KEYCORP /NEW/ — Director's Dealing 2005

Apr 1, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2005-04-01

Reporting Person: MEYER HENRY L III (Director, Chair and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-04-01	common shares	M	915	$32.45	Acquired	221424	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-04-01	phantom shares	$32.45	M	915	Disposed	2005-04-01	common shares (915)	Direct
2005-04-01	phantom shares	$32.45	F	546	Disposed	2005-04-01	common shares (546)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
common shares	157369	Indirect

Footnotes

F1: As of December 31, 2004.

F2: Conversion to Common Shares is on a one-to-one basis.

F3: Shares remaining in Automatic Deferral Plan.