On January 25, 2017, Huntington Bancshares Incorporated
(Huntington) issued a news release announcing its earnings for the
quarter ended December 31, 2016. Also on January 25, 2017,
Huntington made a Quarterly Financial Supplement available on the
Investor Relations section of its web site, www.huntington-ir.com.
Copies of Huntington’s news release and quarterly financial
supplement are attached hereto as Exhibit 99.1 and Exhibit 99.2,
respectively, and are incorporated by reference in this Item 2.02.

Huntingtons senior management will host an earnings conference call
on January 25, 2017, at 9:00 a.m. (Eastern Daylight Time). The call
may be accessed via a live Internet webcast at the Investor
Relations section of Huntingtons web site,
www.huntington-ir.com>or through a dial-in telephone number at
(877) 407-8029; Conference ID 13652110. Slides will be available in
the Investor Relations section of Huntingtons web site,
www.huntington-ir.com>about an hour prior to the call. A replay
of the webcast will be archived in the Investor Relations section
of Huntingtons web site, www.huntington-ir.com. A telephone replay
will be available approximately two hours after the completion of
the call through February 8, 2017>at (877) 660-6853>or (201)
612-7415; conference ID 13652110.

The information contained or incorporated by reference in this
Current Report on Form 8-K contains certain forward-looking
statements, including certain plans, expectations, goals,
projections, and statements, which are subject to numerous
assumptions, risks, and uncertainties. Forward-looking statements
may be identified by words such as expect, anticipate, believe,
intend, estimate, plan, target, goal, or similar expressions, or
future or conditional verbs such as will, may, might, should,
would, could, or similar variations.

While there is no assurance that any list of risks and
uncertainties or risk factors is complete, below are certain
factors which could cause actual results to differ materially from
those contained or implied in the forward-looking statements:
changes in general economic, political, or industry conditions;
uncertainty in U.S. fiscal and monetary policy, including the
interest rate policies of the Federal Reserve Board; volatility and
disruptions in global capital and credit markets; movements in
interest rates; competitive pressures on product pricing and
services; success, impact, and timing of our business strategies,
including market acceptance of any new products or services
implementing our Fair Play banking philosophy; the nature, extent,
timing, and results of governmental actions, examinations, reviews,
reforms, regulations, and interpretations, including those related
to the Dodd-Frank Wall Street Reform and Consumer Protection Act
and the Basel III regulatory capital reforms, as well as those
involving the OCC, Federal Reserve, FDIC, and CFPB; the possibility
that the anticipated benefits of the merger with FirstMerit
Corporation are not realized when expected or at all, including as
a result of the impact of, or problems arising from, the
integration of the two companies or as a result of the strength of
the economy and competitive factors in the areas where we do
business; diversion of managements attention from ongoing business
operations and opportunities; potential adverse reactions or
changes to business or employee relationships, including those
resulting from the completion of the merger with FirstMerit
Corporation; our ability to complete the integration of FirstMerit
Corporation successfully; and other factors that may affect our
future results. Additional factors that could cause results to
differ materially from those described above can be found in our
Annual Report on Form 10-K for the year ended December 31, 2015 and
our subsequent Quarterly Reports on Form 10-Q, including for the
quarters ended March 31, 2016, June 30, 2016, and September 30,
2016, each of which is on file with the Securities and Exchange
Commission (the SEC) and available in the Investor Relations
section of our website, http://www.huntington.com, under the
heading Publications and Filings and in other documents we file
with the SEC. >

All forward-looking statements speak only as of the date they are
made and are based on information available at that time. We do not
assume any obligation to update forward-looking statements to
reflect circumstances or events that occur after the date the
forward-looking statements were made or to reflect the occurrence
of unanticipated events except as required by federal securities
laws. As forward-looking statements involve significant risks and
uncertainties, caution should be exercised against placing undue
reliance on such statements.

The information contained or incorporated by reference in Item
2.02 of this Form 8-K shall be treated as furnished for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended.

The exhibits referenced below shall be treated as furnished for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended.

Exhibit 99.1 News release of Huntington Bancshares Incorporated,
dated January 25, 2017.

Exhibit 99.2 Quarterly Financial Supplement, December>2016.