PROSPECTUS SUPPLEMENT DATED September 17, 2009
(To Prospectus Supplement dated September 9, 2009 and Prospectus dated January 13, 2009)

$150,000,000

Huntington Bancshares Incorporated

Common Stock

Pursuant to our Discretionary Equity Issuance Program commenced on September 9, 2009 (the “Program”), we sold, through Goldman, Sachs & Co. (“Goldman Sachs”), as our sales agent, an aggregate of 35,717,240 shares of our common stock, par value $0.01 per share, for an aggregate sales price of $149,948,085.19. Shares of our common stock issued under the Program were sold pursuant to the Equity Distribution Agreement, which was filed as an exhibit to a Current Report on Form 8-K filed with the Securities and Exchange Commission (the “Commission”) on September 9, 2009 and is incorporated herein by reference.

Shares of our common stock issued pursuant to the Equity Distribution Agreement were sold through ordinary brokerage transactions and transactions in which a broker solicited purchasers.

Our common stock is quoted on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “HBAN.” The last reported sale price of our common stock on NASDAQ on September 16, 2009 was $4.54 per share.

Gross Proceeds to Huntington Bancshares Incorporated		$	149,948,085.19
Commissions to Goldman, Sachs & Co.		$	2,998,961.70
Net proceeds to Huntington Bancshares Incorporated(1)		$	146,949,123.49

 

This prospectus supplement adds to, updates and changes information in, and should be read in conjunction with, the prospectus filed with the Commission on January 13, 2009, as part of our Registration Statement on Form S-3ASR (File No. 333-156700), and the prospectus supplement dated September 9, 2009.

These shares of our common stock are not savings accounts, deposits or other obligations of any bank or non-bank subsidiary of ours and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement, the prospectus supplement dated September 9, 2009 or the prospectus dated January 13, 2009. Any representation to the contrary is a criminal offense.

Goldman, Sachs & Co.

Prospectus Supplement dated September 17, 2009