charges, account fees, expenses or taxes)
|
17.32%
|
-3.69%
|
0.85%
|
·
|
Dealers and financial intermediates that have entered into arrangements with the fund’s distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
·
|
Dealers and financial intermediates that have entered into arrangements with the funds’ distributor to accept orders on behalf of their clients.
|
·
|
The fund-of-funds and managed account programs managed by Madison.
|
·
|
Investment advisory clients of Madison and its affiliates.
|
·
|
Members of the Board of Trustees of Madison Funds and any other board of trustees affiliated with Madison.
|
·
|
Individuals and their immediate family members who are employees, directors or officers of the adviser, any subadviser, or any service provider of Madison Funds.
|
·
|
Any investor who owned Class Y shares of any Madison Mosaic Fund as of April 19, 2013.
|
Regular Mail:
|
Express, Certified or Registered Mail:
|
Madison Funds
P. O. Box 8390
Boston, MA 02266-8390
|
Madison Funds
c/o Boston Financial Data Services
30 Dan Road
Canton, MA 02021-2809
|
1.
|
Carefully read this prospectus.
|
|
2.
|
Determine how much you want to invest.
|
3.
|
Carefully complete the appropriate parts of the account application, including the account privileges section of the application. By applying for privileges now, you can avoid the delay and inconvenience of having to file an additional form if you want to add privileges later. If you have questions, please contact your financial advisor or the Trust.
|
OPENING AN ACCOUNT
|
ADDING TO AN ACCOUNT
|
BY INTERNET
(Access 24 hours a day at www.madisonfunds.com.)
|
|
You cannot open a new account on the Internet.
|
Call Madison Funds at 1-800-877-6089 to verify that these features are in place on your account. You are automatically eligible to purchase shares by Internet, upon set-up of ACH electronic funds transfer, unless you indicate otherwise in the account options section of your application. Alternatively, you may check your profile on the Internet. The feature button will be activated if you are eligible to purchase shares.
|
·
|
over $75,000;
|
·
|
made payable to someone other than the registered shareholder(s); or
|
·
|
mailed to an address other than the address of record, or an address that has been changed within the last 30 days.
|
BY PHONE
(Available for most accounts and sales of up to $75,000 per day.)
|
To place your redemption order, call Madison Funds between 8:00 a.m. and 7:00 p.m., Central Time, or use our automated touchtone services 24-hours a day. Redemption requests may be placed on all business days (excluding market holidays). Checks are generally mailed the next business day after the redemption request is effective.
|
Redemption proceeds can be sent by electronic funds transfer (“EFT”) provided that you have pre-authorized banking information on file with Madison Funds. Redemption proceeds from EFT transactions are generally available by the second business day. The Trust does not charge for EFT; however, your financial institution may charge a fee for this service.
|
Amounts of $1,000 or more can be wired on the next business day, provided that you have pre-authorized the wiring of funds and the needed information is on file with Madison Funds. A $15 fee will be deducted from your account to send the wire; your financial institution may charge an additional fee to accept the wired funds.
|
BY EXCHANGE
(Available for most accounts and amounts that meet fund minimums.)
|
Make sure that you have a current prospectus for the Madison Funds, which can be obtained by calling your financial advisor or Madison Funds at 1-800-877-6089. Call your financial advisor, Madison Funds, or use the Internet at www.madisonfunds.com to execute the exchange.
|
BY INTERNET
|
You cannot redeem your shares on the Internet.
|
Redemption requests received in good order by the fund after the close of regular trading on the New York Stock Exchange (usually 3:00 p.m., Central Time; 4:00 p.m., Eastern Time), will be processed using the next day’s NAV.
|
·
|
Declared daily and paid daily:
Cash Reserves Fund
.
|
·
|
Declared monthly and paid monthly:
Tax-Free Virginia, Tax-Free National, Government Bond, Core Bond, Corporate Bond,
and
High Income Funds
.
|
·
|
Declared quarterly and paid quarterly:
High Quality Bond, Dividend Income
and
Equity Income Funds
.
|
·
|
Declared annually and paid annually:
Large Cap Value,
Investors,
Large Cap Growth,
Mid Cap, Small Cap, NorthRoad International,
and
International Stock Funds
.
|
Fund
|
Management Fee
1
|
Fund
|
Management Fee
1
|
|
Cash Reserves
|
0.40%
2
|
Equity Income
|
0.85%
|
|
Tax-Free Virginia
|
0.50%
|
Large Cap Value
|
0.55%
|
|
Tax-Free National
|
0.50%
|
Investors
|
0.75%
4
|
|
Government Bond
|
0.40%
3
|
Large Cap Growth
|
0.75%
|
|
Core Bond
|
0.50%
|
Mid Cap
|
0.75%
|
|
High Quality Bond
|
0.30%
|
Small Cap
|
1.00%
|
|
Corporate Bond
|
0.40%
|
NorthRoad International
|
0.80%
|
|
High Income
|
0.55%
|
International Stock
|
1.05%
|
|
Dividend Income
|
0.75%
3
|
|
1
With regard to the Cash Reserves, Core Bond, High Income, Large Cap Value, Large Cap Growth, Mid Cap, Small Cap and International Stock Funds, each such fund’s management fee will be reduced by 0.05% on assets exceeding $500 million, and by another 0.05% on assets exceeding $1 billion.
|
|
2
Until at least May 1, 2014, Madison and the fund’s distributor, MFD Distributor, LLC (“MFD”), have agreed to waive fees and reimburse fund expenses, including management and service fees, to the extent necessary to prevent a negative fund yield. Neither Madison nor MFD has the right to recoup these waived fees.
|
|
3
A portion of the fund’s annual management fee (0.10%) is being waived by Madison until at least May 1, 2014.
|
|
4
The management fee for this fund is 0.75% on the first $100 million of net assets, and 0.60% on net assets in excess of $100 million. A portion of the fund’s annual management fee (0.10%) is being waived by Madison until at least May 1, 2014.
|
Fund
|
Service Fee
1
|
Fund
|
Service Fee
1
|
|
Cash Reserves
|
0.15%
2
|
Equity Income
|
0.15%
|
|
Tax-Free Virginia
|
0.35%
|
Large Cap Value
|
0.36%
|
|
Tax-Free National
|
0.35%
|
Investors
|
0.35%
3
|
|
Government Bond
|
0.25%
|
Large Cap Growth
|
0.20%
|
|
Core Bond
|
0.15%
|
Mid Cap
|
0.40%
|
|
High Quality Bond
|
0.19%
|
Small Cap
|
0.25%
|
|
Corporate Bond
|
0.25%
|
NorthRoad International
|
0.35%
|
|
High Income
|
0.20%
|
International Stock
|
0.30%
|
|
Dividend Income
|
0.35%
3
|
|
1
The annual service fee for Class R6 shares offered by a fund is 0.02%.
|
|
2
Until at least May 1, 2014, Madison and the fund’s distributor, MFD, have agreed to waive fees and reimburse fund expenses, including management and service fees, to the extent necessary to prevent a negative fund yield. Neither Madison nor MFD has the right to recoup these waived fees.
|
|
3
A portion of the fund’s annual service fee (0.05%), for Class Y shares only, is being waived by Madison until May 1, 2014. Beginning May 2, 2014 and continuing until September 30, 2015, Madison has agreed to waive and/or reimburse the service fee payable to it on Class Y shares of this fund to the extent necessary to maintain total annual fund operating expenses at 0.95%. Madison does not have the right to recoup these waived fees.
|
1
|
Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
|
2
|
Total return without applicable sales charge.
|
3
|
Amounts represent less than $0.005 per share.
|
4
|
Ratio is net of fees waived by the adviser and distributor.
|
1
|
Based on average daily shares outstanding during the period.
|
2
|
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
1
|
Based on average daily shares outstanding during the year.
|
2
|
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
1
|
Based on average daily shares outstanding during the year.
|
2
|
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
1
|
Total return without applicable sales charge.
|
2
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
3
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
1
|
Based on average daily shares outstanding during the year.
|
2
|
Greater than zero but less than a penny.
|
3
|
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
1
|
Total return without applicable sales charge.
|
2
|
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
3
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
|
1
2
3
4
|
Fund was seeded on October 31, 2009.
Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
Total return without applicable sales charge.
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
MADISON LARGE CAP GROWTH FUND
(formerly MEMBERS Large Cap Growth Fund)
|
|||||||
CLASS Y
|
Year Ended October 31,
|
||||||
2012
|
2011
|
2010
|
2009
|
2008
|
|||
Net Asset Value at beginning of period
|
$16.11
|
$15.30
|
$13.23
|
$11.14
|
$17.45
|
||
Income from Investment Operations:
|
|||||||
Net investment income
1
|
0.06
|
0.04
|
0.07
|
0.06
|
0.06
|
||
Net realized and unrealized gain (loss) on investments
|
1.18
|
0.82
|
2.08
|
2.07
|
(6.37)
|
||
Total from investment operations
|
1.24
|
0.86
|
2.15
|
2.13
|
(6.31)
|
||
Less Distributions:
|
|||||||
Distributions from net investment income
|
(0.02)
|
(0.05)
|
(0.08)
|
(0.04)
|
–
|
||
Total distributions
|
(0.02)
|
(0.05)
|
(0.08)
|
(0.04)
|
–
|
||
Net increase (decrease) in net asset value
|
1.22
|
0.81
|
2.07
|
2.09
|
(6.31)
|
||
Net Asset Value at end of period
|
$17.33
|
$16.11
|
$15.30
|
$13.23
|
$11.14
|
||
Total Return
2
(%)
|
7.72
|
5.63
|
16.26
|
19.26
|
(36.16)
|
||
Ratios/Supplemental Data:
|
|||||||
Net Assets at end of period (in 000’s)
|
$63,956
|
$61,122
|
$94,475
|
$106,390
|
$70,203
|
||
Ratios of expenses to average net assets:
|
|||||||
Before reimbursement of expenses by Adviser (%)
|
0.95
|
0.95
|
0.95
|
1.06
|
1.09
|
||
After reimbursement of expenses by Adviser (%)
|
0.95
|
0.95
|
0.95
|
0.95
|
0.95
|
||
Ratio of net investment income to average net assets
|
|||||||
After reimbursement of expenses by Adviser (%)
|
0.33
|
0.22
|
0.38
|
0.63
|
0.45
|
||
Portfolio Turnover
3
(%)
|
71
|
77
|
79
|
105
|
141
|
||
1
2
3
|
Net investment income (loss) calculated excluding permanent tax adjustments to undistributed net investment income.
Total return without applicable sales charge.
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
CLASS Y
|
Year Ended December 31,
|
||||
2012
|
2011
|
2010
|
2009
|
2008
|
|
Net Asset Value at beginning of period
|
$11.65
|
$11.57
|
$9.55
|
$7.67
|
$12.87
|
Investment operations:
|
|||||
Net investment income
1
|
–
|
(0.02)
|
(0.03)
|
(0.03)
|
(0.03)
|
Net realized and unrealized gain (loss) on investments
|
1.82
|
0.61
|
2.05
|
1.91
|
(4.71)
|
Total from investment operations
|
1.82
|
0.59
|
2.02
|
1.88
|
(4.74)
|
Less distributions from capital gains
|
(0.48)
|
(0.51)
|
–
|
–
|
(0.46)
|
Net Asset Value at end of period
|
$12.99
|
$11.65
|
$11.57
|
$9.55
|
$7.67
|
Total Return (%)
|
15.69
|
5.10
|
21.15
|
24.51
|
(36.61)
|
Ratios/Supplemental Data:
|
|||||
Net Assets at end of period (in 000’s)
|
$168,428
|
$160,328
|
$159,413
|
$140,548
|
$88,964
|
Ratio of expenses to average net assets (%)
|
1.20
|
1.25
|
1.25
|
1.26
|
1.26
|
Ratio of net investment income to average net assets (%)
|
0.00
|
(0.20)
|
(0.26)
|
(0.36)
|
(0.33)
|
Portfolio turnover
2
(%)
|
28
|
32
|
57
|
63
|
76
|
1
|
Based on average daily shares outstanding during the year.
|
2
|
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
1
2
3
4
|
Share class launched on February 29, 2012.
Based on average daily shares outstanding during the period.
Annualized.
Portfolio Turnover is calculated at the fund level and represents the entire period.
|
1
2
3
|
Net investment income calculated excluding permanent tax adjustments to undistributed net investment income.
Total return without applicable sales charge.
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year or period.
|
MADISON NORTHROAD INTERNATIONAL FUND
1
(formerly Madison Mosaic NorthRoad International Fund)
|
||||
Year Ended December 31,
|
||||
CLASS R6
5
|
2012
|
|||
Net Asset Value at beginning of period
|
$ 9.28
|
|||
Investment operations:
|
||||
Net investment income
2
|
0.19
|
|||
Net realized and unrealized gain on investments
|
1.11
|
|||
Total from investment operations
|
1.30
|
|||
Less distribution:
|
||||
From net investment income
|
(0.19)
|
|||
From net capital gains
|
–
|
|||
Total distributions
|
(0.19)
|
|||
Net Asset Value at end of period
|
$10.39
|
|||
Total Return (%)
|
6.70
|
|||
Ratios/Supplemental Data:
|
||||
Net Assets at end of period (in 000’s)
|
$11
|
|||
Ratio of expenses to average net assets (%)
|
0.83
3
|
|||
Ratio of net investment income (loss) to average net assets (%)
|
2.33
3
|
|||
Portfolio turnover
4
(%)
|
12
|
|||
1
2
3
4
5
|
Prior to June 30, 2011, the NorthRoad International Fund was known as the Small/Mid-Cap Fund. Inception of the fund was December 31, 2008 with an effective date of January 1, 2009.
Based on average daily shares outstanding during the period.
Annualized.
Portfolio Turnover is calculated at the fund level and represents the entire fiscal year.
Share class launched on February 29, 2012.
|
Reason we can share your personal information
|
Does Madison Funds share?
|
Can you limit this sharing?
|
For our everyday business purposes—
such as to process your transactions, maintain
your account(s), respond to court orders and legal
investigations, or report to credit bureaus
|
Yes
|
No
|
For our marketing purposes—
to offer our products and services to you
|
Yes
|
No
|
For joint marketing with other financial companies
|
No
|
We don’t share
|
For our affiliates’ everyday business purposes—
information about your transactions and experiences
|
Yes
|
No
|
For our affiliates’ everyday business purposes—
information about your creditworthiness
|
No
|
We don’t share
|
For nonaffiliates to market to you
|
No
|
We don’t share
|
Questions?
|
Call 1-800-877-6089 or go to www.madisonfunds.com.
|
Page 2
|
Ticker Symbol
|
|||||
Fund
|
Class A
|
Class B
|
Class C
|
Class Y
|
Class R6
|
Madison Conservative Allocation Fund
|
MCNAX
|
MCNBX
|
MCOCX
|
N/A
|
N/A
|
Madison Moderate Allocation Fund
|
MMDAX
|
MMDRX
|
MMDCX
|
N/A
|
N/A
|
Madison Aggressive Allocation Fund
|
MAGSX
|
MAGBX
|
MAACX
|
N/A
|
N/A
|
Madison Cash Reserves Fund
|
MFAXX
|
MFBXX
|
N/A
|
N/A
|
N/A
|
Madison Tax-Free Virginia Fund
|
N/A
|
N/A
|
N/A
|
GTVAX
|
N/A
|
Madison Tax-Free National Fund
|
N/A
|
N/A
|
N/A
|
GTFHX
|
N/A
|
Madison Government Bond Fund
|
N/A
|
N/A
|
N/A
|
MADTX
|
N/A
|
Madison Core Bond Fund*
|
MBOAX
|
MBOBX
|
N/A
|
MBOYX
|
MCBRX
|
Madison High Quality Bond Fund
|
N/A
|
N/A
|
N/A
|
MIIBX
|
N/A
|
Madison Corporate Bond Fund
|
N/A
|
N/A
|
N/A
|
COINX
|
N/A
|
Madison High Income Fund
|
MHNAX
|
MHNBX
|
N/A
|
MHNYX
|
N/A
|
Madison Diversified Income Fund
|
MBLAX
|
MBLNX
|
MBLCX
|
N/A
|
N/A
|
Madison Dividend Income Fund
|
N/A
|
N/A
|
N/A
|
BHBFX
|
N/A
|
Madison Equity Income Fund
|
MENAX
|
N/A
|
MENCX
|
MENYX
|
MENRX
|
Madison Investors Fund
|
[pending]
|
N/A
|
N/A
|
MINVX
|
[pending]
|
Madison Large Cap Value Fund
|
MGWAX
|
MGWBX
|
N/A
|
MYLVX
|
N/A
|
Madison Large Cap Growth Fund
|
MCAAX
|
MCPBX
|
N/A
|
MYLGX
|
N/A
|
Madison Mid Cap Fund
|
MERAX
|
MERBX
|
N/A
|
GTSGX
|
MMCRX
|
Madison Small Cap Fund
|
MASVX
|
MBSVX
|
N/A
|
MYSVX
|
N/A
|
Madison NorthRoad International Fund
|
N/A
|
N/A
|
N/A
|
NRIEX
|
NRRIX
|
Madison International Stock Fund
|
MINAX
|
MINBX
|
N/A
|
MINYX
|
N/A
|
GENERAL INFORMATION
|
3
|
INVESTMENT PRACTICES
|
3
|
Lending Portfolio Securities
|
3
|
Restricted and Illiquid Securities
|
3
|
Foreign Transactions
|
3
|
Options on Securities and Securities Indices
|
6
|
Swap Agreements
|
8
|
Bank Loans
|
9
|
Certain Bond Fund Practices
|
10
|
Lower-Rated Corporate Debt Securities
|
10
|
Foreign Government Debt Securities
|
11
|
Convertible Securities
|
11
|
U.S. Government Securities
|
11
|
Other Debt Securities
|
12
|
Mortgage-Backed (Mortgage Pass-Through) Securities
|
13
|
Other Securities Related to Mortgages
|
13
|
Municipal Securities
|
15
|
Privately Arranged Loans and Participants
|
17
|
Repurchase Agreements
|
17
|
Reverse Repurchase Agreements
|
17
|
Forward Commitment and When-Issued Securities
|
18
|
Real Estate Investment Trusts
|
18
|
Exchange Traded Funds
|
18
|
Shares of Other Investment Companies
|
18
|
Temporary Defensive Positions
|
19
|
Types of Investment Risk
|
19
|
Higher-Risk Securities and Practices
|
20
|
FUND NAMES
|
23
|
INVESTMENT LIMITATIONS
|
23
|
PORTFOLIO TURNOVER
|
25
|
MANAGEMENT OF THE TRUST
|
25
|
Trustees and Officers
|
25
|
Trustee Compensation
|
29
|
Board Qualifications
|
29
|
Board Committees
|
29
|
Leadership Structure of the Board
|
30
|
Trustees’ Holdings
|
30
|
SALES LOAD WAIVERS FOR CERTAIN AFFILIATED PERSONS OF THE TRUST
|
30
|
CONTROL PERSONS AND PRINCIPAL HOLDERS OF THE TRUST'S SECURITIES
|
31
|
PORTFOLIO MANAGEMENT
|
32
|
Madison Asset Management, LLC
|
32
|
Shenkman Capital Management, Inc. (High Income Fund)
|
34
|
Wellington Management Company, LLP (Small Cap Fund)
|
34
|
NorthRoad Capital Management LLC (NorthRoad International Fund)
|
34
|
Lazard Asset Management LLC (International Stock Fund)
|
34
|
PORTFOLIO MANAGERS
|
35
|
Madison Asset Management, LLC
|
35
|
Shenkman Capital Management, Inc.
|
38
|
Wellington Management Company, LLP
|
40
|
NorthRoad Capital Management LLC
|
42
|
Lazard Asset Management LLC
|
42
|
TRANSFER AGENT
|
44
|
CUSTODIAN
|
44
|
DISTRIBUTION
|
44
|
Principal Distributor and Distribution of Fund Shares
|
44
|
Distribution and Service Plans
|
45
|
BROKERAGE
|
46
|
PROXY VOTING POLICIES, PROCEDURES AND RECORDS
|
48
|
SELECTIVE DISCLOSURE OF PORTFOLIO HOLDINGS
|
48
|
CODES OF ETHICS
|
49
|
SHARES OF THE TRUST
|
49
|
Shares of Beneficial Interest
|
49
|
Voting Rights
|
50
|
Limitation of Shareholder Liability
|
50
|
Limitation of Trustee and Officer Liability
|
50
|
Limitation of Interseries Liability
|
50
|
NET ASSET VALUE OF SHARES
|
50
|
Cash Reserves Fund
|
51
|
Portfolio Valuation
|
51
|
DISTRIBUTIONS AND TAXES
|
52
|
Distributions
|
52
|
Federal Tax Status of the Funds
|
52
|
Shareholder Taxation
|
54
|
MORE ABOUT PURCHASING AND SELLING SHARES
|
56
|
Minimum Investments
|
56
|
Offering Price
|
56
|
Calculation of the Sales Charge
|
56
|
Sales Charge on Class A Shares
|
56
|
Sales Charge on Class B and Class C Shares
|
57
|
In-Kind Redemptions
|
58
|
ADDITIONAL INVESTOR SERVICES
|
58
|
Systematic Investment Program
|
58
|
Systematic Withdrawal Program
|
58
|
Exchange Privilege and Systematic Exchange Program
|
59
|
Reinstatement or Reinvestment Privilege
|
59
|
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
59
|
FINANCIAL STATEMENTS
|
59
|
APPENDIX A – SUMMARY OF PROXY VOTING POLICIES AND PROCEDURES
|
A-1
|
APPENDIX B – QUALITY RATINGS…………………………………………………………………...................
|
B-1
|
INVESTMENT PRACTICES
|
·
|
Who Issues Municipal Securities in General?
The term “municipal securities” includes a variety of debt obligations that are issued for public purposes by or on behalf of states, territories and possessions of the United States, their political subdivisions, the District of Columbia, Guam, Puerto Rico and other territories. They are also issued by the duly constituted authorities, agencies, public corporations and other instrumentalities of these jurisdictions.
|
·
|
What are Municipal Securities Used For?
Municipal securities may be used for many public purposes, including constructing public facilities such as airports, bridges, highways, housing, hospitals, mass transportation, schools, streets, water and sewer works and gas and electric utilities. Municipal securities may also be used to refund outstanding obligations, to obtain funds to lend to other public institutions and certain private borrowers or for general operating expenses.
|
·
|
How are Municipal Securities Classified by Purpose?
Municipal securities are usually classified as either “general obligation,” “revenue” or “industrial development.”
|
a.
|
General Obligation
. General obligation securities are the obligations of an issuer with taxing power and are payable from the issuer’s general unrestricted revenues. These securities are backed by the full faith, credit and taxing power of the issuer for the payment of principal and interest. They are not limited to repayment from any particular fund or revenue source. For example, a bond issued directly by the State of Missouri is a general obligation bond.
|
b.
|
Revenue
. Revenue securities are repayable only from revenues derived from a particular facility, local agency, special tax, facility user or other specific revenue source. Certain revenue issues may also be backed by a reserve fund or specific collateral. Ordinary revenue bonds are used to finance income producing projects such as public housing, toll roads and bridges. The investor bears the risk that the project will produce insufficient revenue and have insufficient reserves to cover debt service on the bonds.
|
c.
|
Industrial Development.
Industrial development securities are revenue obligations backed only by the agreement of a specific private sector entity to make regular payments to the public authority in whose name they were issued. Collateral may or may not be pledged. States or local authorities generally issue industrial development securities on behalf of private organizations for the purpose of attracting or assisting local industry. These securities usually have no credit backing from any public body. Industrial development securities include pollution and environmental control revenue bonds. Industrial revenue bonds are used to finance privately-operated facilities for business, manufacturing, housing, sports and other purposes and are limited to $10 million per issuer, except when used for certain exempted purposes. Pollution and environmental control revenue bonds are used to finance air and water pollution control facilities required by private users. Repayment of revenue bonds issued to finance privately used or operated facilities is usually dependent entirely on the ability of the private beneficiary to meet its obligations and on the value of any collateral pledged.
|
·
|
How are Municipal Securities Further Classified?
Municipal securities may be classified according to maturity as “notes” if up to about two years in term, or as “bonds” if longer in term.
|
a.
|
Callable Bonds
. Callable municipal bonds are municipal bonds that contain a provision in the bond indenture permitting the issuer to redeem bonds prior to maturity. A bond indenture is the legal document that contains the important terms of the security. Callable bonds are generally subject to call during periods of declining interest rates. If the proceeds of a called bond under such circumstances are reinvested, the result may be a lower overall yield due to lower interest rates. If, when purchased, Madison paid a premium for the bond, some or all of that premium may not be recovered, depending on the call price.
|
b.
|
Notes
. Notes are generally used to meet short-term financing needs and include the following specific types:
|
|
•
|
Tax Anticipation Notes
. Normally, these are general obligation issues that are issued to meet cash needs prior to collecting taxes and generally are payable from specific future tax revenues.
|
|
•
|
Bond Anticipation Notes
. Like tax anticipation notes, these also are normally general obligation issues. They are issued to provide interim financing in anticipation of sales of long-term bonds and generally are payable from the proceeds of a specific proposed bond issue.
|
|
•
|
Revenue Anticipation Notes
. These may be general obligation issues and are issued to provide cash prior to receipt of expected non-tax revenues from a specific source, such as scheduled payments due from the federal government.
|
|
•
|
Project Notes
. Local authorities issue these notes to finance various local redevelopment and housing projects conducted under sponsorship of the federal government. Project notes are guaranteed and backed by the full faith and credit of the United States.
|
|
•
|
Construction Loan Notes
. These notes provide interim financing for construction projects. They are frequently issued in connection with federally insured or guaranteed mortgage financing and may also be insured or guaranteed by the federal government.
|
|
•
|
Tax-Exempt Commercial Paper
. These notes (sometimes called “municipal paper”) are similar to conventional commercial paper, but are tax-free. Municipal paper may be either a general obligation or a revenue issue, although the latter is more common. These issues may provide greater flexibility in scheduling maturities than other municipal notes.
|
|
c.
|
Municipal Lease Obligations
. Municipalities issue municipal lease obligations to finance their obligation to pay rent on buildings or equipment they use. Madison intends to limit its investments in such obligations to those that represent liquid securities for purposes of each fund’s limitation on investments in illiquid securities. Madison will make daily determinations of the liquidity and appropriate valuation of each such obligation, basing its decision on all relevant facts including: (1) the frequency of trades and quotes for the obligation; (2) the number of dealers willing to purchase or sell the security; (3) the number of other potential buyers; (4) the willingness of dealers to make a market in the security; and (5) the nature of the marketplace. With regard to the nature of the marketplace, Madison will consider the time needed to dispose of the security, the method of soliciting offers and the mechanics of the transfer.
|
|
A municipal lease obligation will not be considered liquid unless there is reasonable assurance that its marketability will be maintained throughout the time Madison holds the instrument for the funds. Madison must conclude that the obligation is liquid considering: (1) whether the lease can be cancelled; (2) what assurance there is that the assets represented by the lease can be sold; (3) the strength of the lessee’s general credit; (4) the likelihood that the municipality will discontinue appropriating funding for the leased property because the property is no longer deemed essential to the operations of the municipality; and (5) Madison’s legal recourse in the event of failure to appropriate.
|
·
|
How Can You Tell the Identity of the Issuer?
From time to time, Madison must make determinations as to the identity of the issuer of a particular municipal security. Madison will make this determination considering its understanding of the assets and revenue principally backing the issue and the most significant source of repayment of principal and interest for the issue. If the specific securities are backed by assets and revenues that are independent or separate from the assets and revenues of the jurisdiction or agency in whose name they were issued, then Madison will normally consider those securities to have a separate issuer.
|
·
|
What are the Risks of Geographic Concentration of Investments?
If the credit standing of a particular state or type of issuer generally declined, then a fund could be more adversely affected than if its investments were more diversified. This risk is greatest in the
Tax-Free Virginia Fund
since it is expected to invest principally in the securities of one state.
|
·
|
What are the Risks of Investing in Various Municipal Securities?
Municipal securities generally are subject to possible default, bankruptcy or insolvency of the issuer. Principal and interest repayment may be affected by federal, state and local legislation, referendums, judicial decisions and executive acts. The tax-exempt status of municipal securities may be affected by future changes in the tax laws, litigation involving the tax status of the securities and errors and omissions by issuers and their counsel. Madison will not attempt to make an independent determination of the present or future tax-exempt status of municipal securities acquired for the funds.
|
|
While most municipal securities have a readily available market, a variety of factors, including the scarcity of issues and the fact that tax-free investments are inappropriate for significant numbers of investors, limit the depth of the market for these securities. Accordingly, it may be more difficult for the funds to sell large blocks of municipal securities advantageously than would be the case with comparable taxable securities.
|
·
|
Summary of the Economy of Virginia (applicable to the
Tax-Free Virginia Fund
only)
. The Virginia economy is based primarily on manufacturing, government, agriculture, transportation, mining and tourism. Because of its proximity to Washington, DC, Virginia’s economy has been more sensitive than other states to federal spending reductions. Furthermore, given the heavy concentration of military installations and its proximity to the nation’s capital, the federal/military sector plays an important role in Virginia’s economy.
|
|
Virginia’s overall economic performance continues on its slow path to recovery. While the recession has affected Virginia, the Commonwealth’s economic performance has held up better than many other states. Factors contributing to this strength are its diverse economy and sizable military presence as a job provider and stabilizing factor. However, these are also areas that present potential challenges in light of the Budget Control Act of 2011 and the implementation, unless changed by Congress, of sequestration starting in January 2013.
|
Security or Practice
|
Description
|
Related Risks
|
ADRs
|
ADRs are receipts typically issued by a U.S. financial institution which evidence ownership of underlying securities of foreign corporate issuers. Generally, ADRs are in registered form and are designed for trading in U.S. markets.
|
Market, currency, information, natural event, and political risks (i.e., the risks of foreign securities).
|
Borrowing
|
The borrowing of money from financial institutions or through reverse repurchase agreements.
|
Leverage and credit risks.
|
Emerging Market Securities
|
Any foreign securities primarily traded on exchanges located in or issued by companies organized or primarily operating in countries that are considered lesser developed than countries like the U.S., Australia, Japan, or those of Western Europe.
|
Credit, market, currency, information, liquidity, interest rate, valuation, natural event, and political risks.
|
EDRs and GDRs
|
EDRs and GDRs are receipts evidencing an arrangement with a non-U.S. financial institution similar to that for ADRs and are designed for use in non-U.S. securities markets. EDRs and GDRs are not necessarily quoted in the same currency as the underlying security.
|
Market, currency, information, natural event, and political risks (i.e., the risks of foreign securities).
|
Foreign Money Market Securities
|
Short-term debt obligations issued either by foreign financial institutions or by foreign branches of U.S. financial institutions or foreign issuers.
|
Market, currency, information, interest rate, natural event, and political risks.
|
Foreign Securities
|
Securities issued by companies organized or whose principal operations are outside the U.S., securities issued by companies whose securities are principally traded outside the U.S., or securities denominated or quoted in foreign currency. The term “foreign securities” includes ADRs, EDRs, GDRs, and foreign money market securities.
|
Market, currency, information, natural event, and political risks.
|
Forward Foreign Currency Exchange Contracts
|
Contracts involving the right or obligation to buy or sell a given amount of foreign currency at a specified price and future date.
|
Currency, liquidity, and leverage risks. When used for hedging, also has hedging, correlation, and opportunity risks. When used speculatively, also has speculation risks.
|
Illiquid Securities
|
Any investment that may be difficult or impossible to sell within seven days for the price at which the fund values it.
|
Liquidity, valuation and market risks.
|
Mortgage-Backed Securities
|
Securities backed by pools of mortgages, including passthrough certificates, PACs, TACs, CMOs, and when available, pools of mortgage loans generated by credit unions.
|
Credit, extension, prepayment, and interest rate risks.
|
Non-Investment Grade Securities
|
Investing in debt securities rated below BBB/Baa (i.e., “junk” bonds).
|
Credit, market, interest rate, liquidity, valuation, and information risks.
|
Options
|
In general, an option is the right to buy (called a “call”) or sell (called a “put”) property for an agreed-upon price at any time prior to an expiration date. Both call and put options may be either written (i.e., sold) or purchased on securities or indices.
|
Market, hedging or speculation, leverage, correlation, liquidity, credit, and opportunity risks.
|
Repurchase Agreements
|
The purchase of a security that the seller agrees to buy back later at the same price plus interest.
|
Credit risk.
|
Restricted Securities
|
Securities originally issued in a private placement rather than a public offering. These securities often cannot be freely traded on the open market.
|
Liquidity, valuation, and market risks.
|
Reverse Repurchase Agreements
|
The lending of short-term debt securities; often used to facilitate borrowing.
|
Leverage and credit risks.
|
Securities Lending
|
The lending of securities to financial institutions, which provide cash or government securities as collateral.
|
Credit risk.
|
Shares of Other Investment Companies
|
The purchase of shares issued by other investment companies. These investments are subject to the fees and expenses of the underlying investment company(s).
|
Market risks and the layering of fees and expenses.
|
Short-Term Trading
|
Selling a security soon after purchase or purchasing it soon after it was sold (a fund engaging in short-term trading will have higher turnover and transaction expenses).
|
Market, liquidity and opportunity risks.
|
Smaller Capitalization Companies
|
The purchase of securities issued by a company with a market capitalization (i.e., the price per share of its common stock multiplied by the number of shares of common stock outstanding) within the range of those companies represented in either the S&P Small Cap 600 Index or the Russell 2000
®
Index.
|
Market and liquidity risk.
|
Swaps
|
The entry into interest rate, credit default, index, currency exchange rate and total return swap agreements whereby the parties agree to exchange rates of return (or differentials therein) earned or realized on predetermined investments or instruments.
|
Market, liquidity, currency, credit, counterparty, leverage and opportunity risks.
|
When-Issued Securities and Forward Commitments
|
The purchase or sale of securities for delivery at a future date; market value may change before delivery.
|
Market, opportunity, and leverage risks.
|
Target Alloc.
Funds
|
Cash Reserves
|
Tax
Free
Funds
|
Gov’t Bond
|
Core Bond
|
High Quality Bond
|
Corp. Bond
|
High Income
|
Diversified Income
|
Dividend
Income
|
Equity Income
|
Disc. Equity
|
Invst.
|
Large Cap Value
|
Large
Cap Growth
|
Mid
Cap
|
Small Cap
|
North
Road
Int’l
|
Int’l Stock
|
|
Borrowing
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
30
|
Repurchase Agreements
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
Securities Lending
|
X
|
X
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
33⅓
|
Short-Term Trading
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
*
|
When-Issued Securities;
Forward Commitments
|
**
|
25
|
25
|
25
|
25
|
25
|
25
|
25
|
25
|
25
|
25
|
25
|
25
|
25
|
25
|
*
|
*
|
25
|
25
|
Shares of Other
Investment Companies
1
|
100
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
10
|
Non-Investment Grade
Securities
|
**
|
X
|
X
|
X
|
20
|
X
|
20
|
*
|
20
|
20
|
20
|
20
|
20
|
20
|
20
|
20
|
30
|
20
|
20
|
Foreign Securities
|
**
|
25
2
|
X
|
10**
|
25
|
10
|
25
|
50
|
25
|
25
|
15
|
25
|
25
|
25
|
25
|
25
|
25
|
*
|
*
|
Emerging Market
Securities
|
**
|
X
|
X
|
10**
|
20
|
10
|
10
|
25
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
30
|
30
|
Illiquid Securities
3
|
**
|
5
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
Restricted Securities
|
10**
|
15
|
15
|
15
|
15
|
15
|
30
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
15
|
|
Mortgage-Backed
Securities
|
**
|
X
|
X
|
10
|
25***
|
10
|
10
|
30
|
25***
|
X
|
X
|
X
|
X
|
X
|
X
|
X
|
X
|
X
|
X
|
Options on Securities,
Indices or Currencies
|
**
|
X
|
10**
|
10**
|
10**
|
X
|
10**
|
10
|
15**
|
25
|
*
|
20**
|
20**
|
20**
|
20**
|
20**
|
25**
|
10**
|
10**
|
Forward Foreign Currency Exchange Contracts
|
**
|
X
|
X
|
10**
|
10**
|
X
|
10**
|
10
|
10**
|
10**
|
10**
|
10**
|
10**
|
10**
|
10**
|
10**
|
10**
|
10**
|
10**
|
|
3
Numbers in this row refer to net, rather than total, assets.
|
*
|
One asterisk means that there is no policy limitation on the fund’s usage of that practice or type of security, and that the fund may be currently using that practice or investing in that type of security.
|
**
|
Two asterisks mean that the fund is permitted to use that practice or invest in that type of security, but is not expected to do so on a regular basis or in an amount that exceeds 5% of fund assets.
|
***
|
Excluding government sponsored agency paper.
|
X
|
An “X” mark means that the fund is not permitted to use that practice or invest in that type of security.
|
FUND NAMES
|
INVESTMENT LIMITATIONS
|
1.
|
with respect to 75% of the fund’s total assets, purchase securities of an issuer (other than the U.S. Government, its agencies or instrumentalities), if (i) such purchase would cause more than 5% of the fund’s total assets taken at market value to be invested in the securities of such issuer or (ii) such purchase would at the time result in more than 10% of the outstanding voting securities of such issuer being held by the fund;
|
2.
|
invest 25% or more of its total assets in the securities of one or more issuers conducting their principal business activities in the same industry (excluding the U.S. Government or any of its agencies or instrumentalities); provided that each
Target Allocation Fund
may invest more than 25% of its assets in any one underlying affiliated fund;
|
3.
|
borrow money, except that it may (a) borrow from any lender for temporary purposes in amounts not in excess of 5% of its total assets and (b) borrow from banks in any amount for any purpose, provided that immediately after borrowing from a bank the fund’s aggregate borrowings from any source do not exceed 33 1/3% of the fund’s total assets (including the amount borrowed). If, after borrowing from a bank, a fund’s aggregate borrowings later exceed 33 1/3% of the fund’s total assets, the fund will, within three days after exceeding such limit (not including Sundays or holidays), reduce the amount of its borrowings to meet the limitation. A fund may make additional investments while it has borrowings outstanding. A fund may make other borrowings to the extent permitted by applicable law;
|
4.
|
make loans, except through (a) the purchase of debt obligations in accordance with the fund’s investment objective and policies, (b) repurchase agreements with banks, brokers, dealers and other financial institutions, and (c) loans of securities as permitted by applicable law;
|
5.
|
underwrite securities issued by others, except to the extent that the sale of portfolio securities by the fund may be deemed to be an underwriting;
|
6.
|
purchase, hold or deal in real estate, although a fund may purchase and sell securities that are secured by real estate or interests therein, securities of real estate investment trusts and mortgage-related securities and may hold and sell real estate acquired by a fund as a result of the ownership of securities;
|
7.
|
invest in commodities or commodity contracts, except that the fund may invest in currency, and financial instruments and contracts that are commodities or commodity contracts; or
|
8.
|
issue senior securities to the extent such issuance would violate applicable law.
|
1.
|
no fund will sell securities short or maintain a short position, except for short sales against the box;
|
2.
|
no fund will purchase any security which is not readily marketable if more than 15% (5% for the
Cash Reserves
Fund
) of the net assets of the fund taken at market value, would be invested in such securities;
|
3.
|
with regard to the fundamental policy on industry concentration as it relates to the
Tax-Free Funds
, (i) in addition to U.S. Government securities, obligations which provide income exempt from federal income taxes are also excluded for purposes of the 25% limitation; (ii) the general obligations of governmental units are not considered related to any industry;
1
and (iii) industrial revenue obligations are classified by the industry of the private user;
|
4.
|
with regard to the
Tax-Free Funds
and the
Government Bond, Core Bond, High Quality Bond, Corporate Bond, Dividend Income, Investors, Mid Cap
, and
NorthRoad International Funds
, no such fund will invest more than 5% of the value of its total assets (determined as of the date of purchase) in the securities of any one issuer (other than securities issued or guaranteed by the United States Government or any of its agencies or instrumentalities and excluding bank deposits), and Madison will not purchase, on behalf of any such fund, any securities when, as a result, more than 10% of the voting securities of the issuer would be held by the fund. For purposes of these restrictions, the issuer is deemed to be the specific legal entity having ultimate responsibility for payment of the obligations evidenced by the security and whose assets and revenues principally back the security;
|
5.
|
with regard to the
Tax-Free Funds
, to the extent either of the funds invest in fixed income securities, only investment grade fixed income securities shall be purchased, with the lowest rated securities purchased by the
Tax-Free Virginia Fund
being those rated BBB or Baa;
|
6.
|
with regard to the
Cash Reserves,
Government Bond
and
High Quality Bond Funds
, only investment grade securities shall be purchased;
|
7.
|
with regard to the
Core Bond Fund
, at least 65% of the fund’s assets must be invested in investment grade securities; and
|
8.
|
with regard to the
Corporate Bond Fund
, at least 80% of the fund’s assets must be invested in investment grade securities.
|
|
1
However, revenue obligations backed by particular projects are considered related to the industry classifications of the associated projects.
|
PORTFOLIO TURNOVER
|
|
1
The increase in turnover for 2012 was the result of a portfolio restructuring process to lower the underlying investment costs of the fund.
|
|
2
The portfolio turnover in 2011 was unusually high due to a large inflow into the fund that occurred in mid 2011.
|
|
3
The data shown in the table for this fund represents the portfolio turnover for the accounting survivor resulting from the April 2013 reorganization of this fund and a corresponding Madison Mosaic Fund. For all of these funds, including the Mid Cap Fund, the accounting survivor in each transaction is the applicable Madison Mosaic Fund.
|
|
4
Data shown reflects the fund’s previous fiscal years ended September 30.
|
|
5
Data shown reflects the fund’s previous fiscal years ended December 31.
|
6
|
The portfolio turnover in 2011 was unusually high due to the fund’s transition from a small/mid-cap domestic equity strategy to an international strategy effective June 30, 2011.
|
MANAGEMENT OF THE TRUST
|
Name and
Year of Birth
|
Position(s) and Length of Time Served
|
Principal Occupation(s) During Past Five Years
|
Portfolios Overseen in Fund Complex by Director/
Trustee
1
|
Other Directorships Held by Director/ Trustee During Past Five Years
|
Katherine L. Frank
2
1960
|
Trustee and President, 2009 – Present
|
Madison Investment Holdings, Inc. (“MIH”) (affiliated investment advisory firm of Madison), Executive Director and Chief Operating Officer, 2010 – Present; Managing Director and Vice President, 1986 – 2010
Madison Asset Management, LLC (“Madison”), Executive Director and Chief Operating Officer, 2010 – Present; Vice President, 2004 – 2010
Madison Investment Advisors, LLC (“MIA”) (affiliated investment advisory firm of Madison), Executive Director and Chief Operating Officer, 2010 – Present; President, 1996 – 2010
Madison Strategic Sector Premium Fund (closed end fund), President, 2005 – Present; Ultra Series Fund (16) (mutual funds), President, 2009 – Present; Madison Covered Call & Equity Strategy Fund (closed end fund), President, December 2012 – Present
|
38
|
Madison
Strategic Sector Premium Fund, 2005 – Present;
Ultra Series Fund (16), 2009 – Present
|
Jay R. Sekelsky
1959
|
Vice President, 2009 – Present
|
MIH, Executive Director and Chief Investment Officer, 2010 – Present; Managing Director and Vice President, 1990 – 2010
Madison, Executive Director and Chief Investment Officer, 2010 – Present
MIA, Executive Director and Chief Investment Officer, 2010 – Present; Vice President, 1996 – 2010
Madison Strategic Sector Premium Fund, Vice President, 2005 – Present; Ultra Series Fund (16), Vice President, 2009 – Present; Madison Covered Call & Equity Strategy Fund, Vice President, December 2012 – Present
|
N/A
|
N/A
|
Paul Lefurgey
1964
|
Vice President, 2009 – Present
|
MIH, Managing Director and Head of Fixed Income Investments, 2005
–
Present; Madison and MIA, Managing Director and Head of Fixed Income Investments, 2010 – Present
MEMBERS Capital Advisors, Inc. (“MCA”) (investment advisory firm), Madison, WI, Vice President, 2003 – 2005
Madison Strategic Sector Premium Fund, Vice President, 2010 – Present; Ultra Series Fund (16), Vice President, 2009 – Present; Madison Covered Call & Equity Strategy Fund, Vice President, December 2012 – Present
|
N/A
|
N/A
|
Greg D. Hoppe
1969
|
Treasurer, 2009 – Present
|
MIH and MIA, Vice President, 1999 – Present; Madison, Vice President, 2009 – Present
Madison Strategic Sector Premium Fund, Treasurer, 2009 – Present; Chief Financial Officer, 2005 – 2009; Ultra Series Fund (16), Treasurer, 2009 – Present; Madison Covered Call & Equity Strategy Fund, Treasurer, December 2012 – Present
|
N/A
|
N/A
|
Holly S. Baggot
1960
|
Secretary, 1999 – Present
Assistant Treasurer, 1999 – 2007; 2009 – Present
Treasurer, 2008 – 2009
|
MIH and MIA, Vice President, 2010 – Present; Madison, Vice President, 2009 – Present; MFD Distributor, LLC (“MFD”) (an affiliated brokerage firm of Madison), Vice President, 2012 – Present
MCA, Director-Mutual Funds, 2008-2009; Director-Mutual Fund Operations, 2006-2008; Operations Officer-Mutual Funds, 2005-2006; Senior Manager-Product & Fund Operations, 2001-2005
Madison Strategic Sector Premium Fund, Secretary and Assistant Treasurer, 2010 – Present; Ultra Series Fund (16), Secretary, 1999-Present and Treasurer, 2008-2009 and Assistant Treasurer, 1997-2007 and 2009-Present; Madison Covered Call & Equity Strategy Fund, Secretary and Assistant Treasurer, December 2012 – Present
|
N/A
|
N/A
|
W. Richard Mason
1960
|
Chief Compliance Officer, Corporate Counsel and Assistant Secretary, 2009 – Present
|
MIH, MIA, Madison and Madison Scottsdale, LC (an affiliated investment advisory firm of Madison), Chief Compliance Officer and Corporate Counsel, 2009 – Present; General Counsel and Chief Compliance Officer, 1996 – 2009
MFD, Principal, 1998 – Present; Concord Asset Management, LLC (“Concord”) (an affiliated investment advisory firm of Madison), General Counsel, 1996 – 2009; NorthRoad Capital Management LLC (“NorthRoad”) (an affiliated investment advisory firm of Madison), Chief Compliance Officer and Corporate Counsel, 2011 – Present
Madison Strategic Sector Premium Fund, Chief Compliance Officer, Corporate Counsel and Assistant Secretary, 2009 – Present; Secretary, General Counsel and Chief Compliance Officer, 2005 – 2009; Madison Covered Call & Equity Strategy Fund, Chief Compliance Officer, Corporate Counsel and Assistant Secretary, December 2012 – Present
Ultra Series Fund (16), Chief Compliance Officer, Corporate Counsel and Assistant Secretary, 2009 – Present
|
N/A
|
N/A
|
Pamela M. Krill
1966
|
General Counsel, Chief Legal Officer and Assistant Secretary, 2009 – Present
|
MIH, MIA, Madison, Madison Scottsdale, LC, MFD, and Concord, General Counsel and Chief Legal Officer, 2009 – Present
NorthRoad, General Counsel & Chief Legal Officer, 2011 – Present
Madison Strategic Sector Premium Fund, General Counsel, Chief Legal Officer and Assistant Secretary, 2010 – Present; Ultra Series Fund (16), General Counsel, Chief Legal Officer and Assistant Secretary, 2009 – Present; Madison Covered Call & Equity Strategy Fund, General Counsel, Chief Legal Officer and Assistant Secretary, December 2012 – Present
CUNA Mutual Insurance Society (insurance company with affiliated investment advisory, brokerage and mutual fund operations), Madison, WI, Managing Associate General Counsel-Securities & Investments, 2007 – 2009
Godfrey & Kahn, S.C. (law firm), Madison and Milwaukee, WI, Partner/Shareholder, Securities Practice Group, 1994-2007
|
N/A
|
N/A
|
________________________________________
|
3
As of the date of this SAI, the fund complex consists of Madison Funds with 21 portfolios, the Ultra Series Fund with 16 portfolios, the Madison Strategic Sector Premium Fund (a closed-end fund) and the Madison Covered Call & Equity Strategy Fund (closed end fund) (“MCN”), for a grand total of 39 separate portfolios in the fund complex. Not every Trustee is a member of the Board of Trustees of every fund in the fund complex, as noted above. References to the “Fund Complex” in the following tables have the meaning disclosed in this paragraph. MCN was not part of the Fund Complex prior to 2013.
|
Name and
Year of Birth
|
Position(s) and Length of Time Served
4
|
Principal Occupation(s) During Past Five Years
|
Portfolios Overseen in Fund Complex by Director/ Trustee
5
|
Other Directorships
Held by Director/Trustee During Past Five Years
|
Philip E. Blake
1944
|
Trustee, 2009 – Present
|
Retired Investor
Lee Enterprises, Inc (news and advertising publisher), Madison, WI, Vice President, 1998 - 2001
Madison Newspapers, Inc., Madison, WI, President and Chief Executive Officer, 1993 – 2000
|
39
|
Edgewood College, 2003 – Present; Chairman of the Board, 2010 – 2012
Nerites Corporation (technology company), 2004 – Present
Madison Strategic Sector Premium Fund, 2005 – Present; Ultra Series Fund (16), 2009 – Present; Madison Covered Call & Equity Strategy Fund, December 2012 – Present
|
James R Imhoff, Jr.
1944
|
Trustee, 2009 – Present
|
First Weber Group (real estate brokers), Madison, WI, Chief Executive Officer, 1996 – Present
|
39
|
Park Bank, 1978 – Present
Madison Strategic Sector Premium Fund, 2005 – Present; Madison Covered Call & Equity Strategy Fund, 2005 – Present; Ultra Series Fund (16), 2009 – Present
|
Steven P. Riege
1954
|
Trustee, 2005 – Present
|
Ovation Leadership (management consulting), Milwaukee, WI, Owner/President, 2001 – Present
Robert W. Baird & Company (financial services), Milwaukee, WI, Senior Vice President-Marketing and Vice President-Human Resources, 1986 – 2001
|
37
|
Ultra Series Fund (16), 2005 – Present
|
Richard E. Struthers
1952
|
Trustee, 2004 – Present
|
Clearwater Capital Management (investment advisory firm), Minneapolis, MN, Chair and Chief Executive Officer, 1998 – Present
Park Nicollet Health Services, Minneapolis, MN, Chairman, Finance and Investment Committee, 2006 – 2012
IAI Mutual Funds, Minneapolis, MN, President and Director, 1992-1997
|
37
|
Park Nicolet Health Services, 2001 – 2012
HealthPartners, 2013 – Present
Ultra Series Fund (16), 2004 – Present
|
Lorence D. Wheeler
1938
|
Trustee, 2009 – Present
|
Retired investor
Credit Union Benefits Services, Inc. (a provider of retirement plans and related services for credit union employees nationwide), Madison, WI, President, 1986 – 1997
|
39
|
Grand Mountain Bank FSB and Grand Mountain Bancshares, Inc. 2003 – Present
Madison Strategic Sector Premium Fund, 2005 – Present; Madison Covered Call & Equity Strategy Fund, 2005 – Present; Ultra Series Fund (16), 2009 – Present
|
Trustee Name
|
Aggregate Compensation from Trust
|
Total Compensation from Trust and Fund Complex
1
|
Steven P. Riege
|
$27,000
3
|
$62,250
|
Richard E. Struthers
|
$27,000
3
|
$62,250
|
Lorence D. Wheeler
|
$22,000
|
$76,000
|
James R Imhoff, Jr.
|
$22,000
|
$76,000
|
Philip E Blake
|
$22,000
|
$76,000
|
Katherine L. Frank
2
|
None
|
None
|
|
___________________________________
|
1
|
Fund Complex as defined above. Because MCN was not part of the Fund Complex until 2013, Trustee compensation relating to service on the MCN Board of Trustees is not included in the above chart. In addition, until April 2013, the Trust did not include the following funds: Tax-Free Virginia, Tax-Free National, Government Bond, High Quality Bond, Corporate Bond, Dividend Income, Investors, and NorthRoad International Funds (collectively referred to as the “Former Madison Mosaic Funds”). However, prior to such date, each of these funds was a separate series of the Madison Mosaic Funds, which (collectively) were included in the definition of Fund Complex at that time because of their affiliation with the Trust’s investment adviser. Accordingly, while the Former Madison Mosaic Funds are not included in the chart under “Aggregate Compensation from the Trust,” they are included in the “Total Compensation from the Trust and the Fund Complex.”
|
2
|
Non-compensated interested Trustee.
|
2
|
These Trustees receive additional compensation for serving as chairs of the Board committees.
|
Dollar Range of Equity Securities in the Trust
1
|
||||||||||
Name of Trustee
|
Aggressive
Allocation
|
Cash
Reserves
|
High Income
|
Large Cap
Growth
|
Large
Cap
Value
|
Int’l.
Stock
|
Small
Cap
|
Aggregate Dollar Range of Equity Securities in Fund Complex
1, 2
|
||
Steven P. Riege
|
$1-$10,000
|
None
|
None
|
None
|
None
|
None
|
$1-$10,000
|
$1-$10,000
|
||
Richard E. Struthers
|
None
|
None
|
None
|
None
|
None
|
$50,001-$100,000
|
None
|
$50,001-$100,000
|
||
Lorence D. Wheeler
|
None
|
$1-$10,000
|
None
|
$10,001-$50,000
|
$10,001-$50,000
|
None
|
None
|
over $100,000
|
||
Philip E Blake
|
None
|
None
|
$10,001-$50,000
|
$10,001-$50,000
|
None
|
None
|
$1-$10,000
|
over $100,000
|
||
James R Imhoff, Jr.
|
None
|
None
|
None
|
None
|
None
|
None
|
None
|
over $100,000
|
||
Katherine L. Frank
|
None
|
None
|
None
|
None
|
None
|
None
|
None
|
over $100,000
|
|
1
Dollar ranges are as follows: none; $1–$10,000; $10,001-$50,000; $50,001-$100,000; and over $100,000. Information as of December 31, 2012.
|
|
2
Fund Complex as defined above. Because MCN was not part of the Fund Complex until 2013, data relative to MCN is not included in the above chart. In addition, until April 2013, the Trust did not include the Former Madison Mosaic Funds. However, prior to such date, each of these funds was a separate series of the Madison Mosaic Funds, which (collectively) were included in the definition of Fund Complex at that time because of their affiliation with the Trust’s investment adviser. Accordingly, while the Former Madison Mosaic Funds are not included in the chart under “Dollar Range of Equity Securities in the Trust,” they are included in the “Aggregate Dollar Range of Equity Securities in the Fund Complex.”
|
SALES LOAD WAIVERS FOR CERTAIN AFFILIATED PERSONS OF THE TRUST
|
CONTROL PERSONS AND PRINCIPAL HOLDERS OF THE TRUST’S SECURITIES
|
Shareholder
|
Equity Income
|
Small Cap
|
International Stock
|
Frank E. Burgess, Madison, WI
|
5.16%
|
||
MEMBERS Heritage Federal Credit Union Retirement Health Trust, Lexington, KY
|
5.97%
|
||
MEMBERS Heritage Federal Credit Union Retirement Health Trust, Lexington, KY
|
10.52%
|
||
Stephen T. O‘Brien, Harvard, MA
|
34.59%
|
Shareholder
|
Cash Reserves
|
Small Cap
|
Melanie A Keete, Tampa, FL
|
5.75%
|
|
Big Brothers Big Sisters of El Paso, El Paso, TX
|
5.75%
|
|
State Street Bank Custodian R/O IRA FBO Humberto Prieto, Miami, FL
|
5.98%
|
|
Pershing LLC., Jersey City, NJ*
|
5.67%
|
Shareholder
|
Aggressive
Allocation
|
Diversified Income
|
Equity
Income
|
Madison Investment Holding Inc., Madison, WI
|
5.02%
|
13.07%
|
|
Pershing LLC., Jersey City, NJ*
|
5.14%
|
||
Pershing LLC., Jersey City, NJ*
|
5.61%
|
||
Pershing LLC., Jersey City, NJ*
|
12.66%
|
||
Pershing LLC., Jersey City, NJ*
|
12.40%
|
||
Pershing LLC., Jersey City, NJ*
|
14.28%
|
||
Pershing LLC., Jersey City, NJ*
|
9.62%
|
||
William W. Goddard TTEE Family Trust of William W. Goddard, Riverside, CA
|
12.74%
|
||
PACUL Services Inc., Corinne Sherman 457(f) Plan, Harrisburg, PA
|
8.84%
|
||
Pennsylvania CU Association FBO Michael A. Wishnow 457(f) Plan, Harrisburg, PA
|
8.32%
|
Shareholder
|
Core
Bond
Fund
|
High Income
|
Equity
Income
|
Large
Cap
Value
|
Large
Cap Growth
|
Mid
Cap
|
Small
Cap
|
Int’l
Stock
|
MEMBERS Conservative Allocation Fund, Madison, WI
|
7.77%
|
9.10%
|
6.30%
|
|||||
MEMBERS Moderate Allocation Fund, Madison, WI
|
10.12%
|
12.83%
|
12.03%
|
14.09%
|
6.92%
|
9.41%
|
9.41%
|
|
MEMBERS Aggressive Allocation Fund, Madison, WI
|
5.87%
|
5.90%
|
5.06%
|
|||||
Ultra Series Conservative Allocation Fund, Madison, WI
|
30.34%
|
34.00%
|
12.77%
|
16.89%
|
12.02%
|
24.17%
|
||
Ultra Series Moderate Allocation Fund, Madison, WI
|
37.87%
|
40.27%
|
14.23%
|
36.40%
|
42.
|
20.78%
|
33.45%
|
28.89%
|
Ultra Series Aggressive Allocation Fund, Madison, WI
|
18.24%
|
18.25%
|
14.98%
|
17.30%
|
13.10%
|
|||
Transamerica Madison Balanced Allocation VP, St. Petersburg, FL
|
6.31%
|
6.75%
|
||||||
Transamerica Madison Conservative Allocation VP, St. Petersburg, FL
|
7.55%
|
7.27%
|
||||||
Goldman Sachs & Co., Salt Lake City, UT*
|
18.54%
|
|||||||
Wells Fargo Bank NA FBO, H&K DB Funds, Minneapolis, MN
|
5.03%
|
Shareholder
|
Equity Income
|
Madison Investment Holdings Inc., Madison, WI
|
100%
|
PORTFOLIO MANAGEMENT
|
_____________________________________________________________________________________________________
|
1
Except for the Target Allocation Funds, Tax-Free Funds, Government Bond Fund, High Quality Bond Fund, Corporate Bond Fund, Investors Fund, NorthRoad International Fund, Dividend Income Fund, and Equity Income Fund, each fund’s management fee will be reduced by 0.05% on assets exceeding $500 million, and by another 0.05% on assets exceeding $1 billion.
|
2
|
The amounts shown reflect a waiver of $53,154 of advisory fees for the year ended October 31, 2012, $53,379 of advisory fees for the year ended October 31, 2011, and $61,553 of advisory fees for the year ended October 31, 2010, for the purpose of maintaining a one-day yield of zero. Madison does not have the right to recoup these waived fees.
|
3
|
A portion of the fund’s annual management fee (0.10%) is being waived by Madison until May 1, 2014.
|
4
|
The management fee for this fund is 0.75% on the first $100 million of net assets, and 0.60% on net assets in excess of $100 million. A portion of the fund’s annual management fee (0.10%) is being waived by Madison until May 1, 2014.
|
5
|
Until November 30, 2010, the fund did not pay any management fees under its former agreement with Madison.
|
6
|
The data shown in the table for this fund represents the management fees paid by the accounting survivor resulting from the April 2013 reorganization of this fund and a corresponding Madison Mosaic Fund. For all of these funds, including the Mid Cap Fund, the accounting survivor in each transaction is the applicable Madison Mosaic Fund.
|
7
|
Data shown reflects the fund’s previous fiscal years ended September 30.
|
8
|
Data shown reflects the fund’s previous fiscal years ended December 31.
|
·
|
Handling bookkeeping and portfolio accounting for the Trust.
|
·
|
Handling telephone inquiries, cash withdrawals and other customer service functions (including monitoring wire transfers).
|
·
|
Providing appropriate supplies, equipment and ancillary services necessary to conduct the Trust’s affairs.
|
·
|
Arranging for and paying the custodian, fund transfer agent, fund accountant and fund administrator.
|
·
|
Arranging for and paying the Trust’s independent registered public accountants, legal counsel and outside counsel to the Independent Trustees.
|
·
|
Registering the Trust and its shares with the SEC and notifying any applicable state securities commissions of the sale of such shares in their jurisdiction.
|
·
|
Printing and distributing prospectuses and periodic financial reports to current shareholders.
|
·
|
Paying for trade association membership.
|
·
|
Preparing shareholder reports, proxy materials and holding shareholder meetings.
|
·
|
Paying the Independent Trustees’ meeting fees and out-of-pocket expenses.
|
Fund
|
Service Fee
1
|
2012
|
2011
|
2010
|
Conservative Allocation
|
0.25%
|
$137,898
|
120,584
|
$82,932
|
Moderate Allocation
|
0.25%
|
301,636
|
288,365
|
222,214
|
Aggressive Allocation
|
0.25%
|
107,077
|
103,090
|
62,742
|
Cash Reserves
|
0.15%
|
10,688
2
|
12,767
2
|
6,108
2
|
Tax-Free Virginia
6,7
|
0.35%
|
88,309
|
90,019
|
91,896
|
Tax-Free National
6,7
|
0.35%
|
119,202
|
111,965
|
114,689
|
Government Bond
6,8
|
0.25%
|
15,023
|
14,441
|
12,721
|
Core Bond
|
0.15%
|
224,864
|
289,376
|
290,203
|
High Quality Bond
6,8
|
0.19%
|
208,937
|
132,522
|
106,936
|
Corporate Bond
6,8
|
0.25%
5
|
51,536
|
10,178
|
281
|
High Income
|
0.20%
|
201,958
|
224,867
|
209,793
|
Diversified Income
|
0.20%
|
190,369
|
179,223
|
156,607
|
Dividend Income
6,8
|
0.35%
3
|
52,444
|
58,411
|
49,539
|
Equity Income
|
0.15%
|
141,721
|
60,777
|
27,714
|
Investors
6,8
|
0.35%
3
|
106,553
|
96,492
|
95,461
|
Large Cap Value
|
0.36%
|
518,481
|
532,357
|
535,116
|
Large Cap Growth
|
0.20%
|
248,206
|
281,058
|
275,581
|
Mid Cap
6,8
|
0.40%
|
787,027
|
768,620
|
547,985
|
Small Cap
|
0.25%
|
49,072
|
71,331
|
55,213
|
NorthRoad International
6,8
|
0.35%
|
83,107
|
6,924
|
6,800
|
International Stock
|
0.30%
|
153,120
|
263,730
|
290,706
|
|
1
The service fees set forth in this table are for all but the Class R6 shares. The service fee for the Class R6 shares is 0.02% annually.
|
|
2
The amount shown reflects a waiver of $9,245 of service fees for the year ended October 31, 2012, $7,256 of service fees for the year ended October 31, 2011, and $2,138 of service fees for the year ended October 31, 2010, for the purpose of maintaining a one-day yield of zero. Madison does not have the right to recoup these waived fees.
|
3
|
A portion of the fund’s annual service fee (0.05%) on Class Y shares only is being waived by Madison until May 1, 2014. Beginning May 2, 2014 and continuing until September 30, 2015, Madison has agreed to waive and/or reimburse the service fee it receives on Class Y shares to the extent necessary to maintain total annual fund operating expenses at 0.95%. Beginning September 23, 2013 and continuing until September 30, 2015, Madison has also agreed to waive and/or reimburse the service fee it receives on Class A shares to the extent necessary to maintain total annual fund operating expenses at 1.20%. Madison does not have the right to recoup any waived fees.
|
4
|
[Reserved].
|
5
|
Until November 30, 2010, the fund did not pay any service fees under its former agreement with Madison.
|
6
|
The data shown in the table for this fund represents the service fees paid by the accounting survivor resulting from the April 2013 reorganization of this fund and a corresponding Madison Mosaic Fund. For all of these funds, including the Mid Cap Fund, the accounting survivor in each transaction is the applicable Madison Mosaic Fund.
|
|
7
Data shown reflects the fund’s previous fiscal years ended September 30.
|
|
8
Data shown reflects the fund’s previous fiscal years ended December 31.
|
|
Fiscal year ended October 31
|
Amount
|
2012
|
$377,672
|
2011
|
$418,710
|
2010
|
$435,037
|
Fiscal year ended October 31
|
Amount
|
2012
|
$137,395
|
2011
|
$199,692
|
2010
|
$204,137
|
1
|
These fees were paid by the accounting survivor resulting from the April 2013 reorganization of this fund and a corresponding Madison Mosaic Fund. The accounting survivor in this transaction is the applicable Madison Mosaic Fund.
NorthRoad began subadvising this fund on June 30, 2011. Prior to June 30, 2011, there was no subadviser to the fund. The data shown reflects the fund’s fiscal years ended December 31.
|
Fiscal year ended October 31
|
Amount
|
||
2012
|
$278,675
|
||
2011
|
$464,445
|
||
2010
|
$552,680
|
||
PORTFOLIO MANAGERS
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
6
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
9
|
$1,001,026,039
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
6,665
|
$1,395,939,391
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
9
|
$1,001,026,039
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
6,665
|
$1,395,939,391
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
0
|
0
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
0
|
$0
|
Other Accounts
|
10,137
|
$5,498,999,532
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
7
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
1
|
$50,722,065
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
0
|
$0
|
Other Accounts
|
10,137
|
$5,498,999,532
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
0
|
0
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
0
|
$0
|
Other Accounts
|
10,137
|
$5,498,999,532
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
1
|
$400,569,513
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
0
|
$0
|
Other Accounts
|
10,137
|
$5,498,999,532
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
3
|
$956,032,346
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
0
|
$0
|
Other Accounts
|
3,761
|
$1,096,099,910
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
1
|
$513,782,124
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
0
|
$0
|
Other Accounts
|
3,760
|
$1,033,218,183
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
2
|
$245,868,717
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
0
|
$0
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
2
|
$245,868,717
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
0
|
$0
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
0
|
$0
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
0
|
$0
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
1
|
$370,907,695
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
0
|
$0
|
Other Accounts
|
3,760
|
$1,033,218,183
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
|
Registered Investment Companies
|
1
|
$370,907,695
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
0
|
0
|
$0
|
Other Accounts
|
3,760
|
$1,033,218,183
|
0
|
$0
|
Portfolio Manager
|
Fund
|
Range
|
David Hottmann
|
None
|
None
|
Patrick Ryan
|
None
|
None
|
Mike Peters
|
Conservative Allocation
Moderate Allocation
Core Bond
High Quality Bond
Corporate Bond
High Income
Diversified Income
Dividend Income
Investors
Mid Cap
|
$10,001 - $50,000
$10,001 - $50,000
$50,001 - $100,000
$10,001 - $50,000
$10,001 - $50,000
$50,001 - $100,000
$10,001 - $50,000
$50,001 - $100,000
$10,001 - $50,000
$10,001 - $50,000
|
Chris Nisbet
|
None
|
None
|
Allen Olson
|
None
|
None
|
Paul Lefurgey
|
Investors
|
$10,001 - $50,000
|
John Brown
|
Dividend Income
Large Cap Value
Large Cap Growth
Mid Cap
|
$100,001- $500,000
$100,001- $500,000
$1 - $10,000
$10,001 - $50,000
|
Jay Sekelsky
|
Dividend Income
Investors
Large Cap Value
Mid Cap
NorthRoad International
|
$100,001 - $500,000
Over $1 million
$100,001 - $500,000
$500,001 - $1 million
$100,001 – $500,000
|
Frank Burgess
|
Equity Income
Investors
Mid Cap
|
$100,001- $500,000
$100,001 - $500,000
Over $1 million
|
Ray DiBernardo
|
Madison Equity Income
|
$10,001 - $50,000
|
Marian Quade
|
High Quality
Dividend Income
Mid Cap
NorthRoad International
|
$50,001 - $100,000
$10,001 - $50,000
$10,001 - $50,000
$1 - $10,001
|
Walter Dewey
|
None
|
None
|
Richard Eisinger
|
Investors
Mid Cap
|
$100,001 - $500,000
$500,001 - $1 million
|
Matt Hayner
|
Investors
Mid Cap
|
$100,001 - $500,000
$100,001 - $500,000
|
|
1
Dollar ranges are as follows: none; $1–$10,000; $10,001-$50,000; $50,001-$100,000; $100,001-$500,000; $500,001-$1 million; and over $1 million.
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
9
|
$4,216,838,330
|
0
|
$0
|
Other Pooled Investment Vehicles
|
13
|
$3,365,743,477
|
5
|
$927,348,632
|
Other Accounts
|
241
|
$13,911,447,604
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
1
|
$67,189,332
|
0
|
$0
|
Other Pooled Investment Vehicles
|
5
|
$413,188,440
|
1
|
$10,783,238
|
Other Accounts
|
34
|
$3,157,915,719
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
0
|
$0
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
20
|
$3,213,059,587
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
1
|
$15,203,053
|
0
|
$0
|
Other Pooled Investment Vehicles
|
2
|
$1,988,770,560
|
0
|
$0
|
Other Accounts
|
18
|
$2,390,374,217
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
3
|
$1,395,648,098
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
40
|
$2,810,769,481
|
0
|
$0
|
Fund
|
Benchmark Index and/or Peer Group for the Incentive Period
|
Small Cap Fund
|
Russell 2000
®
Index
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
13
|
$1,652,950,907
|
0
|
$0
|
Other Pooled Investment Vehicles
|
7
|
$1,206,162,603
|
1
|
$143,384,694
|
Other Accounts
|
21
|
$1,281,842,529
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
13
|
$1,652,950,907
|
0
|
$0
|
Other Pooled Investment Vehicles
|
7
|
$1,206,162,603
|
1
|
$143,384,694
|
Other Accounts
|
21
|
$1,281,842,529
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
0
|
$0
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
1,198
|
$327,500,751
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
0
|
$0
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
1,198
|
$327,500,751
|
0
|
$0
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
0
|
$0
|
0
|
$0
|
Other Pooled Investment Vehicles
|
0
|
$0
|
0
|
$0
|
Other Accounts
|
1,198
|
$327,500,751
|
0
|
$0
|
1
|
Numbers are approximate.
|
Portfolio Manager
|
NorthRoad International
|
Chuck Saunders
|
$10,001-$50,000
|
Jim Shore
|
$50,001-$100,000
|
Ray Vars
|
$50,001-$100,000
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
6
|
$2,359,870,144
|
0
|
$0
|
Other Pooled Investment Vehicles
|
6
|
$127,966,646
|
4
|
$92,248,036
|
Other Accounts
|
72
|
$7,681,772,505
|
1
|
$75,965,637
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
9
|
$4,453,793,663
|
1
|
$1,964,868,547
|
Other Pooled Investment Vehicles
|
5
|
$175,495,451
|
0
|
$0
|
Other Accounts
|
249
|
$12,785,017,037
|
1
|
$75,965,637
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
8
|
$3,399,711,188
|
1
|
$1,964,868,547
|
Other Pooled Investment Vehicles
|
4
|
$172,279,706
|
0
|
$0
|
Other Accounts
|
203
|
$9,063,066,672
|
1
|
$75,965,637
|
Types of Accounts
|
Number of Other Accounts Managed
|
Total Assets in Accounts
1
|
Accounts with Performance-Based Advisory Fees
|
Total Assets in Accounts with Performance-Based Advisory Fees
1
|
Registered Investment Companies
|
8
|
$3,399,711,188
|
1
|
$1,964,868,547
|
Other Pooled Investment Vehicles
|
4
|
$172,279,706
|
0
|
$0
|
Other Accounts
|
203
|
$9,063,066,672
|
1
|
$75,965,637
|
TRANSFER AGENT
|
Regular Mail:
Madison Funds
P.O. Box 8390
Boston, MA 02266-8390
|
Express, Certified or Registered Mail:
Madison Funds
c/o Boston Financial Data Services
30 Dan Road
Canton, MA 02021-2809
|
|
CUSTODIAN
|
DISTRIBUTION
|
Class A Plan
|
Class B Plan
|
Class C Plan
|
|
Advertising
|
0
|
0
|
0
|
Printing and mailing of prospectuses to other than current shareholders
|
0
|
0
|
0
|
Compensation to underwriters
|
0
|
0
|
0
|
Compensation to selling brokers
|
$1,225,135
|
$966,138
|
$137,302
|
Compensation to sales personnel
|
$18,551
|
$14,629
|
$2,079
|
Interest, carrying, or other financing charges
|
0
|
0
|
0
|
Total
|
$1,243,686
|
$980,767
|
$139,381
|
BROKERAGE
|
|
____________________________________________________________________________________________________________________________
|
1
|
The data shown in the table for this fund represents the brokerage commissions paid by the accounting survivor resulting from the April 2013 reorganization of this fund and a corresponding Madison Mosaic Fund. For all of these funds, including the Mid Cap Fund, the accounting survivor in each transaction is the applicable Madison Mosaic Fund.
|
|
2
Data shown reflects the fund’s previous fiscal years ended September 30.
|
|
3
Data shown reflects the fund’s previous fiscal years ended December 31.
|
Fund
|
Name of Regular Broker or Dealer of Parent (Issuer)
|
IRS Number
|
Type of Security Owned
|
Value Owned
as of
October 31, 2012
|
Diversified Income Fund
|
U.S. Bancorp
|
41-0255900
|
Debt
|
$525,000
|
Diversified Income Fund
|
U.S. Bancorp
|
41-0255900
|
Equity
|
$1,113,000
|
Large Cap Value Fund
|
U.S. Bancorp
|
41-0255900
|
Equity
|
$3,804,000
|
Equity Income Fund
|
Morgan Stanley
|
36-3145972
|
Equity
|
$1,566,000
|
Equity Income Fund
|
State Street Corp.
|
04-2456637
|
Equity
|
$1,337,000
|
PROXY VOTING POLICIES, PROCEDURES AND RECORDS
|
SELECTIVE DISCLOSURE OF PORTFOLIO HOLDINGS
|
CODES OF ETHICS
|
SHARES OF THE TRUST
|
NET ASSET VALUE OF SHARES
|
DISTRIBUTIONS AND TAXES
|
(i)
|
Distributions of net investment company taxable income (which includes dividends, interest, net short-term capital gains, and net gains from foreign currency transactions) with respect to the
Cash Reserves Fund
will be declared and paid daily and reinvested monthly in additional full and fractional shares of such fund, unless otherwise directed;
|
(ii)
|
Distributions of net investment company taxable income, if any, with respect to the
Tax-Free Virginia, Tax-Free National, Government Bond, Core Bond, Corporate Bond,
High
Income
and
Diversified Income Funds
will be declared and reinvested monthly in additional full and fractional shares of the respective fund, unless otherwise directed; and
|
(iii)
|
Distributions of net investment company taxable income, if any, with respect to the
Conservative Allocation, High Quality Bond, Dividend Income
and
Equity Income Funds
will be declared and reinvested quarterly in additional full and fractional shares of the fund, unless otherwise directed; and
|
(iv)
|
Distributions of net investment company taxable income, if any, with respect to the
Moderate Allocation
,
Aggressive Allocation, Investors, Large Cap Value, Large Cap Growth, Mid Cap, Small Cap, NorthRoad International
and
International Stock Funds
will be declared and reinvested annually in additional full and fractional shares of the respective fund, unless otherwise directed; and
|
(v)
|
All net realized short-term and long-term capital gains of each fund, if any, will be declared and distributed at least annually, but in any event, no more frequently than allowed under SEC rules, to the shareholders of each fund to which such gains are attributable.
|
Carryover Expiring in:
|
No Expiration Date
|
||||
Fund
|
2016
|
2017
|
2018
|
Short Term
|
Long Term
|
Conservative Allocation
|
$ 269,352
|
$1,619,779
|
$ -
|
$ -
|
$
-
|
Moderate Allocation
|
2,653,911
|
6,462,247
|
3,257,526
|
-
|
-
|
Aggressive Allocation
|
578,550
|
2,049,055
|
2,346,155
|
-
|
-
|
Cash Reserves
|
-
|
-
|
5
|
1
|
-
|
Tax-Free Virginia
1,2
|
-
|
-
|
-
|
-
|
-
|
Tax-Free National
1,2
|
-
|
-
|
-
|
-
|
-
|
Government Bond
1,3
|
-
|
-
|
-
|
-
|
-
|
Core Bond
|
-
|
175,131
|
-
|
-
|
-
|
High Quality Bond
1,3
|
-
|
-
|
-
|
-
|
-
|
Corporate Bond
1,3
|
-
|
-
|
-
|
-
|
-
|
High Income
|
-
|
298,070
|
-
|
-
|
-
|
Diversified Income
|
-
|
9,384,360
|
-
|
-
|
-
|
Dividend Income
1,3
|
-
|
-
|
-
|
-
|
-
|
Equity Income
|
-
|
-
|
-
|
-
|
-
|
Investors
1,3
|
-
|
1,284,692
|
-
|
-
|
-
|
Large Cap Value
|
-
|
15,499,010
|
-
|
-
|
-
|
Large Cap Growth
|
-
|
3,049,082
|
-
|
-
|
-
|
Mid Cap
1,3
|
-
|
-
|
-
|
-
|
-
|
Small Cap
|
2,703,576
|
-
|
-
|
-
|
-
|
NorthRoad International
1,3
|
-
|
-
|
-
|
28,227
|
5,560
|
International Stock
|
-
|
13,268,536
|
1,381,274
|
-
|
-
|
1
|
The data shown in the table for this fund represents the capital loss carryfowards of the accounting survivor resulting from the April 2013 reorganization of this fund and a corresponding Madison Mosaic Fund. For all of these funds, including the Mid Cap Fund, the accounting survivor in each transaction is the applicable Madison Mosaic Fund.
|
|
2
Data shown reflects the fund’s previous fiscal years ended September 30.
|
|
3
Data shown reflects the fund’s previous fiscal years ended December 31
|
·
|
Distributions.
Distributions from a fund’s net investment company taxable income (which includes dividends, interest, net short-term capital gains, and net gains from foreign currency transactions), if any, generally are taxable as ordinary income whether reinvested or received in cash, unless such distributions are attributable to “qualified dividend” income eligible for the reduced rate of tax on long-term capital gains or unless you are exempt from taxation or entitled to a tax deferral. Currently, the maximum rate applicable to long-term capital gains, and thus to qualified dividend income, is set at 15%.
|
·
|
Dividends Received Deduction.
Assuming a fund qualifies as regulated investment company, the dividends received deduction for shareholders of such fund
who are corporations will apply to ordinary income distributions to the extent the distribution represents amounts that would qualify for the dividends received deduction to the fund if such fund were a regular corporation, and to the extent designated by the fund as so qualifying.
|
·
|
Distributions.
Shareholders of a fund will be subject to federal income tax on any ordinary net income and net capital gains realized by the fund and distributed to them as regular or capital gains dividends. It does not matter whether the dividend is distributed in cash or in the form of additional shares. Generally, dividends declared by the funds during October, November or December of any calendar year and paid to shareholders before February 1 of the following year will be treated for tax purposes as received in the year the dividend was declared. Exemption from federal income tax of dividends derived from municipal securities does not necessarily result in an exemption under the tax laws of any state or local taxing authority. A shareholder may be exempt from state and local taxes on dividends derived from municipal securities issued by entities located within the shareholder’s state of residence, but the shareholder may be subject to state or local tax on dividends derived from other obligations. Shareholders will receive a breakdown of dividends by state on an annual basis for the
Tax-Free National Fund
. Shareholders should consult with their own tax advisors about the status of distributions from the funds in their tax jurisdiction.
|
·
|
Pass Through of Tax-Exempt Dividends.
The Code permits mutual funds with at least 50% of the value of their assets invested in tax-exempt securities as of the close of each fiscal quarter to “flow through” to shareholders the tax-exempt character of the interest paid. The funds intend to qualify under this provision so that dividends paid to shareholders will be treated as “exempt-interest dividends” in the same proportion as each fund’s annual net investment income is derived from tax-exempt sources. This means that, to the extent a fund’s dividends are exempt-interest dividends, shareholders may treat them for federal income tax purposes as if they were interest excluded from gross income.
|
·
|
Dividends Received Deduction.
No portion of the dividends paid by the funds to shareholders is expected to be eligible for the dividends received deduction for corporation shareholders (70% of dividends received).
|
·
|
Alternative Minimum Tax Considerations.
Madison may purchase bonds for a fund on which the interest received may be subject to the federal “alternative minimum tax” (“AMT”). Under the Code, interest received on certain otherwise tax-exempt securities is subject to AMT. AMT will apply to interest received on “private activity” bonds issued after August 7, 1986 that are used to finance activities other than those generally performed by governmental units (for example, bonds issued to finance commercial enterprises or reduced interest rate home mortgage loans). Interest income received on AMT bonds will be a “tax preference item” that may make shareholders liable for payment of AMT. Deductions and preference items such as state and local taxes, excess depletion and excess intangible drilling costs (in addition to interest on AMT bonds) are among the items that are added to taxable income to determine whether AMT is due in place of ordinary income tax. Corporations that are shareholders may be subject to AMT based in part on certain differences between their taxable income adjusted for other tax preference items and their “adjusted current earnings.”
|
·
|
Distribution of Market Discount.
If Madison buys a security for a fund at a “market discount”, the amount of gain earned by the fund when Madison sells it may be considered ordinary taxable income. Such income earned as a result of “market discount” will be distributed to shareholders and may not qualify as tax-exempt.
|
·
|
Gains and Losses on Redemption and Sales.
A redemption or sale of fund shares may result in a taxable gain or loss to a shareholder, depending on whether the proceeds are more or less than the shareholder’s basis in the redeemed shares. An exchange of fund shares for shares in any fund of the Trust will have similar tax consequences. Any gain or loss arising from the sale or redemption of shares generally is a capital gain or loss. This capital gain or loss normally is treated as a long-term capital gain or loss if the shareholder has held his, her or its shares for more than one year at the time of such sale or redemption; otherwise, it generally will be classified as short-term capital gain or loss. If, however, a shareholder receives a capital gain distribution with respect to any share of a fund, and if the share is sold before it has been held by the shareholder
|
·
|
for at least six months, then any loss on the sale or exchange of the share, to the extent of the capital gain distribution, is treated as a long-term capital loss.
|
·
|
Deduction of Capital Losses.
Non-corporate shareholders with net capital losses for a year (i.e., capital losses in excess of capital gains) generally may deduct up to $3,000 of such losses against their ordinary income each year; any net capital losses of a non-corporate shareholder in excess of $3,000 generally may be carried forward and used in subsequent years as provided in the Code. Corporate shareholders generally may not deduct any net capital losses for a year, but may carry back such losses for three years or carry forward such losses for five years.
|
·
|
Buying a Dividend.
Purchasing shares shortly before a distribution may not be advantageous. Since such shares are unlikely to substantially appreciate in value in the short period before the distribution, if the distribution is taxable, it will essentially result in a taxable return of a portion of the purchase price.
|
·
|
Reports to Shareholders.
The Trust sends to each of its shareholders, as promptly as possible after the end of each calendar year, a notice detailing, on a per share and per distribution basis, the amounts includible in such shareholder’s taxable income for such year as ordinary income (including any portion eligible to be treated as qualified dividend income or to be deducted pursuant to the dividends-received deduction) and as long-term capital gain. In addition, the federal tax status of each year’s distributions generally is reported to the IRS.
|
·
|
Backup Withholding.
If a shareholder does not furnish the Trust with a correct social security number or taxpayer identification number and/or the Trust receives notification from the IRS requiring back-up withholding, the Trust is required by federal law to withhold federal income tax from the shareholder’s distributions and redemption proceeds, currently at a rate of 28% for U.S. citizens and residents. The backup withholding is not an additional tax and may be returned or credited against a taxpayer’s regular federal income tax liability if appropriate information is provided to the IRS.
|
MORE ABOUT PURCHASING AND SELLING SHARES
|
•
|
you and your immediate family for your own account(s), including individual retirement, custodial and personal trust accounts;
|
•
|
a trustee or other fiduciary purchasing for a single trust, estate or fiduciary account; and
|
•
|
groups which qualify for the “Group Investment Program,” described below.
|
ERISA Plans
|
Non-ERISA Plans
|
||||
Type of Distribution
|
401(a) Plan,
401(k) Plan or
403(b) Plan
|
Supplemental
403(b) Plan
|
457 Plan
|
IRA or
IRA Rollover
|
Non-Retirement Plan
|
Death or Disability
|
Waived
|
Waived
|
Waived
|
Waived
|
Waived
|
Over 70½
|
Waived
|
Waived
|
Waived
|
Waived for mandatory distributions or up to 12% of account value annually in periodic payments
|
Waived for up to 12% of account value annually in periodic payments
|
Between
59½ and 70½
|
Waived
|
Waived
|
Waived
|
Waived for Life Expectancy or up to 12% of account value annually in periodic payments
|
Waived for up to 12% of account value annually in periodic payments
|
Under 59½
|
Waived
|
Waived for annuity payments (72t) or up to 12% of account value annually in periodic payments
|
Waived for annuity payments (72t) or up to 12% of account value annually in periodic payments
|
Waived for annuity payments (72t) or up to 12% of account value annually in periodic payments
|
Waived for up to 12% of account value annually in periodic payments
|
Termination of Plan
|
Not Waived
|
Not Waived
|
Not Waived
|
Not Waived
|
N/A
|
Hardships
|
Waived
|
Waived
|
Waived
|
N/A
|
N/A
|
Return of Excess
|
Waived
|
Waived
|
Waived
|
Waived
|
N/A
|
Small Balance Accounts
|
N/A
|
N/A
|
N/A
|
N/A
|
Waived
|
ADDITIONAL INVESTOR SERVICES
|
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
FINANCIAL STATEMENTS
|
1.
|
NorthRoad will generally vote in favor of routine corporate housekeeping proposals such as the election of directors and selection of auditors absent conflicts of interest raised by an auditors non-audit services.
|
2.
|
NorthRoad will generally vote against proposals that cause board members to become entrenched or cause unequal voting rights.
|
3.
|
In reviewing proposals, NorthRoad will further consider the opinion of management and the effect on management, and the effect on shareholder value and the issuer’s business practices.
|
4.
|
NorthRoad may determine that voting a proxy is not in the client's best interest based on cost or other factors, including the potential that, by voting, the liquidity of the client’s investment may be impaired.
|
26)
|
I. Policy
|
27)
|
II. Proxy Voting Procedures
|
|
(a)
|
Shenkman Capital will instruct each custodian for a discretionary client account to deliver to Shenkman Capital all proxy solicitation materials received with respect to the account. Shenkman Capital will review the securities held in its discretionary client accounts on a regular basis to confirm that it receives copies of all proxy solicitation materials concerning such securities. Shenkman Capital will vote all proxies on behalf of discretionary client accounts after carefully considering all proxy solicitation materials and other information and facts it deems relevant. A Portfolio Manager will make all voting decisions on behalf of a discretionary client account based solely on his/her determination of the best interests of that account. Shenkman Capital will use reasonable efforts to respond to each proxy solicitation by the deadline for such response.
|
|
(b)
|
All proxies received by Shenkman Capital will be sent to the Portfolio Administration Department for processing as follows:
|
|
(1)
|
maintain a record of each proxy received;
|
|
(2)
|
determine which accounts managed by Shenkman Capital hold the security to which the proxy relates;
|
|
(3)
|
forward the proxy to a Portfolio Manager together with a list of accounts that hold the security, the number of votes each account controls (reconciling any duplications), and the date by which Shenkman Capital must vote the proxy in order to allow enough time for the completed proxy to be returned to the issuer via the custodian prior to the vote taking place;
|
|
(4)
|
absent material conflicts (see Section IV), a Portfolio Manager will determine how Shenkman Capital should vote the proxy. The Portfolio Manager will send its decision on how Shenkman Capital will vote a proxy to the Portfolio Administration Department, which will be responsible for making sure the proxy has been completed and returned to issuer and/or the custodian in a timely and appropriate manner.
|
28)
|
III. Voting Guidelines
|
|
In the absence of specific voting guidelines from the client, Shenkman Capital will vote proxies in the best interests of each particular client, which may result in different voting results for proxies for the same issuer. Shenkman Capital believes that voting proxies in accordance with the following guidelines is in the best interests of its clients.
|
|
Generally, Shenkman Capital will vote
FOR
a proposal when it believes that the proposal serves the best interests of the discretionary client account whose proxy is solicited because, on balance, the following factors predominate:
|
(a)
|
the proposal has a positive economic effect on shareholder value;
|
(b)
|
the proposal poses no threat to existing rights of shareholders;
|
(c)
|
the dilution, if any, of existing shares that would result from approval of the proposal is warranted by the benefits of the proposal; and
|
|
(d)
|
the proposal does not limit or impair accountability to shareholders on the part of management and the board of directors.
|
|
Generally, Shenkman Capital will vote
AGAINST
a proposal if it believes that, on balance, the following factors predominate:
|
(a)
|
the proposal has an adverse economic effect on shareholder value;
|
(b)
|
the proposal limits the rights of shareholders in a manner or to an extent that is not warranted by the benefits of the proposal;
|
(c)
|
the proposal causes significant dilution of shares that is not warranted by the benefits of the proposal;
|
(d)
|
the proposal limits or impairs accountability to the shareholders on the part of management or the board of directors; or
|
|
(e)
|
the proposal is a shareholder initiative that Shenkman Capital believes wastes time and resources of the company or reflects the grievance of one individual.
|
30)
|
V. Disclosure
|
31)
|
(a)Shenkman Capital will disclose in its Form ADV, Part II that clients may contact Shenkman Capital (via e-mail or telephone) in order to obtain information on how Shenkman Capital voted such client’s proxies, and to request a copy of this statement. If a client requests this information, Shenkman Capital will prepare a written response to the client that lists, with respect to each voted proxy that the client has inquired about: (i) the name of the issuer; (ii) the proposal voted upon, and (iii) how Shenkman Capital voted the client’s proxy.
|
32)
|
(b)A concise summary of this statement will be included in Shenkman Capital’s Form ADV, Part II, and will be updated whenever these policies and procedures are updated. Shenkman Capital will arrange for a copy of this summary to be sent to all existing clients as part of its annual distribution of its Form ADV, Part II.
|
33)
|
VI.Recordkeeping
|
(a)
|
copies of these proxy voting policies and procedures, and any amendments thereto;
|
(b)
|
a copy of each proxy statement that it receives; provided, however, that Shenkman Capital may rely on obtaining a copy of proxy statements from the SEC’s EDGAR system for those proxy statements that are so available;
|
(c)
|
a record of each vote that Shenkman Capital casts;
|
(d)
|
a copy of any document Shenkman Capital created that was material to making a decision how to vote proxies, or that memorializes that decision; and
|
|
(e)
|
a copy of each written client request for information on how Shenkman Capital voted such client’s proxies, and a copy of any written response to any (written or oral) client request for information on how Shenkman Capital voted its proxies.
|
1. Takes responsibility for voting client proxies only upon a client’s written request.
|
•
|
Generally, issues for which explicit proxy voting guidance is provided in the Guidelines (i.e., “For”, “Against”, “Abstain”) are reviewed by the Global Research Services Group and voted in accordance with the Guidelines.
|
•
|
Issues identified as “case-by-case” in the Guidelines are further reviewed by the Global Research Services Group. In certain circumstances, further input is needed, so the issues are forwarded to the relevant research analyst and/or portfolio manager(s) for their input.
|
•
|
Absent a material conflict of interest, the portfolio manager has the authority to decide the final vote. Different portfolio managers holding the same securities may arrive at different voting conclusions for their clients’ proxies.
|
·
|
routine election or re-election of directors;
|
·
|
appointment or election of auditors, in the absence of any controversy or conflict regarding the auditors;
|
·
|
issues relating to the timing or conduct of annual meetings; and
|
·
|
name changes.
|
·
|
For
the establishment of an independent nominating committee, audit committee or compensation committee of a board of directors;
|
·
|
For
a requirement that a substantial majority (e.g. 2/3) of a US or UK company’s directors be independent;
|
·
|
On a case-by-case basis
regarding the election of directors where the board does not have independent “key committees” or sufficient independence;
|
·
|
For
proposals that a board’s committees be comprised solely of independent directors or consist of a majority of independent directors;
|
·
|
For
proposals to limit directors’ liability; broaden indemnification of directors; and approve indemnification agreements for officers and directors,
unless
doing so would affect shareholder interests in a specific pending or threatened litigation; or for indemnification due to negligence in these cases voting is
on a case-by-case basis
;
|
·
|
For
proposals seeking to de-classify a board and
Against
proposals seeking to classify a board;
|
·
|
On a case-by-case basis
on all proposals relating to cumulative voting;
|
·
|
Against
shareholder proposals, absent a demonstrable need, proposing the establishment of additional committees; and
on a case-by-case basis
regarding the establishment of shareholder advisory committees.
|
·
|
Against
shareholder proposals seeking union or special-interest representation on the board;
|
·
|
Against
shareholder proposals seeking to establish term limits or age limits for directors;
|
·
|
On a case-by-case basis
on shareholder proposals seeking to require that the issuer’s chairman and chief executive officer be different individuals;
|
·
|
Against
shareholder proposals seeking to establish director stock-ownership requirements; and
|
·
|
Against
shareholder proposals seeking to change the size of a board, requiring women or minorities to serve on a board, or requiring two candidates for each board seat.
|
·
|
Against
proposals to adopt supermajority vote requirements, or increase vote requirements, for mergers or for the removal of directors;
|
·
|
On a case-by-case basis
regarding
shareholder rights plans (also known as “poison pill plans”) and
For
proposals seeking to require all poison pill plans be submitted to shareholder vote;
|
·
|
Against
proposals seeking to adopt fair price provisions and
For
proposals seeking to rescind them;
|
·
|
Against
“blank check” preferred stock; and
|
·
|
On a case-by-case basis
regarding other provisions seeking to amend a company’s by-laws or charter regarding anti-takeover provisions.
|
·
|
Against
proposals to adjourn meetings;
|
·
|
Against
proposals seeking to eliminate or restrict shareholders’ right to call a special meeting;
|
·
|
For
proposals providing for confidential voting;
|
·
|
Against
efforts to eliminate or restrict right of shareholders to act by written consent;
|
·
|
Against
proposals to adopt supermajority vote requirements, or increase vote requirements, and
|
·
|
On a case-by-case basis
on changes to quorum requirements.
|
·
|
For
management proposals to increase or decrease authorized common or preferred stock (unless it is believed that doing so is intended to serve as an anti-takeover measure);
|
·
|
For
stock splits and reverse stock splits;
|
·
|
On a case-by-case basis
on matters affecting shareholder rights, such as amending votes-per-share;
|
·
|
On a case-by-case basis
on management proposals to issue a new class of common or preferred shares;
|
·
|
For
management proposals to adopt or amend dividend reinvestment plans;
|
·
|
Against
changes in capital structure designed to be used in poison pill plans; and
|
·
|
On a case-by-case basis
on proposals seeking to approve or amend stock ownership limitations or transfer restrictions.
|
·
|
On a case-by-case basis
regarding all stock option plans;
|
·
|
Against
restricted stock plans that do not involve any performance criteria;
|
·
|
For
employee stock purchase plans;
|
·
|
On a case-by-case basis
for stock appreciation rights plans;
|
·
|
For
deferred compensation plans;
|
·
|
Against
proposals to approve executive loans to exercise options;
|
·
|
Against
proposals to re-price underwater options;
|
·
|
On a case-by-case basis
regarding shareholder proposals to eliminate or restrict severance agreements, and
For
proposals to submit severance agreements to shareholders for approval; and
Against
proposals to limit executive compensation or to require executive compensation to be submitted for shareholder approval, unless, with respect to the latter submitting compensation plans for shareholder approval is required by local law or practice.
|
·
|
Lazard Frères & Co. LLC (“LF&Co.”), Lazard’s parent and a registered broker-dealer, or an investment banking affiliate has a relationship with a company the shares of which are held in accounts of Lazard clients, and has
|
·
|
provided services to the company with respect to an upcoming significant proxy proposal (
i.e
., a merger or other significant transaction);
|
·
|
Lazard serves as an investment adviser for a company the management of which supports a particular proposal, and shares of the company are held in accounts of Lazard clients;
|
·
|
Lazard serves as an investment adviser for the pension plan of an organization that sponsors a proposal; or
|
·
|
A Lazard employee who would otherwise be involved in the decision-making process regarding a particular proposal has a material relationship with the issuer or owns shares of the issuer.
|
a.
|
MFD Distributor, LLC (“MFD”), a registered broker-dealer, is the principal distributor of Registrant’s shares. MFD does not act as principal underwriter, distributor, depositor or investment adviser for any investment company other than Registrant and the Ultra Series Fund. The principal business address for MFD is 550 Science Drive, Madison, WI 53711. MFD is a wholly owned subsidiary of MIH.
|
b.
|
The officers and directors of MFD are as follows:
|
(1)
|
The principal business address of this person is: 8777 North Gainey Center Drive, Scottsdale, AZ 85258.
|
(2)
|
The principal business address of these persons is: 550 Science Drive, Madison, WI 53711.
|
(3)
|
Ms. Frank is the Chief Operating Officer of MIH, which is the sole member of MFD.
|
c.
|
There have been no commissions or other compensation paid by Registrant to unaffiliated principal underwriters.
|
|
Item 28. Location of Accounts and Records
|
|
a.
|
Madison Asset Management, LLC
|
|
550 Science Drive
|
|
Madison, WI 53711
|
|
b.
|
MFD Distributor, LLC
|
|
8777 North Gainey Center Drive, Suite 220
|
|
Scottsdale, AZ 85258
|
|
c.
|
Boston Financial Data Services
|
|
2000 Crown Colony Drive
|
|
Quincy, MA 02169
|
|
d.
|
State Street Bank & Trust Company
|
|
801 Pennsylvania
|
|
Kansas City, MO 64105
|
Signatures
|
Title
|
Date
|
/s/Katherine L. Frank
|
President and Trustee (Principal
|
July 8, 2013
|
Katherine L. Frank
|
Executive Officer)
|
|
/s/Greg D. Hoppe
|
Treasurer (Principal Financial
|
July 8, 2013
|
Greg D. Hoppe
|
Officer)
|
|
*
|
Trustee
|
July 8, 2013
|
Lorence D. Wheeler
|
||
*
|
Trustee
|
July 8, 2013
|
James R. Imhoff, Jr.
|
||
*
|
Trustee
|
July 8, 2013
|
Philip E. Blake
|
||
*
|
Trustee
|
July 8, 2013
|
Steven P. Riege
|
||
*
|
Trustee
|
July 8, 2013
|
Richard E. Struthers
|
||