Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Koehler William R
2. Date of Event Requiring Statement (Month/Day/Year)
12/01/2010
3. Issuer Name and Ticker or Trading Symbol
KEYCORP /NEW/ [KEY]
(Last)
(First)
(Middle)
C/O KEYCORP, 127 PUBLIC SQUARE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President, Key Community Bank
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

CLEVELAND, OH 44114
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Shares 54,722
D
 
Common Shares 8,649
I
Savings Plan (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option to Buy 01/17/2004 01/17/2011 Common Shares 2,000 $ 28.25 D  
Option to Buy 01/17/2005 01/17/2012 Common Shares 1,500 $ 24.61 D  
Option to Buy 07/17/2006 07/17/2013 Common Shares 6,500 $ 25.64 D  
Option to Buy 07/23/2007 07/23/2014 Common Shares 4,000 $ 29.27 D  
Option to Buy 07/22/2008 07/22/2015 Common Shares 4,550 $ 34.4 D  
Option to Buy 07/21/2009 07/21/2016 Common Shares 4,870 $ 36.37 D  
Option to Buy 07/20/2010 07/20/2017 Common Shares 14,286 $ 36.2 D  
Option to Buy 07/25/2011(2) 07/25/2018 Common Shares 20,000 $ 11.16 D  
Option to Buy 07/27/2012(3) 07/27/2019 Common Shares 22,000 $ 5.55 D  
Option to Buy 07/27/2013(4) 07/27/2020 Common Shares 31,906 $ 8.42 D  
Phantom Shares 02/18/2013 02/18/2013 Common Shares 17,136 $ (5) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Koehler William R
C/O KEYCORP
127 PUBLIC SQUARE
CLEVELAND, OH 44114
      President, Key Community Bank  

Signatures

Steven N. Bulloch POA for William R. Koehler 12/02/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) As of September 30, 2010.
(2) 2/3 of the options have vested and the remaining 1/3 will vest on 7/25/2011.
(3) 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.
(4) Options vest one-third each year over three years.
(5) Conversion to common shares is on a one to one basis.

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