EXHIBIT 3(I)(C)

Exhibit 3(i)(c)


HUNTINGTON BANCSHARES INCORPORATED

ARTICLES OF AMENDMENT
TO ARTICLES OF RESTATEMENT OF CHARTER




Huntington Bancshares Incorporated, a Maryland corporation having its

principal office in Baltimore City, Maryland (the "Corporation"), hereby

certifies to the State Department of Assessments and Taxation of the State of

Maryland that:

FIRST: ARTICLE FIFTH of the Charter of the Corporation is hereby
amended by striking out the first paragraph of ARTICLE FIFTH, and
inserting in lieu thereof the following:

"FIFTH: (a) The total number of shares of all classes of stock
which the Corporation shall have the authority to issue is
506,617,808 shares, of which 500,000,000 shares shall be
Common Stock, without par value, and 6,617,808 shares shall be
Serial Preferred Stock, without par value."

SECOND: The Board of Directors of the Corporation, by resolutions
adopted at a meeting duly convened and held on January 21, 1998,
advised the foregoing amendment and directed that it be submitted for
consideration at a meeting of the stockholders entitled to vote
thereon.

THIRD: Notice, calling a meeting of the stockholders of the
Corporation, describing the foregoing amendment and stating that a
purpose of the meeting of the stockholders would be to take action
thereon, was given as required by law to all stockholders entitled to
vote thereon or to receive notice thereof. The foregoing amendment was
approved by the stockholders of the Corporation at a meeting held on
April 23, 1998, by the requisite vote under the Charter of the
Corporation and the laws of the State of Maryland.

FOURTH: The amendment of the Charter of the Corporation, as set forth
above, has been duly advised by the Board of Directors and approved by
the stockholders of the Corporation.

FIFTH: (a) The total number of shares of all classes of stock which the
Corporation was heretofore authorized to issue was 306,617,808 shares,
of which 300,000,000 shares were Common Stock, without par value, and
6,617,808 shares were Serial Preferred Stock, without par value. The
total number of shares of all classes of stock which the Corporation is
authorized to issue is increased by this amendment to 506,617,808
shares, of which 500,000,000 shares are Common Stock, without par
value, and 6,617,808 shares are Serial Preferred Stock, without par
value.

(b) The description of each class of stock which the
Corporation is authorized to issue has not been changed by this
amendment.







IN WITNESS WHEREOF, Huntington Bancshares Incorporated has caused these
presents to be signed in its name and on its behalf by its President and
Secretary, and its corporate seal to be affixed hereto on April 24, 1998.

HUNTINGTON BANCSHARES INCORPORATED

/s/ ZUHEIR SOFIA
-------------------------------------
By: Zuheir Sofia, President


ATTEST:



/s/ RALPH K. FRASIER [SEAL]
- ------------------------------------
Ralph K. Frasier, Secretary



CERTIFICATE OF PRESIDENT

The undersigned, Zuheir Sofia, President of Huntington Bancshares
Incorporated, having executed the foregoing Articles of Amendment for and on
behalf of the Corporation, hereby acknowledges the Articles of Amendment to be
the corporate act of the Corporation and further certifies under penalty of
perjury that, to the best of his knowledge, information, and belief, the matters
and facts set forth herein with respect to approval hereof are true in all
material respects.


/s/ ZUHEIR SOFIA
-------------------------------------
Zuheir Sofia




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