ASSOCIATED BANC-CORP — Director's Dealing 2004

Dec 17, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2004-12-15

Reporting Person: SELNER JOSEPH B (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-12-15	Common Stock $.01 Par Value	J	5.061	$32.5992	Acquired	103042.765	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $.01 Par Value	0	Direct
Common Stock $.01 Par Value	2619.77	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 at 9/30/95 in 401k trust account for which shares were purchased during the third quarter of 1995; Reporting person has elected a redistribution of shares within Plan effective 7/1/95 pursuant to an irrevocable election dated 12/16/94.