ASSOCIATED BANC-CORP — Director's Dealing 2011

Apr 5, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASSOCIATED BANC-CORP (ASBC)
CIK: 0000007789
Period of Report: 2011-04-01

Reporting Person: Stein David L (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-01	Common Stock $0.01 Par Value	A	400	—	Acquired	71674	Direct
2011-04-01	Common Stock $0.01 Par Value	A	12.73	—	Acquired	1824.3	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock $0.01 Par Value	400	Indirect

Footnotes

F1: Shares of Common Stock granted as a portion of annual salary are fully vested and subject to restriction on transfer until January 3, 2012.

F2: Based on an account valuation as of April 5, 2011, reflecting the settlement of interplan transfers into the stock fund, which occurred on April 1, 2011.

F3: The closing price of Associated Banc-Corp common stock on April 1, 2011 was $15.02 per share.