FMI LARGE CAP FUND (Prospectus Summary) | FMI LARGE CAP FUND

FMI LARGE CAP FUND SUMMARY

Investment Objective:

FMI Large Cap Fund seeks long-term capital appreciation.

Fees and Expenses of the Fund:

The following table describes the fees and expenses that you may pay if

you buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)

Shareholder Fees (USD $)	FMI LARGE CAP FUND
Maximum Sales Charge (Load) Imposed on Purchases	none
Maximum Deferred Sales Charge (Load)	none
Maximum Sales Charge (Load) Imposed on Reinvested Dividends and Distributions	none
Redemption Fee (transfer agent charge of $15 for each wire redemption)	none
Exchange Fee	none

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Annual Fund Operating Expenses	FMI LARGE CAP FUND
Management Fees	0.75%
Distribution and/or Service (12b-1) Fees	none
Other Expenses	0.22%
Total Annual Fund Operating Expenses	0.97%

Example

This Example is intended to help you compare the cost of investing in the Fund

with the cost of investing in other mutual funds.



The Example assumes that you invest $10,000 in the Fund for the time periods

indicated and then redeem all of your shares at the end of these periods. The

Example also assumes that your investment has a 5% return each year and that the

Fund's operating expenses remain the same.

Although your actual costs may be higher or lower, based on these assumptions, your costs would be:

Expense Example (USD $)	Expense Example, With Redemption, 1 Year	Expense Example, With Redemption, 3 Years	Expense Example, With Redemption, 5 Years	Expense Example, With Redemption, 10 Years
FMI LARGE CAP FUND	99	309	536	1,190

Portfolio Turnover

The Fund pays transaction costs, such as commissions, when it buys and sells

securities (or "turns over" its portfolio). A higher portfolio turnover may

indicate higher transaction costs and may result in higher taxes when Fund

shares are held in a taxable account. These costs, which are not reflected in

annual fund operating expenses or in the Example, affect the Fund's

performance. During the most recent fiscal year, the Fund's portfolio turnover

rate was 28% of the average value of its portfolio.

Principal Investment Strategies:

The Fund invests mainly in a limited number of large capitalization (namely,

companies with more than $5 billion market capitalization) value stocks of

companies listed or traded on a national securities exchange or on a national

securities association, including foreign securities traded on a national

securities exchange or on a national securities association. In addition,

the Fund invests in American Depositary Receipts or "ADRs" which are

dollar-denominated securities of foreign issuers traded in the U.S.



The Fund may invest in ADRs through both sponsored and unsponsored

arrangements. Issuers of the securities underlying sponsored ADRs, but not

unsponsored ADRs, are contractually obligated to disclose material information

in the United States. Therefore, the market value of unsponsored ADRs is less

likely to reflect the effect of such information.



The Fund uses fundamental analysis to look for stocks of good businesses that

are selling at value prices in an effort to achieve above average performance

with below average risk. The Fund believes good businesses have some or all of

the following characteristics:



o A strong, defendable market niche or products and services niche that is

difficult to replicate



o A high degree of relative recurring revenue



o Modestly priced products or services



o Attractive return-on-investment economics (namely, where return on investment

exceeds a company's cost of capital over a three to five year period)



o Above-average growth or improving profitability prospects



The Fund considers valuation:



o On both an absolute and relative to the market basis



o Utilizing both historical and prospective analysis



In reviewing companies, the Fund applies the characteristics identified above on

a case-by-case basis as the order of importance varies depending on the type of

business or industry and the company being reviewed.



The Fund's portfolio managers will generally sell a portfolio security when they

believe:



o The security has achieved its value potential



o Such sale is necessary for portfolio diversification



o Changing fundamentals signal a deteriorating value potential



o Other securities have a better value potential

Principal Risks:

There is a risk that you could lose all or a portion of your money on your

investment in the Fund. This risk may increase during times of significant

market volatility. The risks below could affect the value of your

investment, and because of these risks the Fund is a suitable investment

only for those investors who have long-term investment goals:



o Stock Market Risk: The prices of the securities in which the Fund invests may

decline for a number of reasons. The price declines of common stocks, in

particular, may be steep, sudden and/or prolonged. Price changes may occur in

the market as a whole, or they may occur in only a particular company, industry,

or sector of the market.



o Medium Capitalization Companies Risk: Medium capitalization companies tend

to be more susceptible to adverse business or economic events than large

capitalization companies, and there is a risk that the securities of medium

capitalization companies may have limited liquidity and greater price volatility

than securities of large capitalization companies.



o Non-Diversification Risk: Because the Fund is non-diversified (meaning that

compared to diversified mutual funds, the Fund may invest a greater percentage

of its assets in a particular issuer), the Fund's shares may be more susceptible

to adverse changes in the value of a particular security than would be the

shares of a diversified mutual fund. Thus, the Fund is more sensitive to

economic, business and political changes which may result in greater price

fluctuations of the Fund's shares.



o Value Investing Risk: The Fund's portfolio managers may be wrong in their

assessment of a company's value and the stocks the Fund holds may not reach what

the portfolio managers believe are their full values. From time to time "value"

investing falls out of favor with investors. During these periods, the Fund's

relative performance may suffer.



o Foreign Securities Risk:  Stocks of non-U.S. companies as an asset class may

underperform stocks of U.S. companies, and such stocks may be less liquid and

more volatile than stocks of U.S. companies. The costs associated with

securities transactions are often higher in foreign countries than the U.S. The

U.S. dollar value of foreign securities traded in foreign currencies (and any

dividends and interest earned) held by the Fund may be affected favorably or

unfavorably by changes in foreign currency exchange rates. An increase in the

U.S. dollar relative to these other currencies will adversely affect the Fund,

if the positions are not fully hedged. Additionally, investments in foreign

securities, whether or not publicly traded in the United States, may involve

risks which are in addition to those inherent in domestic investments. Foreign

companies may not be subject to the same regulatory requirements of U.S.

companies and, as a consequence, there may be less publicly available

information about such companies. Also, foreign companies may not be subject to

uniform accounting, auditing and financial reporting standards and requirements

comparable to those applicable to U.S. companies. Foreign governments and

foreign economies often are less stable than the U.S. Government and the U.S.

economy.



o Market Timing Risk: Frequent purchases and redemptions of Fund shares by a

shareholder may harm other Fund shareholders by interfering with the efficient

management of the Fund's portfolio, increasing brokerage and administrative

costs, and potentially diluting the value of their shares. However, the Fund's

Board of Directors has determined not to adopt policies and procedures that

discourage frequent purchases and redemptions of Fund shares because the

Fund has not experienced frequent purchases and redemptions of Fund shares

that have been disruptive to the Fund. The Fund's Board of Directors may

reconsider its decision not to adopt policies and procedures if it determines

there is unusual trading in Fund shares.

Performance:

The following bar chart and table provide some indication of the risks of

investing in the Fund by showing changes in the Fund's performance from

year to year and how the Fund's average annual returns over time compare to the

performance of the Standard & Poor's Composite Index of 500 Stocks ("S&P

500"). For additional information on this index, please see "Index Descriptions"

in the Prospectus. The Fund's past performance (before and after taxes) is not

necessarily an indication of how the Fund will perform in the future. Updated

performance information is available on the Fund's website at

http://www.fmifunds.com.

FMI Large Cap Fund (Annual total return as of 12/31)

During the ten year period shown on the bar chart, the Fund's highest total

return for a quarter was 15.06% (quarter ended June 30, 2003) and the lowest

total return for a quarter was -18.29% (quarter ended December 31, 2008 ).

After-tax returns are calculated using the historical highest individual federal

marginal income tax rates and do not reflect the impact of state and local

taxes. Actual after-tax returns depend on an investor's tax situation and may

differ from those shown. In certain cases, the figure representing "Return after

taxes on distributions and sale of Fund shares" may be higher than the other

return figures for the same period, since a higher after-tax return results when

a capital loss occurs upon redemption and provides an assumed tax deduction that

benefits the investor. The after-tax returns shown are not relevant to investors

who hold their shares through tax-deferred arrangements such as 401(k) plans or

Individual Retirement Accounts ("IRAs").

Average Annual Total Returns (for the periods ended December 31, 2011)

Average Annual Total Returns	Average Annual Returns, Label	Average Annual Returns, 1 Year	Average Annual Returns, 5 Years	Average Annual Returns, 10 Years
FMI LARGE CAP FUND	Return before taxes.	1.49%	2.22%	6.44%
FMI LARGE CAP FUND After Taxes on Distributions	Return after taxes on distributions.	0.92%	1.85%	6.02%
FMI LARGE CAP FUND After Taxes on Distributions and Sales	Return after taxes on distributions and sale of Fund shares	1.74%	1.83%	5.52%
FMI LARGE CAP FUND S&P 500 Index	S&P 500 Index (reflects no deduction for fees, expenses or taxes)	2.11%	(0.25%)	2.92%