ASSOCIATED BANC-CORP — Director's Dealing 2010

Feb 9, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2010-02-05

Reporting Person: SELNER JOSEPH B (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-05	Common Stock $0.01 Par Value	F	3204	—	Disposed	42476	Direct
2010-02-05	Common Stock $0.01 Par Value	J	5096	—	Disposed	37380	Direct
2010-02-05	Common Stock $0.01 Par Value	J	5096	—	Acquired	158329.119	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $0.01 Par Value	2619.77	Indirect

Footnotes

F1: Shares were surrendered to satisfy tax withholding obligations arising from the vesting of restricted stock.

F2: Shares were reissued in the name of the insider's trust.