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CORRESP
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CORRESP

 October 26, 2012

 Stephanie Ciboroski

 Senior Assistant Chief Accountant

Division of Corporate Finance

 U.S. Securities
and Exchange Commission

 100 F Street, N.E.

 Washington, D.C. 20549

Re:
Huntington Bancshares Incorporated File No. 001-34073

•

 Form 10-K for the fiscal year ended December 31, 2011, filed February 17, 2012

•

 Form 10-Q for the Quarterly period ended March 31, 2012, filed April 30, 2012

•

 Response dated May 29, 2012

•

 Form 10-Q for the Quarterly period ended June 30, 2012, filed July 30, 2012

•

 Response dated August 6, 2012

 Dear Ms. Ciboroski:

 This letter is in response to our telephone conversation
with you on October 23, 2012, and provides supplemental information regarding the Securities and Exchange Commission Staff’s review of our:

•

 Annual Report on Form 10-K for the fiscal year ended December 31, 2011, filed on February 17, 2012.

•

 Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2012, filed on April 30, 2012.

•

 Response dated May 29, 2012.

•

 Form 10-Q for the Quarterly period ended June 30, 2012, filed July 30, 2012

•

 Response dated August 6, 2012

 For your convenience, we have included your 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. While we believe that these changes will improve our future disclosures, we do not believe our prior
filings are materially deficient or inaccurate.

 1

 Form 10-K for the Fiscal Year Ended December 31, 2011

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Table 17 – TDR Activity, page 60

2. We note your response to prior comment 4. Please disclose the information discussed in your response in future filings including accruing vs.
nonaccruing TDR’s prior to re-modifications, types of concessions granted, and your policy for accrual vs. non-accrual for restructured TDR’s.

 Management’s response

 We will supplement our disclosure in future
filings to include accruing vs. nonaccruing TDRs prior to re-modification, types of concessions granted, and our policy for accrual vs. nonaccrual for restructured TDRs as follows:

Our strategy is to structure the commercial TDRs in a manner that avoids new concessions subsequent to the initial TDR
terms. However, there are times when subsequent modifications are required, such as when the modified loan matures. Often the loans are performing in accordance with the TDR terms, and a new note is originated with similar modified terms. It is
subjected to the normal underwriting standards and processes for other similar credit extensions, both new and existing. If the loan is not performing under the existing TDR terms, typically a more aggressive strategy is put in place. In accordance
with ASC 310-20-35, the refinanced note is evaluated to determine if it is considered a new loan or a continuation of the prior loan. A new loan is considered for removal of the TDR designation. A continuation of the prior note requires the
continuation of the TDR designation, and because the refinanced note constitutes a new legal agreement they are included in our rollforward as a new TDR and a restructured TDR removal during the period.

The types of concessions granted are consistent with those granted on new TDRs and are comprised of interest rate
reductions, amortization or maturity date changes beyond what the collateral supports, principal forgiveness, covenant concessions, etc., based on the borrower’s specific needs at a point in time. Our policy does not limit the number of times a
loan may be modified. A loan may be modified multiple times if it is considered to be in the best interest of both Huntington and the borrower.

 Loans are not automatically considered to be accruing TDRs upon the granting of a new concession. Accrual status is determined based on delinquency status and whether collection of principal and interest
is in doubt. If the loan is not 90 days past due and no loss is expected based on the modified terms, the modified TDR remains in accruing status. For loans that are on nonaccrual before the modification, collection of both principal and
interest must not be in doubt, and the borrower must be able to exhibit sufficient cash flows for a six-month period of time to service the debt in order to return to accruing status. This six-month period could extend before or after the
restructure date.

 In addition, the quantification of the accruing vs. nonaccruing TDRs will be segregated into two rows in
our TDR rollforward (Table 19 – Troubled Debt Restructured Loan Activity of the 2012 second quarter Form 10-Q).

 2

 Table 20 – Criticized Commercial Loan Activity, page 63

3. We note your response to prior comment 5 where you state that your “Problem loans” are disclosed as Criticized commercial loans, TDRs,
NALs or accruing loans past due 90 days or more. Given that this information is not clear in your proposed disclosure, please clearly state exactly what you consider to be your problem loans and provide a cross reference as to where this information
is located in your filings.

 Management’s response

 When used in prior filings, we used the term “problem loans” generically to refer to loans that our Credit Administration group would deem to be of heightened credit risk such as NALs and
accruing loans past due 90 days or more. We did not utilize the term to mean “potential problem loans” as defined in Industry Guide 3 – Statistical Disclosure by Bank Holding Companies. To avoid any confusion within
our future filings, we will define the term “Problem Loans” in our Glossary of Acronyms and Terms and add a cross reference to where the information is located in the Form 10-Q. Following is our proposed disclosure.

Problem Loans
Includes nonaccrual loans and leases (Table XX), troubled debt restructured loans (Table XX), accruing loans and leases past due 90 days or more (aging analysis section
of Footnote X), and Criticized commercial loans (credit quality indicators section of Footnote X).

 The Credit
Quality Indicators section of our Loans / Leases and Allowance for Credit Losses footnote describes different categories of credit grades we use for commercial loans. One of those categories is Other Loans Especially Mentioned (OLEM), which we
consider “potential problem loans” as defined in Industry Guide 3 – Statistical Disclosure by Bank Holding Companies. To further clarify our disclosure, we will define OLEM loans as potential problem loans. Following is
our proposed disclosure.

 Credit Quality Indicators

To facilitate the monitoring of credit quality for C&I and CRE loans, and for purposes of determining an appropriate
ACL level for these loans, Huntington utilizes the following categories of credit grades:

 Pass = Higher quality loans that do
not fit any of the other categories described below.

 OLEM = Potentially weak loans. The credit risk may be
relatively minor yet represent a risk given certain specific circumstances. If the potential weaknesses are not monitored or mitigated, the loan may weaken or the collateral may be inadequate to inadequately protect
Huntington’s position in the future. For these reasons, Huntington considers the loans to be potential problem loans.

 Substandard = Inadequately protected loans by the borrower’s ability to repay, equity, and/or the collateral pledged to secure the loan. These loans have identified weaknesses that could hinder
normal repayment or collection of the debt. It is likely Huntington will sustain some loss if any identified weaknesses are not mitigated.

 3

 Doubtful = Loans that have all of the weaknesses inherent in those loans classified as
Substandard, with the added elements of the full collection of the loan is improbable and that the possibility of loss is high.

 The categories above, which are derived from standard regulatory rating definitions, are assigned upon initial approval of the loan or lease and subsequently updated as appropriate.

Form 10-Q for the Quarterly Period Ended March 31, 2012

 Note 3 – Loans and Leases and Allowance for Credit Losses, page 69

 TDR Loans,
page 84

 6. We note your disclosure on page 87 and your response to prior comment 6 where you note that TDRs may include multiple
concessions and the disclosure classifications are based on the primary concession provided to the borrower.

a.
It is still not clear from the response and from your TDR disclosures on pages 87 and 88 why the allowance for loan and lease losses (ALLL) has decreased even though
the primary concession is a reduction in interest rate.

b.
We also note that for C&I—other commercial and industrial and for CRE-other commercial real estate, the majority of the TDR is classified as
“Other” that reduces the ALLL by $2.9 million and $1.6 million, respectively. Please tell us and include in future filings, the concessions that are included in this category.

Management’s original response

 a.
We will revise our disclosure in future filings to explain why the allowance for loan and lease losses (ALLL) has decreased even though the primary concession is a reduction in interest rate and the impact on the ALLL as follows:

Our TDRs may include multiple concessions and the disclosure classifications are based on the primary concession
provided to the borrower. The majority of our concessions for C&I and CRE are situations in which we extended the maturity date which is normally coupled with an increase in the interest rate (in these cases, the primary concession is the
maturity date extension).

 TDR concessions may also result in the reduction of the ALLL within the C&I
and CRE portfolios. The reduction is derived from payments and the resulting application of the reserve calculation within the ALLL. The transaction reserve for non-TDR C&I and CRE loans is calculated based upon several estimated probability
factors, such as PD and LGD, both of which were previously discussed above. Upon the occurrence of a TDR in our C&I and CRE portfolios, the reserve is measured based on the estimation of the probable discounted future cash flows expected
to be collected discounted expected cash flows of the modified loan in accordance with ASC 310-10. The resulting TDR ALLL calculation often results in a lower ALLL amount because (1) the estimated probable discounted
future cash flows discounted expected cash flows indicate a lower estimated loss , (2) if the modification includes a rate increase, the discounting of the cash flows on the modified loan, using the pre-modification interest
rate, exceeds the carrying value of the loan, or 3) payments may occur as part of the modification. The ALLL for C&I and CRE loans may increase as a result of the modification, as the discounted cash flow analysis may indicate additional
reserves are required.

 4

 TDR concessions on consumer loans may increase the ALLL. The concessions
made to these borrowers often include interest rate reductions and therefore the TDR ALLL calculation results in a greater ALLL compared with the non-TDR calculation as the reserve is measured based on the estimation of the discounted expected cash
flows on the modified loan in accordance with ASC 310-10. The resulting TDR ALLL calculation often results in a higher ALLL amount because (1) the discounted expected cash flows indicate a higher estimated loss or (2) due to the rate
decrease, the discounting of the cash flows on the modified loan, using the pre-modification interest rate, indicates a reduction in the expected cash flows. In certain instances, the ALLL may decrease as a result of payments made in connection with
the modification.

 b. As noted on page 86 of our March 31, 2012 Form 10-Q, other concessions include, but are not limited to,
principal forgiveness, collateral concessions, covenant concessions, and reduction of accrued interest.

 Management’s supplemental
response

 Historically, we have defined “Financial Effects of the Modification” as the net change in the ALLL
resulting from the modification. Beginning with the 2012 third quarter Form 10-Q, we will modify our definition of “Financial Effects of the Modification” and related disclosures, to reflect only the income statement impact via
provision for loan loss expense, resulting from the modification.

 As a result of this change in definition, the amounts
disclosed for all concession types and loan classes, including “Other” for both C&I – Other commercial and industrial and CRE – Other commercial real estate will change. However, upon review, the decrease in the ALLL as
reported in these “Other” categories at June 30, 2012, resulted primarily from payments received from the borrowers.

 Note
13—Fair Value of Assets and Liabilities – page 106

 8. We note that you have classified certain assets and liabilities
measured at fair value on a recurring basis as Level 3 in the fair value hierarchy, including certain municipal securities, private label CMOs, asset backed securities, automobile loans, MSRs, and derivatives. However, we were unable to locate the
disclosures requiring a narrative description of the sensitivity of the fair value measurement to changes in unobservable inputs as required by ASC 820-10-50-2(g). Please advise, or revise future filings to provide these disclosures.

Management’s response

 In future filings we will enhance our disclosure to provide a more specific description of sensitivity of the fair value measurement to changes in unobservable inputs. Following is our proposed
disclosure.

 5

 Significant unobservable inputs for assets and liabilities measured at fair value on a
recurring and nonrecurring basis

 The table below presents quantitative information about the significant
unobservable inputs for assets and liabilities measured at fair value on a recurring and nonrecurring basis at June 30, 2012.

 Quantitative Information about Level 3 Fair Value
Measurements

 (dollar amounts in thousands,

except net costs to service)

Fair Value at
June 30, 2012

Valuation Technique

 Significant

Unobservable

Input

 Range
(Weighted Average)

 MSRs

$
45,061

Discounted cash flow

Constant prepayment rate (CPR)

9.0% -38.0% (19.0%)

 Spread over forward interest rate swap rates

Option Adjusted Spread (OAS)

-636 - 4,552 (1,229)

Net costs to service

-$10 - $110 ($35)

 Derivative assets

12,844

Consensus Pricing

Net market price

-1.8% -12.4% (2.8%)

 Derivative liabilities

453

Estimated Pull thru %

38% - 93% (74%)

 Municipal securities

78,151

Discounted cash flow

Discount rate

0.6% - 7.0% (2.4%)

 Private-label CMO

67,145

Discounted cash flow

Discount rate

3.5% - 10.4% (7.4%)

Constant prepayment rate (CPR)

0.8% - 26.7% (12.0%)

Probability of default

0.0% - 6.9% (1.9%)

Loss Severity

5.0% - 100% (30.5%)

 Asset-backed securities

119,674

Discounted cash flow

Discount rate

5.7% - 17.5% (9.8%)

Constant prepayment rate (CPR)

5.1% - 9.8% (6.2%)

Cumulative prepayment rate

0.0% - 100% (4.4%)

Constant default

0.3% - 4.0% (2.7%)

Cumulative default

0.8% - 100% (20.2%)

Loss given default

85% - 100% (93.4%)

Cure given deferral

0% - 100% (44.0%)

Loss severity

20% - 75% (63.2%)

 Automobile loans

210,031

Discounted cash flow

Absolute prepayment speed (ABS)

1.3%

Discount rate

0.8% - 9.0% (3.94%)

Life of pool cumulative losses

2.2%

 Impaired loans

22,949

Appraisal value

NA

NA

 Other real estate owned

38,608

Appraisal value

NA

NA

 The following provides a general description of the impact of a change in an unobservable
input on the fair value measurement and the interrelationship between unobservable inputs, where relevant/significant. Interrelationships may also exist between observable and unobservable inputs. Such relationships have not been included in
the discussion below.

 6

 A significant change in the unobservable inputs may result in