Associated Banc-Corp (Form: 8-K)

EX-99

Via fax.
Eight pages follow.

CONTACTS:

Investors:

Joe Selner, Chief Financial Officer
920-491-7120

Media:

Jon Drayna, Corporate Communications
920-491-7006

News Release

Associated 3^rd quarter earnings per diluted share up 9.6 percent

GREEN BAY, Wis. – Oct. 19, 2004 — Associated Banc-Corp (NASDAQ: ASBC) earned $.57 per diluted share in the quarter ended Sept. 30, 2004, up 9.6 percent compared to $.52 per diluted share for the same period in 2003, and $.58 per diluted share for the second quarter of 2004.

Return on average assets was 1.60 percent in the third quarter 2004 compared to 1.53 percent in the third quarter of 2003, and 1.67 percent in the second quarter of 2004. Third quarter return on average equity was 17.76 percent compared to 17.75 percent in the year-earlier quarter and 18.87 percent in second quarter of 2004.

For the nine months ended Sept. 30, 2004, diluted earnings per share were $1.68, up 8.4 percent from $1.55 per diluted share in the same period in 2003. Return on average assets was 1.62 percent year-to-date and return on average equity was 18.00 percent, compared to 1.54 percent and 17.82 percent, respectively, for the nine months ended Sept. 30, 2003.

“Our third quarter results reflect progress on our strategy to diversify revenue. In addition, expenses remain well controlled, and improvements in our asset quality did not require a loan loss provision in the third quarter. Our progress has allowed us to overcome the industry-wide decline in mortgage banking revenue relative to the year-earlier period, resulting in continued bottom line improvement,” Associated President and CEO Paul Beideman said.

Net income was $63.4 million for the quarter that ended Sept. 30, 2004. This compares to $58.4 million for the third quarter of 2003 and $64.5 million for second quarter 2004. On a year-to-date basis, net income was $187.4 million, up 8.3 percent from $173.0 million for the comparable period of 2003.

The comparisons between 2004 and 2003 continue to be affected by significantly lower refinancing activity throughout the mortgage banking industry that began most notably in the fourth quarter 2003, impacting both mortgage banking revenue and mortgage servicing rights expense. Gains on sales of mortgage loans have moved in line with the lower mortgage production, generally reducing mortgage banking revenue. On the other hand, loan prepayment speeds, a key valuation factor, have varied between the comparable periods, impacting the recorded value of the mortgage servicing asset. Mortgage servicing rights expense included a $2.0 million valuation reserve addition for third quarter 2004 (compared to no valuation adjustment for the third quarter 2003), and a $2.2 million valuation reserve recovery for the nine months of 2004 (compared to $15.8 million additional valuation reserve for the comparable 2003 period).

For the comparable third quarter periods, mortgage banking revenue was down $15.1 million and mortgage servicing rights expense was up $1.8 million, for a net unfavorable pre-tax impact of $16.9 million. For the comparable nine-month periods, mortgage banking revenue was down $48.6 million while mortgage servicing rights expense was down $18.4 million, for a net unfavorable pre-tax impact of $30.2 million. On a sequential quarter basis, mortgage banking revenue was down compared to the second quarter of 2004 by $2.5 million (influenced mostly by lower volumes) and mortgage servicing rights expense was up $8.3 million (increased mostly by lower valuation due to faster prepayment speeds), for a net unfavorable pre-tax impact of $10.8 million.

ASBC 3Q ’04, add one

Also, Associated’s acquisition of Jabas Group, Inc., one of Wisconsin’s leading employee benefit firms, on April 1, 2004, affects the comparison of retail commission income and noninterest expenses between third quarter and year-to-date periods. Associated’s acquisition of CFG Insurance on April 1, 2003 affects year-to-date comparisons.

Associated Banc-Corp’s net interest income rose to $133.2 million in the third quarter, compared to $129.0 million in the third quarter of 2003 and $131.9 million in the second quarter of 2004. For the first nine months of 2004, net interest income was $394.2 million, up 2.7 percent compared to $383.6 million for the same period of 2003.

The net interest margin was 3.76 percent for the third quarter of 2004, compared to 3.78 percent for third quarter of 2003 and 3.80 percent for the second quarter of 2004. For the comparable nine-month periods, the net interest margin was 3.79 percent compared to 3.82 percent last year.

Total loans at the end of the third quarter 2004 were $10.8 billion, up 5.3 percent from $10.3 billion a year earlier, including 6.5 percent growth in commercial loans and 14.9 percent growth in home equity loans. Since June 30, 2004, total loans increased 10.3 percent on an annualized basis, led by 12.8 percent annualized growth in commercial loans.

Total deposits were $9.7 billion as of Sept. 30, 2004, up from $9.6 billion for both Sept. 30, 2003 and June 30, 2004. Demand deposits increased 3.5 percent from a year ago, and grew at a 9.9 percent annualized rate from June 30 to Sept. 30, 2004.

No provision for loan losses was required for the third quarter of 2004, a result of sustained improvement in asset quality trends and an adequate level of allowance for loan losses. The allowance for loan losses of $175.0 million represented 1.62 percent of total loans at Sept. 30, 2004, compared to 1.71 percent at Sept. 30, 2003, while for the same periods nonperforming loans declined 26.9 percent from $125.2 million to $91.5 million.

Net charge-offs have been declining as well. On a year-to-date basis net charge-offs were $13.7 million, down 41.9 percent from $23.5 million for the comparable nine-month period of 2003. Quarterly net charge-offs were $3.0 million, $5.6 million and $8.3 million for third quarter 2004, second quarter 2004 and third quarter 2003, respectively.

On a year-to-date basis, the provision for loan losses was $11.1 million compared to $37.2 million for the nine-month period of 2003, and net charge-offs were $13.7 million (or 0.17 percent of average loans, annualized) versus $23.5 million (or 0.29 percent) for the comparable period of 2003.

For the third consecutive quarter, nonperforming loans to total loans were below 0.90 percent and nonperforming assets to total assets were below 0.70 percent. Nonperforming loans were $91.5 million, or 0.84 percent of loans at Sept. 30, 2004, compared to 0.81 percent for second quarter 2004 and 1.22 percent for third quarter 2003. Nonperforming assets were $96.0 million, or 0.59 percent of total assets at Sept. 30, 2004, compared to 0.60 percent for second quarter 2004 and 0.87 percent for third quarter 2003.

Excluding mortgage banking revenue, noninterest income was $46.5 million for third quarter 2004, up from $40.3 million for the third quarter of 2003, and comparable to $46.5 million for second quarter 2004. Compared to the third quarter of 2003, insurance and brokerage retail commissions increased $5.1 million, primarily due to the inclusion of Jabas and $0.8 million higher fixed annuity sales commissions. Credit card and other nondeposit fees were up $0.8 million, or 15.1 percent, particularly from stronger credit card fees. Trust service fees were up $0.8 million, or 11.0 percent, in line with the growth in assets under management.

ASBC 3Q ’04, add two

On a year-to-date basis, noninterest income excluding mortgage banking revenue was $136.9 million, or 13.5 percent higher than $120.7 million for the first nine months of 2003. The increase was led by retail commission revenues that nearly doubled as a result of the Jabas and CFG acquisitions and increased annuities sales commissions, as well as solid growth in trust fees and service charges on deposit accounts.

Excluding mortgage servicing rights expense, noninterest expense was $89.0 million for third quarter 2004, down 2.8 percent from $91.6 million for the comparable 2003 period, and down 3.2 percent from $92.0 million for second quarter 2004. Despite the inclusion of Jabas operating expenses, declines have been achieved in most noninterest expense categories.

On a year-to-date basis, noninterest expense excluding mortgage servicing rights expense was $267.9 million for the first nine months of 2004, only 0.8 percent higher than $265.7 million for the comparative period last year. The efficiency ratio improved to 48.58 percent, compared to 49.47 percent for the first nine months of 2003.

“We are continuing to invest in our capabilities to diversify Associated’s revenue streams. We see positive momentum in our fee-based businesses, and our investments in our people are beginning to show results as the pace of commercial and retail lending improves, along with growth in demand deposits. We are also creating positive operating leverage by continuing our focus on expense control.

“Given the current trends in our business, we remain confident that we can meet or exceed the consensus of analysts’ estimates for our 2004 earnings,” Beideman said.

“Additionally, we look forward to the vote of First Federal Capital Corp shareholders on Oct. 20. We feel very positive about the benefits of this combination. Integration planning continues to progress well, and we remain on target for a systems conversion and integration in the first quarter of 2005,” Beideman said. Upon a successful shareholder vote, the company expects to close the transaction at the end of October.

Associated did not repurchase any shares in the third quarter under its current authorizations. Year-to-date repurchases through Sept. 30 total 0.7 million shares at $28.91 average cost per share.

The company will host a conference call for investors and analysts at 3 p.m. CDT today. The toll-free dial-in number is 877-654-5513. Participants should ask the operator for the Associated Banc-Corp earnings call, number 1557845. An archived recording of the call will be available for two weeks.

Associated Banc-Corp has more than 200 banking offices serving more than 150 communities in Wisconsin, Illinois, and Minnesota. Following the integration of First Federal, the company will have approximately 300 offices. The company offers a full range of traditional banking services and a variety of other financial products and services. More information about Associated Banc-Corp is available at www.AssociatedBank.com.

Statements made in this document that are not purely historical are forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. This includes any statements regarding management’s plans, objectives, or goals for future operations, products or services, and forecasts of its revenues, earnings, or other measures of performance. Forward-looking statements are based on current management expectations and, by their nature, are subject to risks and uncertainties. These statements may be identified by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “estimate,” “should,” “will,” “intend,” or similar expressions. Outcomes related to such statements are subject to numerous risk factors and uncertainties including those listed in the company’s Annual Report filed on Form 10-K.

– 30 –

Six pages of tables follow.


*Consolidated Balance Sheets (Unaudited)*
*Associated Banc-Corp*
			September 30,						December 31,									September 30,
(in thousands)				2004						2003				% Change					2003				% Change

*Assets*
Cash and due from banks			$	286,799					$	389,140						(26.3	%)	$	340,042							(15.7	%)
Interest-bearing deposits in other
financial institutions				10,381						7,434						39.6	%		6,180							68.0	%
Federal funds sold and securities purchased
under agreements to resell				63,105						3,290						1818.1	%		19,950							216.3	%
Securities available for sale, at fair value				4,166,760						3,773,784						10.4	%		3,415,574							22.0	%
Loans held for sale				72,266						104,336						(30.7	%)		390,332							(81.5	%)
Loans				10,830,627						10,291,810						5.2	%		10,289,242							5.3	%
Allowance for loan losses							(175,007	)				(177,622	)			(1.5	%)				(176,223	)				(0.7	%)

Loans, net				10,655,620						10,114,188						5.4	%		10,113,019							5.4	%
Premises and equipment				131,288						131,315						(0.0	%)		131,873							(0.4	%)
Goodwill				232,564						224,388						3.6	%		224,388							3.6	%
Intangible assets				69,863						63,509						10.0	%		58,565							19.3	%
Other assets				447,115						436,510						2.4	%		414,246							7.9	%

*Total assets*			$	16,135,761					$	15,247,894						5.8	%	$	15,114,169							6.8	%

*Liabilities and Stockholders’ Equity*
Noninterest-bearing deposits			$	1,867,905					$	1,814,446						2.9	%	$	1,804,596							3.5	%
Interest-bearing deposits, excluding Brokered CDs				7,623,042						7,813,267						(2.4	%)		7,673,766							(0.7	%)
Brokered CDs				186,326						165,130						12.8	%		156,994							18.7	%

Total deposits				9,677,273						9,792,843						(1.2	%)		9,635,356							0.4	%
Short-term borrowings				2,956,626						1,928,876						53.3	%		2,049,833							44.2	%
Long-term funding				1,911,797						2,034,160						(6.0	%)		1,993,104							(4.1	%)
Accrued expenses and other liabilities				136,600						143,588						(4.9	%)		134,928							1.2	%

Total liabilities				14,682,296						13,899,467						5.6	%		13,813,221							6.3	%
Stockholders’ Equity
Preferred stock				—						—									—
Common stock				1,105						734						50.5	%		736							50.1	%
Surplus				585,274						575,975						1.6	%		580,823							0.8	%
Retained earnings				824,909						724,356						13.9	%		695,076							18.7	%
Accumulated other comprehensive income				49,265						52,089						(5.4	%)		36,310							35.7	%
Deferred compensation							(1,981	)				(1,981	)			0.0	%				(1,744	)				13.6	%
Treasury stock, at cost							(5,107	)				(2,746	)			86.0	%				(10,253	)				(50.2	%)

Total stockholders’ equity				1,453,465						1,348,427						7.8	%		1,300,948							11.7	%

*Total liabilities and stockholders’ equity*			$	16,135,761					$	15,247,894						5.8	%	$	15,114,169							6.8	%

*Consolidated Statements of Income (Unaudited)*
*Associated Banc-Corp*
			For The Three Months Ended,															For The Nine Months Ended,
			September 30,															September 30,

(in thousands, except per share amounts)				2004		2003					% Change				2004						2003		% Change

*Interest Income*
Interest and fees on loans	$			142,389		$	145,246					(2.0	%)		$	415,090				$	441,527		(6.0%)
Interest and dividends on investment securities
and deposits with other financial institutions
Taxable	31,590						26,710					18.3	%			93,389					79,430			17.6	%
Tax-exempt	10,255						9,825					4.4	%			30,757					29,822			3.1	%
Interest on federal funds sold and securities
purchased under agreements to resell	241						38					534.2	%			336					127			164.6	%
							—
Total interest income	184,475						181,819					1.5	%			539,572					550,906		(2.1%)
*Interest Expense*
Interest on deposits	27,191						30,327					(10.3	%)			81,401					93,875		(13.3%)
Interest on short-term borrowings	10,262						6,757					51.9	%			24,042					23,766			1.2	%
Interest on long-term funding	13,806						15,759					(12.4	%)			39,959					49,640		(19.5%)

Total interest expense	51,259						52,843					(3.0	%)			145,402					167,281		(13.1%)

*Net Interest Income*	133,216						128,976					3.3	%			394,170					383,625			2.7	%
Provision for loan losses		-					12,118					(100.0	%)			11,065					37,210		(70.3%)

Net interest income after provision for
loan losses	133,216						116,858					14.0	%			383,105					346,415			10.6	%
*Noninterest Income*
Trust service fees	7,773						7,001					11.0	%			23,684					21,427			10.5	%
Service charges on deposit accounts	13,672						13,338					2.5	%			39,210					37,611			4.3	%
Mortgage banking	6,593						21,671					(69.6	%)			24,664					73,284		(66.3%)
Credit card and other nondeposit fees 6,253							5,435					15.1	%			17,998					18,023		(0.1%)
Retail commissions	11,925						6,830					74.6	%			34,444					17,540			96.4	%
Bank owned life insurance income	3,580						3,532					1.4	%			10,576					10,373			2.0	%
Asset sale gains, net	309						871					(64.5	%)			749					203			269.0	%
Investment securities gains (losses), net				(6	)		1					(700.0	%)			1,356					702			93.2	%
Other	3,034						3,245					(6.5	%)			8,908					14,795		(39.8%)

Total noninterest income	53,133						61,924					(14.2	%)			161,589					193,958		(16.7%)
*Noninterest Expense*
Personnel expense	53,467						53,080					0.7	%			159,355					153,649			3.7	%
Occupancy	6,939						7,101					(2.3	%)			21,275					21,367		(0.4%)
Equipment	3,022						3,178					(4.9	%)			8,899					9,612		(7.4%)
Data processing	5,865						6,322					(7.2	%)			17,666					17,542			0.7	%
Business development and advertising	3,990						4,113					(3.0	%)			10,704					11,029		(2.9%)
Stationery and supplies	1,214						1,651					(26.5	%)			3,869					4,964		(22.1%)
Mortgage servicing rights expense	5,975						4,199					42.3	%			10,379					28,818		(64.0%)
Other intangible amortization	935						871					7.3	%			2,651					2,091			26.8	%
Loan expense	1,152						1,806					(36.2	%)			4,208					6,104		(31.1%)
Other	12,447						13,486					(7.7	%)			39,275					39,372		(0.2%)

Total noninterest expense	95,006						95,807					(0.8	%)			278,281					294,548		(5.5%)

*Income before income taxes*	91,343						82,975					10.1	%			266,413					245,825			8.4	%
Income tax expense	27,977						24,589					13.8	%			78,982					72,777			8.5	%

*Net Income*	$			63,366		$58,386						8.5	%		$	187,431				$	173,048			8.3	%

Earnings Per Share:
Basic	$			0.58		$0.53						9.4	%		$1.70					$1.56 9.0%
Diluted	$			0.57		$0.52						9.6	%		$1.68					$1.55 8.4%
Average Shares Outstanding:
Basic	110,137						110,209					(0.1	%)			110,182					110,837		(0.6%)
Diluted	111,699						111,485					0.2	%			111,614					111,894		(0.2%)


*Consolidated Statements of Income (Unaudited) — Quarterly Trend*
*Associated Banc-Corp*
(in thousands, except per share amounts)		3Q04			2Q04			1Q04		4Q03		3Q03

*Interest Income*
Interest and fees on loans	$	142,389		$	137,449		$	135,252	$	137,289	$	145,246
Interest and dividends on investment securities
and deposits in other financial institutions:
Taxable		31,590			30,767			31,032		29,194		26,710
Tax-exempt		10,255			10,267			10,235		9,939		9,825
Interest on federal funds sold and securities
purchased under agreements to resell		241			68			27		36		38

Total interest income		184,475			178,551			176,546		176,458		181,819
*Interest Expense*
Interest on deposits		27,191			26,656			27,554		29,247		30,327
Interest on short-term borrowings		10,262			7,241			6,539		5,390		6,757
Interest on long-term funding		13,806			12,775			13,378		14,684		15,759

Total interest expense		51,259			46,672			47,471		49,321		52,843

*Net Interest Income*		133,216			131,879			129,075		127,137		128,976
Provision for loan losses		—			5,889			5,176		9,603		12,118

Net interest income after provision for
loan losses		133,216			125,990			123,899		117,534		116,858
*Noninterest Income*
Trust service fees		7,773			8,043			7,868		8,150		7,001
Service charges on deposit accounts		13,672			13,141			12,397		12,735		13,338
Mortgage banking		6,593			9,045			9,026		9,753		21,671
Credit card and other nondeposit fees		6,253			6,074			5,671		5,646		5,435
Retail commissions		11,925			13,162			9,357		8,031		6,830
Bank owned life insurance income		3,580			3,641			3,355		3,417		3,532
Asset sale gains, net		309			218			222		1,366		871
Investment securities gains (losses), net		(6	)		(569	)		1,931		—		1
Other		3,034			2,742			3,132		3,379		3,245

Total noninterest income		53,133			55,497			52,959		52,477		61,924
*Noninterest Expense*
Personnel expense		53,467			53,612			52,276		54,391		53,080
Occupancy		6,939			6,864			7,472		6,710		7,101
Equipment		3,022			2,878			2,999		3,206		3,178
Data processing		5,865			6,128			5,673		5,731		6,322
Business development and advertising		3,990			4,057			2,657		4,165		4,113
Stationery and supplies		1,214			1,429			1,226		1,741		1,651
Mortgage servicing rights expense		5,975			(2,368	)		6,772		735		4,199
Other intangible amortization		935			934			782		870		871
Loan expense		1,152			1,670			1,386		1,446		1,806
Other		12,447			14,415			12,413		15,125		13,486

Total noninterest expense		95,006			89,619			93,656		94,120		95,807

*Income before income taxes*		91,343			91,868			83,202		75,891		82,975
Income tax expense		27,977			27,363			23,642		20,282		24,589

*Net Income*	$	63,366		$	64,505		$	59,560	$	55,609	$	58,386

Earnings Per Share:
Basic	$	0.58		$	0.59		$	0.54	$	0.51	$	0.53
Diluted	$	0.57		$	0.58		$	0.53	$	0.50	$	0.52
Average Shares Outstanding:
Basic		110,137			110,116			110,294		109,965		110,209
Diluted		111,699			111,520			111,830		111,499		111,485


*Selected Quarterly Information*
*Associated Banc-Corp*
(in thousands, except per share & full time equivalent employee data)	YTD 2004			YTD 2003			3rd Qtr 2004			2nd Qtr 2004			1st Qtr 2004			4th Qtr 2003			3rd Qtr 2003

*Summary of Operations*
Net interest income		394,170			383,625			133,216			131,879			129,075			127,137			128,976
Provision for loan losses		11,065			37,210			—			5,889			5,176			9,603			12,118
Asset sale gains, net		749			203			309			218			222			1,366			871
Investment securities gains (losses), net		1,356			702			(6	)		(569	)		1,931			—			1
Noninterest income (excluding securities & asset gains)		159,484			193,053			52,830			55,848			50,806			51,111			61,052
Noninterest expense		278,281			294,548			95,006			89,619			93,656			94,120			95,807
Income before income taxes		266,413			245,825			91,343			91,868			83,202			75,891			82,975
Income taxes		78,982			72,777			27,977			27,363			23,642			20,282			24,589
Net income		187,431			173,048			63,366			64,505			59,560			55,609			58,386
Taxable equivalent adjustment		19,186			18,673			6,395			6,387			6,404			6,230			6,165
*Per Common Share Data (1)*
Net income:
Basic	$	1.70		$	1.56		$	0.58		$	0.59		$	0.54		$	0.51		$	0.53
Diluted		1.68			1.55			0.57			0.58			0.53			0.50			0.52
Dividends		0.7267			0.6600			0.2500			0.2500			0.2267			0.2267			0.2267
Market Value:
High	$	32.19		$	25.93		$	32.19		$	30.13		$	30.37		$	28.75		$	25.93
Low		27.09			21.43			28.81			27.09			28.08			25.87			24.75
Close		32.07			25.26			32.07			29.63			29.86			28.53			25.26
Book value		13.18			11.84			13.18			12.53			12.67			12.26			11.84
*Performance Ratios (annualized)*
Net interest margin		3.79	%		3.82	%		3.76	%		3.80	%		3.80	%		3.81	%		3.78	%
Return on average assets		1.62			1.54			1.60			1.67			1.57			1.49			1.53
Return on average equity		18.00			17.82			17.76			18.87			17.37			16.85			17.75
Efficiency ratio (2)		48.58			49.47			49.37			46.17			50.28			51.02			48.83
Effective tax rate		29.65			29.61			30.63			29.78			28.42			26.73			29.63
Dividend payout ratio (3)		42.72			42.31			43.10			42.37			41.98			44.44			42.77
*Average Balances*
Assets	$	15,495,898		$	15,013,216		$	15,730,451		$	15,498,005		$	15,261,277		$	14,852,390		$	15,152,676
Earning assets		14,452,594			13,986,544			14,688,914			14,480,701			14,185,569			13,828,992			14,128,702
Interest-bearing liabilities		12,232,593			11,928,563			12,381,407			12,231,733			12,083,003			11,637,646			11,955,420
Loans		10,609,581			10,712,738			10,708,701			10,685,542			10,433,411			10,354,726			10,813,769
Deposits		9,636,138			9,171,353			9,621,557			9,701,945			9,585,074			9,679,789			9,485,000
Stockholders’ equity		1,391,116			1,298,234			1,419,600			1,374,632			1,378,804			1,309,167			1,304,983
Stockholders’ equity / assets		8.98	%		8.65	%		9.02	%		8.87	%		9.03	%		8.81	%		8.61	%
*At Period End*
Assets							$	16,135,761		$	15,502,556		$	15,510,868		$	15,247,894		$	15,114,169
Loans								10,830,627			10,556,603			10,486,610			10,291,810			10,289,242
Allowance for loan losses								175,007			177,980			177,717			177,622			176,223
Goodwill								232,564			232,528			224,388			224,388			224,388
Mortgage servicing rights, net								45,555			48,735			39,649			42,477			36,663
Other intangible assets								24,308			25,242			20,250			21,032			21,902
Deposits								9,677,273			9,583,592			9,702,758			9,792,843			9,635,356
Stockholders’ equity								1,453,465			1,378,894			1,395,293			1,348,427			1,300,948
Stockholders’ equity / assets								9.01	%		8.89	%		9.00	%		8.84	%		8.61	%
Shares outstanding, end of period								110,281			110,048			110,168			109,966			109,840
Shares repurchased during period								—			205			492			212			1,090
Average per share cost of shares repurchased during period							$	—		$	27.93		$	29.32		$	28.18		$	24.97
Year-to-date shares repurchased during period								697			697			492			3,091			2,880
YTD average per share cost of shares repurchased during period							$	28.91		$	28.91		$	29.32		$	24.11		$	23.81
*Selected trend information*
Average full time equivalent employees								3,979			4,010			4,024			4,098			4,173
Trust assets under management, at market value							$	4,400,000		$	4,300,000		$	4,300,000		$	4,100,000		$	3,800,000
Mortgage loans originated for sale								253,917			579,020			359,791			524,118			1,422,747
Portfolio serviced for others								6,011,000			6,010,000			5,904,000			5,928,000			5,587,000
Mortgage servicing rights, net / Portfolio serviced for others								0.76	%		0.81	%		0.67	%		0.72	%		0.66	%
(1) Per share data adjusted retroactively for stock splits and stock dividends.
(2) Efficiency ratio = Noninterest expense divided by sum of taxable equivalent net interest income plus noninterest income, excluding investment securities gains, net, and asset sales gains, net.
(3) Ratio is based upon basic earnings per share.


*Financial Summary and Comparison*
*Associated Banc-Corp*	Three months ended									Nine months ended
	September 30,									September 30,

(in thousands)		2004			2003		% Change				2004			2003		% Change

*Allowance for Loan Losses*
Beginning balance	$	177,980		$	172,440			3.2	%	$	177,622		$	162,541			9.3	%
Provision for loan losses		—			12,118			(100.0	%)		11,065			37,210			(70.3	%)
Charge offs		(3,770	)		(9,340	)		(59.6	%)		(16,492	)		(26,631	)		(38.1	%)
Recoveries		797			1,005			(20.7	%)		2,812			3,103			(9.4	%)

Net charge offs		(2,973	)		(8,335	)		(64.3	%)		(13,680	)		(23,528	)		(41.9	%)
Ending Balance	$	175,007		$	176,223			(0.7	%)	$	175,007		$	176,223			(0.7	%)



*Credit Quality*							3Q04 vs 2Q04												3Q04 vs 3Q03
	Sept 30, 2004			June 30, 2004			% Change			Mar 31, 2004			Dec 31, 2003			Sept 30, 2003			% Change

Nonaccrual loans	$	81,124		$	80,622			0.6	%	$	88,313		$	113,944		$	114,067			(28.9	%)
Loans 90 or more days past due and still accruing		10,309			5,207			98.0	%		5,258			7,495			11,055			(6.7	%)
Restructured loans		39			40			(2.5	%)		42			43			44			(11.4	%)

Total nonperforming loans		91,472			85,869			6.5	%		93,613			121,482			125,166			(26.9	%)
Other real estate owned		4,526			6,613			(31.6	%)		7,199			5,457			6,380			(29.1	%)

Total nonperforming assets		95,998			92,482			3.8	%		100,812			126,939			131,546			(27.0	%)

Provision for loan losses		—			5,889			(100.0	%)		5,176			9,603			12,118			(100.0	%)
Net charge offs		2,973			5,626			(47.2	%)		5,081			8,204			8,335			(64.3	%)
Allowance for loan losses / loans		1.62	%		1.69	%					1.69	%		1.73	%		1.71	%
Allowance for loan losses / nonperforming loans		191.32			207.27						189.84			146.21			140.79
Nonperforming loans / total loans		0.84			0.81						0.89			1.18			1.22
Nonperforming assets / total assets		0.59			0.60						0.65			0.83			0.87
Net charge offs / average loans (annualized)		0.11			0.21						0.20			0.31			0.31
Year-to-date net charge offs / average loans		0.17			0.20						0.20			0.30			0.29
*Period End Loan Composition*							3Q04 vs 2Q04												3Q04 vs 3Q03
	Sept 30, 2004			June 30, 2004			% Change			Mar 31, 2004			Dec 31, 2003			Sept 30, 2003			% Change

Commercial, financial & agricultural	$	2,479,764		$	2,247,779			10.3	%	$	2,123,846		$	2,116,463		$	2,186,214			13.4	%
Real estate — construction		1,152,990			1,118,284			3.1	%		1,094,597			1,077,731			1,035,674			11.3	%
Commercial real estate		3,242,009			3,292,783			(1.5	%)		3,368,660			3,246,954			3,240,757			0.0	%
Lease financing		49,423			48,979			0.9	%		45,998			38,968			37,193			32.9	%

Commercial		6,924,186			6,707,825			3.2	%		6,633,101			6,480,116			6,499,838			6.5	%
Residential mortgage		2,185,732			2,170,984			0.7	%		2,166,035			2,145,227			2,166,187			0.9	%
Home equity		1,047,902			1,011,489			3.6	%		1,007,572			968,744			912,142			14.9	%

Residential real estate		3,233,634			3,182,473			1.6	%		3,173,607			3,113,971			3,078,329			5.0	%
Consumer		672,807			666,305			1.0	%		679,902			697,723			711,075			(5.4	%)
Total loans	$	10,830,627		$	10,556,603			2.6	%	$	10,486,610		$	10,291,810		$	10,289,242			5.3	%

Home equity, Consumer, & junior mortgage loans	$	1,963,242		$	1,897,381			3.5	%	$	1,884,444		$	1,836,033		$	1,796,102			9.3	%
*Period End Deposit Composition*							3Q04 vs 2Q04												3Q04 vs 3Q03
	Sept 30, 2004			June 30, 2004			% Change			Mar 31, 2004			Dec 31, 2003			Sept 30, 2003			% Change

Demand	$	1,867,905		$	1,822,716			2.5	%	$	1,755,485		$	1,814,446		$	1,804,596			3.5	%
Savings		936,975			948,755			(1.2	%)		918,608			890,092			924,036			1.4	%
Interest-bearing demand		2,334,072			2,355,287			(0.9	%)		2,375,492			2,330,478			2,086,964			11.8	%
Money market		1,516,423			1,477,513			2.6	%		1,542,875			1,573,678			1,559,769			(2.8	%)
Brokered CDs		186,326			263,435			(29.3	%)		230,983			165,130			156,994			18.7	%
Other time deposits		2,835,572			2,715,886			4.4	%		2,879,315			3,019,019			3,102,997			(8.6	%)
Total deposits	$	9,677,273		$	9,583,592			1.0	%	$	9,702,758		$	9,792,843		$	9,635,356			0.4	%


*Net Interest Income Analysis — Taxable Equivalent Basis*
*Associated Banc-Corp*	Nine months ended September 30, 2004							Nine months ended September 30, 2003

	Average		Interest		Average			Average		Interest		Average
(in thousands)	Balance		Income / Expense		Yield / Rate			Balance		Income / Expense		Yield / Rate


Earning assets:
Loans: (1) (2) (3)
Commercial	$	6,668,508			$	4.86	%	$	6,455,171			$	5.10	%
				246,765							249,509
Residential real estate		3,265,419		133,842		5.46			3,547,875		154,138		5.79
Consumer		675,654		35,216		6.96			709,692		38,660		7.28

Total loans		10,609,581		415,823		5.18			10,712,738		442,307		5.47
Investments and other		3,843,013		142,935		4.96			3,273,806		127,272		5.18
Total earning assets		14,452,594		558,758		5.12			13,986,544		569,579		5.41
Other assets, net		1,043,304							1,026,672
Total assets	$	15,495,898						$	15,013,216


Interest-bearing liabilities:
Savings deposits	$	927,876			$	0.36	%	$	930,105			$	0.57	%
				2,528							3,997
Interest-bearing demand deposits		2,366,312		14,186		0.80			1,708,600		10,995		0.86
Money market deposits		1,530,856		9,247		0.81			1,640,707		11,694		0.95
Time deposits, excluding Brokered CDs		2,844,147		53,227		2.50			3,062,576		64,825		2.83

Total interest-bearing deposits, excluding Brokered CDs		7,669,191		79,188		1.38			7,341,988		91,511		1.67
Brokered CDs		216,371		2,213		1.37			184,494		2,364		1.71

Total interest-bearing deposits		7,885,562		81,401		1.38			7,526,482		93,875		1.67
Wholesale funding		4,347,031		64,001		1.94			4,402,081		73,406		2.20

Total interest-bearing liabilities		12,232,593		145,402		1.58			11,928,563		167,281		1.87
Noninterest-bearing demand		1,750,576							1,644,871
Other liabilities		121,613							141,548
Stockholders’ equity		1,391,116							1,298,234
Total liabilities and stockholders’ equity	$	15,495,898						$	15,013,216

Net interest income and rate spread (1)					$	3.54	%					$	3.54	%
				413,356							402,298

Net interest margin (1)						3.79	%						3.82	%
Taxable equivalent adjustment			$							$
				19,186							18,673



	Three months ended September 30, 2004							Three months ended September 30, 2003

	Average		Interest		Average			Average		Interest		Average
	Balance		Income / Expense		Yield / Rate			Balance		Income / Expense		Yield / Rate


Earning assets:
Loans: (1) (2) (3)
Commercial	$	6,787,476			$	4.96	%	$	6,565,202			$	4.97	%
				85,971							83,321
Residential real estate		3,251,564		44,886		5.49			3,541,464		49,538		5.55
Consumer		669,661		11,775		6.99			707,103		12,657		7.10

Total loans		10,708,701		142,632		5.25			10,813,769		145,516		5.30
Investments and other		3,980,213		48,238		4.85			3,314,933		42,468		5.12
Total earning assets		14,688,914		190,870		5.14			14,128,702		187,984		5.26
Other assets, net		1,041,537							1,023,974
Total assets	$	15,730,451						$	15,152,676


Interest-bearing liabilities:
Savings deposits	$	945,881			$	0.35	%	$	935,402			$	0.47	%
				844							1,113
Interest-bearing demand deposits		2,338,492		4,615		0.79			1,938,111		4,070		0.83
Money market deposits		1,516,812		3,294		0.86			1,586,092		3,430		0.86
Time deposits, excluding Brokered CDs		2,771,249		17,488		2.51			3,120,919		21,213		2.70

Total interest-bearing deposits, excluding Brokered CDs		7,572,434		26,241		1.38			7,580,524		29,826		1.56
Brokered CDs		235,844		950		1.60			146,670		501		1.36

Total interest-bearing deposits		7,808,278		27,191		1.39			7,727,194		30,327		1.56
Wholesale funding		4,573,129		24,068		2.07			4,228,226		22,516		2.09

Total interest-bearing liabilities		12,381,407		51,259		1.64			11,955,420		52,843		1.75
Noninterest-bearing demand		1,813,279							1,757,806
Other liabilities		116,165							134,467
Stockholders’ equity		1,419,600							1,304,983
Total liabilities and stockholders’ equity	$	15,730,451						$	15,152,676

Net interest income and rate spread (1)					$	3.50	%					$	3.51	%
				139,611							135,141

Net interest margin (1)						3.76	%						3.78	%
Taxable equivalent adjustment			$							$
				6,395							6,165



(1) The yield on tax exempt loans and securities is computed on a taxable equivalent basis using a tax rate of 35% for all periods presented and is net of the effects of certain disallowed interest deductions.
(2) Nonaccrual loans and loans held for sale have been included in the average balances.
(3) Interest income includes net loan fees.


Wisconsin	001-31343	39-1098068
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)

1200 Hansen Road, Green Bay, Wisconsin		54304
_________________________________ (Address of principal executive offices)		___________ (Zip Code)


	Associated Banc-Corp

October 19, 2004	By:	Brian R. Bodager

		Name: Brian R. Bodager
		Title: Chief Administrative Officer, General Counsel & Corporate Secretary


Exhibit No.		Description

99		News Release and financial statements


Date of Report (Date of Earliest Event Reported):		October 19, 2004


Registrant’s telephone number, including area code:		920-491-7015