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                                                                       EXHIBIT 5

                        Porter, Wright, Morris & Arthur
                              41 South High Street
                              Columbus, Ohio 43215



                               November 21, 1995


Huntington Bancshares Incorporated
41 South High Street
Columbus, Ohio 43287

         Re:     Acquisition of Peoples Bank of Lakeland

Gentlemen:

         With respect to the Registration Statement on Form S-4 (the
"Registration Statement") being filed by Huntington Bancshares Incorporated
("Huntington") with the Securities and Exchange Commission related to the
registration of 6,800,000 shares of Huntington common stock, without par value
(the "Stock"), to be issued in connection with the proposed merger (the
"Merger") of Peoples Bank of Lakeland, a bank organized under the laws of the
State of Florida ( "Lakeland"), into The Huntington National Bank of Lakeland
(the "Bank"), which will, at the time of the consummation of the Merger, be a
wholly owned subsidiary of Huntington.

         We are counsel for Huntington and have participated in the preparation
of the Registration Statement.  We have reviewed the Agreement and Plan of
Merger, dated as of August 25, 1995, among Lakeland, Huntington, and the Bank
(the "Merger Agreement"), Huntington's Articles of Restatement of Charter and
Bylaws, the corporate action taken to date in connection with the Registration
Statement and the issuance and sale of the Stock, and such other documents and
authorities as we deem relevant for the purpose of this opinion.

         Based upon the foregoing, we are of the opinion that:

         (a)     upon the proper approval of the Merger Agreement by the
                 shareholders of Lakeland;

         (b)     upon the approval of the Board of Governors of the Federal
                 Reserve System and the Office of the Comptroller of the
                 Currency and the expiration of all applicable waiting periods;

         (c)     upon compliance with the Securities Act of 1933, as amended,
                 and with the Securities or "blue sky" laws of the states in
                 which the Stock is to be offered for sale; and
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Huntington Bancshares Incorporated
November 21, 1995
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         (d)     upon the "Effective Time", as defined in the Merger Agreement;

the Stock, when issued and delivered as provided in the Merger Agreement in
accordance with the resolutions heretofore adopted by the Board of Directors of
Huntington, will be legally issued, fully paid, and nonassessable.

        We consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name under the caption "Legal
Opinions" in the Prospectus included in the Registration Statement.

                               Very truly yours,

                               /s/Porter, Wright, Morris & Arthur

                               PORTER, WRIGHT, MORRIS & ARTHUR