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Huntington Bancshares Incorporated

Huntington Center

41 South High Street

Columbus, Ohio 43287

Donald R. Kimble

Executive Vice President, Chief Financial Officer & Controller

614.480.5240

614.480.5284 Facsimile

September 23, 2005

Via EDGAR

Donald A. Walker

Senior Assistant Chief Accountant

Division of Corporation Finance

U.S. Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549

cc: Benjamin Phippen — Staff Accountant

    Re:

    Huntington Bancshares Incorporated

Form 10-K for the Fiscal Year Ended December 31, 2004

Form 10-Q for Fiscal Quarter Ended March 31, 2005

Form 10-Q for Fiscal Quarter Ended June 30, 2005

SEC File No. 0-2525

Dear Mr. Walker:

     We are in receipt of the letter from the Staff of the Securities and Exchange Commission,
dated September 9, 2005, regarding our annual report on Form 10-K for the fiscal year ended
December 31, 2004 and our quarterly reports on Form 10-Q for the fiscal quarters ended March 31,
2005 and June 30, 2005 (the “Reports”). For your convenience, we have included the Staff’s comments
below and have keyed our responses accordingly.

     In some of our responses, we have agreed to change or supplement the disclosures in our future
filings. We are doing that in the spirit of cooperation with the Staff of the Securities and
Exchange Commission, and not because we believe our prior filings are materially deficient or
inaccurate.

Form 10-K, December 31, 2004

Business Risks — (4) Operation Risks, page 14

    1.

    We note your disclosure on page 14 that you agreed to take certain corrective actions
within a 180 day period as a result of regulatory, supervisory and examination activities.
Please tell us:

    •

    the status of your corrective actions;

    •

    whether there has been any change in your expectations regarding potential
loss of GLB Procedures and Powers;

    •

    known impacts as a result of any non-compliance; and

    •

    the impact, if any, on your determination of the allowance and provision
for loan and lease losses

Management’s response:

In response to the Staff’s comment, the Staff is supplementally advised that, with respect
to each of the items above:

Donald A Walker

September 23, 2005

Page 2

    •

    The corrective actions the Company has agreed to take with respect to satisfying
the financial holding company requirements are the same corrective actions required by
the formal written agreements with the Company’s banking regulators, copies of which
have been filed by the Company as exhibits 99.2 and 99.3 to its Form 8-K, dated March
2, 2005. Management continues to implement its comprehensive action plan in response
to the formal written agreements, and believes that these matters are being addressed
fully and comprehensively.

    •

    Since the Company is still within the compliance period (as extended) and
Management continues to anticipate successfully addressing the formal regulatory
agreements within the necessary period, there has been no change in Management’s
expectations regarding potential loss of GLB Procedures and Powers.

    •

    Except for the limitations on prospective activities and investments as described
in the Company’s public filings with the SEC, the restrictions applicable to new
activities and new investments pursuant to the GLB Procedures and Powers during the
compliance period have not had a material impact on the Company’s consolidated
business. Furthermore, if the Company were to lose the GLB Procedures and Powers due
to the failure to take the necessary corrective actions, such loss is not expected to
be material to the Company’s consolidated business.

    •

    The restrictions applicable to the GLB Procedures and Powers during the compliance
period have not had any impact on Management’s determination of the allowance and
provision for loan and lease losses. Additionally, the Company’s banking regulators
have not raised any concerns about the methodology for estimating levels of the
allowance and provision for loan and lease losses.

Consolidated Financial Statements

Consolidated Statement of Cash Flow, page 99

    2.

    In light of the large increase in trading account securities in fiscal year 2004,
please:

    •

    identify the source of these trading account securities i.e., purchases,
transfers from other categories of investments, etc.;

    •

    if applicable, tell us how you determined that transfers into or from the
trading account were rare; and

    •

    if applicable, quantify the unrealized holding gain or loss recognized in
net income for each period presented for any securities transferred into the trading
category.

In preparing your response, please consider paragraph 15 of SFAS No. 115.

Management’s response:

In response to the Staff’s comment, the Staff is supplementally advised that all securities
held in the trading portfolio at December 31, 2004 and throughout fiscal 2004 were
purchased from third parties, except for the transfer of $50 million of US Treasury
securities from the available for sale portfolio to the trading portfolio in the second
quarter of 2004, as described below:

    •

    On April 1, 2004, $50 million of US Treasury securities were purchased
and designated as available for sale.

    •

    On May 7, 2004, the securities were transferred to the trading
portfolio. The unrealized loss at the time of transfer of $2.9 million was
recognized as “Securities gains (losses)” within noninterest income.

    •

    On May 17, 2004, the securities were sold out of the trading
portfolio. During the time that the securities were in the trading portfolio, a
total loss was recognized (in addition to the loss recognized upon transfer) of
$0.8 million within noninterest income.

The transfer reflected a change in strategy to manage the Company’s exposure to changes in
interest rates that arises from the Company’s mortgage servicing rights, which was
discussed in Factor 3 of the “Significant Factors Influencing Financial Performance
Comparisons” within Results of Operations in the Management’s Discussion and Analysis
portion of the 2004 Annual Report to Shareholders.

Donald A Walker

September 23, 2005

Page 3

Note 1. Significant Accounting Policies — Securities, page 100

    3.

    We note that your investment securities are stated at fair value at both December 31,
2004 and 2003. We also note your footnote disclosures on page 100 that investment
securities include securities designated as available for sale, non-marketable equity
securities, and securities held to maturity. Please confirm that you do not hold
investment securities held to maturity and revise disclosures in future filings to
properly reflect the specific components of your investment securities.

    Management’s response:

In response to the Staff’s comment, the Staff is supplementally advised that the Company’s
investment securities were comprised of the following portfolios at December 31, 2004 and
2003, respectively.

    December 31, 2004

    December 31, 2003

    (dollars in thousands)

    Amount

    %

    Amount

    %

    Securities available for sale

    $
    4,152,173

    98.30
    %

    $
    4,845,502

    97.95
    %

    Non-marketable equity securities

    84,756

    1.62
    %

    79,730

    2.00
    %

    Securities held to maturity

    2,016

    0.08
    %

    3,828

    0.05
    %

    Total Investment Securities

    $
    4,238,945

    100.00
    %

    $
    4,929,060

    100.00
    %

For the Annual Report on Form 10-K for the fiscal year ended December 31, 2004, Management
decided to discontinue the separate disclosure of securities held to maturity on the
Company’s balance sheet and instead to combine these securities with non-marketable equity
securities (outside the scope of SFAS 115) and the securities available for sale under the
caption “Investment Securities.” In reaching this decision, Management considered both the
quantitative and qualitative immateriality of the “held-to-maturity” securities balance.
The securities that were designated as held to maturity were accounted for at their
historical cost, in accordance with SFAS 115 throughout 2004. The securities held to
maturity were reported as a component of “other securities” in the Company’s footnote 3 on
page 107 of its 2004 Annual Report to Shareholders. In the first quarter of 2005, the
Company sold $1.5 million of its securities held to maturity at a gain of less than $50
thousand and transferred the remaining $0.4 million to the available for sale category. At
the time of transfer, the securities had an unrealized gain of $993.16, which was
recognized in other comprehensive income.

In future filings for 2005, the Company will enhance its disclosures to quantify the amount
of securities held to maturity (and the market value of those securities) in the comparable
periods presented.

Donald A Walker

September 23, 2005

Page 4

Note 6. Allowances for Credit Losses, page 112

    4.

    Total impaired loans totaled $81,171 million, $54,853 million and $94,550 million for
the three years ended December 31, 2004. The totals of impaired loans to which specific
reserves were not assigned at each respective year end were $29,296 million, $0 and $2,972
million, respectively. Please tell us how you determined that there was no need to assign
a specific reserve to a significant portion of your total impaired loan balance in the
current year, unlike preceding years.

    Management’s response:

In response to the Staff’s comment, Management notes the following about the Company’s
impaired loan disclosures in its 2004 Annual Report to Shareholders (footnote 6 on page
112) as of December 31 for each of the years presented below:

    (in thousands of dollars)

    2004

    2003

    2002

    Recorded Balance of Impaired loans, at end of year:

    With specific reserves

    $
    51,875

    $
    54,853

    $
    91,578

    With no specific reserves

    29,296

    —

    2,972

    Total

    $
    81,171

    $
    54,853

    $
    94,550

In response to the Staff’s comment, the Staff is supplementally advised that there was no
change in the methodology for estimating the allowance or provision for loan losses as it
relates to impaired loans during these periods. There are reasons, cited within the
Management’s Discussion and Analysis section, for the reduced need for specific reserves on
impaired loans at the end of 2004. The material reasons are explained in the “Significant
Factors Influencing Financial Performance Comparisons” within Results of Operations in the
Management’s Discussion and Analysis portion (pages 32 to 35) of the 2004 Annual Report to
Shareholders. These factors have contributed to improvements in credit quality, as
measured by the level of non-performing assets and net charge offs as of December 31 for
each of the years presented in the following table:

    (in thousands of dollars)

    2004

    2003

    2002

    Non-performing loans

    $
    63,962

    $
    75,481

    $
    128,069

    Net charge offs

    78,535

    161,809

    196,912

The $29.3 million of impaired loans with no specific reserves assigned at December 31, 2004
represent loans where the Company expects to receive all payments that are contractually
due, but not at the times when the payments are contractually due. With the transition
from a weak economic environment in 2002 and 2003 to a slowly recovering economic
environment in 2004, the expected shortfall between (a) payments that would be expected and
(b) the contractual amount of payments due was lower in 2004 than in previous years.
Additionally, Management looks to any loan collateral to offset expected shortfalls in the
receipt of contractual payments. Where the collateral is sufficient, the loan is
considered to be impaired, but no specific reserve is required. The improving economy in
2004 reduced the magnitude of payment shortfalls and often increased the values of loan and
lease collateral, leading to comparatively more impaired loans where no specific reserves
were required.

    5.

    Please tell us why your middle market commercial and industrial loans and leases had
almost no charge offs in 2004.

    Management’s response:

There are several reasons for the very low level of middle market commercial and industrial
(“C&I”) net charge offs in 2004. Most of these are explained in the “Significant Factors
Influencing Financial Performance Comparisons” within Results of Operations in the

Donald A Walker

September 23, 2005

Page 5

Management’s Discussion and Analysis portion (pages 32 to 35) of the 2004 Annual Report to
Shareholders. Among these reasons included a transition from a weak economic environment
in 2002 and 2003 to a slowly recovering economic environment in 2004 (Factor 2); Management
strategies to lower the overall credit risk profile of the balance sheet (Factor 4); and a
single, large commercial recovery recorded in 2004 (Factor 8). There was no change in the
methodology for determining when to record a loan or lease charge off and no change in the
methodology for determining the amount of loan or lease charge offs during this period.

Table 15, on page 53 of the Company’s 2004 Annual Report to Shareholders, discloses the
gross charge offs and gross recoveries of middle market commercial and industrial loans and
leases for each of the five years ended December 31, 2004. This table indicates that in
2004, gross charge offs of middle market commercial and industrial loans and leases were
$21.1 million and gross recoveries of middle market commercial and industrial loans and
leases were $19.2 million. Gross charge offs of middle market commercial and industrial
loans and leases declined (improved) $65.1 million from the same levels in 2003, while
gross recoveries of middle market commercial and industrial loans and leases increased
(improved) $8.8 million.

The following table illustrates that the decline in the Company’s net charge off rate was
consistent with declines that other large bank holding companies were experiencing during
the same three years. Adjusting for a large, single commercial recovery in 2004 (see
Factor 8 in the “Significant Factors Influencing Financial Performance Comparisons” within
Results of Operations in the Management’s Discussion and Analysis portion of the 2004
Annual Report to Shareholders), the middle market net charge offs are within the range
(albeit at the high end) that Management has disclosed as its long-term net charge off
ratio target for middle market C&I loans (see page 54 of the 2004 Annual Report to
Shareholders).

    Net charge off rates:

    2004

    2003

    2002

    Top 100 banks*

    0.50
    %

    1.36
    %

    1.92
    %

    Huntington (reported)

    0.04
    %

    1.64
    %

    2.18
    %

    Huntington (adjusted)

    0.29
    %

    1.64
    %

    2.18
    %

*Source: Federal Reserve Board non-seasonally adjusted charge off rates for C&I loans.

A reconciliation of Huntington’s reported net charge off rate to Huntington’s adjusted net
charge off rate in 2004 is as follows:

    Middle-market commercial & industrial loans/leases

    (in thousands of dollars)

    Net charge offs

    Average loans

    Ratio

    Reported

    $
    1,920

    $
    4,456,000

    0.04
    %

    Single significant recovery

    11,100

    —

    N/A

    Adjusted

    $
    13,020

    $
    4,456,000

    0.29
    %

Donald A Walker

September 23, 2005

Page 6

     The Company acknowledges that:

    •

    the Company is responsible for the adequacy and accuracy of the
disclosures contained in the above-referenced filings;

    •

    Staff comments contained in this letter or changes to disclosures in
future filings in response to Staff comments do not foreclose the Commission from
taking any action with respect to the above-refere