<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
For Annual Reports of Employees Stock Purchase, Savings
and Similar Plans Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
[x] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of
1934. For the fiscal year ended December 30, 1993.
[ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange
Act of 1934.
For the Transition period from __________ to __________.
Commission file number 0-850
SOCIETY CORPORATION EMPLOYEE
STOCK PURCHASE AND SAVINGS PLAN
--------------------------------------
(Full title of plan)
KEYCORP
127 Public Square
Cleveland, Ohio 44114
--------------------------------------
(Name of issuer of the securities held
pursuant to the plan and the address
of its principal executive office)
<PAGE> 2
SOCIETY CORPORATION
EMPLOYEE STOCK PURCHASE AND SAVINGS PLAN
FORM 11-K
REQUIRED INFORMATION
- - --------------------
Item 4: Financial Statements and Supplemental Schedules for the Plan
The Society Corporation Employee Stock Purchase and Savings Plan ("Plan") is
subject to the Employee Retirement Income Security Act of 1974 ("ERISA"). In
lieu of the requirements of items 1-3 of this Form, the Plan is filing financial
statements and supplemental schedules prepared in accordance with the
financial reporting requirements of ERISA. The Plan financial statements and
supplemental schedules for the fiscal year ended December 30, 1993 are included
as Exhibit 99.1 to this report on Form 11-K and are incorporated herein by
reference. The Plan financial statements and supplemental schedules have been
examined by Ernst & Young, Independent Auditors, and their report is included
therein.
EXHIBITS
- - --------
23.1 Consent of Independent Auditors
99.1 Financial statements and supplemental schedules of the Society
Corporation Employee Stock Purchase and Savings Plan for the fiscal
year ended December 30, 1993 prepared in accordance with the
financial reporting requirements of ERISA.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the plan) have duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
Society Corporation Employee Stock
Purchase and Savings Plan
DATE: June 27, 1994 BY: /s/ Wallace R. Demary, Jr.
-------------------------- ----------------------------------
Wallace R. Demary, Jr.
Senior Vice President
Executive Compensation and
Benefits Design
<PAGE> 3
REPORT OF INDEPENDENT AUDITORS
Compensation and Organization Committee
KeyCorp
We have audited the accompanying statements of net assets available for
benefits of the Society Corporation Employee Stock Purchase and Savings Plan as
of December 30, 1993 and 1992, and the related statements of changes in net
assets available for benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Society
Corporation Employee Stock Purchase and Savings Plan at December 31, 1993 and
1992, and the changes in net assets available for benefits for the years then
ended, in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of assets held for investment as of December 30, 1993 and reportable
transactions for the year then ended, are presented for purposes of complying
with the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974, and are
not a required part of the financial statements. The supplemental schedules
have been subjected to the auditing procedures applied in our audit of the
1993 financial statements and, in our opinion, are fairly stated in all
material respects in relation to the 1993 financial statements taken as a
whole.
/s/ Ernst & Young
June 22, 1994
Cleveland, Ohio
1