Contract

EXHIBIT 10.70 AMENDMENT TO THE KEYCORP SUPPLEMENTAL RETIREMENT BENEFIT PLAN FOR KEY EXECUTIVES WHEREAS, KeyCorp has established the KeyCorp Supplemental RetirementBenefit Plan for Key Executives (the “Plan”), a nonqualified plan of deferredcompensation for a certain select group of KeyCorp employees, and WHEREAS, the Board of Directors of KeyCorp has authorized its CompensationCommittee to permit amendments to the Plan, and WHEREAS, in conjunction with the enactment of the American Jobs CreationAct of 2004, the Compensation Committee of the Board of Directors of KeyCorp hasdetermined it desirable to preserve Plan participants’ earned and vested Planbenefits in accordance with the law in effect prior to the enactment of theAmerican Jobs Creation Act of 2004 and accordingly has authorized the freezingof the Plan to preserve such benefits as of December 31, 2004. The CompensationCommittee has accordingly directed the execution of this Amendment to effectuatethe expressed intent of the Committee. NOW, THEREFORE, pursuant to such action of the Compensation Committee, thePlan is hereby frozen with regard to any additional accruals, deferrals, andcontributions to the Plan after December 31, 2004 as follows: 1. A new Article X has been added to the Plan to provide the following: “ARTICLE X AMENDMENT TO FREEZE 10.1 NO NEW ACCRUALS. As of January 1, 2005 the Plan shall be frozen with regard to all new accruals, deferrals, and contributions to the Plan after December 31, 2004 and all Participants’ Plan benefits that are earned and vested as of December 31, 2004 shall be administered in accordance with the terms of the Plan as frozen and with the requirements of the law in effect prior to the enactment of Section 409A of the Code.” 2. The amendment set forth in Paragraphs 1 shall be effective as of December 31, 2004. 3. Except as otherwise amended herein, the Plan shall remain in full force and effect. IN WITNESS WHEREOF, KeyCorp has caused this Amendment to the Plan to beexecuted by its duly authorized officer as of this 28th day of December 2004. KEYCORP By: /s/ Thomas E. Helfrich ———————- Title: Executive Vice President