**United States****SECURITIES AND EXCHANGE COMMISSION****Washington, D.C. 20549****FORM 10-Q**

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

*For the quarterly period ended:***March 31, 2005**

[   ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

*For the transition period from _______________ to _______________*

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) have been subject to suchfiling requirements for the past 90 days: Yes [X]  No [  ]

Indicate by check mark whether the registrants are an accelerated filer (as defined in Rule 12b-2 of theExchange Act):

MGE Energy, Inc. Yes [X]  No [  ]          Madison Gas and Electric Company Yes [  ]  No [X]

**Table of Contents**

**PART I. FINANCIAL INFORMATION.Filing FormatForward-Looking StatementsWhere to Find More InformationDefinitions, Abbreviations, and Acronyms Used in the Text and Notes of this ReportItem 1. Financial Statements.**MGE Energy, Inc.Condensed Consolidated Statements of Income (unaudited)Condensed Consolidated Statements of Cash Flows (unaudited)Condensed Consolidated Balance Sheets (unaudited)**Madison Gas and Electric CompanyCondensed Consolidated Statements of Income (unaudited)Condensed Consolidated Statements of Cash Flows (unaudited)Condensed Consolidated Balance Sheets (unaudited)**MGE Energy, Inc., and Madison Gas and Electric CompanyNotes to Condensed Consolidated Financial Statements (unaudited)Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.Item 3. Quantitative and Qualitative Disclosures About Market Risk.Item 4. Controls and Procedures.**PART II. OTHER INFORMATION.Item 1. Legal Proceedings.Item 6. Exhibits.Signatures - MGE Energy, Inc.Signatures - Madison Gas and Electric Company
**PART I. FINANCIAL INFORMATION.**

**Filing Format**

This combined Form 10-Q is being filed separately by MGE Energy, Inc. (MGE Energy) and Madison Gas andElectric Company (MGE). MGE is a wholly owned subsidiary of MGE Energy and represents a substantialportion of its assets, liabilities, revenues, expenses, and operations. Thus, all information contained in thisreport relates to, and is filed by, MGE Energy. Information that is specifically identified in this report asrelating solely to MGE Energy, such as its financial statements and information relating to its nonregulatedbusiness, does not relate to, and is not filed by, MGE. MGE makes no representation as to that information. Theterms "we" and "our" as used in this report refer to MGE Energy and its consolidated subsidiaries, unlessotherwise indicated.

**Forward-Looking Statements**

This report, and other documents filed by MGE Energy and MGE with the Securities and ExchangeCommission (SEC) from time to time, contain forward-looking statements that reflect management's currentassumptions and estimates regarding future performance and economic conditions--especially as they relate tofuture load growth, revenues, expenses, capital expenditures, financial resources, regulatory matters, and thescope and expense associated with future environmental regulation. These forward-looking statements are madepursuant to the provisions of the Private Securities Litigation Reform Act of 1995. Words such as "believe,""expect," "anticipate," "estimate," "could," "should," "intend," and other similar words generally identifyforward-looking statements. Both MGE Energy and MGE caution investors that these forward-lookingstatements are subject to known and unknown risks and uncertainties that may cause actual results to differmaterially from those projected, expressed, or implied. Some of those risks and uncertainties include:

•	Weather, which enters into the calculation of MGE's rates for service and which affects the demand forelectricity and gas and the projected and actual need for electric generation capacity to serve customers.

•	Economic and market conditions in MGE's service territory, which affect demand for electricity and gasand, consequently, our revenues and expenses as well as capital investment requirements to extend,improve, or reinforce the existing electricity and gas distribution systems.

•	Magnitude and timing of capital expenditures, which affect capital needs, financing costs, and operatingexpenses.

•	Regulatory environment in which we operate, which can affect the way in which we do business as well asthe accounting treatment of expenses that we incur and our ability to continue carrying specified assets andliabilities on our books.

•	Environmental regulation, which can affect the way in which we operate, our operating expenses, and ourcapital expenditures.

•	Availability and cost of power supplies, which affect operating expenses and capital expenditure decisionswith respect to sources of new generation.

Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as ofthe date of this report. MGE Energy and MGE undertake no obligation to publicly release any revision to theseforward-looking statements to reflect events or circumstances after the date of this report.

**Where to Find More Information**

The public may read and copy any reports or other information that MGE Energy and MGE file with the SEC atthe SEC's public reference room at 450 Fifth Street, NW, Washington, D.C. 20549. The public may obtaininformation on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Thesedocuments are also available to the public from commercial document retrieval services, the Web sitemaintained by the SEC at http://www.sec.gov, MGE Energy's Web site at http://www.mgeenergy.com, andMGE's Web site at http://www.mge.com. Copies may be obtained from our Web sites free of charge.Information contained on MGE Energy's and MGE's Web sites shall not be deemed incorporated into, or to be apart of, this report.****

**Definitions, Abbreviations, and Acronyms Used in the Text and Notes of this Report**
AFUDCallowance for funds used during constructionAPBOaccumulated pension benefit obligationARBAccounting Research BulletinATCAmerican Transmission Company LLCAlliantAlliant Energy CorporationBlountBlount StationBOCMBanc One Capital Markets, Inc.CPCNCertificate of Public Convenience and NecessityColumbiaColumbia Energy CenterDNRWisconsin Department of Natural ResourcesEITFEmerging Issues Task ForceEPAU.S. Environmental Protection AgencyEPCEngineering, Procurement, and ConstructionFASBFinancial Accounting Standards BoardFERCFederal Energy Regulatory Commission FINFASB Interpretation No.FSPFASB Staff PositionFTRFinancial Transmission RightsGCIMgas cost incentive mechanisminterconnection agreementGeneration-Transmission Interconnection Agreementheating degree daysMeasure of the extent to which the average daily temperature is below65 degrees Fahrenheit, increasing demand for heatingkVkilovoltkWhkilowatt-hourLMPLocational Marginal PricingMGEMadison Gas and Electric CompanyMGE ConstructMGE Construct LLCMGE EnergyMGE Energy, Inc.MGE PowerMGE Power LLCMGE Power West CampusMGE Power West Campus, LLCMidwest ISOMidwest Independent System OperatorMoody'sMoody's Investors Service, Inc.MWmegawattNasdaqThe Nasdaq National Stock MarketPGA clausePurchased Gas Adjustment clausePJMPJM Interconnection, LLC (a regional transmission organization)PSCWPublic Service Commission of WisconsinRTORegional Transmission OrganizationS&PStandard & Poor's Ratings Group, a division of McGraw-Hill CompaniesSECSecurities and Exchange CommissionSFASStatement of Financial Accounting Standards (issued by the FASB)the StateState of WisconsinStock PlanDividend Reinvestment and Direct Stock Purchase Plan of MGE EnergyUWUniversity of Wisconsin-MadisonVIEvariable interest entityWCCFWest Campus Cogeneration FacilityWorking capitalcurrent assets less current liabilities**********