ASSOCIATED BANC-CORP — Director's Dealing 2008

Jul 30, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2008-07-25

Reporting Person: WEBER GORDON J (Executive Vice President,)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-07-25	Common Stock $.01 Par Value	A	150.64	—	Acquired	35636.47	Indirect
2008-07-25	Common Stock $.01 Par Value	J	718.43	—	Disposed	0	Indirect
2008-07-25	Common Stock $.01 Par Value	J	838.229	—	Disposed	0	Indirect
2008-07-25	Common Stock $.01 Par Value	J	954.828	—	Disposed	0	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $.01 Par Value	186743.464	Direct
Common Stock $.01 Par Value	762.687	Indirect

Footnotes

F1: Based on an account valuation as of July 29, 2008, reflecting the settlement of inter-plan transfers into the stock fund which occurred on July 25, 2009.

F2: The closing price of Associated Banc-Corp common stock on July 25, 2008 was $16.39 per share.

F3: This insider's son is no longer a reportee. He does not reside with insider nor does insider have any control over son's investments.