8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


_________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  April 30, 2015



                       KENTUCKY BANCSHARES, INC.
          (Exact Name of Registrant as specified in Charter)


   Kentucky                  000-52598              61-0993464
 (State or other            (Commission            (IRS Employer
  jurisdiction of           File Number)        Identification No.)
  incorporation)


P.O. Box 157, Paris, Kentucky                          40362-0157
(Address of principal executive offices)               (Zip code)


(859)987-1795
(Registrant's telephone number, including area code)

N/A
(Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:

(X)  Written communications pursuant to Rule 425 under the Securities
Act (17CFR230.425)

( )  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)

( )  Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))

( )  Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT

  Item 2.02. Results of Operations and Financial Condition

       The Registrant expects to mail to its shareholders the
Registrant's quarterly financial information for the first quarter of
2015 on or about May 6, 2015.  A copy of this mailing is attached as
Exhibit 99.1.

       The information in this Form 8-K and Exhibit 99.1 attached hereto
shall not be deemed filed for purposes of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933, except as shall be expressly set
forth by specific reference.

  Item 9.01.  Financial Statements and Exhibits

Exhibit 99.1 - Release dated April 30, 2015 of quarterly financial
information as of March 31, 2015.

Forward-Looking Statements

       Except for historical information contained herein, the
discussion in this Report may include certain forward looking
statements based upon management expectations.  Actual results and
experience could differ materially from the anticipated results or
other expectations expressed in the forward-looking statements.
Factors which could cause future results to differ from these
expectations include the following:  change in economic conditions in
the markets we serve; changes in laws or regulatory enforcement;
monetary and fiscal policies of the federal government; changes in
interest rates; demand for financial services; the impact of our
continuing growth strategy; and other factors, including various risk
factors set forth in our most recent annual report on Form 10-K and in
other reports we file from time to time with the Securities and
Exchange Commission.  Our annual report on Form 10-K and these other
reports are available publicly on the SEC website, www.sec.gov, and on
the Company's website, www.kybank.com.


SIGNATURE

       Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.

                                            KENTUCKY BANCSHARES, INC.



Date: April 30, 2015                 By      /s/ Gregory J. Dawson___
                                                    Gregory J. Dawson
                                                    Chief Financial Officer

EX-99

Exhibit 99.1

April 30, 2015
Earnings Report
March 31, 2015

Dear Shareholders:

We are pleased to announce continued balance sheet growth for Kentucky
Bancshares, Inc. for the period ending March 31, 2015. Total assets were
$856.5 million as of March 31, 2015 compared to $782.7 million as of
March 31, 2014 reflecting growth of 9.4%. Year to date net income was
$1.52 million for the period ended March 31, 2015 compared to $1.77
million for the period ending March 31, 2014.

The overall increase in total assets was driven by a 13.6% increase in
total loans, which was funded by a 5.2% increase in deposits and a 49.1%
increase in other borrowed funds. Similar to prior years, borrowings
increased in an effort to strategically lock in longer term funding at
fixed rates for anticipated growth, and to minimize rate sensitivity in
anticipation of an increasing rate environment.

Year to date diluted earnings per share was $0.56 for the period ending
March 31, 2015 compared to $0.66 for the same period last year. The
change from prior year is largely attributable to higher loan loss
provision and higher non-interest expense, partially offset by higher net
interest income and lower tax expense. While our credit quality of loans
is good and our performance ratios in this area are stronger than our
peer group comparisons, management's calculations support an increase to
our provision primarily because of our significant loan growth. Non-
interest expense increased due, in part, to merger related expenses
associated with the previously announced acquisition of Madison Financial
Corporation. This acquisition is still expected to close, subject to
applicable regulatory approval, in mid-summer. Net interest income is
higher due to our loan and investment growth. Tax expense is lower due to
purchased tax credits, lower income, and increased exemptions associated
with our captive insurance subsidiary.

The first quarter of 2015 was a busy and productive one for us. In
addition to the loan and deposit growth in the first quarter, we continue
to see expanded adoption of our electronic services, including our mobile
banking app with mobile deposit functionality, as well as our Pay-Other-
People (POP) service. In addition, we expanded our service offering by
rolling out a new app for realtors. KY Bank Agent can be found in the app
store and at www.kybankagent.com and is real estate's #1 net sheet and
closing costs app. This technology will be available to realtors in each
of our markets and is a great tool in assisting their customers, and
another example of our commitment to partnering with local professionals
in our communities.

Our view should always be a long term one and we will continue to
consider opportunities for further franchise expansion, which advances
our growth objectives while maintaining our ability to provide Premier
Customer Service. We will continue to do everything possible to
accomplish what is in the long term best interest of our shareholders,
customers, and employees.

As always, we appreciate your support.


/s/Louis Prichard
Louis Prichard
President, CEO

Additional Information for Shareholders because of Possible Business
Combination

This communication does not constitute a solicitation of any vote or
approval or offer to sell securities.  Kentucky Bancshares has filed a
registration statement on Form S-4 with the SEC to register the Company's
shares that will be issued to Madison Financial Corporation's
shareholders in connection with the transaction.  The registration
statement includes a proxy statement of Madison and a prospectus of the
Company and will be mailed to each of Madison's shareholders when it is
complete and the registration statement on Form S-4 becomes
effective.  WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE
REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS AVAILABLE (AND ANY
OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR
INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT/PROSPECTUS) BECAUSE
SUCH DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION REGARDING THE PROPOSED
SHARE EXCHANGE AND MERGER.  Investors and security holders may obtain
free copies of these documents and other documents filed with the SEC on
the SEC's website at http://www.sec.gov.  Investors and security holders
may also obtain free copies of the documents filed with the SEC by the
Company at the Company's website at http://www.kybank.com (which website
is not incorporated herein by reference) or by directing a request to
Greg Dawson, PO Box 157, 339 Main Street, Paris, Kentucky 40362.








                                         UNAUDITED


CONSOLIDATED BALANCE SHEET
                                                                                Percentage
                                                 3/31/2015       3/31/2014        Change
                                                                       
Assets
  Cash & Due From Banks                        $  14,844,254   $  21,207,735      -30.0%
  Interest Bearing Time Deposits                   1,280,000         300,000      326.7
  Securities                                     249,476,182     236,364,198        5.5
  Trading Assets                                   5,409,338       5,108,033        5.9
  Loans Held for Sale                                940,130         149,400      529.3
  Loans                                          538,643,924     474,011,586       13.6
  Reserve for Loan Losses                          5,920,387       5,616,396        5.4
    Net Loans                                    532,723,537     468,395,190       13.7
  Federal Funds Sold                                 222,000         369,000      -39.8
  Other Assets                                    51,625,357      50,760,340        1.7
     Total Assets                              $ 856,520,798   $ 782,653,896        9.4%

Liabilities & Stockholders' Equity
  Deposits
    Demand                                     $ 185,424,220   $ 165,674,861       11.9%
    Savings & Interest Checking                  288,738,274     274,437,415        5.2
    Certificates of Deposit                      186,651,741     187,891,783       -0.7
      Total Deposits                             660,814,235     628,004,059        5.2
  Repurchase Agreements                           12,120,882      11,401,569        6.3
  Other Borrowed Funds                            96,314,689      64,597,235       49.1
  Other Liabilities                                7,561,705       6,700,659       12.9
    Total Liabilities                            776,811,511     710,703,522        9.3
  Stockholders' Equity                            79,709,287      71,950,374       10.8
    Total Liabilities & Stockholders' Equity   $ 856,520,798   $ 782,653,896        9.4%




CONSOLIDATED INCOME STATEMENT

                                                             Three Months Ending
                                                                                Percentage
                                                  3/31/2015       3/31/2014       Change
                                                                       
Interest Income                                  $ 7,731,342     $ 7,282,534        6.2%
Interest Expense                                     968,098         933,174        3.7
  Net Interest Income                              6,763,244       6,349,360        6.5
Loan Loss Provision                                  300,000         100,000      200.0
  Net Interest Income After Provision              6,463,244       6,249,360        3.4
Other Income                                       2,270,412       2,268,384        0.1
Other Expenses                                     7,217,448       6,453,891       11.8
  Income Before Taxes                              1,516,208       2,063,853      -26.5
Income Taxes                                             653         292,417      -99.8
  Net Income                                     $ 1,515,555     $ 1,771,436      -14.4
Net Change in Unrealized Gain (loss)
  on Securities                                      936,876       3,251,229      -71.2
  Comprehensive Income                           $ 2,452,431     $ 5,022,665      -51.2%

Selected Ratios
  Return on Average Assets                              0.70%           0.91%
  Return on Average Equity                              7.64           10.04

  Earnings Per Share                                 $  0.56         $  0.66
  Earnings Per Share - assuming dilution                0.56            0.66
  Cash Dividends Per Share                              0.26            0.25
  Book Value Per Share                                 29.24           26.44


  Market Price                          High        Low         Close
    First Quarter '15                  $28.15      $27.00      $28.15
    Fourth Quarter '14                  28.85       27.15       27.35