KEYCORP /NEW/ — Director's Dealing 2003

Aug 1, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2003-07-31

Reporting Person: IRVING LEROY G (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-07-31	Common Shares	M	24000	$14.575	Acquired	95136	Direct
2003-07-31	Common Shares	F	17577	$27.04	Disposed	77559	Direct
2003-07-31	Common Shares	S	9700	$27	Disposed	67859	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-07-31	Non-Qualified Stock Option	$14.575	M	24000	Disposed	2004-01-03	Common Stock (24000)	Direct

Footnotes

F1: Reporting person also owns 3,001 shares in the Corporation's 401(k) Savings Plan as of December 31, 2002, 7,273 phantom shares in the Corporation's Excess 401(k) Savings Plan as of December 31, 2002, and 157 phantom shares in the Corporation Deferred Compensation Plan as of December 31, 2002.