1
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file with the
Securities and Exchange Commission, Washington, D.C., under the provisions of
the Securities Exchange Act of 1934, as amended, its Annual Report on Form 10-K
for the fiscal year ended December 31, 1993 (the "Annual Report"), hereby
constitutes and appoints Carter B. Chase, and Roger Noall, and each of them,
as attorney for the undersigned, with full power of substitution and
resubstitution, for and in the name, place, and stead of the undersigned, to
sign and file the Annual Report, and exhibits thereto, and any and all
amendments thereto, with full power and authority to do and perform any and all
acts and things whatsoever requisite and necessary to be done in the premises,
hereby ratifying and approving the acts of such attorney or any such
substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Victor J. Riley, Jr.
--------------------------------
Type Name: Victor J. Riley, Jr.
--------------------------------
2
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Robert W. Gillespie
--------------------------------
Type Name: Robert W. Gillespie
--------------------------------
MBW/kar92380
3
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ James W. Wert
--------------------------------
Type Name: James W. Wert
--------------------------------
MBW/kar92380
4
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Lee Irving
--------------------------------
Type Name: Lee Irving
--------------------------------
MBW/kar92380
5
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of 3/18 , 1994.
--------
/s/ H. Douglas Barclay
--------------------------------
Typed Name: H. Douglas Barclay
--------------------------------
MBW/kar92380
6
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ William G. Bares
--------------------------------
Type Name: William G. Bares
--------------------------------
MBW/kar92380
7
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ A.C. Bersticker
--------------------------------
Type Name: A.C. Bersticker
--------------------------------
MBW/kar92380
8
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Thomas A. Commes
--------------------------------
Type Name: Thomas A. Commes
--------------------------------
MBW/kar92380
9
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Kenneth M. Curtis
--------------------------------
Type Name: Kenneth M. Curtis
--------------------------------
MBW/kar92380
10
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ John C. Dimmer
--------------------------------
Type Name: John C. Dimmer
--------------------------------
MBW/kar92380
11
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Lucie J. Fjeldstad
--------------------------------
Type Name: Lucie J. Fjeldstad
--------------------------------
MBW/kar92380
12
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Stephen R. Hardis
--------------------------------
Type Name: Stephen R. Hardis
--------------------------------
MBW/kar92380
13
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Henry S. Hemingway
--------------------------------
Type Name: Henry S. Hemingway
--------------------------------
MBW/kar92380
14
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Charles R. Hogan
--------------------------------
Type Name: Charles R. Hogan
--------------------------------
MBW/kar92380
15
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Lawrence A. Leser
--------------------------------
Type Name: Lawrence A. Leser
--------------------------------
MBW/kar92380
16
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Steven A. Minter
--------------------------------
Type Name: Steven A. Minter
--------------------------------
MBW/kar92380
17
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, each of them, as attorney for the undersigned,
with full power of substitution and resubstitution, for and in the name, place,
and stead of the undersigned, to sign and file the Annual Report, and exhibits
thereto, and any and all amendments thereto, with full power and authority to
do and perform any and all acts and things whatsoever requisite and necessary
to be done in the premises, hereby ratifying and approving the acts of such
attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ M. Thomas Moore
--------------------------------
Type Name: M. Thomas Moore
--------------------------------
18
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ John C. Morley
--------------------------------
Type Name: John C. Morley
--------------------------------
MBW/kar92380
19
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Richard W. Pogue
--------------------------------
Type Name: Richard W. Pogue
--------------------------------
MBW/kar92380
20
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Robert A. Schumacher
--------------------------------
Type Name: Robert A. Schumacher
--------------------------------
21
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Ronald B. Stafford
--------------------------------
Type Name: Ronald B. Stafford
--------------------------------
MBW/kar92380
22
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Dennis W. Sullivan
--------------------------------
Type Name: Dennis W. Sullivan
--------------------------------
MBW/kar92380
23
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Peter G. Ten Eyck II
--------------------------------
Type Name: Peter G. Ten Eyck II
--------------------------------
MBW/kar92380
24
POWER OF ATTORNEY
-----------------
The undersigned, an officer or director, or both an officer and
director, of KeyCorp, an Ohio corporation, which proposes to file
with the Securities and Exchange Commission, Washington, D.C., under the
provisions of the Securities Exchange Act of 1934, as amended, its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993 (the "Annual
Report"), hereby constitutes and appoints Lawrence J. Carlini, Carter B. Chase,
Roger Noall, and James W. Wert, and each of them, as attorney for the
undersigned, with full power of substitution and resubstitution, for and in the
name, place, and stead of the undersigned, to sign and file the Annual Report,
and exhibits thereto, and any and all amendments thereto, with full power and
authority to do and perform any and all acts and things whatsoever requisite
and necessary to be done in the premises, hereby ratifying and approving the
acts of such attorney or any such substitute.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand as
of March 1, 1994.
/s/ Nancy Briwa Veeder
--------------------------------
Type Name: Nancy Briwa Veeder
--------------------------------
MBW/kar92380