KEYCORP /NEW/ — Director's Dealing 2004

Jan 26, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2004-01-22

Reporting Person: HEMINGWAY HENRY S (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-01-22	Common Shares	S	9432	$31.1	Disposed	52634	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	5859	Direct

Footnotes

F1: Beneficial ownership of a portion of these shares is disclaimed, and the filing of this statement shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the beneficial owner of such shares.

F2: By Reporting Person, Spouse, and/or KeyBank National Association as trustee(s) for the benefit of the Reporting Person and/or members of the Reporting Person's immediate family or as a manager of family LLC.