Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On September 17, 2009, KeyCorp elected Ruth Ann M. Gillis, Executive Vice President of Exelon Corporation, and Joseph A. Carrabba, Chairman, President, and Chief Executive Officer of Cliffs Natural Resources, Inc., as Directors of the Corporation, effective November 18, 2009. The election of Ms. Gillis and Mr. Carrabba increases the size of KeyCorp's Board of Directors to 14 members. Ms. Gillis will serve as a member of the KeyCorp Audit Committee and Mr. Carrabba will serve as a member of the KeyCorp Compensation and Organization Committee. As is true for all "outside" KeyCorp Directors, Ms. Gillis and Mr. Carrabba will be entitled to an annual award under the KeyCorp Directors' Deferred Share Plan each July, as well as quarterly and per meeting director fees. A copy of the press release announcing the elections is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits

(d) Exhibits
99.1 Press release dated September 21, 2009, announcing the election of Ruth Ann M. Gillis and Joseph A. Carrabba as Directors of KeyCorp.

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