KEYCORP /NEW/ — Director's Dealing 2003

Jul 23, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2003-07-23

Reporting Person: CARTWRIGHT CAROL A (Director)

Footnotes

F1: Additionally, 577 Common Shares are owned directly, and 3,759 phantom shares are held in the Director Deferred Compensation Plan.

F2: Under KeyCorp Directors' Deferred Share Plan, directors are paid deferred share units, one-half in cash and one-half in treasury shares, three years from date of grant. This footnote also applies to information in Column 7.

F3: Conversion to Common Shares is on a one-to-one basis. This footnote also applies to information in Column 2.