KEYCORP /NEW/ — Director's Dealing 2011

Jan 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2010-12-31

Reporting Person: CAMPBELL EDWARD P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-01	Common Shares	M	79	—	Acquired	2391	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-31	Phantom Shares	$0	A	2203	Acquired	2010-12-31	Common Shares (2203)	Direct
2011-01-01	Phantom Shares	$0	M	79	Disposed	2011-01-01	Common Shares (79)	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.