Madison's annual Halloween party, Freakfest, brought an estimated 45,000 people to State Street Saturday night.
The street was filled with people celebrating while dressed in silly, scary and spooky costumes.
Madison Police say they're pleased with the event, saying it was on track to make fewer arrests than in 2011.
"We're really having no incidents that are concerning to us, where we're seeing property damaged or people injured, so it's a good night on State Street," police spokesman Joel DeSpain said
Police say in the last five years, the atmosphere in Freakfest has greatly improved from 10 years ago.
"We're just happy that people are coming to Freakfest and are having a good time and are respecing one another and respecting the property that's downtown. Again, it's something the city is very proud of and this party had become something of a black eye about 10 years ago. So, it's really been a stark turn around and for the good," DeSpain said.