ASSOCIATED BANC-CORP — Director's Dealing 2008

Feb 27, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2008-02-22

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-02-22	Common Stock $.01 Par Value	A	36.11	—	Acquired	34585.96	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $.01 Par Value	186680.22	Direct
Common Stock $.01 Par Value	712.771	Indirect
Common Stock $.01 Par Value	829.079	Indirect
Common Stock $.01 Par Value	944.392	Indirect
Common Stock $.01 Par Value	754.351	Indirect

Footnotes

F1: Based on an account valuation as of February 27, 2008, reflecting the settlement of inter-plan transfers into the stock fund which occurred on February 22, 2008.

F2: The closing price of Associated Banc-Corp common stock on February 22, 2008 was $25.73 per share.