SecProbe.io

July 18, 2011
 Via E-mail

Mr. Stephen D. Steinour Chief Executive Officer Huntington Bancshares Incorporated 41 South High Street Columbus, Ohio 43287
Re: Huntington Bancshares Incorporated
Form 10-K for Fiscal Year Ended December 31, 2010 Filed February 18, 2011
  Form 10-Q for Fiscal Quarter Ended March 31, 2011   Filed April 29, 2011        File No. 001-34073

Dear Mr. Steinour:
 We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.
 Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  Where we have requested changes in  future filings, please include a draft of your
proposed disclosures that clearly identifies new or revised disclosu res.  If you do not believe our
comments apply to your facts and circumstances or  do not believe an amendment is appropriate,
please tell us why in your response.
 After reviewing any amendment to your filing and the information you provide in
response to these comments, including the draf t of your proposed disclosures, we may have
additional comments.               Management’s Discussion and Analysis of Fi nancial Condition and Results of Operations

Provision for Income Taxes, page 48

1. Please revise to disclose the reasons for repatriating the $142 million in undistributed
earnings that were previously indefinitely invested outside the c ountry and discuss the
impact of the transact ion on your liquidity.

 Mr. Stephen D. Steinour Huntington Bancshares Incorporated July 18, 2011 Page 2

 Loan and Lease Credit Exposure Mix

Residential Loans, page 51

2. Please revise your discussion to disclose how many adjustable rate mortgage loans are in
the initial interest rate  period.  Disclose the balance of these loans by year of origination
and initial rate period and di scuss how you consider upcoming interest rate changes in
your determination of the appropriate leve l of the allowance for loan losses.

CRE Portfolio, page 55

3. We note your disclosure that 95% of your comm ercial real estate loans had guarantors.
Please revise your disclosure to address the following:
 Disclose how you consider the guarantor support in your determination of the
allowance for loan losses.  Describe your efforts to monitor the credit quality of
the guarantor and how the availabilit y, or lack thereof, of credit quality
information related to the guarantor’s abil ity to repay the obligation is considered
in your determination of the appropriate le vel of the allowance for loan losses.
 Disclose how often you pursue repayment from a guarantor and describe how
successful your efforts are to obtain re payment from guarantors.  If your efforts
are largely unsuccessful or you typica lly do not obtain repayment from
guarantors, tell us whether your measure of  impairment would materially change
if you did not consider  guarantor support.
 Risk Management and Capital

Table 23 – Accruing and Nonaccruing Troubled  Debt Restructured Loans, page 64

4. We note your disclosure on page 64 that TDRs  can be classified as either accrual or
nonaccrual loans, and that accruing TDRs are excluded from nonaccrual loans because
the borrower remains contractually current.  However, we also note that you do not place loans on nonaccrual status until they reach 90 da ys past due in the case of C&I and CRE
loans, and not until 180 days for the resident ial and home equity portfolio.  Therefore,
please clarify whether the TDR loans must be  contractually current with respect to
principal and interest to be classified as  an accruing TDR, or  whether your regular
nonaccrual policies also apply to your TDR portfolio.
 Table 24 — Accruing Past Due Loans and Leases  and Accruing Troubled Debt Restructured
Loans

5. Considering the significance of your governme nt guaranteed loans past due over 90 days
and still accruing to the total past due loans, please revise to disclose how you determined
that it was appropriate to continue the accrua l of income on these loans.  Discuss the
types of losses you are reimbursed for under th e guarantees, whether you have recognized
losses in excess of any of the guarantee cap s, and whether you have experienced any

 Mr. Stephen D. Steinour Huntington Bancshares Incorporated July 18, 2011 Page 3

 delays or denial of payments related to th ese claims.  Please provi de this discussion by
guarantee type (e.g. FHA or VA loans).  Fina lly, please disclose how much of your
residential mortgage troubled de bt restructurings consist of government guaranteed loans.

ACL, page 67

6. We note your disclosure that you “maintain two reserves, both of which in (y)our
judgment are adequate to absorb credit losses in herent in (y)our loan and lease portfolio.”
Please revise your disclosure, here and elsewher e as applicable, to state that you maintain
your two reserves at a level th at is appropriate, if true.

Table 29 – Net Loan and Lease Charge-offs, page 72

7. We note that your charge-offs as a percent of  average loans is si gnificantly higher for
residential mortgages than it is for your home e quity loans and that the rate of charge-offs
do not appear to be increasing in the same proportion.  Please  revise your disclosure to
address the following:
 Expand your disclosure to discuss the reasons why you believe this trend is
occurring.
 For those loans that are secured by a s econd lien, disclose whether you have the
ability to track whether the first lien is in  default if you do not hold or service it.
If not, disclose the steps you take to monitor the credit quality of the first lien and
how you factor your ability, or l ack thereof, to do this in  your determination of the
appropriate level of allo wance for loan losses.
 Revise to disclose the percentage of borro wers in the initial 10 year interest only
period.  Disclose the percentage of borrowe rs in the initial 10 year period that are
only paying the minimum amounts due.
 Disclose when these loans will begin amortizing.  We note your tabular disclosure
of the amount of home equity loans in  a first lien position and second lien position
and the delinquency status of each.  Th e delinquency rates of your first and
second lien home equity loans appear to be lower than that of your residential
mortgage portfolio.  Please revise your di sclosure to discuss the differences in the
delinquency rates of each type of loan and the reasons for differences in these
trends.  Discuss whether you believe th ese trends will change when the home
equity loans begin to amortize.
 Table 43 — Summary of Reserve for Represen tations and Warranties on Mortgage Loans
Serviced for Others, page 88

8. Considering the material increase in your  provision for representation and warranties
obligations during the year ended December 31, 2011, please revise to disclose the
following so that readers of your financial statements may better understand the trends
occurring that may impact this estimate:

 Mr. Stephen D. Steinour Huntington Bancshares Incorporated July 18, 2011 Page 4

  Disclose the number and amount of loans sold, of loans repurchased, the number
of claims received, your success rate in a voiding these claims and the number of
make whole payments made in each peri od presented.  A tabular roll-forward may
be helpful.
 Discuss the level of unresolved claims at the balance sheet date by type of
claimant (GSE versus private investor).  Pl ease revise to describe in greater detail
how you acquired a reserve for representa tions and warranties during the year
ended December 31, 2010.
 Consolidated Financial Statements

1. Significant Accounting Policies
Basis of Presentation, page 132

9. Please revise your disclosure regarding VIEs to state that you c onsolidate a VIE where
you (1) have the power to direct  the activities of the entity that most significantly affect
the entity’s economic performance and (2) the obligation to absorb losses of the entity
that could potentially be significant to the VI E or the right to receive benefits from the
entity that could potentially be significant to the VIE, and do not consolidate entities for
which both of these criteria are not met.   If this is not your  current policy, please tell us
how you concluded your policy was appropriate  in light of the guidance in ASC 810-10-
25-38A.
Securities, page 133

10. We note your disclosure that you consider th e expected cash flows for the purposes of
identifying which securities in an unreali zed loss position have incurred other than
temporary impairment.  Please tell us how you concluded that this  policy materially
captures all securities that may have incu rred a credit related other than temporary
impairment due to a change in the timing of  expected cash flows.  Refer to ASC 320-10-
35-33D.
ACL, page 134

11. We note your disclosure on page 135 that fo r the C&I and CRE por tfolios you utilize a
measure of probability of default and loss given default when determining the appropriate amount of allowance for loan losses.  Please revise your disclosure to provide additional
discussion as to how you utilize this data to determine the standardized loan grading for
these loans.  Revise to disclose whethe r you utilize a set period over which you estimate
these amounts (e.g. one year, 18 months, etc. ) or whether you estimate these amounts
over the expected life of the lo an.  If the latter is true, pl ease tell us how you concluded
that this methodology was consistent with an inherent loss model as opposed to an
expected loss model.

 Mr. Stephen D. Steinour Huntington Bancshares Incorporated July 18, 2011 Page 5

 12. We note your disclosure that for all cla sses within the C&I and CRE portfolios, you
resume the accrual of interest when, in management’s judgment, the borrower is able to make the required principal and interest paymen ts and collectability is no longer in doubt.
You also state that for all classes of consumer  loans, you begin the accrual of interest as
soon as the loan has been brought to less than 180 days past due with respect to principal
and interest.  Please respond to the following:
 Please expand your disclosure to disc uss the factors you consider when
determining whether a C&I or CRE borro wer is able to make the required
principal and interest payments.
 Please disclose why you believe it is appropr iate to begin the accrual of interest
on consumer loans as soon as they reach less than 180 days past due instead of
when you are able to conclude it is proba ble that you will be ab le to collect all
contractual principal and interest due on the loan.
 Tell us whether you have any statistics re garding the percentage of your consumer
loans for which you have resumed the accrua l of interest as the loan became less
than 180 days past due but then you had to cease the accrual of interest as it later
became more than 180 days past due.

13. We note your disclosure on page 137 where you stat e that when a loan within any class is
impaired, interest income is recognized unless the receipt of principal and interest is in
doubt when contractually due.  Given that you r definition of an impaired loan is one
where it is probable that all amounts due acco rding to contractual terms of the loan
agreement will not be collected, please disclose when and how often interest income
would be recognized on an impaired loan.

4. Available for Sale and Other Securities, page 142

14. We note your disclosures beginning on page  78 related to other than temporary
impairment.  Please revise your disclosure to include this information within the audited
financial statements.  Re fer to ASC 320-10-50-6.

15. We note your disclosure of the roll forward of unrealized OTTI r ecognized in OCI on
debt securities held on page 146.  Please clar ify the titles used in the roll forward.  For
example, it is unclear why credit losses not previously recognized and additional credit losses would be increases to the unrealized OTTI am ounts recognized in OCI.
 7. Goodwill and Other Intangible Assets, page 156

16. We note that you reorganized your segments in 2009 and 2010.  Please tell us why the
tabular disclosure of the reallocati on of goodwill related to the 2010 segment
reorganization shows an $11 millio n transfer into the Commercial Banking Segment.  It
is unclear why goodwill was allocated to this se gment since your disclosure indicates that
you did not transfer any reporting units to this segment.  Please revise your disclosure to

 Mr. Stephen D. Steinour Huntington Bancshares Incorporated July 18, 2011 Page 6

 clarify why goodwill was allocated  to this segment and disclose how you determined the
appropriate amount to transfer.  Additiona lly, please clarify whether the $37.4 million
increase in goodwill to the Treasury/Other se gment relates exclusiv ely to the insurance
business and discuss how the 2010 reallocations of goodwill were performed.
 11.  Other Long-Term Debt, page 158

17. We note your discussion of the transfer of $92.1 million of municipal securities and $86.0
million in Huntington Preferred, Capital Inc. Class E common stock and cash in exchange for $184.1 million of common and pref erred stock of Tower Hill Securities,
Inc.  You have concluded that the transfer did not meet the sale requirements of ASC 860
and thus has been recorded as a secured financing as of December 31, 2010.  Please tell
us the business purpose of this transaction and describe the nature of Tower Hill Securities, Inc. business and how you expect to  generate a return on this transaction.
 17.  Income Taxes, page 167

18. You disclose that you entered into an asse t monetization transact ion that generated a
$263.0 million capital loss.   Please provide ad ditional detail regarding the assets that
were monetized, as well as the business purpos e for the transaction, particularly since you
established a full $31.8 million valuation allo wance on the capital loss carry forward
created as part of the transaction.
 19. Fair Values of Assets and Liabilities, page 177

19. Please revise your disclosure here to disc uss how you determine the level in which to
report fair value measurements related to prices  obtained from third pa rty pricing service.
Discuss whether or how you evaluate these prices for accuracy and how you determine
that the assumptions used by the pricing serv ice are reasonable.  For the securities that
you obtain a third party price from  a pricing service to use in  assisting you with your own
fair value models (e.g. trust preferred securiti es), disclose specifically how you use this
data, and whether your internal va luations differ materially from that of the third party.  If
so, please revise to provide a brief descripti on of the factors considered when concluding
which valuation was the best  estimate of fair value.

VIE’s, page 192
Low Income Housing Tax Credit Partnerships, page 193

20. We note your disclosure that you make certa in equity investments in various limited
partnerships that sponsor affordable housing projects utilizing the Low Income Housing
Tax Credit pursuant to Section 42 of the In ternal Revenue Code.  We also note your
disclosure that you do no t own a majority of the limited partnership interests in these
entities and are not the primar y beneficiary.  Please tell us  whether you believe you have

 Mr. Stephen D. Steinour Huntington Bancshares Incorporated July 18, 2011 Page 7

 the power to direct the activities of these VIEs that most significantly affect their
performance.  If not, please tell us the pa rty you believe does have the power.  To the
extent you believe you have this power, please  tell us how you determined that you do
not have the obligation to absorb losses of th e VIE or the rights to receive benefits from
the VIE that could potentially