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EXHIBIT 24
POWER OF ATTORNEY
(Re: Acquisition of First Michigan Bank Corporation)
Each of the undersigned officers and directors of HUNTINGTON BANCSHARES
INCORPORATED (the "Corporation") hereby appoints RALPH K. FRASIER, ZUHEIR SOFIA,
and GERALD R. WILLIAMS as his or her attorneys, and any of them, with power to
act without the others, as his or her attorney, to sign, in his or her name and
on his or her behalf, and in any and all capacities stated below, and to cause
to be filed with the Securities and Exchange Commission (the "Commission"), the
Corporation's Registration Statement on Form S-4 (the "Registration Statement")
for the purpose of registering under the Securities Act of 1933, as amended, a
maximum of 33,000,000 authorized and unissued shares of the common stock,
without par value, of the Corporation (as such number of shares may be adjusted
from time to time for stock dividends, stock splits, or similar transactions
affecting the common stock of the Corporation generally), in connection with the
proposed merger of First Michigan Bank Corporation into the Corporation, and any
and all amendments, including post-effective amendments, to the Registration
Statement, hereby granting to such attorneys, and to each of them, individually,
full power and authority to do and perform in the name and on behalf of each of
the undersigned, and in any and all such capacities, every act and thing
whatsoever necessary to be done in and about the premises as fully as any of the
undersigned could or might do in person, hereby granting to each such
attorney-in-fact full power of substitution and revocation and hereby ratifying
all that any such attorney-in-fact or his substitute may do by virtue hereof.
IN WITNESS WHEREOF, the undersigned have signed these presents as of
the dates indicated next to their respective signatures below.
SIGNATURE: TITLE: DATE:
- ---------- ------ -----
/s/ Frank Wobst Chairman, Chief Executive June 27, 1997
- -------------------------------- Officer, and Director
Frank Wobst (principal executive officer)
- -------------------------------- President, Chief Operating
Zuheir Sofia Officer, Treasurer, and Director
/s/ Gerald R. Williams Executive Vice President and June 27, 1997
- -------------------------------- Chief Financial Officer
Gerald R. Williams (principal financial officer and
principal accounting officer)
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/s/ Don Conrad Director June 27, 1997
- --------------------------------
Don Conrad
/s/ Don M. Casto III Director June 27, 1997
- --------------------------------
Don M. Casto III
/s/ Patricia T. Hayot Director June 27, 1997
- --------------------------------
Patricia T. Hayot
Director
- --------------------------------
Wm. J. Lhota
/s/ Robert H. Schottenstein Director June 27, 1997
- --------------------------------
Robert H. Schottenstein
Director
- --------------------------------
George A. Skestos
/s/ Lewis R. Smoot, Sr. Director June 27, 1997
- --------------------------------
Lewis R. Smoot, Sr.
/s/ Timothy P. Smucker Director June 27, 1997
- --------------------------------
Timothy P. Smucker
William J. Williams Director June 27, 1997
- --------------------------------
William J. Williams