KEYCORP /NEW/ — Director's Dealing 2010

Dec 2, 2010

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2010-12-01

Reporting Person: Koehler William R (President, Key Community Bank)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	54722	Direct
Common Shares	8649	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Option to Buy	$28.25	2011-01-17	Common Shares (2000)		Direct
Option to Buy	$24.61	2012-01-17	Common Shares (1500)		Direct
Option to Buy	$25.64	2013-07-17	Common Shares (6500)		Direct
Option to Buy	$29.27	2014-07-23	Common Shares (4000)		Direct
Option to Buy	$34.40	2015-07-22	Common Shares (4550)		Direct
Option to Buy	$36.37	2016-07-21	Common Shares (4870)		Direct
Option to Buy	$36.20	2017-07-20	Common Shares (14286)		Direct
Option to Buy	$11.16	2018-07-25	Common Shares (20000)		Direct
Option to Buy	$5.55	2019-07-27	Common Shares (22000)		Direct
Option to Buy	$8.42	2020-07-27	Common Shares (31906)		Direct
Phantom Shares	$	2013-02-18	Common Shares (17136)		Direct

Footnotes

F1: As of September 30, 2010.

F2: 2/3 of the options have vested and the remaining 1/3 will vest on 7/25/2011.

F3: 1/3 of the options became vested on 7/27/2010 and the remaining 2/3 will vest annually on 7/27/2011 and 7/27/2012.

F4: Options vest one-third each year over three years.

F5: Conversion to common shares is on a one to one basis.