KEYCORP /NEW/ — Director's Dealing 2009

Jun 15, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2009-06-12

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-06-12	Option to Buy	$6.12	A	900000	Acquired	2019-06-12	Common Shares (900000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	437384	Direct
Common Shares	117029	Indirect

Footnotes

F1: As of December 31, 2008.

F2: Exercisable at the later of (1) repayment of TARP obligations or (2) one third a year for 3 years.