SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2002
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to
----------- -----------
Commission file number 0-5519 (Associated Banc-Corp)
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
SIGNAL FINANCIAL CORPORATION 401(k) PROFIT SHARING PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive officer:
ASSOCIATED BANC-CORP
1200 Hansen Road
Green Bay, Wisconsin 54304
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Associated Banc-Corp Retirement Program Committee has duly caused this Annual
Report to be signed on its behalf by the undersigned hereunto duly authorized.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
/s/ James A. Noffke
------------------------------------
James A. Noffke, Chairman
Retirement Program Committee
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Financial Statements
and Supplemental Schedules
December 31, 2002 and 2001
(With Independent Auditors' Report Thereon)
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
TABLE OF CONTENTS
Page(s)
- --------------------------------------------------------------------------------
Independent Auditors' Report 1
Statements of Net Assets Available for Plan Benefits,
December 31, 2002 and 2001 2
Statements of Changes in Net Assets Available for Plan Benefits,
Years Ended December 31, 2002 and 2001 3
Notes to Financial Statements 4-11
Schedule H, line 4i - Schedule of Assets, (Held at End of Year),
January 2, 2003 12-13
Schedule H, line 4i - Schedule of Assets (Held at End of Year),
December 31, 2002 14-15
Independent Auditors' Report
Plan Administrator
Signal Financial Corporation
401(k) Profit Sharing Plan:
We have audited the accompanying statements of net assets available for plan
benefits of the Signal Financial Corporation 401(k) Profit Sharing Plan (the
Plan) as of January 2, 2003, December 31, 2002 and 2001, and the related
statements of changes in net assets available for plan benefits for the two day
period ending January 2, 2003 and each of the years in the two year period ended
December 31, 2002. These financial statements are the responsibility of the
Plan's administrator. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by the Plan administrator, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of January 2, 2003, December 31, 2002 and 2001, and the changes in net assets
available for plan benefits for the two day period ended January 2, 2003 and
each of the years in the two year period ended December 31, 2002, in conformity
with accounting principles generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedules H, line 4i -
Schedule of Assets (Held at End of Year) as of January 2, 2003 and December 31,
2002 are presented for the purpose of additional analysis and are not a required
part of the basic financial statements, but are supplementary information
required by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. These
supplemental schedules are the responsibility of the Plan's administrator. The
supplemental schedules have been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion, are fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/ KPMG LLP
Chicago, Illinois
June 5, 2003
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Statements of Net Assets Available for Plan Benefits
January 2, 2003, December 31, 2002 and 2001
January 2, December 31, December 31,
2003 2002 2001
- --------------------------------------------------------------------------------
Assets:
Investments, at fair value:
Common/collective trust funds $0 $11,122,041 $5,122,177
Common Stock 0 6,256,423 0
Mutual funds 0 3,518,279 6,659,899
Loans to participants 0 171,872 134,773
- --------------------------------------------------------------------------------
Total Investments 0 21,068,615 11,916,849
Cash and cash equivalents 0 75,725 139,953
Employer contribution receivable 0 673,768 0
- --------------------------------------------------------------------------------
Net assets available for plan benefits $0 $21,818,108 $12,056,802
================================================================================
See accompanying notes to financial statements.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Statements of Changes in Net Assets Available for Plan Benefits
Two Day Period Ended January 2, 2003 and Years Ended December 31, 2002 and 2001
Two day period
ended Year ended Year ended
January 2, 2003 December 31, 2002 December 31, 2001
- ----------------------------------------------------------------------------------------------------------------
Additions:
Investment Income (loss):
Depreciation in fair value of investments $ 0 $ (1,903,858) $ (1,185,266)
Interest and dividends 0 294,642 74,135
- ----------------------------------------------------------------------------------------------------------------
Total investment loss 0 (1,609,216) (1,111,131)
Participant contributions 0 1,038,034 1,175,226
Employer contributions 0 961,052 295,289
Rollover contributions 0 46,333 0
Transfer of net assets from other plans 0 19,238,664 0
- ----------------------------------------------------------------------------------------------------------------
Total additions 0 19,674,867 359,384
Deductions:
Distribution to participants 0 9,872,949 1,335,138
Administrative expenses 0 40,612 20,983
Transfer of net assets to Associated Banc-Corp Profit 0 0
Sharing & 401(k) Plan (21,818,108)
- ----------------------------------------------------------------------------------------------------------------
Total deductions (21,818,108) 9,913,561 1,356,121
Net increase/(decrease) in net
assets available for plan benefits (21,818,108) 9,761,306 (996,751)
Net assets available for plan benefits:
Beginning of period 21,818,108 12,056,802 13,053,539
- ----------------------------------------------------------------------------------------------------------------
End of period $ 0 $21,818,108 $ 12,056,802
- ----------------------------------------------------------------------------------------------------------------
See accompanying notes to financial statements.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Notes to Financial Statements
January 2, 2003, December 31, 2002 and 2001
(1) Description of the Plan
The following brief description of the Signal Financial Corporation 401(k)
Profit Sharing Plan (Plan) is provided for general information.
Participants should refer to the summary plan description for a more
complete description of the Plan's provisions.
General
The Plan is a defined contribution plan covering all employees of the
former Signal Financial Corporation and its wholly owned subsidiaries
currently employed by Associated Banc-Corp and its subsidiaries (referred
to herein as the Company) who have completed one year of service and are
age 19 or older. Associated Banc-Corp acquired 100% of the outstanding
common shares of Signal Financial Corporation in a transaction which was
consummated on February 28, 2002. The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974, as amended (ERISA).
Plan Mergers
On April 1, 2002, the Signal Financial Corporation Employee Stock Ownership
Plan (ESOP) was terminated and the net assets totaling $19,238,653 were
merged into the Plan. Active participants became fully vested in ESOP
balances upon termination of the ESOP.
Effective January 2, 2003 the Plan merged with and all of the Plan's assets
were transferred into the Associated Banc-Corp Profit Sharing & 401(k)
Plan.
Contributions
Each year, participants may contribute up to 15% of pretax annual
compensation, as defined in the Plan. Effective January 1, 2002,
participants may contribute up to the Internal Revenue Service maximum
annual limit of $11,000 during 2002. Participants may also contribute
amounts representing distributions from other qualified defined benefit or
contribution plans. A matching contribution equal to 50% of the first 6% of
base compensation that a participant contributes to the Plan was provided.
Additional discretionary contributions may be made at the option of the
Company's board of directors. All contributions are invested in mutual or
collective funds. Contributions are subject to certain limitations.
Participant Accounts
Each participant's account is credited with the participant's contribution,
individual account earnings, and allocations of the Company's matching and
discretionary contributions. Allocations are based on participant
contributions or eligible compensation, as defined by the Plan. The benefit
to which a participant is entitled is limited to the balance in the
participant's vested account.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Notes to Financial Statements
January 2, 2003, December 31, 2002 and 2001
Vesting
Participants are immediately vested in their pretax contributions plus
actual earnings thereon. Vesting in the Company's matching and
discretionary contribution portion of their account plus actual earnings
thereon is based on years of credited service. A participant's account
balance will vest in 20% increments after two years of credited service.
These participants will be 100% vested after six years of credited service.
Forfeitures
Forfeited non-vested accounts are used to reduce future employer
contributions. At December 31,2002, forfeited non-vested accounts totaled
$13,645. These accounts may be used to reduce future employer
contributions. In 2002, employer contributions were reduced by $22,599 from
forfeited non-vested accounts.
Investment of Plan Assets
Participants have the right to direct that investments be made in the
Balanced Lifestage Fund, Growth Lifestage Fund, Money Market Fund,
Intermediate Term Bond Fund, Common Stock Fund, Foreign Equity Fund,
Emerging Growth Fund, Equity Income Fund, Associated Banc-Corp Common Stock
Fund, Berger Small Cap Value Fund, Dodge & Cox Stock Fund, Invesco Dynamics
Fund Investor, Janus Overseas Fund, RS Diversified Growth Fund, Vanguard
500 Index Fund, Weitz Value Fund or a combination of funds. Plan assets are
held in trust with a subsidiary of the Company (trustee). The following is
a brief description of each fund:
Balanced Lifestage Fund - The fund is designed to put equal emphasis on the
pursuit of capital growth through investments in stocks, along with the
stability and income generation provided by fixed income securities.
Approximately one-half the portfolio will consist of investment grade bonds
with the remaining one-half consisting of a diversified mix of stocks, with
an emphasis on large company stocks but including small and foreign stocks.
Actual investments made by the trustee are into the Associated Trust
Company, N.A. Balanced Lifestage Fund.
Growth Lifestage Fund - The fund is designed to achieve growth of capital
through investment in a broadly diversified portfolio of common stocks. The
portfolio will emphasize large capitalization stocks, but will also include
mid-cap, small-cap, and foreign stocks. Actual investments made by the
trustee are into the Associated Trust Company, N.A. Growth Lifestage Fund.
Money Market Fund - The fund is designed to provide safety of principal.
Actual investments made by the trustee are into the Associated Trust
Company, N.A. Cash Management Fund.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Notes to Financial Statements
January 2, 2003, December 31, 2002 and 2001
Intermediate Term Bond Fund - The fund is designed to earn a competitive
total return through diversified investment in high-quality fixed income
securities issued by the United States, federal agencies, and public
corporations, as well as mortgage-backed and asset-backed issues and
certificates of deposit. Actual investments made by the trustee are into
the Associated Trust Company, N.A. Intermediate Term Bond Fund.
Common Stock Fund - The fund is designed to achieve long-term growth
through investment in large cap companies with good growth prospects. The
majority of the assets in this portfolio are included in the S&P 500 Index.
Actual investments made by the trustee are into the Associated Trust
Company, N.A. Common Stock Fund.
Foreign Equity Fund - The fund is designed to provide exposure to
investment opportunities outside the United States. Invests primarily in
attractively valued foreign common stocks. Actual investments made by the
trustee are into the Associated Trust Company, N.A. Foreign Equity Fund.
Emerging Growth Fund - The fund is designed to maximize long-term stock
returns by diversifying stock ownership into numerous industries. Invests
in equities issued by small capitalization, fast growing companies.
Equity Income Fund - The fund is designed to pursue growth of capital while
providing above average dividend yield. The fund will invest in common
stocks believed to be undervalued.
Associated Banc-Corp Common Stock Fund - The fund is designed to share in
the performance of Associated Banc-Corp and invests in Associated Banc-Corp
common stock and cash equivalents.
Berger Small Cap Value Fund - The fund invests primarily in common stocks
of small companies the Advisor believes are undervalued.
Dodge & Cox Stock Fund - The fund is designed to pursue long-term growth of
principal and income. Fund intends to remain fully invested in equities
with at least 65% of assets in common stocks.
Invesco Dynamics Fund Investor - The fund is designed to pursue capital
appreciation. Invests primarily in common stocks of domestic companies.
Janus Overseas Fund - The fund is designed to achieve long-term growth by
investing in a diversified portfolio of primarily foreign stocks. The fund
seeks fast growing companies in fast growing industries.
RS Diversified Growth Fund - The fund is designed to achieve long-term
capital growth and invests primarily in common and preferred stocks and
warrants.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Notes to Financial Statements
January 2, 2003, December 31, 2002 and 2001
Vanguard 500 Index Fund - The fund seeks to track the S&P 500
Index as closely as possible by investing in each of the Index 500 stocks
according to each stock's weighting in the Index.
Weitz Value Fund - The fund is designed to achieve capital appreciation.
The fund invests primarily in equity securities. The advisor seeks
securities trading at prices lower than their intrinsic values.
Participants can elect to invest in one of the aforementioned funds or in
1% increments in two or more funds. Participants can change the allocation
of the Plan accounts on a daily basis.
Participant Loans
Participants may borrow from their fund accounts a minimum of $1,000 up to
a maximum equal to the lesser of $50,000 or 50% of their vested account
balance. Loan transactions are treated as a transfer between the individual
participant's selected investment fund account(s) and the participant note
account. Loan terms range from one to five years or up to 15 years if
related to the purchase of a primary residence. The loans are secured by
the balance in the participant's account and bear a market rate of interest
comparable to what a bank or other professional lender would charge, fixed
for the duration of the loan. Principal and interest is paid ratably
through bi-weekly payroll deductions. At December 31, 2002, there are 27
participant loans outstanding in the amount of $171,872, with interest
rates ranging from 4.25% to 10.5%.
Valuation of Plan Assets
Plan assets are valued daily. Under a daily valued plan, participants can
verify account balances daily utilizing the VRU (Voice Response Unit) or
Internet access, contributions are allocated to participant accounts upon
receipt, and income and changes in asset values are immediately updated.
Distributions
On termination of service due to death, disability, or retirement, a
participant may elect to receive either a lump-sum amount equal to the
value of the participant's vested interest in his or her account, annual
installments over a ten-year period, or an annuity contract. For
termination of service due to other reasons, a participant may receive the
value of the vested interest in his or her account as a lump-sum
distribution or as an annuity contract.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Notes to Financial Statements
January 2, 2003, December 31, 2002 and 2001
(2) Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared on the accrual
basis of accounting and present the net assets available for plan benefits
and changes in those net assets in accordance with accounting principles
generally accepted in the United States of America. The significant
accounting policies of the Plan are as follows:
Investments and Income Recognition
Investment securities are valued at quoted market prices. The investments
in units of the collective trust funds are valued at the amount at which
shares in the funds can be withdrawn, which approximates fair value.
Securities for which no quoted market price is available are valued at
estimated fair value. Short-term investments are stated at cost plus
accrued interest, which approximates fair value. Participant loans are
valued at cost. Plan assets are held with the trustee. Purchases and sales
of securities are recorded on a trade-date basis. Realized gains and losses
on the sale of investments are determined through the use of specific
identification. The Plan's funds record interest income on the accrual
basis and dividends on the ex-dividend date.
The Plan's investments are exposed to various risks, such as interest rate,
market and credit risks. Due to the level of risk associated with certain
investments and the level of uncertainty related to changes in the values
of investments, it is at least reasonably possible that changes in risks in
the near term could materially affect participant account balances and the
amounts reported in the financial statements of the Plan.
Payment of Benefits
Benefits are recorded when paid.
Use of Estimates
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires plan
administrator estimates and assumptions that affect the reported amounts of
assets available for benefits and plan benefit obligations and disclosure
of contingent assets and liabilities at the date of the financial
statements. Actual results could differ from those estimates.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Notes to Financial Statements
January 2, 2003, December 31, 2002 and 2001
(3) Investments
The fair value of investments that represent 5% or more of the Plan's net
assets at January 2, 2003 and December 31, 2002 and 2001 are presented in
the following table:
January 2, December 31, December 31,
2003 2002 2001
-----------------------------------------------------------------------------------------------------
Associated Banc-Corp Common Stock Fund $ 0 $6,256,423 $ 0
Associated Trust Company, N.A. Balanced Lifestage Fund 0 2,304,118 0
Associated Trust Company, N.A. Cash Management Fund 0 4,815,876 0
Vanguard Index 500 Fund 0 1,894,181 664,698
Berger Small Cap Value Fund 0 0 1,024,878
Delaware Trend Fund 0 0 1,443,424
Fidelity Growth and Income Fund 0 0 772,206
Harbor Capital Appreciation Fund 0 0 970,255
Common Trust Fund C - High Growth Profile 0 0 1,644,889
Common Trust Fund C - Moderate Growth Profile 0 0 2,454,270
-----------------------------------------------------------------------------------------------------
During 2003, the Plan's investments did not change in value. During 2002
and 2001, the Plan's investments (including gains and losses on investments
purchased and sold, as well as held during the year) depreciated in value
by $1,903,858 and $1,185,266, respectively.
2002 2001
---- ----
Associated Banc-Corp Common Stock $ 85,273 $ 0
Common Trust Funds (985,870) (629,718)
Mutual Funds (1,003,261) (555,548)
------------ ----------
Total $(1,903,858) $(1,185,266)
============ ============
(4) Transactions with Related Parties
The Associated Banc-Corp Common Stock Fund at December 31, 2002 held
181,922 shares of common stock of the Company with a fair value of
$6,174,443. Dividend income from Company stock totaled $0 in 2003 and
$239,026 in 2002. The Plan held no Associated Banc-Corp stock at January 2,
2003 or in 2001.
Associated Trust Company, N.A. performs asset management and participant
recordkeeping for the Plan. Prior to Associated Trust Company, N.A.
assuming the asset management and recordkeeping responsibilities on April
1, 2002, Signal Trust Company performed asset
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Notes to Financial Statements
January 2, 2003, December 31, 2002 and 2001
management and recordkeeping responsibilities were performed by North
Central Trust Company. Asset management and recordkeeping fees totaled $0,
$40,612 and $20,983 in 2003, 2002 and 2001, respectively.
The Plan invests in various Associated Trust Company, N.A.
common/collective trust funds. As of December 31, 2002, $11,122,041 of the
Plan's net assets was invested in Associated Trust Company, N.A.
common/collective trust funds. The Plan held no Associated Trust Company,
N.A. common/collective trust funds at January 2, 2003.
Signal Trust Company was owned 50% by Signal Financial Corporation and 50%
by North Central Trust Company. During 2001 and 2002, Signal Trust Company
was the plan trustee. The Plan invested in various common trust funds of
North Central Trust Company, a related party, as of December 31, 2001 in
the amount of $5,122,177.
(5) Benefits Payable
The following is a reconciliation of net assets available for benefits per
the financial statements at December 31, 2002 and 2001 to Form 5500:
2002 2001
Net assets available for benefits per
the financial statements $21,818,108 $12,056,802
Amounts allocated to withdrawing
participants (639,627) 0
---------------------------
Net Assets available for benefits per
the Form 5500 $21,178,481 $12,056,802
===========================
The following is a reconciliation of benefits paid to participants per the
financial statements for the year ended December 31, 2002 to Form 5500:
2002 2001
Benefits paid to participants per
the financial statements $ 9,872,949 $ 1,335,138
Add: Amounts allocated to withdrawing
participants at December 31,
2002 and 2001, respectively 639,627 0
Less: Amounts allocated to withdrawing
participants at December 31,
2001, respectively 0 0
----------------------------
Benefits paid to participants per
Form 5500 $10,512,576 $ 1,335,138
============================
Net assets and benefits paid to participants per the financial statements
as of and for the two day period ending January 2, 2003 are equal to the
5500.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Notes to Financial Statements
January 2, 2003, December 31, 2002 and 2001
(6) Income Taxes
The Internal Revenue Service has determined and informed the Company by a
letter dated August 5, 2002, that the Plan and the related trust are
designed in accordance with applicable sections of the Internal Revenue
Code, and that the trust is therefore exempt from federal income taxes. The
Company believes the Plan continues to qualify and operate as designed.
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Schedule H, line 4i - Schedule of Assets (Held at End of Year)
January 2, 2003
- -----------------------------------------------------------------------------------------------
Description of investment,
including maturity date,
Identity of issue, borrower, rate of interest, collateral par, Current
Lessor, or similar party or maturity value Value
- -----------------------------------------------------------------------------------------------
* Associated Trust Company, N.A.
Common Stock Fund 0 units $ 0
* Associated Trust Company, N.A.
Emerging Growth Fund 0 units 0
* Associated Trust Company, N.A. 0 units 0
Growth Lifestage Fund
* Associated Trust Company, N.A.
Balanced Lifestage Fund 0 units 0
* Associated Trust Company, N.A.
Equity Income Fund 0 units 0
* Associated Trust Company, N.A.
Cash Management Fund 0 units 0
* Associated Trust Company, N.A.
Foreign Equity Fund 0 units 0
* Associated Trust Company, N.A.
Intermediate Term Bond Fund 0 units 0
---------------------------------------------------------------------------------------------
Total Common/Collective Trust Funds $0
* Associated Banc-Corp
Common Stock Fund 0 units $0
---------------------------------------------------------------------------------------------
Total Common Stocks $0
---------------------------------------------------------------------------------------------
Berger Small Cap Value Fund 0 shares $0
Dodge & Cox Stock Fund 0 shares 0
Invesco Dynamics Fund Investor 0 shares 0
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Schedule H, line 4i - Schedule of Assets (Held at End of Year)
January 2, 2003
- -----------------------------------------------------------------------------------------------
Description of investment,
including maturity date,
Identity of issue, borrower, rate of interest, collateral par, Current
Lessor, or similar party or maturity value Value
- -----------------------------------------------------------------------------------------------
Janus Overseas Fund 0 shares 0
RS Diversified Growth Fund 0 shares 0
Vanguard Index 500 Fund, Inv. Shares 0 shares 0
Weitz Value Fund 0 shares 0
- -----------------------------------------------------------------------------------------------
Total Mutual Funds $0
- -----------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------
Loans to Participants $0
- -----------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------
Total Investments and Loans $0
* Denotes a party-in-interest
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Schedule H, line 4i - Schedule of Assets (Held at End of Year),
December 31, 2002
- -----------------------------------------------------------------------------------------------
Description of investment,
including maturity date,
Identity of issue, borrower, rate of interest, collateral par, Current
Lessor, or similar party or maturity value Value
- -----------------------------------------------------------------------------------------------
* Associated Trust Company, N.A.
Common Stock Fund 9,589 units $ 989,865
* Associated Trust Company, N.A.
Emerging Growth Fund 61,491 units 876,083
* Associated Trust Company, N.A.
Growth Lifestage Fund 108,857 units 1,043,221
* Associated Trust Company, N.A.
Balanced Lifestage Fund 228,584 units 2,304,118
* Associated Trust Company, N.A.
Equity Income Fund 2,489 units 125,164
* Associated Trust Company, N.A.
Cash Management Fund 3,937,691 units 4,815,876
* Associated Trust Company, N.A.
Foreign Equity Fund 12,137 units 382,886
* Associated Trust Company, N.A.
Intermediate Term Bond Fund 24,877 units 584,828
---------------------------------------------------------------------------------------------
Total Common/Collective Trust Funds $11,122,041
* Associated Banc-Corp Common Stock Fund 156,769 units $ 6,256,423
---------------------------------------------------------------------------------------------
Total Common Stocks $ 6,256,423
Berger Small Cap Value Fund 37,343 shares $ 851,802
Dodge & Cox Stock Fund 4,661 shares 410,366
Invesco Dynamics Fund Investor 4,677 shares 49,859
Janus Overseas Fund 2,972 shares 45,446
SIGNAL FINANCIAL CORPORATION
401(k) PROFIT SHARING PLAN
Schedule H, line 4i - Schedule of Assets (Held at End of Year),
December 31, 2002
- -----------------------------------------------------------------------------------------------
Description of investment,
including maturity date,
Identity of issue, borrower, rate of interest, collateral par, Current
Lessor, or similar party or maturity value Value
- -----------------------------------------------------------------------------------------------
RS Diversified Growth Fund 6,119 shares 86,641
Vanguard Index 500 Fund, Inv. Shares 23,342 shares 1,894,181
Weitz Value Fund 6,446 shares 179,984
- -----------------------------------------------------------------------------------------------
Total Mutual Funds $3,518,279
- -----------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------
Loans to Participants (27 participant loans with
interest rates ranging from 4.25% to 10.5% and
maturity dates ranging from April 13, 2003 to
November 9, 2012) $ 171,872
- -----------------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------------
Total Investments and Loans $21,068,615
* Denotes a party-in-interest
See accompanying independent auditors' report.
CONSENT OF INDEPENDENT AUDITORS
The Board of Directors
Associated Banc-Corp:
We consent to incorporation by reference in the registration statement on Form
S-8 of Associated Banc-Corp of our report dated June 5, 2003 relating to the
statements of net assets available for plan benefits of the Signal Financial
Corporation 401(k) and Profit Sharing Plan as of January 2, 2003, December 31,
2002 and 2001, and the related statements of changes in net assets available for
plan benefits for the two day period ended January 2, 2003 and each of the years
in the two year period ended December 31, 2002, and the Schedules H, line 4i -
Schedule of Assets (Held at End of Year), as of January 2, 2003 and December 31,
2002, which reports appear in the December 31, 2002 annual report on Form 11-K
of the Signal Financial Corporation 401(k) and Profit Sharing Plan.
/s/ KPMG LLP
Chicago, Illinois
June 23, 2003
