ASSOCIATED BANC-CORP — Director's Dealing 2010

Apr 30, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2010-04-28

Reporting Person: HUTCHINSON WILLIAM R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-04-28	Common Stock $.01 Par Value - Restricted Stock Unit	A	3494	—	Acquired	3494	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $0.01 Par Value	53213.142	Direct
Common Stock $0.01 Par Value	36000	Indirect

Footnotes

F1: Award of $50,000 of fully vested restricted stock units payable solely in shares of common stock following the date Mr. Hutchinson ceases serving as a director.

F2: Shares are held in a defined benefit plan in which the insider is the sole participant, the sole trustee, and has sole investment control. The plan is administered by a third-party.