Form: 424B3

Prospectus filed pursuant to Rule 424(b)(3)

March 4, 1996

424B3: Prospectus filed pursuant to Rule 424(b)(3)

Published on March 4, 1996



Pricing Supplement No. 2 Filing under Rule 424(b)(3)
Dated: February 29, 1996 Registration Statement No. 33-63175

(To Prospectus dated October 6, 1995, and
Prospectus Supplement dated October 17, 1995)

CUSIP No. 44615QAL1


$750,000,000

HUNTINGTON BANCSHARES INCORPORATED

MEDIUM-TERM NOTES, SERIES B





Principal amount: $50,000,000 Floating Rate Notes:
Interest Rate (if fixed rate): N/A Interest Rate Basis: FEDERAL FUNDS
Stated Maturity: MARCH 5, 1997 Index Maturity: DAILY
Minimum denominations: $100,000 Spread: +9.5 BPS
Issue price (as a percentage of Spread Multiplier: N/A
principal amount): A/S Maximum Rate: N/A
Selling Agent's commission (%): 0.00% Minimum Rate: N/A
Purchasing Agent's discount Initial Interest Rate: FEDERAL FUNDS RATE
or commission (%): N/A ON THE MARKET DAY PRECEDING THE
Net proceeds to the Company: $50,000,000 SETTLEMENT DATE
Settlement date (original issue date): MARCH 5, 1996 Interest Reset Date(s): A/S
Redemption Commencement Date (if any): N/A Interest Reset Period: DAILY
Initial Redemption Percentage (if any): N/A Interest Determination Date(s): ONE
Annual Redemption Percentage MARKET DAY PRECEDING INTEREST RESET
Reduction (if any): N/A DATE
Repayment Date (if any): N/A Calculation Date(s): N/A
Initial Repayment Percentage (if any): N/A Interest Payment Date(s): JUNE 5, 1996,
Annual Repayment Percentage SEPTEMBER 5, 1996, DECEMBER 5, 1996,
Reduction (if any): N/A MARCH 5, 1997
Interest Payment Periods(s): QUARTERLY
Regular Record Date(s): A/S





Additional terms: NONE.


As of the date of this Pricing Supplement, the aggregate initial
public offering price of the Debt Securities (as defined in the Prospectus)
which have been sold (including the Notes to which this Pricing Supplement
relates) is $85,000,000.

"N/A" as used herein means "Not Applicable." "A/S" as used herein
means "as stated in the Prospectus Supplement referred to above."

MORGAN STANLEY & CO., INC.