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Keycorp to offer $1.2 bln of student loan ABS

NEW YORK, July 26 (Reuters) - KeyCorp plans to offer $1.2 billion in asset-backed securities supported by student loans, a source close to the deal said on Monday.

Deutsche Bank Securities and KeyBanc Capital Markets will be the deal's joint underwriters, while UBS will act as co-manager, the source said.

One part of the offering will be supported by federally-guaranteed student loans, while the other part will be supported by student loans without government guarantees, the source said.

The following are early terms and conditions of "KeyCorp Student Loan Trust 2004-A" (subject to change):

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Class I-A-I

Issue Amount $133.282 million

Average Life 1.99 years

Spread Benchmark 3-month Libor

Ratings Aaa (Moody's), AAA (S&P, Fitch)

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Class I-A-2

Issue Amount $221.723 million

Average Life 9.15 years

Spread Benchmark 3-month Libor

Ratings Aaa (Moody's), AAA (S&P, Fitch)

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Class I-B

Issue Amount $11.065 million

Average Life 9.93 years

Spread Benchmark 3-month Libor

Ratings Aa2 (Moody's), AA- (S&P), AA (Fitch)

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Class II-A-1

Issue Amount $264.835 million

Average Life 1.98 years

Spread Benchmark 3-month Libor

Ratings Aaa (Moody's), AAA (S&P, Fitch)

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Class II-A-2

Issue Amount $427.328 million

Average Life 8.09 years

Spread Benchmark 3-month Libor

Ratings Aaa (Moody's), AAA (S&P, Fitch)

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Class II-B

Issue Amount $41.696 million

Average Life 9.36 years

Spread Benchmark 3-month Libor

Ratings Aa2 (Moody's), AA (S&P, Fitch)

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Class II-C

Issue Amount $66.714 million

Average Life 9.36 years

Spread Benchmark 3-month Libor

Ratings A3 (Moody's), A (S&P, Fitch)

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Class II-D

Issue Amount $33.357 million

Average Life 9.36 years

Spread Benchmark 3-month Libor

Ratings Baa2 (Moody's), BBB (S&P, Fitch)

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Settlement Date August 12, 2004