KEYCORP /NEW/ — Director's Dealing 2007

Jan 3, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2006-12-31

Reporting Person: CARTWRIGHT CAROL A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-01-02	Common Shares	M	146	—	Acquired	1285	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-12-31	Phantom Shares	$0	A	168	Acquired	2006-12-31	Common Shares (168)	Direct
2007-01-02	Phantom Shares	$0	M	146	Disposed	2007-01-02	Common Shares (146)	Direct

Footnotes

F1: Phantom Shares were converted to treasury shares on a one to one basis and distributed under deferral plan.

F2: Under deferral plan, fees were deferred into phantom stock account which stock is convertible into common shares on a one to one basis.