ASSOCIATED BANC-CORP — Director's Dealing 2005

Apr 12, 2005

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2005-03-31

Reporting Person: MAAS NANCY A (Executive Vice President)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$31.23	2015-03-31	Common Stock $.01 Par Value (50000)		Direct

Footnotes

F1: Options vest immediately subject to the approval of Long Term Stock Plan amendments at the 2005 Annual Meeting of Shareholders. Alternatively, if amendments are not approved, options vest in annual increments over 3 years; 34% on the first anniversary after the grant date, and 33% on the second and third anniversaries after the grant date, respectively.