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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                     FORM 15

             CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
           UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
        OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934




                         COMMISSION FILE NUMBER: 0-15839



                             EMPIRE BANC CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                             1227 East Front Street
                          Traverse City, Michigan 49686
                                 (231) 922-2111
               (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER
                       INCLUDING AREA CODE OF REGISTRANT'S
                          PRINCIPAL EXECUTIVE OFFICES)



                           Common Stock, no par value
            (TITLE OF EACH CLASS OF SECURITIES COVERED BY THIS FORM)


                                      None
             (TITLES OF ALL OTHER CLASSES OF SECURITIES FOR WHICH A
           DUTY TO FILE REPORTS UNDER SECTION 13(a) OR 15(d) REMAINS)


         Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend the duty to file reports:

Rule 12g-4(a)(1)(i)        [X]          Rule 12h-3(b)(1)(ii)        [ ]
Rule 12g-4(a)(1)(ii)       [ ]          Rule 12h-3(b)(2)(i)         [ ]
Rule 12g-4(a)(2)(i)        [ ]          Rule 12h-3(b)(2)(ii)        [ ]
Rule 12g-4(a)(2)(ii)       [ ]          Rule 15d-6                  [ ]
Rule 12h-3(b)(1)(i)        [ ]

Approximate number of holders of record as of the certification or notice date:
None
   2
         Pursuant to the requirements of the Securities Exchange Act of 1934,
Empire Banc Corporation has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.

                             HUNTINGTON BANCSHARES INCORPORATED
                             SUCCESSOR ISSUER TO EMPIRE BANC CORPORATION



Date: July 31, 2000          By: /s/   Richard A. Cheap
                                 -----------------------------------------------
                                 Richard A. Cheap, General Counsel and Secretary