SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 or 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

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                        Date of Report: January 31, 2002

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                       HUNTINGTON BANCSHARES INCORPORATED
             (Exact Name of Registrant as specified in its charter)

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   Maryland                          0-2525                  31-0724920
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(State or other               (Commission File No.)          (IRS Employer
jurisdiction of                                          Identification Number)
incorporation or
organization)
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                                Huntington Center
                              41 South High Street
                              Columbus, Ohio 43287
                                 (614) 480-8300
               (Address, including zip code, and telephone number
                       including area code of Registrant's
                          principal executive offices)


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ITEM  5.  OTHER EVENTS.

         On January 31, 2002, Huntington Bancshares Incorporated ("Huntington")
presented at the Salomon Smith Barney Financial Services Equity Conference. The
presentation was available via Internet Webcast. The presentation materials are
attached at Exhibits 99.1 and 99.2 to this report, and are incorporated herein
by reference.

         The information contained or incorporated by reference in this Current
Report on Form 8-K may contain forward-looking statements, including certain
plans, expectations, goals, and projections, which are subject to numerous
assumptions, risks, and uncertainties. Actual results could differ materially
from those contained or implied by such statements for a variety of factors,
including: changes in economic conditions; movements in interest rates;
competitive pressures on product pricing and services; success and timing of
business strategies; the successful integration of acquired businesses; the
nature, extent, and timing of governmental actions and reforms; and extended
disruption of vital infrastructure. All forward-looking statements included in
this Current Report on Form 8-K are based on information available at the time
of the Report. Huntington assumes no obligation to update any forward-looking
statement.


ITEM  7.  FINANCIAL STATEMENTS AND EXHIBITS.

                  (c)  Exhibits.

         Exhibit 99.1 Presentation Transcript of January 31, 2002.

         Exhibit 99.2 Presentation Materials, dated January 31, 2002.

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                               HUNTINGTON BANCSHARES INCORPORATED


Date:    February 6, 2002     By: /s/ Michael J. McMennamin
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                                  Michael J. McMennamin, Vice Chairman, Chief
                                  Financial Officer, and Treasurer





                                  EXHIBIT INDEX

Exhibit No.                    Description

Exhibit 99.1      *         Presentation Transcript of January 31, 2002.

Exhibit 99.2      *         Presentation Materials, dated January 31, 2002.


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* Filed with this report.