As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/13/09  Wilmington Trust Corp             SC 13G/A               1:76K  Keycorp/New                       Edgar Ease Svc Bureau/FA
          Wilmington Trust Company
          Wilmington Trust FSB

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    Amendment No. 4 to Schedule 13G                     HTML     53K 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

Amendment No. 4

 

KeyCorp

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(Name of Issuer)

 

Common Stock (New)

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(Title of Class of Securities)

 

493267-108

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(CUSIP Number)

 

December 31, 2008

--------------------------------------------------------------------------------

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

CUSIP No. 493267-108

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1.		NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Wilmington Trust Corporation

2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF GROUP *	(a) x (b) o

3.		SEC USE ONLY

4.		CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.		SOLE VOTING POWER 26,595
	6.		SHARED VOTING POWER 26,785,209
	7.		SOLE DISPOSITIVE POWER 19,019
	8.		SHARED DISPOSITIVE POWER 1,884

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 26,811,804

10.		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* N/A	o

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.4%

12.		TYPE OF REPORTING PERSON HC
*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 

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1.		NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Wilmington Trust Company, in various fiduciary capacities

2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF GROUP *	(a) x (b) o

3.		SEC USE ONLY

4.		CITIZENSHIP OR PLACE OF ORGANIZATION Delaware banking corporation

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.		SOLE VOTING POWER 5,977
	6.		SHARED VOTING POWER 26,785,209
	7.		SOLE DISPOSITIVE POWER 2,259
	8.		SHARED DISPOSITIVE POWER 1,514

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 26,791,186

10.		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* N/A	o

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.4%

12.		TYPE OF REPORTING PERSON BK
*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

CUSIP No. 493267-108

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1.		NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Wilmington Trust FSB, in various fiduciary capacities

2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF GROUP *	(a) x (b) o

3.		SEC USE ONLY

4.		CITIZENSHIP OR PLACE OF ORGANIZATION Federal Savings Bank

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.		SOLE VOTING POWER 20,618
	6.		SHARED VOTING POWER 0
	7.		SOLE DISPOSITIVE POWER 16,760
	8.		SHARED DISPOSITIVE POWER 370

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,618

10.		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* N/A	o

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0%

12.		TYPE OF REPORTING PERSON BK
*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

CUSIP 493267-108

 

Item 1(a). Name of Issuer:

 

 

Item 1(b). Address of Issuer's Principal Executive Offices:

 

 

Item 2(a). Name of Person Filing:

 

 

Item 2(b). Address of Principal Business Office, or if None, Residence:

 

 

Item 2(c). Citizenship:

 

Wilmington Trust Corporation is a Delaware corporation.

Wilmington Trust Company is a Delaware banking corporation and

Wilmington Trust FSB is a Federal Savings Bank.

.

 

Item 2(d). Title of Class of Securities:

 

 

Item 2(e). CUSIP Number:

 

 

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

 

 

 

 

 

 

 

 

(f)

o

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

(g)

x

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

 

(i)

o

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

 

 

Wilmington Trust Corporation, Wilmington Trust Company, Wilmington Trust FSB and Wilmington Trust of Pennsylvania are a Group.

 

Item 4. Ownership.

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

 

 

 

 

 

 

(c) Number of shares as to which Wilmington Trust Corporation, Wilmington Trust Company and Wilmington Trust FSB:

 

 

 

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o

 

Item 6. Ownership of More Than Five Percent on Behalf of Another Person.

 

 

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

 

 

Item 8. Identification and Classification of Members of the Group.

 

 

 

Item 9. Notice of Dissolution of Group.

 

 

 

Item 10. Certifications.

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Wilmington Trust Company

Wilmington Trust FSB

 

By:

Gerard A. Chamberlain

 

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