UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 3)

Lincoln Electric Holdings
(Name of Issuer)

Common Stock
(Title of Class of Securities)

533900106
(Cusip Number)

December 31, 2001
(Date of Event Which Requires Filing of this Statement)

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

{ X }     Rule 13d-1( b )
{   }     Rule 13d-1( c )
{   }     Rule 13d-1( d )

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 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).




(Continued on the following page(s))

Page 1 of 5














CUSIP No.

533900106

13G

1
Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person

KeyCorp
I.R.S. Employer Identification No. 34-1784820

2
Check the Appropriate Box if a Member of a Group*
(a)
Not Applicable

(b)
Not Applicable

3
SEC Use Only

4
Citizenship or Place of Organization
State of Ohio

Number of
Shares Beneficially
Owned By
Each Reporting
Person With

5
Sole Voting Power
230,944

6
Shared Voting
Power
149,420

7
Sole Dispositive
Power
78,819

8
Shared Dispositive Power
2,206,332

9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,285,151

10
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*
Not Applicable

11
Percent of Class Represented by Amount in Row 9
5.398%

12
Type of Reporting Person*
HC

SEC 1745 (6-80)				*SEE INSTRUCTIONS BEFORE FILLING OUT




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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington  D.C.  20549

SCHEDULE 13G

Under the Securities and Exchange Act of 1934
(Amendment No. 3)

Item 1 (a).  Name of Issuer:

Lincoln Electric Holdings

Item 1 (b).  Address of Issuer's principal executive offices:

22801 St. Clair Avenue
Cleveland, OH 44117

Item 2 (a).  Name of person filing:

KeyCorp

Item 2 (b).  Address of principal business office:

127 Public Square
Cleveland,  Ohio  44114-1306

Item 2 (c).  Place of organization:

State of Ohio

Item 2 (d).  Title of class of securities:

Common Stock

Item 2 (e).  CUSIP Number:

533900106

Item 3.         If this statement is filed pursuant to Rules 13d-1(b), or
                     13d - 2 (b), indicate type of  person filing:

Person filing is a Parent Holding Company, in accordance with
240.13d - 1(b)(ii)(G)

Page 3 of 5


Item 4.
Ownership:
(a)  Amount of beneficially owned:
2,285,151
(b)  Percent of class:
5.398%
(c)  Number of shares as to which such person has:
    (i)Sole power to vote or to direct the vote
230,944
   (ii)Shared power to vote or to direct the vote
149,420
  (iii)Sole power to dispose or to direct the disposition of
78,819
   (iv)Shared power to dispose or to direct the disposition of
2,206,332

Item 5.
Ownership of five percent or less of a class:
Not Applicable

Item 6.
Ownership of more than five percent on behalf of another person:

Other persons are known to have the right to receive or the power to direct
the receipt of dividends or the proceeds from the sale of these securities.
Those persons whose interest relates to more than five percent of the class are:
Not Applicable

Item 7.
Identification and classification of the subsidiaries which acquired the
security being reported on by the parent holding company:

Identification:  KeyBank National Association

Classification:    (B) Banks as defined by Section 3 (A) (6) of the act.

Identification:    Victory Capital Management

Classification:    Registered investment advisor

Item 8.
Identification and classification of members of the group:
Not Applicable

Item 9.
Notice of dissolution of group:
Not Applicable

Pages 4 of 5

Item 10.  Certification

The undersigned expressly declares that the filing of the Schedule 13G shall
not be construed as an admission that the undersigned is, for purposes of
Section 13(d) and 13(g) of the Securities Exchange Act of 1934, the beneficial
owner of any securities covered by this Schedule 13G.

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

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.


Date:  February 12, 2002



KeyBank National Association

By:



/s/ Diane L. Wozniak

Diane L. Wozniak
Assistant Vice President