Goldman Winter Conference

1. Goldman Winter Conference March 20, 2003

2. PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 FORWARD-LOOKING STATEMENT DISCLOSURE These presentation materials and discussion, including related questions and answers, contain forward-looking statements about issues like anticipated first quarter and full-year 2003 earnings, anticipated level of net loan charge-offs and nonperforming assets and anticipated improvement in profitability and competitiveness. Forward-looking statements by their nature are subject to assumptions, risks and uncertainties. Actual results could differ materially from those contained in or implied by such forward-looking statements for a variety of factors including: changes in interest rates; continued weakness in the economy, which could materially impact credit quality trends and the ability to generate loans; failure of the capital markets to function consistent with customary levels; delay in or inability to execute strategic initiatives designed to grow revenues and/or manage expenses; consummation of significant business combinations or divestitures; new legal obligations or restrictions or unfavorable resolution of litigation; further disruption in the economy or the general business climate as a result of terrorist activities or military actions; and changes in accounting, tax or regulatory practices or requirements.

3. Key’s Management Team Chairman & CEO Henry L. Meyer III Key Consumer Banking Key Corporate & Investment Banking Victory Capital McDonald Financial Group Tom Bunn Jack Kopnisky Rick Buoncore Bob Jones 1Key District Presidents Staff Areas: Chief Administrative Officer – Tom Stevens CFO – Jeff Weeden Technology – Bob Rickert Human Resources – Tom Helfrich Yank Heisler

4. Key’s Major Lines of Business 2002 Net Income Victory Capital Management High Net Worth Capital Markets Corporate Banking National Commercial R/E Nat. Equipment Finance Capital Partners16% Corporate Finance41% Consumer Banking43% Retail Banking Small Business Indirect Lending National Home Equity

5. The KCIB Structure • An organization structure that aligns all products and people around clients • KCIB now comprises all of Key’s Corporate Banking, Capital Markets, Treasury Management, Commercial Real Estate, Equipment Leasing, and Investment Banking units

6. KCIB Leadership Tom Bunn Cheryl Nickels KeyBank Real Estate Capitaland Commercial Bank Key Equipment Finance Key Institutional Bank KeyBank Global Treasury Management KCIB Administration Pam Carson Chris Gorman Paul Larkins Linda Grandstaff George Emmons KCIB Portfolio Management KeyBank Syndicated Finance KeyBank Bank Capital Markets KeyBank Taxable Fixed Income KeyBank Equity Capital Markets Will Barnes Amy Carlson Richard Owens Dan Austin Jack Schlifer

7. How We’re Building KCIB • Align our product and intellectual capital in a single organization • Focus our business on targeted clients and industries where we have a competitive advantage • Use our capital strategically, with the right clients • Become more important to our important clients • Invest in businesses that fit our strategy

8. A Rich Product Set to Cross Sell • Origination Groups • Key Institutional Bank • Key Equipment Finance • KeyBank Real Estate Capital • KeyBank Commercial Bank • Product Set • Core Bank Products • Equipment Leasing • Portfolio Management • Treasury Management • Syndicated Finance • Derivatives and Foreign Exchange • Mergers & Acquisitions • Equity Capital Markets • Private Debt Placement • Fixed Income • Asset Management

9. Retail Bank and KCIB Offices KCIB Offices Only Geographic View of KCIB Synergistic Locations Strategically focused and competitively sized 262 Offices in 32 States and 23 Countries Lines of Business Commercial Bank Real Estate Leasing Institutional Bank Debt Capital Markets * 28 offices are outside of the USA

10. KeyBank Commercial Bank - (Middle Market) • Clients: 8,500 Principally $10-250 million in annual revenues, within KeyBank’s footprint markets • Offices: 35 (in footprint) • Focus: Greater penetration of current clients, identification of targeted prospects, and cross selling of Key’s product set. • Approach to Client: Relationship-oriented and idea based, up tier to fee-based and more sophisticated capital alternatives as needs arise. • Product Focus: Equipment Leasing, Treasury and Asset Management, Bank Financing, Business Advisory and Capital Markets; significant deposit-gathering initiative underway • Intellectual Capital: Long-term client relationship managers domiciled in local markets. New training and reward structures will drive cross-sell and penetration. • Other Levers: Key’s brand awareness and community/business relationships in footprint markets; access to capital markets expertise; ability to provide complete range of financial solutions

11. Key Institutional Bank • Clients: Approximately 1,200 Principally $250 million-plus in annual revenues within and outside Key footprint. • Offices: 6 (footprint) and 6 (out of footprint) • Focus: Eight industries where Key/McDonald have traditional strength: Consumer; Energy/Utilities; Financial Services; Financial Sponsors; Healthcare; Industrial; Institutional Geography; Technology. • Approach to Client: Idea and solution based, not bank-finance driven. Levered by industry sector knowledge. Emphasis on prospecting in this category, and solidifying relationships. • Product focus: M&A; Debt and Equity Capital Markets; Syndicated Bank Finance; Strategic Business Advisory; Equipment Leasing • Intellectual Capital: Integrated teams of corporate and investment bankers; dedicated industry-focused research teams. • Other Levers: M&A and Capital Markets transactions totaled 155 in 2002; $18 billion of capital raised; second best year ever. Significant core industry overlap between Key and McDonald.

12. KeyBank Real Estate Capital • Clients:1,000 Principally middle market and institutional in 29 U.S. markets and 4 time zones • Offices:6 (in footprint) and 23 (out of footprint) • Focus:Highly successful integration of bank and capital-markets financing capabilities and mortgage servicing in commercial real estate sectors. • Approach to Client:A client-focused organization that serves middle market, institutional and private equity clients through a single, unified sales force, meeting the total capital needs of target clients. • Product Focus:Commercial Banking, Mortgage Banking and Investment Banking, as well as Loan Syndications, Derivatives, Deposits, Cash Management, Private Banking and other core bank products • Intellectual Capital:Relationship managers and product specialty portfolio managers in 29 target metro markets. New training and reward structures will drive cross-sell and penetration. • Other Levers:5th largest commercial real estate lender in U.S.; 7th largest commercial mortgage loan servicer in U.S.

13. KeyBank Real Estate Capital Distribution of Assets Geographic Distribution of Assets

14. Key Equipment Finance • Clients: Approximately 20,000 Customers in the U.S. and abroad, ranging from small businesses to middle market and large corporations, both inside and outside the Key footprint. • Offices: In the U.S., KEF operates from 46 offices in most major cities across 25 states (inside and outside Key footprint); KEF also has multiple sales offices in 25 countries around the world. • Focus: To provide innovative and flexible financing customized to client’s specific equipment and financial, tax and accounting needs; “Lead with Leasing” initiative partners with other Key LOBs to introduce leasing as means of opening the door to cross-sell other Key products. • Approach to Client: Product-based and cross-selling to other Key LOBs are expected/rewarded. • Product Focus: Equipment Financing, Vendor Programs, Lease Advisory Services, Syndication Buy and Sell, and Leveraged Leasing. Products often cross-sold include: Investment Banking, Merger & Acquisition support, Foreign Exchange, Treasury and Asset Management, Cash Management/Depository Products. • Intellectual Capital: Relationship management focus, industry expertise, multiple in-house services and high performance sales culture. • Other Levers: Nation’s 6th largest bank-affiliated leasing company; $8 billion equipment portfolio.

15. Major KCIB Strategic Initiatives: 2003 • Revenue Growth • Alignment of commercial and investment banking • Increase relationship profitability guidelines • Align incentives with breadth and depth of relationship profitability • Demand to get paid for use of Key’s capital • Deliver multiple Key/McDonald/Victory products • Deposit Growth • Cross-sell loans and deposits • Focus on deposit-rich client segments

16. Major KCIB Strategic Initiatives: 2003 • Credit Quality • Re-connect accountability with RMs • Align incentives with credit quality • Maximize Key-led transactions • Expand “Originate to Distribute” Capability • Floating Rate Syndications • Private Debt Placements • Fixed Income • Product Management • Focus … Focus … Focus