Form: 424B3

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

March 13, 1996

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

Published on March 13, 1996


Pricing Supplement No. 3 Filing under Rule 424(b)(3)
Dated: March 11, 1996 Registration Statement No. 33-63175

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

CUSIP No. 44615QAM9

$750,000,000

HUNTINGTON BANCSHARES INCORPORATED

MEDIUM-TERM NOTES, SERIES B




Principal amount: $50,000,000 Floating Rate Notes:
Interest Rate (if fixed rate): 5.70% Interest Rate Basis: N/A
Stated Maturity: MARCH 14, 1997 Index Maturity: N/A
Minimum denominations: $100,000 Spread: N/A
Issue Price (as a percentage of Spread Multiplier: N/A
principal amount): A/S Maximum Rate: N/A
Selling Agent's commission (%): 0.02875% Minimum Rate: N/A
Purchasing Agent's discount Initial Interest Rate: N/A
or commission (%): N/A Interest Reset Date(s): N/A
Net proceeds to the Company: $49,985,625 Interest Reset Period: N/A
Settlement date (original issue date): MARCH 14, 1996 Interest Determination Date(s): N/A
Redemption Commencement Date (if any): N/A Calculation Date(s): N/A
Initial Redemption Percentage (if any): N/A Interest Payment Date(s): MARCH 14, 1997
Annual Redemption Percentage Interest Payment Period(s): ANNUALLY
Reduction (if any): N/A Regular Record Date(s): 15 CALENDAR DAYS
Repayment Date (if any): N/A PRIOR TO INTEREST
Initial Repayment Percentage (if any): N/A PAYMENT DATE
Annual Repayment Percentage
Reduction (if any): N/A


Additional terms: INTEREST ON THE NOTE WILL BE COMPUTED ON THE BASIS OF THE
ACTUAL NUMBER OF DAYS IN THE YEAR DIVIDED BY 360.

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
$135,000,000.

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

SMITH BARNEY, INC.