KEYCORP /NEW/ — Director's Dealing 2010

Jan 4, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2009-12-31

Reporting Person: CAMPBELL EDWARD P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-01-01	Common Shares	M	78	—	Acquired	2078	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-12-31	Phantom Shares	$0	A	3288	Acquired	2009-12-31	Common Shares (3288)	Direct
2010-01-01	Phantom Shares	$0	M	78	Disposed	2010-01-01	Common Shares (78)	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.