ASSOCIATED BANC-CORP — Director's Dealing 2004

Aug 20, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2004-08-16

Reporting Person: ROSENGARTEN TERESA A (Executive Vice President,)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-08-16	Common Stock $.01 Par Value	J	0.331	$30.3366	Acquired	530.46	Direct
2004-08-16	Common Stock $.01 Par Value	J	10.878	$30.3366	Acquired	541.338	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $.01 Par Value	408.1	Indirect

Footnotes

F1: Total includes adjustment in shares for exempt purchases in issuer's Dividend Reinvestment Plan since insider's last reporting.

F2: Total includes adjustment in shares for exempt purchases in issuer's Employee Stock Purchase Plan since insider's last reporting.