KEYCORP /NEW/ — Director's Dealing 2004

Jan 22, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2004-01-21

Reporting Person: KOPNISKY JACK L (Senior Exec. Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-01-21	Common Shares	M	50000	$18.53	Acquired	103890	Direct
2004-01-21	Common Shares	M	14000	$17.12	Acquired	117890	Direct
2004-01-21	Common Shares	F	46474	$30.66	Disposed	71416	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-01-21	Option to Buy	$18.53	M	50000	Disposed	2010-07-19	Common Shares (50000)	Direct
2004-01-21	Option to Buy	$17.12	M	14000	Disposed	2006-01-17	Common Shares (14000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	11250	Indirect
Phantom Shares	7793	Indirect
Phantom Shares	7064	Indirect

Footnotes

F1: As of December 31, 2003.