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SEC Company Response from HUNTINGTON BANCSHARES (HBAN) — Mar 22, 2022

HUNTINGTON BANCSHARES INC /MD/ (HBAN, HBANL, HBANM, HBANP, HBANZ) (CIK 0000049196)
Date: March 22, 2022 · CIK: 0000049196 · Accession: 0001193125-22-081671

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File numbers found in text: 333-263547

Date
March 22, 2022
Author
Huntington Bancshares Incorporated
Form
CORRESP
Company
HUNTINGTON BANCSHARES INC /MD/ (HBAN, HBANL, HBANM, HBANP, HBANZ) (CIK 0000049196)

Letter

VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Attention: Christopher Wall Re: Huntington Bancshares Incorporated Registration Statement on Form S-4 File No. 333-263547 Request for Acceleration

Dear Mr. Wall:

Reference is made to the Registration Statement on Form S-4 (File No. 333-263547) filed by Huntington Bancshares Incorporated (the “Company”) with the U.S. Securities and Exchange Commission on March 14, 2022 (the “Registration Statement”).

The Company hereby requests the Registration Statement be made effective at 4:00 p.m., Eastern time, on March 24, 2022, or as soon as possible thereafter, in accordance with Rule 461 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended.

If you have any questions or comments concerning this letter, or if you require any additional information, please feel free to contact Mark Veblen or Kathryn Gettles-Atwa of Wachtell, Lipton, Rosen & Katz at (212) 403-1396, (212) 403-1142, respectively. Please notify either of them when this request for acceleration has been granted.

[signature page follows]

Very truly yours,
Huntington Bancshares Incorporated

Show Raw Text
CORRESP
1
filename1.htm

CORRESP

 Huntington Bancshares Incorporated

41 South High Street

Columbus, Ohio 43287

(614) 480-2265

March 22, 2022

 VIA EDGAR

United States Securities and Exchange Commission

 Division of
Corporation Finance

 100 F Street, N.E.

 Washington, D.C.
20549

 Attention: Christopher Wall

Re:    Huntington Bancshares Incorporated

Registration Statement on Form S-4

File No. 333-263547

Request for Acceleration

Dear Mr. Wall:

 Reference is made to the
Registration Statement on Form S-4 (File No. 333-263547) filed by Huntington Bancshares Incorporated (the “Company”) with the U.S. Securities and
Exchange Commission on March 14, 2022 (the “Registration Statement”).

 The Company hereby requests the Registration
Statement be made effective at 4:00 p.m., Eastern time, on March 24, 2022, or as soon as possible thereafter, in accordance with Rule 461 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended.

If you have any questions or comments concerning this letter, or if you require any additional information, please feel free to contact Mark
Veblen or Kathryn Gettles-Atwa of Wachtell, Lipton, Rosen & Katz at (212) 403-1396, (212) 403-1142, respectively. Please notify either of them when this request
for acceleration has been granted.

 [signature page follows]

Very truly yours,

Huntington Bancshares Incorporated

By:

 /s/ Jana J. Litsey

Name:

Jana J. Litsey

Title:

General Counsel and Senior Executive Vice President

cc:
 Mark Veblen, Wachtell, Lipton, Rosen & Katz

Kathryn Gettles-Atwa, Wachtell, Lipton, Rosen & Katz