ASSOCIATED BANC-CORP — Director's Dealing 2003

Aug 21, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2003-08-15

Reporting Person: KING GORDON C (Chief Credit Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-08-15	Common Stock $.01 Par Value	J	17.452	$37.818	Acquired	1246.09	Direct
2003-08-15	Common Stock $.01 Par Value	J	11.046	$37.818	Acquired	1257.136	Direct
2003-08-15	Common Stock $.01 Par Value	A	10.88	—	Acquired	5679.21	Indirect

Footnotes

F1: Total includes adjustment in shares for exempt purchases in issuer's Employee Stock Purchase Plan since insider's last reporting.

F2: Total includes adjustment in shares for exempt purchases in issuer's Dividend Reinvestment Plan since insider's last reporting.

F3: Based on an account valuation as of August 20, 2003, reflecting the settlement of inter-plan transfers into the stock fund which occurred on August 15, 2003.

F4: The closing price of Associated Banc-Corp stock on 8/15/03 was $38.00 per share.