Filing made pursuant
                                                               to Rule 424(b)(3)
PROSPECTUS SUPPLEMENT                                        (Reg. No. 33-52569)
(To Prospectus dated October 25, 1996)

                       HUNTINGTON BANCSHARES INCORPORATED
                     HUNTINGTON CENTER; 41 SOUTH HIGH STREET
                              COLUMBUS, OHIO 43287
                                 (614) 480-8300
                                                              
                   __________________________________________

                            DIVIDEND REINVESTMENT AND
                           COMMON STOCK PURCHASE PLAN
                         COMMON STOCK, WITHOUT PAR VALUE
                                                         
                      _____________________________________

           Huntington Bancshares Incorporated ("Huntington") has appointed a
successor Plan Administrator of its Dividend Reinvestment and Common Stock
Purchase Plan (the "Plan").  Effective August 11, 1997, Harris Trust and Savings
Bank will assume the responsibilities as successor Plan Administrator for the
Plan.

          This Prospectus Supplement supplements and amends the Prospectus,
dated October 25, 1996 (the "Prospectus") which is incorporated by reference
herein.  As of the date Harris Trust and Savings Bank assumes responsibilities
as successor Plan Administrator, Question 3 of the Prospectus and the response
thereto is hereby replaced with the following:  

          3.  WHO ADMINISTERS THE PLAN FOR PARTICIPANTS?

          Harris Trust and Savings Bank, as Plan Administrator, will administer
          the Plan, keep records, send statements of account to each
          participant, and perform other duties related to the Plan.  Shares
          purchased for participants in the Plan and held in their Plan accounts
          and shares deposited by participants with the Plan Administrator for
          safekeeping will be held by or through the Plan Administrator until a
          participant makes a written request for certificates for all or part
          of his shares (see Question 27), or his participation is terminated
          (see Question 30).  The Plan Administrator also acts as dividend
          disbursing and transfer agent for Huntington's Common Stock.  All
          questions and correspondence concerning the Plan should be addressed
          to the Plan Administrator as follows:

               Harris Trust and Savings Bank
               Attn.: Shareholder Services 
               311 West Monroe Street, 11th floor
               P.O. Box A3504
               Chicago, IL 60690-3504

               Telephone: (800) 725-0674

          Shares purchased under the Plan and held in a participant's Plan
          account and shares deposited by participants with the Plan
          Administrator for safekeeping will be registered in the name of the
          participant and held by the Plan Administrator in book entry form.

          The Prospectus and this Prospectus Supplement should be read together.
Any information presented in this Prospectus Supplement supersedes any contrary
information presented in the Prospectus.  Copies of the Prospectus may be
obtained without charge from the Plan Administrator.  IT IS SUGGESTED THAT THIS
PROSPECTUS SUPPLEMENT, TOGETHER WITH THE PROSPECTUS, BE RETAINED FOR FUTURE
REFERENCE.
                              _____________________

    THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
     AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
      SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
            PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
            ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
                              _____________________

                 The date of this Supplement is July 31, 1997.