-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, ltFi9fr6tlkU1PaDMUftxIm7GdeYHOYgQqikhIzg9ZxVD1qdfj2YC4XeYMhMS/vt Q2PIXpZhRxxWTJkDZcqOKg== 0000950152-94-000459.txt : 19940511 0000950152-94-000459.hdr.sgml : 19940511 ACCESSION NUMBER: 0000950152-94-000459 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940301 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19940504 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KEYCORP/NEW CENTRAL INDEX KEY: 0000091576 STANDARD INDUSTRIAL CLASSIFICATION: 6021 IRS NUMBER: 346542451 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-11302 FILM NUMBER: 94526007 BUSINESS ADDRESS: STREET 1: 127 PUBLIC SQ CITY: CLEVELAND STATE: OH ZIP: 44114-1306 BUSINESS PHONE: 2166893000 FORMER COMPANY: FORMER CONFORMED NAME: SOCIETY CORP DATE OF NAME CHANGE: 19920703 8-K/A 1 KEYCORP 8-K/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 TO CURRENT REPORT ON FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 1, 1994 KEYCORP (Exact name of Registrant as specified in its charter) Ohio 0-850 34-6542451 ________________________________________________________________________________ (State or other (Commission (IRS Employer Jurisdiction of File Number) Identification No.) Incorporation) 127 Public Square, Cleveland, Ohio 44114-1306 ________________________________________________________________________________ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (216) 689-3000 _____________________ 2 This Amendment No. 1 to Current Report on Form 8-K is filed for the sole purpose of amending Item 7(c) of the Registrant's Form 8-K dated March 1, 1994 and filed with the Commission on March 16, 1994 to include in such Item 7(c) an Exhibit 23, Consent of Ernst & Young, Independent Auditors. No other Item or subsection of any Item (including, without limitation, Items 7(a) and (b)) of the Registrant's Form 8-K dated March 1, 1994 and filed with the Commission on March 16, 1994, shall be amended or deemed to be amended as a result of the filing by the Registrant of this Amendment No. 1. Item 7. Financial Statements, Pro Forma Financial Statements, and Exhibits. (c) Exhibits 2.1 Agreement and Plan of Merger, dated as of October 1, 1993, as amended, by and between Society and Old KeyCorp (composite form). Filed as Exhibit (2)(a) to Form S-4 Registration Statement No. 33-51717 filed December 28, 1993, and incorporated herein by reference. 2.2 Supplemental Agreement to Agreement and Plan of Merger, dated as of October 1, 1993, as amended, by and between Society and Old KeyCorp (composite form). Filed as Exhibit (2)(b) to Form S-4 Registration Statement No. 33-51717 filed December 28, 1993, and incorporated herein by reference. 23 Consent of Ernst & Young, Independent Auditors. 99.1 Report of Ernst & Young, Independent Auditors. * 99.2 Financial Statements of Old KeyCorp and Subsidiaries. * * Filed as Exhibits 99.1 and 99.2, respectively, to KeyCorp's original Form 8-K on March 16, 1994. 3 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this First Amendment to Form 8- K on Form 8-K/A to be signed on its behalf by the undersigned hereunto duly authorized. KEYCORP Registrant Date: April 28, 1994 /s/ Lee G. Irving __________________________________ Lee G. Irving Executive Vice President, Treasurer and Chief Accounting Officer (Principal Accounting Officer) EX-23 2 KEYCORP EX-23 1 CONSENT OF ERNST & YOUNG, INDEPENDENT AUDITORS We consent to the incorporation by reference in the following Registration Statements of KeyCorp and in the related Prospectuses of our report dated January 20, 1994, except for Note 2 as to which the date is March 1, 1994, with respect to the consolidated financial statements for the year ended December 31, 1993 of KeyCorp, which on March 1, 1994 merged with Society Corporation, subsequently renamed KeyCorp, included in KeyCorp's Current Report on Form 8-K dated March 16, 1994: o Form S-3 No. 33-5064 Form S-3 No. 33-10634 Form S-3 No. 33-39733 Form S-3 No. 33-39734 Form S-3 No. 33-51652 o Form S-4 No. 33-31569 Form S-4 No. 33-44657 Form S-4 No. 33-51717 o Form S-8 No. 2-67589 Form S-8 No. 2-96769 Form S-8 No. 2-97452 Form S-8 No. 33-21643 Form S-8 No. 33-42691 Form S-8 No. 33-45518 Form S-8 No. 33-46278 Form S-8 No. 33-52293 Form S-8 No. 33-57408 o Form S-8 No. 33-31569 (Post-Effective Amendment No. 1 to Form S-4) Form S-8 No. 33-31569 (Post-Effective Amendment No. 2 to Form S-4) Form S-8 No. 33-31569 (Post-Effective Amendment No. 3 to Form S-4) Form S-8 No. 33-44657 (Post-Effective Amendment No. 1 to Form S-4) Form S-8 No. 33-51717 (Post-Effective Amendment No. 1 to Form S-4) ERNST & YOUNG Cleveland, Ohio March 16, 1994 -----END PRIVACY-ENHANCED MESSAGE-----