MADISON BOND FUND INC
485BPOS, 1996-03-04
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          Registration No. 33-31800

                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549

                                      FORM N-1A

          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
               Post-Effective Amendment No.   6
                                            -----


                                         and

          REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
                             Amendment No.  9
                                           --


                                  MADISON Bond Fund, Inc.
                           ------------------------------

                 (Exact Name of Registrant as Specified in Charter)

                    6411 Mineral Point Rd.  Madison, WI            53705
             -----------------------------------------------    --------

                  (Address of Principal Executive Offices)      (Zip Code)

          Registrant's Telephone Number, including Area Code  (608) 273-
                                                             -----------

          2020
          ----



              Frank E. Burgess, 6411 Mineral Point Rd.  Madison, WI  53705
           ---------------------------------------------------------------

                       (Name and Address of Agent or Service)

          Copy to :  John Rashke, Esq.
                     Ross & Stevens, S.C.
                     8000 Excelsior Drive  Suite 401
                     Madison, Wisconsin  53717-1914

          It is proposed that this filing will become effective

           X   on February 28, 1996 pursuant to paragraph (b) of Rule 485.
          ---

        
   
       
   
                                       MADISON
                                   BOND FUND, INC.

                                     PROSPECTUS

                                  February 28, 1996

               MADISON Bond Fund, Inc. (the `Fund'') is a mutual fund
          which has two investment objectives: (1) Production of current
          income consistent with its quality standards and (2) Preservation
          of capital. To achieve its objectives, the Fund will invest in
          investment grade bonds with an average dollar weighted maturity
          not to exceed 10 years. The Fund is sponsored by Madison
          Investment Advisors, Inc., which serves as its investment adviser
          and distributor of its shares.
               Investors may obtain a Statement of Additional Information,
          without charge, from the Fund's office listed below. The
          Statement of Additional Information contains further detailed
          information about the Fund and is dated February 28, 1996.
               This Prospectus sets forth concisely information that
          investors should know prior to investing. Investors should read
          this Prospectus and retain it for future reference.


          THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
          SECURITIES AND EXCHANGE COMMISSION. NOR HAS THE COMMISSION PASSED
          UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY



          REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
                                                      =====================

                         Minimum Initial Investment - $1,000
                        Minimum Subsequent Investment - $100


                                                    MADISON Bond Fund, Inc.
                                                    6411 Mineral Point Road
                                                   Madison, Wisconsin 53705
                                                               608/273-2020
                                                               800/767-0300

        

          PROSPECTUS
          
          
          TABLE OF CONTENTS                                           Page
                                                                      ----

          Financial Highlights...........................................2
          Introduction to the Fund.......................................2
          Summary of Expenses............................................3
          Investment Objectives and Policies.............................3
          Investment Selection and Limitations...........................4
          Management of the Fund.........................................6
          Purchase of Shares.............................................7
          Redemption of Shares...........................................8
          Waivers and Reduced Charges....................................9
          Shareholder Inquiries and Reports..............................9
          Income Dividends, Capital Gain Distributions, and Taxes........9
          Reinvestment Plan for Distributions...........................10
          Description of Fund Shares....................................10
          Individual Retirement Account.................................10

       
          
    <TABLE>

                                FINANCIAL HIGHLIGHTS
          (For a share outstanding throughout the year)
          The following Financial Highlights of Madison Bond Fund, Inc.
          have been audited by Williams, Young & Associates, LLC,
          independent public accountants. The Independent Auditor's Report
          and additional information about the performance of the Fund is
          contained in the Annual Report to shareholders which may be
          obtained without charge.
          
          
    <CAPTION>
          
                                           Period Ended December 31,
                   
                                           -------------------------

    <S>                             <C>     <C>    <C>   <C>    <C>    <C>
                  
                                    1995   1994   1993   1992   1991   1990*
    NET ASSET VALUE:
     Beginning of year...          $19.62 $21.21 $21.14 $21.87 $20.55 $20.00

    <CAPTION>

    INCOME FROM INVESTMENT OPERATIONS:

    <S>                            <C>    <C>    <C>    <C>    <C>    <C>

     Net investment income..       $ 1.17 $ 1.15 $ 1.03 $ 1.08 $ 1.22 $  .51
     Net realized & unrealized gains
      or (losses) on securities      1.55  (1.59)   .24   (.21)  1.58    .55

     Total from invstmt operations $ 2.72 $ (.44)$ 1.27 $  .87 $ 2.80 $ 1.06

    <CAPTION>
     
    LESS DISTRIBUTIONS:

    <S>                             <C>    <C>    <C>    <C>    <C>    <C>

     Dividends from net income.     $(1.17)$(1.15)$(1.03)$(1.04)$(1.27)$ (.51)
     Capital gains distributions.      .00    .00   (.17)  (.15)  (.21)   .00
     Return of capital                 .00    .00    .00   (.41)   .00    .00

    <CAPTION>

    NET ASSET VALUE:

    <S>                             <C>    <C>    <C>    <C>    <C>    <C>
    
     End of year                    $21.17 $19.62 $21.21 $21.14 $21.87 $20.55
         
    TOTAL RETURN                     14.11% (2.11%) 6.04%  4.08% 14.01%  5.35%

    <CAPTION>

    RATIOS:

    <S>                              <C>     <C>    <C>    <C>    <C>    <C>

     Operating expenses to
      average net assets              1.35%  1.18%  1.19%  1.51%  1.54%  1.57%
     Net income to average net assets 5.49%  5.50%  4.92%  5.40%  6.36%  3.65%
     Portfolio turnover rate         57.99% 78.29% 67.59% 95.80% 55.70%   .00%

    <FN>

    *The Fund began operations on April 23, 1990.

    </TABLE>

        
                              INTRODUCTION TO THE FUND

               The Fund is a diversified, open-end management company which
          offers investors the opportunity to own a professionally managed
          diversified portfolio of government and corporate bonds and money
          market instruments. There is a sales load of 2.5% of the offering
          price (2.56% of the net amount invested) when you buy the Fund's
          shares. In addition, there may be a 2% redemption fee if you
          redeem your shares before the end of the second calendar year
          following your purchase or a 1% redemption fee if you redeem your
          shares before the end of the third calendar year following your
          purchase. The Fund assets are also subject to a .25% annual
          distribution fee.



                         INVESTMENT OBJECTIVES AND POLICIES

                                Investment Objectives
               The investment objectives of the Fund are (1) production of
          current income consistent with its quality standards and (2)
          preservation of capital. The Fund seeks to achieve its objectives
          by investing in corporate debt securities, obligations of the
          U.S. Government and its Agencies and Instrumentalities and money
          market instruments. The Fund will invest at least 65% of its
          assets in bonds with the total portfolio having an average dollar
          weighted maturity of ten years or less.
               The Fund's advisor, Madison Investment Advisors, Inc. (the
          `Advisor'' see ``Management of the Fund'' page 6), believes that
          capital preservation can best be achieved through flexibility of
          investment strategies. Although the careful selection of bonds
          and money market instruments is the primary factor affecting the
          investment return of the Fund, the percentage of the Fund's
          assets which may be invested at any particular time in corporate
          bonds, U.S. Government and Government Agency bonds and money
          market instruments, and the average weighted maturity of the
          total portfolio will depend on management's judgment regarding
          the risks in the general market. The Fund's advisor monitors many
          factors affecting the market outlook, including economic,
          monetary and interest rate trends, market momentum, institutional
          psychology and historical similarities to current conditions.
               If management believes that market risks are high and bond
          prices in general are vulnerable to decline, the Fund may take
          certain temporary defensive actions such as reducing the average
          maturity of the Fund's bond holdings and increasing the Fund's
          cash reserves. Such `cash reserves'' are defined as short-term
          investments such as U.S. Treasury Bills, high-grade commercial
          paper, (rated in the top two rating classes by Standard & Poor's
          or Moody's) bank certificates of deposit or repurchase
          agreements. The objective of shortening maturities and holding
          substantial cash reserves, as defined above, is to reduce the
          Fund's exposure to bond price deprecition during period of rising 
          interest rates, and to maintain desired liquidity while awaiting
          more attractive investment conditions in the bond market.  (Continued
          below the Summary of Expenses Table)
      

                                 SUMMARY OF EXPENSES
          This table is designed to assist shareholders in understanding
          the costs and expenses associated with investing in the Fund.
          These are estimates based on projected maximum expenses.
            
     Shareholder Transaction Expenses
      Maximum Sales Load Imposed on Purchases 
       (as a percentage of offering price)                             2.5%
      Maximum Sales Load Imposed on Reinvested
       Dividends (as a percentage of offering price)                     0%
      
      Deferred Sales Load                                               N/A
      Redemption Fees (as a percentage
       of original purchase price or redemption proceeds,
       as applicable) Based on first three calendar years              2.0%*
            Exchange Fee                                                N/A

        

     Annual Fund Operating Expenses

       Management Fees                                                  .50%
       12b-1 Fees                                                       .25%
       Other Expenses                                                   .60%
      Total Fund Operating Expenses                                    1.35%
                   
     Example                           1 Year**  3 Years  5 Years  10 Years
      You would pay the following
       expenses on a $1,000 investment,
       assuming (1) 5% annual return
       (before expenses) and (2)
       redemption at the end of each
       time period:                    $ 58.75   $ 67.76  $ 98.94   $187.39

      You would pay the following
       expenses on the same investment,
       assuming no redemption:         $ 38.75   $ 67.76  $ 98.94   $187.39
 
     *The redemption fee is 2% when shares are redeemed during the first or 
      second calendar year following purchase and 1% during the third calendar
      year following purchase.
     **Assumes first calendar year ends June 30, 1997.
     This example should not be considered a representation of past or future
     expenses.  Actual expenses may be greater or lesser than those shown.

     The purpose of this table is to assist prospective investors in under-
     standing the various costs and expenses that an investor in the Fund will
     bear directly and indirectly.

         


          It is the opinion of the Fund and its Advisor that the Fund's
          willingness to shorten maturities and hold substantial cash
          reserves during periods of market vulnerability are the most
          important factors in comparing the Fund's investment philosophy
          and strategies with those of most other mutual funds. In the
          advisor's opinion, most other mutual funds do not shorten
          maturities dramatically during volatile times. Under normal
          circumstances, when the advisor believes interest rates are
          stable or falling, the average dollar weighted maturity will be
          in the 5-10 year range. On the other hand, when the advisor
          believes interest rates are rising, the average dollar weighted
          maturity may be shortened dramatically to 1-2 years. It is the
          willingness to make these strategic shifts that differentiates
          the Fund's strategy from most other funds. It is the general
          intention of the Fund to maintain such defensive positions
          temporarily or until it perceives that a period of market
          vulnerability has passed.
               Changes in the level of interest rates will directly affect
          the market value of fixed income securities and the value of your
          Fund shares. A decline in interest rates will tend to increase
          their value, while a rise in interest rates will tend to decrease
          their value. The longer the maturity of a security the greater
          the price fluctuation will be. Limiting the average weighted
          maturity of the portfolio to ten years and shortening the average
          maturity during periods of rising interest rates will reduce the
          extent to which the value of Fund shares will fluctuate. The
          shorter the maturity of a bond the less volatile the price will
          be. There can be, of course, no assurance that the Fund will meet
          its investment objectives and that the Fund's shareholders can be
          protected from risks associated with bond investing.

                         INVESTMENT SELECTION AND LIMITATIONS

               The purpose of the Fund is to make available to investors an
          investment program under continuous supervision of experienced
          investment management. By purchasing shares of the Fund,
          investors obtain in a single investment an interest in a
          diversified bond portfolio. It should be recognized that such
          diversification does not eliminate the risk involved in all
          securities investments. Through ownership of shares of the Fund,
          as contrasted with ownership of a number of individual
          securities, investors are relieved of many details in
          the management of their investments while their bookkeeping and
          income tax records are greatly simplified. Ownership of shares in
          the Fund, however, does not constitute a complete financial
          program, and is not designed for investors primarily seeking
          capital appreciation.
               Fixed Income Securities. To achieve current income, the Fund
          intends to invest in corporate debt securities and obligations of
          the U.S. Government and its Agencies. Eligible corporate debt
          securities must be accorded one of the four highest quality
          ratings by Standard & Poor's or Moody's or, if unrated, judged by
          the Advisor to be a comparable quality. Bonds rated AAA, AA, or A
          by Standard & Poor's or Aaa, Aa, or A by Moody's indicate strong
          to high capacity of the company to pay interest and repay
          principal. However, the fourth highest rating, (e.g. BBB by
          Standard & Poor's or Baa by Moody's) indicates adequate capacity
          to pay interest and repay principal but suggests that adverse
          economic conditions may weaken the company's ability to meet
          these obligations. Securities rated Baa by Moody's and BBB by
          Standard & Poor's are regarded as having some speculative
          characteristics. These bonds are also more sensitive to economic
          changes than higher grade bonds. If a BBB or Baa bond held in the
          portfolio is downgraded by Standard and Poor's or by Moody's, the
          bond will be removed within twelve months following the
          downgrade.
               The Fund may invest in securities guaranteed by the U.S.
          Government which include direct obligations of the U.S. Treasury
          (Treasury bills, notes and bonds) and federal agency obligations.
          The payment of principal and interest on these securities is
          unconditionally guaranteed by the U.S. Government, and thus they
          are the highest quality rated debt security.
          Securities issued by U.S. Government instrumentalities and
          certain federal agencies are neither direct obligations of, nor
          guaranteed by, the Treasury. However, they generally involve
          federal sponsorship in one way or another. These agencies and
          instrumentalities include, but are not limited to, Federal Land
          Banks, Federal Home Administration, Federal Home Loan Banks,
          Federal National Mortgage Association and Government National
          Mortgage Association. The Fund may not invest in the securities
          of other investment companies.
                The Fund may invest in money market securities which include
          a) commercial paper (including variable rate master demand notes)
          rated at least A-2 by Standard and Poor's Corporation or Prime-2
          by Moody's, or if not so rated, issued by a corporation which has
          outstanding debt obligations rated at least in the top two
          ratings by Standard and Poor's and Moody's; b) debt obligations
          (other than commercial paper) of corporate issuers which
          obligations are rated at least AA by Standard or Poor's or Aa by
          Moody's; and c) obligations of or guaranteed by the U.S.
          government, its agencies or instrumentalities. Money market
          securities are subject to the limitation that they mature within
          one year of the date of their purchase. Government money market
          securities include treasury bills, notes and bonds issued by the
          U.S. government and backed by the full faith and credit of the
          United States, as well as securities issued or guaranteed as to
          principal and interest by agencies and instrumentalities of the
          U.S. government.
               Repurchase Agreements. The Fund may hold repurchase
          agreements which are fully collateralized by a U.S. Government
          security. Repurchase agreements may be entered into with a member
          bank of the Federal Reserve System or primary dealer in U.S.
          Government securities under which the bank or dealer agrees to
          repurchase the security from the Fund at a mutually agreed upon
          time and price, thereby determining the yield during the term of
          the agreement. This results in a fixed rate of return, insulated
          from market fluctuation during such periods. While the underlying
          obligation is a U.S. Government security, the obligation of the
          seller to repurchase the security is not guaranteed by the U.S.
          Government and there is the risk that the seller may fail to
          repurchase the security. Not more than 10% of total net assets
          will be invested in repurchase agreements with maturities of
          greater than seven days or in other illiquid securities. In
          general, the Fund will usually purchase overnight repurchase
          agreements which mature the following day.
               Covered Call Option Writing. As part of its investment
          strategy, for partially defensive purposes, the Fund may write
          covered call options, traded on a national securities exchange,
          with respect to its debt securities. Covered call option writing
          is a conservative technique designed to enhance income and
          attempt to hedge against price fluctuations. A call option gives
          the purchaser the right to buy, and the writer of the option the
          obligation to sell, the underlying security at the exercise price
          at any time during the option period. The premium or sales price
          of the option is paid to the writer for undertaking the
          obligations of the option contract. When a covered call is
          written by the Fund, it will make arrangements with the Custodian
          to segregate the appropriate portfolio securities or an
          equivalent market value of cash until the option is either
          exercised, expires or the Fund repurchases the option closing its
          obligations under the option contract. Call options are short-
          term contracts generally with durations of nine months or less
          and are listed on a national securities exchange. A call option
          sold by the Fund exposes the Fund to possible loss of opportunity
          to realize appreciation in the market value of the related
          security or to possible continued holding of a security which
          might otherwise have been sold to protect against depreciation in
          the market price of such security. Such option writing strategies
          will affect less than 25% of the total portfolio and will only be
          written on treasury or agency bonds. The Fund will not invest in
          puts, calls, straddles, spreads or any combination thereof, other
          than as required to participate in covered call option writing as
          discussed above.
               Foreign Securities. The Fund may invest in foreign currency
          denominated debt securities in the top two rating classes of
          Standard & Poor's or Moody's. Such securities must be issued by
          U.S. corporations or U.S. Government agencies or
          instrumentalities, must be liquid, readily salable and publicly
          traded in the U.S. securities markets, and, may not exceed 10% of
          total net assets of the Fund. Because the value of such
          securities varies not only with normal factors affecting the
          price of all domestic bonds (i.e. interest rate, monetary and
          economic factors), but also with the price change of such foreign
          currencies in relation to the U.S. dollar, such securities carry
          an inherently higher level of risk. The currencies used shall be
          limited to the Canadian dollar, the Australian dollar, the
          British pound, the German mark, the Japanese yen and ECU currency
          units. The Fund will not effect transactions in foreign
          securities markets.
               Other Investments. The Fund will not invest in when-issued
          securities or restricted securities. The Fund will only invest in
          certificates of deposits issued by banks which are members of the
          Federal Reserve System and which have total deposits in excess of
          one billion dollars.
                Limitations. The Fund has adopted other investment
          limitations, which like its investment objectives and the
          fundamental policies mentioned above, may not be changed without
          the approval of a majority of its shareholders. These limitations
          generally prohibit (1) investing more than 5% of total net assets
          in the securities of any one issuer (except obligations of the
          U.S. Government and its Agencies), (2) investing more than 25% of
          total net assets in any one industry, (3) borrowing money except
          in amounts up to 5% of its assets only for temporary,
          extraordinary purposes, (4) purchasing real estate, (5) investing
          in oil, gas or mineral exploration programs, (6) the pledge,
          mortgage or hypothecation of its assets, except for temporary or
          emergency purposes and then to an extent not greater than 10% of
          its assets at current value, and (7) more than 10% of total net
          assets invested in repurchase agreements with maturities of
          greater than seven days or in other illiquid securities. A
          complete list of all investment restrictions is found in the
          Fund's Statement of Additional Information.
               Brokerage Practices. In valuing brokerage services, the
          Advisor makes a judgement of the usefulness of research and other
          information provided to the Advisor in managing the Fund's
          investment portfolio. In some cases, the information relates to a
          specific transaction placed with the broker, but for the greater
          part, the research consists of a wide variety of investment
          strategy, economic, financial and political information, useful
          to the Advisor in advising the Fund and its other clients.
         
             
          
               It is the policy of the Advisor to seek the best possible
          security price available with respect to each transaction at the
          best available commission rate. In selecting brokers, the Advisor
          considers the broker's reliability, the quality of its execution
          services and its financial strength. However, the Advisor also
          takes into account the value of research information received for
          use in advising the Fund. It is understood by the Fund that other
          clients of the advisor might also benefit from the information
          obtained. Where the Fund and one or more clients of the Advisor
          are simultaneously engaged in the purchase or sale of the same
          security, the transactions may be averaged as to price and
          allocated equitably. In most cases, it is believed that
          coordination and the ability to participate in volume
          transactions will be to the benefit of the Fund. The Fund may not
          allocate brokerage solely on the basis of selling Fund shares.
          During 1995, the portfolio turnover rate was 58.0%.
          
              
          
               There can, of course, be no assurance that the Fund will
          achieve its investment objective since there is uncertainty in
          every investment.

             

                               MANAGEMENT OF THE FUND

               Under an investment advisory agreement with the Fund,
          Madison Investment Advisors, Inc., (the `Advisor'') 6411 Mineral
          Point Road, Madison, Wisconsin, furnishes continuous investment
          service and management to the Fund. Madison Investment Advisors,
          Inc., a licensed investment advisory firm for over twenty-two
          years, provides professional portfolio management services to a
          number of other clients besides the Fund and has over $2.2
          billion under management. Over 80% of the assets are invested in
          fixed income securities, with investment objectives substantially
          similar to the Fund. In addition, the Advisor manages Bascom Hill
          Investors, Inc., an investment company (mutual fund) with total
          net assets of $11.9 million on December 31, 1995, and Bascom Hill
          Balanced Fund, Inc. with total net assets of $10.9 million on
          December 31, 1995. Bascom Hill Investors, an equity oriented
          growth fund, and Bascom Hill Balanced Fund, a growth and income
          oriented balanced fund, have been managed by the Advisor since
          their initial offering in 1978 and 1986, respectively. Subject to
          the authority of the Board of Directors, the Advisor is
          responsible for the overall management of the Fund's business
          affairs besides having primary responsibility for investment
          decisions affecting the Fund's portfolio. All investment
          decisions for the Fund are made by the Investment Policy
          Committee. The Advisor receives an annual fee, paid quarterly, of
          .50 of 1% of the average daily net assets of the Fund. Advisory
          fees for the year ended December 31, 1995 were $30,159.
                         
              

                                 PURCHASE OF SHARES

                                   Offering Price
               Shares purchased are subject to a 2.50% sales load. All
          orders will then be executed at the net asset value per share
          next computed after receipt of the investor's order by the
          Firstar Trust Company of Milwaukee, the Fund's Transfer Agent.
          Applications for purchase received by the Transfer Agent prior to
          the close of trading on the New York Stock Exchange (usually 4:00
          p.m. New York time) will be based on the net asset value per
          share as of the end of that day. The net asset value of the Fund
          is determined by the daily closing market value of the FundOs
          assets minus any Fund liabilities. The net asset value per share
          is computed by dividing the value of the net assets of the Fund
          by the total number of shares outstanding. Portfolio securities
          are valued at the last sales price on the national securities
          exchange on which the securities are primarily traded, at prices
          determined immediately following the close of the New York Stock
          Exchange (usually 4:00 p.m. New York time). Securities not listed
          on an exchange or securities in which there were no transactions
          are valued at the most recent reported bid prices. Any securities
          for which market quotations are not readily available are valued
          at fair value as determined in good faith by the Board of
          Directors. Debt securities having maturities of less than 60 days
          are valued by the amortized cost method. Redemption of Fund
          shares may be subject to a redemption fee. (See `REDEMPTION OF
          SHARES''- Redemption Fee).
          
              
             
               The Fund is responsible for all normal and reasonable
          expenses of a mutual fund including management fees, custodian
          and transfer agent fees, auditor expenses, legal fees, directors'
          fees, printing and licensing fees, and other miscellaneous
          expenses. The Advisor bears all its expenses of providing
          services under its Agreement with the Fund, pays all salaries and
          expenses of the officers of the Fund, provides office space,
          telephone and other communication facilities and personnel to
          perform clerical and shareholder relations functions for the
          Fund. The Fund will not reimburse the Advisor for any such
          expenses. The Advisor is required to reimburse the Fund to the
          extent that total annual operating expenses, including the
          advisory fee and distribution fee but excluding interest, taxes
          and brokerage commissions, exceeds 2% of average net assets.
          Reimbursement shall be made on a quarterly basis by reduction to
          the advisory fee with total reimbursements reviewed annually.
          Total expenses for the year ended December 31, 1995 were 1.35% of
          the average net assets. The Advisor, together with its officers
          and employees, will not act as a broker or dealer in the sale of
          Fund shares.
          
                 
              
               The minimum initial investment is $1,000, and the minimum
          for additional purchases is $100 (except for reinvestment of
          dividends and capital gain distributions). The minimum investment
          limitations apply to initial contributions to IRA accounts and
          retirement fund accounts. In the interest of economy, convenience
          and ease of redemption, actual stock certificates representing
          Fund shares will not be issued. Applications will not be accepted
          unless accompanied by payment.
               Sales Charge. There is a sales charge of 2.5% of the
          offering price (2.56% of the net amount invested) on the purchase
          of Fund shares. The sales charge will be paid to the broker or
          dealer at time of purchase unless the investor chooses to spread
          it out over a five year period (see `Alternative Payment Plan''
          below). Madison may pay a periodic maintenance or service fee to
          qualified dealers as compensation for providing initial and
          ongoing services for their clients with
          respect to the Fund.
               Alternative Payment Plan.  Shareholders who prefer not to
          pay the initial sales charge at time of purchase may elect to pay
          the sales charge over a five year period. If this election is
          made, the charge will be deducted from the shareholder's account
          beginning the following January 10 after the purchase and on each
          January 10 for the following four years. This annual charge will
          be an amount equal to .50% (.005) of the immediately preceding
          December 31 market value of the total original shares of each
          purchase (not including the reinvestment of dividend or capital
          gain distributions). There may or may not be an advantage in
          selecting this form of payment.
               Fund shares redeemed prior to the completion of this Payment
          Plan will be subject to the unpaid portion of the initial sales
          charge and may also be subject to a redemption fee as described
          below.

                                  Distribution Plan
               Madison Investment Advisors, Inc. (`Madison'') also acts as
          distributor of the Fund's shares pursuant to a contract (the
          `Distribution Agreement'') with the Fund. Pursuant to the
          Distribution Agreement and Rule 12b-1 Plan, Madison will pay,
          among other things, commissions and maintenance fees to selected
          brokers who sell shares of the Fund, the cost of printing
          prospectuses and other materials relating to the Fund, and other
          direct mail and advertising expenses in connection with the
          distribution of Fund shares. To compensate Madison for its
          expenses incurred under the Distribution Agreement, the Fund has
          adopted a Plan of Distribution pursuant to Rule 12b-1 (the
          `Plan'') under the Investment Company Act of 1940. Under the
          Plan, the Fund pays Madison a distribution fee, which is accrued
          daily and paid quarterly, of .25 of 1% on an annualized basis of
          the Fund's average daily net assets. Madison received $15,079 in
          distribution fees during 1995. The Plan does not obligate the
          Fund to reimburse Madison for all expenses incurred in fulfilling
          its obligations under the Distribution Agreement. In addition to
          the distribution fee, Madison receives the redemption fee imposed
          on some redemptions of shares (see `REDEMPTION OF SHARES'').
               It is likely that the annual distribution fees paid to
          Madison in the first few years will not reimburse it for all
          distribution expenses it will incur in these years. After the
          first few years, annual distribution fees paid to Madison may
          exceed actual distribution expenses incurred during that calendar
          year. Such excess distribution fees will then reimburse Madison
          for any unreimbursed expenses from prior years. At no time will
          the fees paid under the Distribution Plan result in a profit to
          Madison. In the event this does occur, any profit will be
          reimbursed to the Fund. The Plan does not permit reimbursement
          for Madison's overhead expenses, officer or employee salaries or
          expenses, or for any interest or financing charges on carryover
          expense amounts. If either the Plan or the Distribution Agreement
          is terminated or not renewed, any unreimbursed distribution
          expenses are the sole responsibility of Madison and are not
          obligations of the Fund.
               The Plan will remain in effect only if approved at least
          annually by the Fund's Board of Directors, including a majority
          of those directors who are not interested persons of the Fund (as
          defined in Investment Company Act of 1940) and who have no direct
          or indirect financial interest in the operation of the Plan or in
          any agreements related thereto. The Board will review quarterly a
          written report of amounts expended and purpose of such
          expenditures under the Plan.

                                REDEMPTION OF SHARES

               Fund shareholders may redeem their shares through their
          brokerage firms; or directly through the Transfer Agent. Shares
          may be redeemed by mailing a signed written request for
          redemption addressed to Madison Bond Fund, Inc., c/o Firstar
          Trust Company, P.O. Box 701, Milwaukee, Wisconsin 53201-0701. The
          written request must be signed exactly as the account is
          registered. Incomplete redemption requests will not be processed
          until complete information is available. Payment for shares
          redeemed will be made within seven days after receipt of the
          redemption request and will be paid in cash only. Redemptions
          will be effected at the FundOs net asset value next determined
          after receipt of a redemption order and may be subject to a
          redemption fee, as described below.

                                   Redemption Fee
               Fund shares redeemed within three years of their purchase
          will not be subject to a fee to the extent that the value of such
          shares: (a) represents capital appreciation of Fund assets or (b)
          represents reinvestment of dividend or capital gain
          distributions. Redemptions of other Fund shares effected within
          three years of their purchase may be subject to a redemption fee.
          The amount of any applicable fee will be calculated by
          multiplying the net asset value of such shares by the applicable
          percentage shown in the table below.


                                              Redemption Fee as a
                                              Percentage of Net
                                              Asset Value at
                                              Redemption 
          Redemption During                   -----------          
          Calendar Year of Purchase.........     2.0%
          Calendar Year After Purchase......     2.0%
          2nd Calendar Year After Purchase..     1.0%

             In determining the applicability and rate of any redemption
          fee, it will be assumed that a redemption is made first of shares
          representing capital appreciation, next of shares representing
          the reinvestment of dividends and capital gain distributions, and
          finally of other shares held by the shareholder for the longest
          period of time. This will result in any such charge being imposed
          at the lowest possible rate. For federal income tax purposes, the
          amount of the redemption fee will reduce the gain or increase the
          loss, as the case may be, on the amount realized on redemption.
          The amount of any redemption fee will be paid to and retained by
          Madison Investment Advisors, Inc.

                             WAIVERS AND REDUCED CHARGES

               The redemption fee will be waived for certain redemptions in
          connection with distributions from an IRA or other qualified
          retirement plan. Purchases and redemptions of shares by officers,
          directors or employees of the Fund or Madison Investment
          Advisors, Inc., by investment management clients of Madison
          Investment Advisors, Inc. and related parties thereto, as defined
          by the Fund's Board of Directors from time to time, or shares on
          which the sales charge has been waived upon purchase by the
          broker or dealer, may not be subject to sales charges or
          redemption fees. A shareholder who redeems shares and reinvests
          the proceeds of the redemption in the Fund within fifteen days
          will receive a credit against the fee, if any, paid upon the
          redemption and the reinvestment will not be subject to an
          additional sales charge. The percentage of the fee credited to
          the shareholder will be the same as the percentage of the
          redemption proceeds reinvested.

                           SHAREHOLDER INQUIRIES & REPORTS

               Shareholders who wish information concerning the Fund's
          investments and daily net asset value per share may contact
          Madison Bond Fund, Inc., 6411 Mineral Point Road, Madison, 
          Wisconsin 53705 or phone (608) 273-2020 or (800) 767-0300. Share
          applications, redemption request letters, requests for
          information, or notifications concerning a shareholder's account
          should be directed to Madison Bond Fund, Inc., c/o Firstar Trust
          Company, P.O. Box 701, Milwaukee, Wisconsin 53201-0701, or phone
          (414) 765-4124.
               Shareholders receive quarterly reports on the Fund. These
          reports contain information regarding the Fund's net assets along
          with management's discussion of the current market outlook and
          investment strategy. Shareholders are notified of any dividend
          and capital gain distributions as well as yearly tax information
          regarding their distributions. The annual shareholder meeting
          will be held in April or May.

               INCOME DIVIDENDS, CAPITAL GAIN DISTRIBUTIONS, AND TAXES

               The Fund intends to distribute to its shareholders
          substantially all of its net income and realized capital gains.
          The Fund intends to qualify as a regulated investment company
          under the Internal Revenue Code and, therefore, does not pay
          income tax. Income dividends will generally be paid quarterly in
          April, July, October and December, while the long-term capital
          gains distribution, if any, will be paid in December.
          Shareholders are advised annually as to the tax status of all
          distributions made during the year. Capital gain distributions
          will be taxable to shareholders as long-term gains, regardless of
          the length of time the shares of the Fund have been held. Federal
          tax treatment of income dividends or capital gain distributions
          will be the same whether made in cash or reinvested in Fund
          shares. Due to frequent changes in the tax laws, investors are
          advised to consult with their tax advisor regarding the income
          tax treatment of income and capital gain distributions and
          expense deductions from the Fund.

                         REINVESTMENT PLAN FOR DISTRIBUTIONS

               Shareholders may elect, on the application form, to receive
          either income dividends or capital gain distributions or both in
          cash. If an election is not made, all income dividends and
          capital gain distributions will be reinvested in additional
          shares of the Fund. Shareholders may change their participation
          in the reinvestment plan by notifying the Fund in writing.
          Written notification of a change must be received prior to the
          record date of a distribution to be effective for that
          distribution.

                             DESCRIPTION OF FUND SHARES

               The Fund was incorporated in Wisconsin on October 11, 1989.
          The Fund has authorized common stock of 5,600,000 shares, $0.01
          par value per share. All shares are of the same class with equal
          rights and privileges. Each share has one vote and participates
          equally in dividends and distributions declared by the Fund and,
          on liquidation, in its net assets remaining after satisfaction of
          outstanding liabilities.



                            INDIVIDUAL RETIREMENT ACCOUNT

               An Individual Retirement Account (IRA) is a savings plan for
          retirement. Money invested through an IRA compounds on a tax-free
          basis until it is distributed to the investor, usually upon
          retirement. Contributions to an IRA are invested in shares of the
          Fund with all dividend and capital gain distributions
          automatically reinvested.
               Individuals who are not `active participants'' in employer-
          maintained retirement plans may still deduct their IRA
          contribution which is limited to the lesser of $2,000 or 100% of
          their earned compensation. Spousal IRAs may be deducted up to
          $2,250 for taxpayers who have non-working spouses.
          Individuals who are `active participants'' in an employer
          sponsored pension or profit-sharing plan are limited in the
          deductibility of their IRA contribution depending on their level
          of income. Individual taxpayers with adjustable gross income of
          $25,000 or less and married taxpayers filing jointly, with an
          adjustable gross income of $40,000 may continue to deduct their
          IRA contributions. However, the deductible amount of the IRA
          contribution is reduced pro-rata and phased out completely when
          individuals have adjusted gross income greater than $35,000 and
          when married persons filing jointly claim adjusted gross income
          greater than $50,000.
               Nondeductible contributions of up to $2,000 or $2,250 for
          spousal IRAs may still be made. The income on the IRA account
          remains nontaxable to the taxpayer until it is distributed,
          usually upon retirement.
              The Fund sponsors IRA accounts and accepts rollover and
          transfer IRA accounts. Purchase and redemption of shares are
          treated as any other account. (See `PURCHASE OF SHARES'' page 7,
          and `REDEMPTION OF SHARES'' page 8) The initial contribution
          must be $1,000 or more. Subsequent payments may be as little as
          $100.
               The Firstar Trust Company will serve as Custodian. The
          Custodian will redeem from each account, regardless of size, a
          $12.50 annual maintenance fee. Please refer to the IRA Disclosure
          Brochure for a detailed listing of other fees.
               The Individual Retirement Account Disclosure Brochure is
          available by contacting the Fund. This information should be read
          carefully and consultation with an attorney or tax advisor may be
          advisable.


               No person has been authorized to give any information or to
          make any representations not contained in the Prospectus and, if
          given or made, such information or representations must not be
          relied upon as having been authorized by the Fund or the
          Distributor. This Prospectus does not constitute an offering by
          the Fund or by the distributor in any jurisdiction in which such
          offering may not lawfully be made.
          ----------------------------------------------------------------
             

                                MADISON BOND FUND, INC.

                                6411 Mineral Point Road



                               Madison, Wisconsin  53705
                                    (608) 273-2020
                                    (800) 767-0300

                          STATEMENT OF ADDITIONAL INFORMATION

                                   February 28, 1996

               Investors should read the Prospectus, dated February  28,
               1996 in  conjunction  with the  Statement  of  Additional
               Information.  Investors may obtain a Prospectus,  without
               charge, from the Fund's office as listed above.

              

                                   TABLE OF CONTENTS
                                   -----------------


                                                               Page
                                                               ----

            General Information and History  ...............     1
            Investment Objectives and Policies..............     1
            Investment Restrictions.........................     2
            Principal Shareholders..........................     3
            Description of Fund Shares......................     4
            Management of the Fund..........................     4
            Investment Advisory and Other Services..........     5
            Brokerage.....  ................................     6
            Distribution Plan ..............................     6
            Purchase and Redemption of Fund Shares..........     7
            Determination of Net Asset Value................     8
            Tax Status......................................     8
            Financial Statements............................     9



                            GENERAL INFORMATION AND HISTORY

                 Madison Bond Fund, Inc. (the "Fund") was incorporated
              in Madison, Wisconsin as an investment company on October
              11, 1989 and began its initial public offering of shares
              on April 23, 1990. The Fund's sponsor, investment advisor
              and distributor of its shares is Madison Investment
              Advisors, Inc. of Madison, Wisconsin.  The Fund is
              designed to provide investors with a diversified,
              professionally managed portfolio.

                          INVESTMENT OBJECTIVES AND POLICIES

                 This information supplements the discussion of the
              Fund's investment objectives and policies as discussed on
              page 3 of the Prospectus.  As highlighted in the
              Prospectus, the Fund's objectives are (1) production of
              current income consistent with its quality standards and
              (2) preservation of capital.  These objectives are matters
              of fundamental policy and cannot be changed without the
              approval of a majority of shareholders.  In addition, the
              Fund will invest at least 65% of its assets  in bonds with
              the total portfolio having an average dollar weighted
              maturity of 10 years or less.

                 The Fund's management believes that capital
              preservation can best be achieved through flexibility of
              investment strategies.  Although the careful selection of
              bonds is a primary factor affecting the investment return
              of the Fund, the percentage of the Fund's assets which may
              be invested at any particular time in bonds will depend
              upon management's judgment regarding the risks present in
              the stock and fixed income markets.  When management
              believes that market risks are high and the prices of
              bonds may decline, the Fund may move substantial assets
              out of bonds and into short-term fixed income instruments
              such as U.S. Treasury Bills, U.S. Treasury Notes, U.S.
              Agency Notes or highly rated commercial paper (rated in
              the top two rating classes by Standard & Poor's or
              Moody's) or money market funds.

                 To achieve current income, the Fund intends to invest
              in corporate debt securities and obligations of the U.S.
              Government and its Agencies. Eligible corporate debt
              securities must be accorded one of the four highest
              quality ratings by Standard & Poor's or Moody's or, if
              unrated, judged by the Advisor to be of comparable
              quality. Bonds rated A, AA, or AAA by Standard & Poor's or
              Aaa, Aa, or A by Moody's indicate strong to high capacity
              of the company to pay interest and repay principal.
              However, the fourth highest rating, BBB, or Baa indicates
              adequate capacity to pay interest and repay principal but
              suggests that adverse economic conditions may weaken the
              company's ability to meet these obligations.  Securities
              rated Baa are regarded by Moody's as having some
              speculative characteristics.

                 The Fund may hold repurchase agreements which are fully
              collateralized by a U.S. government security. Repurchase
              agreements may be entered into with a member bank of the
              Federal Reserve System or primary dealer in U.S. govern-
              ment securities under which the bank or dealer agrees to
              repurchase the security from the Fund at a mutually agreed
              upon time and price, thereby determining the yield during
              the term of the agreement.  This results in a fixed rate
              of return insulated from market fluctuations during such
              periods. While the underlying obligation is a U.S.
              government security, the obligation of the seller to
              repurchase the security is not guaranteed by the U.S.
              government and there is the risk that the seller may fail
              to repurchase the security.  Such agreements usually cover
              short periods, such as under one week.  In general, the
              Fund will usually purchase overnight repurchase agreements
              which mature the following day.  Not more than 10% of net
              assets will be invested in repurchase agreements and other
              illiquid securities with maturities of greater than seven
              days.  The Fund may require the seller to provide
              additional collateral if the market value of the security
              falls below the repurchase price at any time during the
              term of the repurchase agreement.  In the event of default
              by the seller under a repurchase agreement, the underlying
              securities are not owned by the Fund but only constitute
              collateral for the seller's obligation to pay the
              repurchase price.  Therefore, the Fund may suffer time
              delays and incur costs or losses in connection with the
              disposition of the collateral.

                                INVESTMENT RESTRICTIONS

                 The Fund has adopted the following restrictions which
              are matters of fundamental policy and cannot be changed
              without the approval of the holders of the majority of its
              outstanding shares:

                 1.   The Fund will not purchase securities on margin,
              participate in a joint trading account, sell securities
              short, or act as an underwriter of securities.  The Fund
              will be acting as an underwriter when it purchases or
              sells its own securities.

                 2.  The Fund will not purchase or sell real estate or
              interest in real estate, commodities or commodity futures.

                 3.  The Fund may make temporary bank borrowings (not in
              excess of 5% of the lower of cost or market value of the
              Fund's total assets) for emergency or extraordinary
              purposes, and not for the purchase of investment securi-
              ties.

                 4.  The Fund may not pledge, mortgage or hypothecate
              its assets, except for temporary or emergency purposes and
              then to an extent not greater than 10% of its assets at
              current value.

                 5.  Securities of other investment companies will not
              be purchased.

                 6.  Investments will not be made for the purpose of
              exercising control or management of any company.  The Fund
              will not purchase securities of any issuer if, as a result
              of such purchase, the Fund would hold more than 10% of the
              voting securities of such issuer or more than 10% of all
              or any class of securities of such issuer.

                 7.  Not more than 5% of the total net assets will be
              invested in the securities of any one issuer (not
              including United States government securities.)

                 8.  Not more than 25% of the Fund's total net assets
              will be concentrated in companies of any one industry.

                 9.  The Fund will not acquire or retain any security
              issued by a company, an officer or director of which is an
              officer or director of the Fund or officer, director,
              shareholder or interested person of its investment
              advisor.

                 10. The Fund will not acquire or retain any security
              issued by a company if one or more directors, shareholders
              or affiliated persons of its investment advisor
              beneficially own more than one-half of one percent (0.5%)
              of such company's securities, and all of the foregoing
              persons owning more than one-half of one percent (0.5%)
              together own more than 5% of such security.

                 11. The Fund will not purchase securities of companies
              which, together with predecessors, have a record of less
              than three years continuous operation.

                 12. The Fund will not invest in puts, calls, straddles,
              spreads or any combination thereof, other than as required
              to participate in a covered call option writing program.

                 13. The Fund will not invest in oil, gas or other
              mineral exploration or development programs, provided,
              however, this shall not prohibit the Fund from purchasing
              publicly traded securities or companies engaging in whole
              or in part in such activities.
              
                 14. The Fund will not purchase securities from or sell
              securities to any of its officers or directors, except
              with respect to its own shares.

                 15. The Fund will not invest in restricted securities.

                 16. The Fund will not make loans to any person (except
              that the Fund may, in fulfillment of its policies and
              objectives, purchase a portion of an issue of publicly
              distributed bonds, debentures or other debt securities
              including commercial paper, bank certificates of deposit,
              repurchase agreements or U.S. Government securities
              including its agencies and instrumentalities).

                 17. The Fund will not purchase or issue any warrants.

                 18. All percentage limitations (except item 19) apply
              to the market value on the date of investment by the Fund.

                 19. Not more than 10% of  net assets at any time will
              be invested in repurchase agreements with maturities of
              greater than seven days or in other illiquid securities.

                 20. Not more than 10% of the total net assets may be
              invested in foreign currency denominated debt securities;
              such securities must be issued by U.S. corporations or
              U.S. government agencies or instrumentalities, must be
              readily saleable and publicly traded in the U.S.
              securities markets and be in the top two rating classes of
              Standard & Poor's or Moody's.  Currencies used shall be
              limited to the Canadian dollar, the Australian dollar, the
              British pound, the German mark, the Japanese yen and ECU
              currency units. The Fund will not effect transactions in
              foreign securities markets.

                 Securities are not purchased with a view to rapid
              turnover, although it is expected short-term capital gains
              may be realized from time to time from the sale of assets
              held less than one year.  Securities are purchased which
              are believed to have potential for capital appreciation.
              Securities will be sold if the Fund's management believes
              that such potential has been reached, is no longer
              feasible, or if the risk of a decline in the market price
              is too great.

                 

                 The Fund's portfolio turnover rates were 58%, 78%,
              respectively, for the fiscal years ended December 31, 1995
              and December 31, 1994.  The portfolio turnover rate is
              calculated by dividing the lesser of purchases or sales of
              portfolio securities for the fiscal year by the monthly
              average of the value of the portfolio securities owned by
              the Fund during the fiscal year. For the purpose of
              determining such portfolio turnover, securities whose
              maturity at the time of acquisition is one year or less
              are excluded.

                                PRINCIPAL SHAREHOLDERS

                 As of January 31, 1996, all officers and directors of
              the Fund, as a group beneficially owned less than 1.0% of
              the then outstanding shares.

                  

                              DESCRIPTION OF FUND SHARES

                 The Fund was incorporated in Wisconsin on October 11,
              1989.  The Fund has authorized common stock of 5,600,000
              shares, $0.01 par value per share.  All shares are of the
              same class with equal rights and privileges.  Each share
              has one vote and participates equally in dividends and
              distributions declared by the Fund, and on liquidation, in
              its net assets remaining after satisfaction of outstanding
              liabilities.

                                MANAGEMENT OF THE FUND

                               Position(s) held    Principal occupations
         Name and Address      with the fund       during the past 5 years
         ----------------      ------------        -----------------------

         Chris Berberet         Treasurer          Vice President of Madison
         6411 Mineral Point                        Investment Advisors, Inc.
         Madison, WI.  53705                       Prior to joining Advisor,
                                                   he was associated with ELCA
                                                   Board of Pensions in 
                                                   Minneapolis, MN.


         Frank E. Burgess        President,        President and Director of
         6411 Mineral Point      Director          Madison Investment Advisors
         Madison, WI  53705                        Inc., the Advisor to the
                                                   Fund.  Prior to forming
                                                   the Advisor in 1973, he was
                                                   Assistant Vice President &
                                                   Trust Officer of M&I Bank of
                                                   Madison, Wisconsin. He is a
                                                   member of the State
                                                   Bar of Wisconsin and Dane
                                                   County Bar Association.

         Katherine L. Frank      Vice President    Vice President of Madison
         6411 Mineral Point      Secretary         Investment Advisors, Inc.  
         Madison, WI  53705                        since 1986.

            

         Jay R. Sekelsky         Vice President    Vice President of Madison
         6411 Mineral Point                        Investment Advisors, Inc.
         Madison, WI  53705                        since 1990.
 
        Jacqueline Stoppleworth Asst. Secretary   Controller of Madison
         6411 Mineral Point                        Investment Advisors, Inc.
         Madison, WI  53705                        With Advisor since 1988.

         James R. Imhoff Jr.     Director          President of First Weber
         429 Gammon Place                          Group, Inc. of Madison, WI.
         Madison, WI  53719

         Edmund B. Johnson       Director          Vice President and Director
         3302 Valley Creek                         of Medix of Wisconsin, Inc.
         Middleton, WI 53562



         Lorence D. Wheeler      Director          President of Credit Union
         222 W Washington                          Benefits Services, Inc.
         Madison, WI  53703                 

                 During 1995, the Fund paid, in aggregate, directors'
              fees of $3,000 to those Directors who are considered
              disinterested persons as defined in the Investment Company
              Act of 1940.
         
              
                 * Director of the Fund:  Is an "interested person" in
              the Fund and in the Advisor, as defined by the Investment
              Company Act of 1940.
            
           
        
           
            
                 During the fiscal year ended December 31, 1995, the
              Fund paid the following remuneration to the following
              group for services rendered:

      
                  
                                                                    Total
                                         Pension of                 Compensation
                                         Retirement     Estimated   From
                            Aggregate    Benefits       Annual      Registrant
                            Compensa-    Accrued        Benefits    and Fund
         Name of Person,    tion From    As Part of     Upon        Complex Pd.

                          
         *Frank E. Burgess      None       None          None          None
          Director, President
          James R. Imhoff, Jr.  $1000      None          None         $3,000
          Director
          Edmund B. Johnson     $1000      None          None         $3,000
          Director
          Lorence D. Wheeler    $1000      None          None         $3,000
          Director
          
          [FN]
                
              *All "interested" directors and officers of the Fund are
              compensated by the Advisor as specified by the investment
              advisory agreement

        
             
         
            
                        INVESTMENT ADVISORY AND OTHER SERVICES

                 Under an investment advisory agreement with the Fund,
              Madison Investment Advisors, Inc., 6411 Mineral Point
              Road., Madison, Wisconsin, furnishes continuous investment
              service and management to the Fund, for which it receives
              an annual fee, paid quarterly, based on the average net
              asset value of the Fund, as determined by valuations made
              at the close of each business day.  The annual fee is .50
              of 1% of the total net assets of the Fund. Personnel of
              the Advisor are primarily responsible for investment
              decisions affecting the Fund's portfolio.  During the
              years ended December 31, 1995 and December 31, 1994 and
              December 31, 1993 the Fund paid the Advisor an aggregate
              of $30,159, $41,658 and $41,576, respectively, in advisory
              fees.

             

                 Under the investment advisory agreement, the Advisor,
              at its own expense and without reimbursement from the
              Fund, furnishes office space, office facilities,
              equipment, executive officers and executive expenses of
              the Fund.  The Fund will pay all operating expenses
              including but not limited to the costs of preparing and
              printing its registration statements required under the
              Securities Act of 1933 and the Investment Company Act of
              1940 and any amendments thereto, the expense of
              registering its shares with the Securities and Exchange
              Commission and various states, and the cost of
              prospectuses for existing shareholders, reports to
              shareholders, taxes, and legal expenses.  Also included
              are fees to Directors who are not interested persons of
              the Advisor or officers or employees of the Fund, salaries
              of administrative and clerical personnel, auditing and
              accounting services, fees and expenses of any custodian,
              printing and mailing expenses, postage, and charges and
              expenses of dividend disbursing agents, registrars and
              stock transfer agents, including the cost of keeping all
              necessary shareholder records and accounts and handling.

                 The Advisor has undertaken to reimburse the Fund to the
              extent that the aggregate annual operating expenses,
              including the investment advisory fee and distribution
              fees but excluding interest, taxes, and brokerage commis-
              sions, exceeds 2% of average daily net assets.  The
              Advisor shall, on a quarterly basis, reimburse the Fund
              for all expenses in excess of these amounts.

                 The agreement with the Advisor is not assignable and
              may be terminated by either party, without penalty, on
              sixty days' notice.  Otherwise, the agreement continues in
              effect as long as it is approved annually by (a) the Board
              of Directors or by a vote of a majority of the outstanding
              shares of the Fund, and (b) in either case, by the
              affirmative vote of a majority of directors, who are not
              parties to the agreement or "interested persons" of the
              Advisor, as defined in the Investment Company Act of 1940,
              as amended, cast in person at a meeting called for the
              purpose of voting for such approval.
             
                  The Advisor may act as an investment advisor to other
              persons, firms or corporations, including investment
              companies.  Madison Investment Advisors, Inc., is a
              registered investment advisor and has numerous advisory
              clients of its own, including Bascom Hill Investors, Inc.
              and Bascom Hill BALANCED Fund, Inc., both registered
              investment companies.  The Advisor was founded in 1973 and
              has never been controlled by or affiliated with any other
              business entity or person.

                 Frank E. Burgess, President, and Director of the Fund
              is also President and Director of the Advisor.  Katherine
              L. Frank is Vice President and Secretary of the Fund and
              also Vice President of the Advisor. Jay R. Sekelsky is
              Vice President of the Fund and Vice President of the
              Advisor.  Chris Berberet is Treasurer of the Fund and Vice
              President of the Advisor.  Jacqueline Stoppleworth is
              Assistant Secretary of the Fund and Controller of the
              Advisor.  Mr. Burgess owns a majority of the controlling
              interest in the Advisor.  Investment decisions are made by
              the Investment Policy Committee.

                 The Advisor relies upon information supplied by the
              analytical staffs of major brokerage firms as well as
              other publications and research services. A discussion of
              how the Advisor allocates investment opportunities among
              clients, how the Advisor decides which client should
              purchase certain securities and how portfolio transactions
              are allocated among brokers is found under "BROKERAGE"
              below.

                 Williams, Young and Associates, P.O. Box 8700, Madison,
              Wisconsin, 53708 is the Fund's independent public
              accountant.

                 The custodian for the Fund's assets is Firstar Trust
              Company, P.O. Box 701, Milwaukee, Wisconsin, 53201-0701.
              The Firstar Trust Company also serves as the transfer
              agent for the Fund.

                                       BROKERAGE

                 Portfolio brokerage transactions of the Fund are placed
              with those securities brokers which the Advisor believes
              will provide the best value in brokerage and research
              services for the Fund, either in a particular transaction
              or over a period of time.  Although some transactions
              involve only brokerage services, many involve research
              services as well.

                 In valuing brokerage services, the Advisor makes a
              judgment of the usefulness of research and other
              information provided by a broker to the Advisor in
              managing the Fund's investment portfolio.  In some cases,
              the information, e.g. data or recommendations concerning
              particular securities, relates to the specific transaction
              placed with the broker, but, for the greater part, the
              research consists of a wide variety of information
              concerning companies, industries, investment strategy and
              economic, financial and political conditions and
              prospects, useful to the Advisor in advising the Fund and
              other clients of the Advisor.

                 In compensating brokers for their services, the Advisor
              takes into account the value of the information received
              for use in advising the Fund. It is understood by the Fund
              that other clients of the advisor might also benefit from
              the information obtained.  Where the Fund and one or more
              clients of the Advisor are simultaneously engaged in the
              purchase or sale of the same security, the transactions
              will, to the extent possible, be averaged as to price and
              allocated equitably.  In most cases, it is believed that
              coordination and the ability to participate in volume
              transactions will be to the benefit of the Fund.

                 

                 The Fund may not allocate brokerage solely on the basis
              of selling Fund shares.  When feasible and practical,
              over-the-counter purchases and sales are transacted
              directly with principal market makers.  Principal market
              makers are not paid a direct commission.  They receive in
              payment the difference between the bid and asked prices
              for a particular security. Principle transactions totalled
              $5,758,567, $13,017,363 and $13,203,739 during the years
              ended December 31, 1995, December 31, 1994 and December
              31, 1993, respectively.

                                   DISTRIBUTION PLAN

                 The Fund has adopted a Distribution Plan under which,
              among other things, it intends to pay quarterly to Madison
              Investment Advisors, Inc. ("Madison"), as distributor of
              the Funds shares, a distribution fee equal, on an annual
              basis, to .25 of 1% of its average daily net assets.  As
              required by Rule 12b-1 under the Investment Company Act of
              1940, the Plan was approved by the initial Fund
              shareholders, was approved at the Fund's first annual
              meeting following the initial public offering of its
              shares, and was approved (together with the contract
              pursuant to which the fee is paid) by the Board of
              Directors including a majority of the Directors who are
              not interested persons of the Fund (as defined by the
              Investment Company Act of 1940) and who have no direct or
              indirect financial interest in the operation of the Plan
              or the Distribution Agreement.  In addition to the
              distribution fee, Madison receives the redemption fee
              imposed on some redemptions of shares.  During the years
              ended December 31, 1995, December 31, 1994 and December
              31, 1993, the Fund paid Madison $15,079, $20,829 and
              $20,788, respectively, in distribution fees. The
              redemption fees collected were $39,693, $60,784 and
              $9,835.

                  

                 Pursuant to the Distribution Agreement and Rule 12b-1
              Plan, Madison will pay, among other things, commissions
              and maintenance fees to selected authorized securities
              dealer who sell shares of the Fund, the cost of printing
              prospectuses and other materials relating to the Fund,
              postage and other direct mail and advertising expenses in
              connection with the distribution of Fund shares.  Under
              the Plan, Madison will provide the Directors for their
              review, promptly after the end of each quarter, a written
              report setting forth all amounts expended under the Plan
              and the purpose for each expenditure.

                 If either the Plan or the Distribution Agreement is
              terminated or not renewed, any distribution expenses
              incurred by Madison before or after that time will not be
              reimbursed.  Madison may incur substantial expenses in the
              early years in expectation of being reimbursed by
              distribution fees. However, if the Plan is terminated,
              Madison will not continue to be reimbursed for
              distribution fees, whether incurred before or after such
              termination.  Expenses incurred in excess of distribution
              fee payments are the sole responsibility of Madison and
              are not obligations of the Fund.  The Plan does not permit
              reimbursement for Madison's overhead expenses, officer or
              employee salaries or expenses, or for any interest or
              financing charges on carryover expense amounts.

                        PURCHASE AND REDEMPTION OF FUND SHARES

                 As briefly discussed in the Prospectus, applications
              for the purchase of shares should be made to Madison Bond
              Fund, Inc. c/o Firstar Trust Company, P.O. Box 701,
              Milwaukee, Wisconsin, 53201-0701.  The price per share
              will be the net asset value computed after the time the
              application is received. (See "DETERMINATION OF NET ASSET
              VALUE", page 13).  The net asset value for a particular
              day is applicable to all applications for the purchase of
              shares as well as all requests for the redemption of
              shares received at or before that day's close of trading
              on the New York Stock Exchange (the "Exchange").  The
              Exchange usually closes at 4:00 p.m. New York time.
              Applications for purchase of shares and requests for
              redemptions of shares received after the close of trading
              on the Exchange will be based on the net asset value as
              determined as of the close of trading on the next day the
              Exchange is open.

                 All applications to purchase capital stock are subject
              to acceptance or rejection by authorized officers of the
              Fund and are not binding until accepted.  Applications
              will not be accepted unless they are accompanied by
              payment.  However, minor differences between amounts
              submitted and actual costs of shares will be refunded or
              billed.  It is the policy of the Fund not to accept
              applications under circumstances or in amounts considered
              disadvantageous to existing shareholders.

                 The Board of Directors of the Fund is authorized from
              time to time to fix upper and lower limits on the number
              of shares which may be purchased. Pursuant to this
              authority, the Board of Directors has established $1,000
              as the minimum initial purchase and $100 as the minimum
              for any subsequent purchase, except through dividend or
              capital gain reinvestment.

                 Purchase of Fund shares will be made in full and
              fractional shares, computed to three decimal places,
              unless the investor specifies full shares only.

                 Certificates representing Fund shares purchased will
              not be issued.  The Fund's transfer agent, Firstar Trust
              Company, Milwaukee, Wisconsin, will credit the
              shareholder's account with the number of shares purchased.
              The Fund offers this service to relieve shareholders of
              responsibility for safekeeping certificates and to
              eliminate the need for delivery of certificates in the
              event of redemption.  Written confirmations are issued for
              all purchases of Fund shares.

                 A shareholder may require the Fund at any time to
              redeem his or her shares in whole or in part.  Redemption
              is accomplished by delivering to the Fund, c/o Firstar
              Trust Company, P.O. Box 701, Milwaukee, Wisconsin, 53201-
              0701, a signed written request for redemption.  The
              written redemption request must be signed exactly as the
              shares are registered.  If the account is owned jointly,
              both owners must sign.  Redemption cannot be accomplished
              by telephoning or telegraphing the Fund or Firstar Trust
              Company.  The redemption price is the net asset value next
              computed after receipt of written request in the proper
              form set out above.

                 If there is doubt as to what is necessary in order to
              redeem shares, please write or call the Fund's transfer
              agent, Firstar Trust Company (telephone no. (414) 765-
              4124), prior to submitting the redemption request. No
              redemption request will become effective until all
              documents have been received in proper form by the
              transfer agent.

                 All redemptions will be processed immediately upon
              receipt and the Fund will return redemption requests that
              contain restrictions as to the time or date redemptions
              are to be affected.  The redemption price will depend on
              the market value of the investments in the Fund's
              portfolio at the time of redemption, (see "DETERMINATION
              OF NET ASSET VALUE") and may be more or less than the cost
              of shares redeemed.  Payments for shares redeemed will be
              made within seven days after redemption and redemption
              will be made in cash only.

                 The right of redemption may be suspended for any period
              during which the New York Stock Exchange is closed other
              than customary and weekend and holiday closings, and may
              be suspended for any period during which trading on the
              Exchange is restricted as determined that an emergency
              exists and, therefore, it is not reasonably practical for
              the Fund to dispose of its securities nor to fairly
              determine the value of its net assets.

                 Shares of the Fund may be transferred in much the same
              manner as they are redeemed.  Written instructions must be
              delivered to the Fund, c/o The Firstar Trust Company, P.O.
              Box 701, Milwaukee, Wisconsin, 53201-0701, endorsed or
              accompanied by the instrument of transfer and guaranteed
              in the same manner as described under "PURCHASE AND
              REDEMPTION OF FUND SHARES". The instructions must be
              signed exactly as provided in "PURCHASE AND REDEMPTION OF
              FUND SHARES" for redemption of shares.  The Fund is not
              bound to record any transfer on the stock transfer books
              maintained by the Trust Company until all required
              documents have been received by it.

                           DETERMINATION OF NET ASSET VALUE

                 The price investors pay for shares, the net asset
              value, is determined by dividing the total net assets of
              the Fund by the total number of full and fractional shares
              outstanding at that time.  The net assets of the Fund are
              determined by deducting the liabilities of the Fund from
              total asset value. The net asset value is determined as of
              the close of trading on the New York Stock Exchange
              exclusive of federal holidays.  Federal holidays include
              New Year's Day, President's Day, Good Friday, Memorial
              Day, Independence Day, Labor Day, Thanksgiving Day and
              Christmas Day.  Shares purchased are subject to a 2.50%
              sales charge (see prospectus for details).

                 Securities traded on a stock exchange will ordinarily
              be valued on the basis of the last sale price on the date
              of valuation, or in the absence of any sale on that day,
              the closing bid price.  Securities not listed on an
              exchange or securities in which there were no transactions
              are valued at the most recent reported bid prices.  Any
              securities for which market quotations are not readily
              available are valued at fair value as is determined in
              good faith by the Board of Directors.  Short-term
              securities with over 60 days to maturity are valued at
              market value; those under 60 days to maturity are valued
              at amortized cost. All assets other than securities will
              be valued at their then current fair value as determined
              in good faith by the Board of Directors.
              
                                      TAX STATUS

                 During the current taxable year and in future years,
              the Fund intends to qualify under the provisions of
              Sections 851-855 of the Internal Revenue Code (Subchapter
              M) applicable to investment companies.

                 Upon qualifying under the federal tax laws related to
              investment companies, the Fund will not be subject to
              federal taxes on income or capital gains distributed to
              the shareholders.  Distributions designated as "capital
              gains distributions" (meaning the excess of net long-term
              capital gains over net short-term capital losses) will be
              taxable to shareholders as long-term gains, regardless of
              the length of time shares of the Fund have been held.
              Currently, the maximum long-term capital gains tax rate is
              28%.  Distributions of the excess of net short-term gains
              over the net long-term capital losses and income dividend
              distributions are made in cash or reinvested in additional
              shares of the Fund.
                 If the Fund does not qualify for preferential tax
              treatment in any fiscal year, it will be taxed as an
              ordinary corporation.  The net asset value per share may
              be adversely affected as a result.

                 Since at the time of purchase of Fund shares the Fund
              may have undistributed income or capital gains,
              distributions received shortly after such purchase by a
              shareholder may be taxable to the shareholder, although it
              is, in whole or in part, a return of capital and may have
              the effect of reducing the net asset value per share.

                 Distributions from net investment income are taxable as
              ordinary income to shareholders.  Distributions may be
              subject to state income tax in states having such a tax.
              It is recommended that investors consult with their
              personal tax advisor in evaluating their individual tax
              situation.

                 The Fund is legally required to deduct and withhold
              income tax from a distribution payment at a 20 percent
              rate if:

                 (1)  The shareholder fails to furnish his/her taxpayer
              identification number to the Fund;
                 (2)  The IRS notifies the Fund that the taxpayer
              identification number furnished by the shareholder is
              incorrect;
                 (3)  The IRS notifies the Fund that backup withholding
              should be commenced because the shareholder has failed to
              properly report interest or dividend income; or
                 (4)  When required to do so, the shareholder fails to
              certify, under penalties of perjury, that he/she is not
              subject to backup withholdings.

                 In addition, under the new IRA rollover rules, any
              distribution from an employer - sponsored plan is subject
              to 20% mandatory withholding, unless it is directly
              "rolled over" into an IRA.  (See the IRA Disclosure
              Brochure for details)

                 The Tax Reform Act of 1986 made major changes in the
              entire tax system, impacting all investors including all
              individuals or taxable entities that invest in the Fund.
              Individual income tax rates declined to a top rate of 28%.
              Currently, capital gains are taxable at ordinary income
              rates. Therefore, each investor should consult with his or
              her tax advisor regarding the income tax treatment of
              income and capital gain distributions and expense
              deductions from the Fund in future years.

                 

                                 FINANCIAL STATEMENTS

                 The following financial information contained in the
              Annual Report for Madison Bond Fund, Inc. for the year
              ended December 31, 1995 is incorporated herein by
              reference:

                  

                 (a)    Statement of Net Assets
                 (b)    Statement of Changes in Net Assets
                 (c)    Statement of Operations
                 (d)    Notes to Financial Statements
                 (e)    Report of Independent Public Accountants
                 A copy of the Annual Report will accompany the
              Statement of Additional Information whenever the Statement
              of Additional Information is requested by a shareholder or
              prospective investor.

            PART C:   OTHER INFORMATION

            Form N-1A
            Item No.
            --------


              24.     Financial Statements and Exhibits
                      ---------------------------------

               
                      (a) Per share income and capital changes for the
                          period ended December 31, 1990 and the years
                          ended December 31, 1991, 1992,1993, 1994 and
                          1995.

                

                          Financial Statements Included in Shareholder
                          Annual Report for the year ended December 31,
                          1995.

                           (1)   Statement of Net Assets
                           (2)   Statement of Changes in Net Assets
                           (3)   Statement of Operations
                           (4)   Notes to Financial Statements

                      (b)  Exhibits:

                      EXHIBIT
                        NO.          DESCRIPTION OF EXHIBIT
                      -------    --------------------------


                        1.       Articles of Incorporation *
                        2.       Bylaws*
                        3.       N/A
                        4.       N/A
                        5.       Investment Advisory Agreement*
                        6(a).    Distribution Agreement *
                        6(b).    Form of Authorized Dealer Agreement *
                        7.       N/A
                        8(a).    Custodian Agreement *
                        8(b).    Transfer/Dividend Disbursing Agent
                                 Agreement *
                        9.       N/A
                        10.      Opinion and Consent of Counsel *
                        11.      Consent of Independent Public Accountant
                        12.      N/A
                        13.      Subscription of Purchase Agreement *
                        14.      IRA Plan *
                        15.      Rule 12b-1 Plan *

                        * Previously filed and incorporated herein by
                        reference.

           25.  Persons Controlled by or under Common Control with Registrant
                -------------------------------------------------------------
                 
                                    None

              
           
           26.  Number of Holders of Securities as of December 31, 1995
                -------------------------------------------------------
           
                      Title of Class            Number of Record Holders
                      --------------            ------------------------
                       Common Stock                        197
          
               
          
           27.  Indemnification
                ---------------
              

                          Article VIII of the Registrant's Bylaws
                      provides for the indemnification of its directors
                      and officers and, therefore, is incorporated
                      herein by reference.

              
           28.  Business and Other Connections of Investment Advisor
                ----------------------------------------------------
            
                          Madison Investment Advisors, Inc., is the
                      only investment advisor to the Registrant.

              

                          Set forth below is a list of the officers and
                      directors of Madison Investment Advisors, Inc. as
                      of January 31, 1996, together with information as
                      to any other business, profession, vocation or
                      employment of a substantial nature of those
                      officers and directors during the past two years:


           

                                       Position with Madison
               Name                    Investment Advisors, Inc.   Other
               ----                    -------------------------   -----

               Frank E. Burgess        President, Treasurer and    (1)
                                       Director
               Christopher C. Berberet Vice President              (1)



               Richard L. Ford         Vice President
               Katherine L. Frank      Vice President              (1)
               L. Louis LeGoullon      Vice President
               John F. McClure         Vice President, Secretary
                                       Director
               Michael J. Schlageter   Vice President, Director
               Jay R. Sekelsky         Vice President              (1)
               Michael R. Yaktus       Vice President

               Note (1):  Certain of the indicated persons are officers and
               directors of Bascom Hill Investors, Bascom Hill BALANCED Fund
               and Madison Bond Fund, all open-ended, diversified investment
               companies for which Madison Investment Advisors, Inc. also acts
               as investment advisor.

               

           29.    Principal Underwriters
                  ----------------------


                          Madison Investment Advisors, Inc. acts as Dis-
                      tributor of the shares of common stock of the Registrant
                      under a Distribution Agreement to this Registration
                      Statement.  Madison Investment Advisors, Inc. also acts
                      as investment advisor to Bascom Hill Investors, Inc. and
                      Bascom Hill BALANCED Fund Inc., both registered
                      investment companies.  The officers and directors of
                      Madison Investment Advisors, Inc., their positions or
                      offices, are outlined in Item 28 of this Registration
                      Statement immediately above.




           30.    Location of Accounts and Records
                  --------------------------------


                          All accounts, books, and other documents required to
                      be maintained by Section 31(a) of the Investment Company
                      Act of 1940 and the rules thereunder will be maintained
                      at the offices of the Registrant at 6411 Mineral Point
                      Road, Madison, WI 53705-4341 and at the offices of the
                      Registrant's transfer agent and custodian, Firstar Trust
                      Company located at 615 East Michigan Avenue, Milwaukee,
                      WI 53201.

           31.    Management Services
                   -------------------


                          Registrant is not a party to any management-related
                      service contract other than set forth in Part A or Part
                      B of this Form.

           32.    Undertakings
                  ------------


                          Registrant agrees to furnish each person to whom a
            prospectus is delivered with a copy of the Registrant's
            latest annual report to shareholders, upon request, and without
            charge.



                                     EXHIBIT 11

                      Consent of Independent Public Accountant



                         CONSENT OF INDEPENDENT ACCOUNTANTS
            As independent public accountants, we hereby consent to the
            use of our report dated January 25, 1996, and to all
            references to our Firm included in or made a part of the
            Registration Statement on Form N-1A.

            WILLIAMS, YOUNG & ASSOCIATES, LLC

            Madison, Wisconsin
            February 10, 1996



                                     SIGNATURES

            Pursuant to the requirements of the Securities Act of 1933
            and the Investment Company Act of 1940 the Registrant
            certifies that it meets all of the requirement for
            effectiveness of the Registration Statement pursuant to Rule
            485(b) under the Securities Act of 1933 and has duly caused
            this Registration Statement to be signed on its behalf by
            the undersigned, thereto duly authorized, in the City of
            Madison and State of Wisconsin on the 15th day of February,
            1995.


                                          Madison Bond Fund, Inc.


                                          XXXXXXXXXXXXX
                                          --------------------


                                          Frank E. Burgess, President

            Pursuant to the requirements of the Securities Act of 1933,
            this Registration Statement has been signed below by the
            following persons in the capacities indicated.

           
           
           


            Name                   Title                 Date
                             
           
           
           Frank E. Burgess        Director              2/26/96         
               

           James R. Imhoff, Jr.    Director              2/26/96
           

           Edmund B. Johnson       Director              2/26/96


           Lorence D. Wheeler      Director              2/26/96
 
                      


<TABLE> <S> <C>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MADISON BOND
FUND, INC., JUNE 30, 1995 FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH SEMI-ANNUAL REPORT.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               JUN-30-1995
<INVESTMENTS-AT-COST>                             5954
<INVESTMENTS-AT-VALUE>                            6006
<RECEIVABLES>                                       82
<ASSETS-OTHER>                                       8
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                    6044
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                           43
<TOTAL-LIABILITIES>                                 43
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                          6227
<SHARES-COMMON-STOCK>                                3
<SHARES-COMMON-PRIOR>                                0
<ACCUMULATED-NII-CURRENT>                            0
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                            52
<NET-ASSETS>                                      6053
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                  220
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                      43
<NET-INVESTMENT-INCOME>                            177
<REALIZED-GAINS-CURRENT>                          (89)
<APPREC-INCREASE-CURRENT>                          451
<NET-CHANGE-FROM-OPS>                              362
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                           91
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                              4
<NUMBER-OF-SHARES-REDEEMED>                         85
<SHARES-REINVESTED>                                  3
<NET-CHANGE-IN-ASSETS>                          (1561)
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                               15
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                      0
<AVERAGE-NET-ASSETS>                              6183
<PER-SHARE-NAV-BEGIN>                            19.60
<PER-SHARE-NII>                                    .62
<PER-SHARE-GAIN-APPREC>                              0
<PER-SHARE-DIVIDEND>                               .30
<PER-SHARE-DISTRIBUTIONS>                          .30
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              21.09
<EXPENSE-RATIO>                                     .7
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>


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