ASSOCIATED BANC-CORP — Director's Dealing 2009

Jan 5, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2008-12-26

Reporting Person: Papachristou Nicholas (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-12-26	Common Stock $.01 Par Value	A	1.23	—	Acquired	27.5	Indirect

Holdings (Non-Derivative)

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

Footnotes

F1: Based on an account valuation as of December 31, 2008, reflecting the settlement of inter-plan transfers into the stock fund which occurred on December 26, 2008.

F2: The closing price of Associated Banc-Corp common stock on December 26, 2008 was $19.63 per share.