ASSOCIATED BANC-CORP — Director's Dealing 2008

May 21, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2008-05-16

Reporting Person: Papachristou Nicholas (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-05-16	Common Stock $.01 Par Value	A	0.93	—	Acquired	6.67	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $.01 Par Value	2500	Direct

Footnotes

F1: Based on an account valuation as of May 20, 2008, reflecting the settlement of inter-plan transfers into the stock fund which occurred on May 16, 2008.

F2: The closing price of Associated Banc-Corp common stock on May 16, 2008 was $28.81 per share.