KEYCORP /NEW/ — Director's Dealing 2003

Oct 1, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2003-09-30

Reporting Person: BARES WILLIAM G (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-09-30	Phantom Stock Units	$	A	850	Acquired		Common Shares ()	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	4000	Indirect
Common Shares	4127	Direct
Phantom Shares	28117	Indirect

Footnotes

F1: Under KeyCorp Director Deferred Plan, fees or a portion thereof are deferred into common shares account quarterly and are payable in treasury shares on date(s) set forth in deferral election.

F2: Conversion to common shares is on a one-to-one basis.