KEYCORP /NEW/ — Director's Dealing 2008

Feb 22, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2008-02-21

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-02-21	Phantom Shares	$23.03	A	54277	Acquired	2011-02-21	Common Shares (54277)	Direct
2008-02-21	Restricted Stock Units	$23.03	A	54277	Acquired	2011-02-21	Common Shares (54277)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	259278	Direct
Common Shares	105509	Indirect

Footnotes

F1: As of December 31, 2007.

F2: Performance Shares payable in cash.