Exhibit 25(a)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM T-1
STATEMENT OF ELIGIBILITY UNDER THE TRUST
INDENTURE ACT OF 1939 OF A CORPORATION
DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A
TRUSTEE PURSUANT TO SECTION 305(b)(2) o
 
THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)
     
New York   13-5160382
(Jurisdiction of incorporation   (I.R.S. Employer
if not a U.S. national bank)   Identification No.)
     
One Wall Street    
New York, New York   10286
(Address of principal executive offices)   (Zip code)
 
HUNTINGTON BANCSHARES INCORPORATED
(Exact name of obligor as specified in its charter)
     
Maryland   31-0724920
(State or other jurisdiction   (I.R.S. Employer
of incorporation or organization)   Identification No.)
     
Huntington Center    
41 South High Street    
Columbus, OH   43287
(Address of principal executive offices)   (Zip code)
 
Senior Debt Securities
Huntington Bancshares Incorporated
(Title of the indenture securities)

 

 

Item 1. General Information.
          Furnish the following information as to the Trustee:
  (a)   Name and address of each examining or supervising authority to which it is subject.
     
Superintendent of Banks of the
  2 Rector Street, New York, N.Y. 10006
  State of New York
    and Albany, N.Y. 12203
Federal Reserve Bank of New York
  33 Liberty Plaza, New York, N.Y. 10045
Federal Deposit Insurance Corporation
  550 17th Street, N.W., Washington, D.C. 20429
New York Clearing House Association
  New York, N.Y. 10005
  (b)   Whether it is authorized to exercise corporate trust powers.
 
      Yes.
Item 2. Affiliations with Obligor.
      If the obligor is an affiliate of the trustee, describe each such affiliation.
 
      None.
Item 16. List of Exhibits.
          Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as an exhibit hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of 1939 (the “Act”) and 17 C.F.R. 229.10(d).
         
1.
  -   A copy of the Organization Certificate of The Bank of New York (formerly Irving Trust Company) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672, Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121195.)
 
        
4.
  -   A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 with Registration Statement No. 333-121195.)
 
        
6.
  -   The consent of the Trustee required by Section 321(b) of the Act. (Exhibit 6 to Form T-1 filed with Registration Statement No. 33-44051.)
 
        
7.
  -   A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority.

 

 

SIGNATURE
     Pursuant to the requirements of the Act, the Trustee, The Bank of New York, a corporation organized and existing under the laws of the State of New York, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in The City of New York, and State of New York, on the 3rd day of March, 2008.
         
  THE BANK OF NEW YORK
 		  
  By:   /s/  Jeremy Finkelstein  
    Name:  Jeremy Finkelstein  
    Title:   Vice President  
 

 

 

EXHIBIT 7
Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System, at the close of business December 31, 2007, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act.
         
    Dollar Amounts  
    In Thousands  
ASSETS
        
Cash and balances due from depository institutions:
        
Noninterest-bearing balances and currency and coin
     3,211,000  
Interest-bearing balances
     24,114,000  
Securities:
        
Held-to-maturity securities
     1,776,000  
Available-for-sale securities
     25,801,000  
Federal funds sold and securities purchased under agreements to resell:
        
Federal funds sold in domestic offices
     7,888,000  
Securities purchased under agreements to resell
     168,000  
Loans and lease financing receivables:
        
Loans and leases held for sale
     0  
Loans and leases, net of unearned income
     34,419,000  
LESS: Allowance for loan and lease losses
     262,000  
Loans and leases, net of unearned income and allowance
     34,157,000  
Trading assets
     4,576,000  
Premises and fixed assets (including capitalized leases)
     946,000  
Other real estate owned
     3,000  
Investments in unconsolidated subsidiaries and associated companies
     719,000  
Not applicable
        
Intangible assets:
        
Goodwill
     2,492,000  
Other intangible assets
     1,020,000  
Other assets
     8,819,000  
 
      
Total assets
     115,672,000  
 
      
LIABILITIES
        
Deposits:
        
In domestic offices
     31,109,000  
Noninterest-bearing
     18,814,000  

 

 

         
    Dollar Amounts  
    In Thousands  
Interest-bearing
     12,295,000  
In foreign offices, Edge and Agreement subsidiaries, and IBFs
     54,411,000  
Noninterest-bearing
     3,890,000  
Interest-bearing
     50,521,000  
Federal funds purchased and securities sold under agreements to repurchase:
        
Federal funds purchased in domestic offices
     893,000  
Securities sold under agreements to repurchase
     110,000  
Trading liabilities
     3,743,000  
Other borrowed money:
        
(includes mortgage indebtedness and obligations under capitalized leases)
     3,571,000  
Not applicable
        
Not applicable
        
Subordinated notes and debentures
     2,955,000  
Other liabilities
     9,751,000  
 
      
Total liabilities
     106,543,000  
 
      
Minority interest in consolidated subsidiaries
     157,000  
 
        
EQUITY CAPITAL
        
Perpetual preferred stock and related surplus
     0  
Common stock
     1,135,000  
Surplus (exclude all surplus related to preferred stock)
     2,368,000  
Retained earnings
     5,918,000  
Accumulated other comprehensive income
     -449,000  
Other equity capital components
     0  
Total equity capital
     8,972,000  
 
      
Total liabilities, minority interest, and equity capital
     115,672,000  
 
      

 

 

I, Bruce W. Van Saun, Chief Financial Officer of the above-named bank do hereby declare that this Report of Condition is true and correct to the best of my knowledge and belief.
Bruce W. Van Saun,
Chief Financial Officer
We, the undersigned directors, attest to the correctness of this statement of resources and liabilities. We declare that it has been examined by us, and to the best of our knowledge and belief has been prepared in conformance with the instructions and is true and correct.
     
Gerald L. Hassell               )
    
Steven G. Elliott                )
  Directors
Robert P. Kelly                 )