EXHIBIT 5

                         PORTER, WRIGHT, MORRIS & ARTHUR
                         ATTORNEYS AND COUNSELORS AT LAW
                              41 SOUTH HIGH STREET
                            COLUMBUS, OHIO 43215-6194
                             Telephone: 614-227-2000
                                Fax: 614-227-2100

                                  June 27, 1997

Huntington Bancshares Incorporated
41 South High Street
Columbus, Ohio 43287

         Re:   Acquisition of First Michigan Bank Corporation

Ladies and Gentlemen:

         With respect to the Registration Statement on Form S-4 (the
"Registration Statement") to be filed by Huntington Bancshares Incorporated
("Huntington") with the Securities and Exchange Commission relating to the
registration of 34,000,000 shares of Huntington's common stock, without par
value (the "Stock"), to be issued in connection with the proposed merger (the
"Merger") of First Michigan Bank Corporation, a Michigan corporation ("First
Michigan"), into Huntington, we advise you as follows:

         We are counsel for Huntington have participated in the preparation of
the Registration Statement. We have reviewed the Agreement and Plan of Merger
and related Supplemental Agreement, dated May 5, 1997, between Huntington and
First Michigan (the "Merger Documents"), Huntington's Articles of Restatement of
Charter, Huntington's Bylaws, the corporate action taken to date in connection
with the Registration Statement and the issuance and sale of the Stock, and such
other documents and authorities as we deem relevant for the purpose of this
opinion.

         Based upon the foregoing, we are of the opinion that:

         (a)   upon the proper approval of the Merger Agreement by the 
shareholders of First Michigan and Huntington;

         (b)   upon the approval of the Merger by the Board of Governors of the 
Federal Reserve System and the expiration of all applicable waiting periods;

         (c)   upon compliance with the Securities Act of 1933, as amended, and
with the securities or "blue sky" laws of the states in which the Stock is to be
offered for sale; and

         (d)   upon the "Effective Time," as defined in the Merger Documents;

the Stock, when issued and delivered as provided in the Merger Agreement in
accordance with the resolutions heretofore adopted by the Board of Directors of
Huntington, will be legally issued, fully paid, and nonassessable.

         We consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name under the caption "Legal
Opinions" in the Prospectus included in the Registration Statement.

                                       Very truly yours,

                                       /s/ PORTER, WRIGHT, MORRIS & ARTHUR

                                       PORTER, WRIGHT, MORRIS & ARTHUR