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: 2005-03-31

Reporting Person: MCGREGOR DOUGLAS J (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-03-31	phantom shares	$0	A	242	Acquired	2005-03-31	common shares (242)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
common shares	6400	Direct

Footnotes

F1: Under Deferral Plan, fees were deferred into phantom stock account which stock is convertible into common shares on a one-to-one basis.