EXHIBIT 4(M)

Exhibit 4(m)


EXHIBIT A-1


This Capital Security is a Global Certificate within the meaning of the
Declaration hereinafter referred to and is registered in the name of The
Depository Trust Company, a New York corporation (the "Depositary"), or a
nominee of the Depositary. This Capital Security is exchangeable for Capital
Securities registered in the name of a person other than the Depositary or its
nominee only in the limited circumstances described in the Declaration and no
transfer of this Capital Security (other than a transfer of this Capital
Security as a whole by the Depositary to a nominee of the Depositary or by a
nominee of the Depositary to the Depositary or another nominee of the
Depositary) may be registered except in limited circumstances.

Unless this Capital Security Certificate is presented by an authorized
representative of the Depositary to Huntington Capital ___ or its agent for
registration of transfer, exchange, or payment, and any Capital Security
Certificate issued is registered in the name of Cede & Co. or such other name as
registered by an authorized representative of the Depositary (and any payment
hereon is made to Cede & Co. or to such other entity as is requested by an
authorized representative of the Depositary), ANY TRANSFER, PLEDGE, OR OTHER USE
HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the
registered owner hereof, Cede & Co., has an interest herein.

CERTIFICATE NO. CUSIP NO.

AGGREGATE LIQUIDATION AMOUNT OF CAPITAL SECURITIES: $[__],000,000

CERTIFICATE EVIDENCING CAPITAL SECURITIES
OF
HUNTINGTON CAPITAL ___

_________ CAPITAL SECURITIES
(LIQUIDATION AMOUNT $______ PER CAPITAL SECURITY)

HUNTINGTON CAPITAL ___, a statutory business trust created under the
laws of the State of Delaware (the "Trust"), hereby certifies that
_________________ (the "Holder") is the registered owner of capital securities
in the aggregate liquidation amount of $[__],000,000 of the Trust representing
undivided beneficial interests in the assets of the Trust designated the ______
Capital Securities (liquidation amount $______ per Capital Security) (the
"Capital Securities"). The Capital Securities are transferable on the books and
records of the Trust, in person or by a duly authorized attorney, upon surrender
of this certificate duly endorsed and in proper form for transfer as provided in
the Declaration (as defined below). The designation, rights, privileges,
restrictions, preferences, and other terms and provisions of the Capital
Securities represented hereby are issued and shall in all respects be subject to
the provisions of the Amended and Restated Declaration of Trust of the Trust,
dated as of __________, 19__ (as the same may be amended from time to time (the
"Declaration"), among Huntington Bancshares Incorporated, as Sponsor (the
"Company"), Milton D. Baughman, Beth A. Russell, and Paul V. Sebert, as Regular
Trustees, The Chase Manhattan Bank, as Property Trustee, and Chase Manhattan
Bank Delaware, as Delaware Trustee, and the holders, from time to time, of
undivided beneficial ownership interests in the assets of the Trust. Capitalized
terms used herein but not defined shall have the meaning given them in the
Declaration. The Holder is entitled to the benefits of the Guarantee to the
extent described therein. The Sponsor will provide a copy of the Declaration,
the Guarantee, and the
Indenture to a Holder without charge upon written request to the Sponsor at its
principal place of business.

Upon receipt of this certificate, the Holder is bound by the
Declaration and is entitled to the benefits thereunder.

By acceptance, the Holder agrees to treat, for United States federal
income tax purposes, the Debentures as indebtedness and the Capital Securities
as evidence of undivided indirect beneficial interests in the Debentures.

This Capital Security shall be governed by and interpreted in
accordance with the laws of the State of Delaware.

IN WITNESS WHEREOF, the Trust has executed this certificate this ___
day of ____________, 19__.


HUNTINGTON CAPITAL

By:
----------------------------
Name:
Title:


CERTIFICATE OF AUTHENTICATION

This is one of the Securities referred to in the within-mentioned
Declaration.

THE CHASE MANHATTAN BANK

By:
----------------------------
Authorized Signatory
EXHIBIT A-2



THIS CERTIFICATE IS NOT TRANSFERABLE


CERTIFICATE NO. NUMBER OF COMMON SECURITIES:

CERTIFICATE EVIDENCING COMMON SECURITIES
OF
HUNTINGTON CAPITAL ___

________ COMMON SECURITIES
(LIQUIDATION AMOUNT $______ PER COMMON SECURITY)


Huntington Capital ___, a statutory business trust created under the
laws of the State of Delaware (the "Trust"), hereby certifies that Huntington
Bancshares Incorporated (the "Holder") is the registered owner of common
securities of the Trust representing an undivided beneficial interest in the
assets of the Trust designated the _________ Common Securities (liquidation
amount $______ per Common Security) (the "Common Securities"). The Common
Securities are not transferable (except by operation of law) and any attempted
transfer thereof (except by operation of law) shall be void. The designation,
rights, privileges, restrictions, preferences, and other terms and provisions of
the Common Securities represented hereby are issued and shall in all respects be
subject to the provisions of the Amended and Restated Declaration of Trust of
the Trust, dated as of ______________, 19__ (as the same may be amended from
time to time, the "Declaration"), among Huntington Bancshares Incorporated, as
Sponsor, Milton D. Baughman, Beth A. Russell, and Paul V. Sebert, as Regular
Trustees, The Chase Manhattan Bank, as Property Trustee, and Chase Manhattan
Bank Delaware, as Delaware Trustee, and the holders, from time to time, of
undivided beneficial ownership interests in the assets of the Trust. The Holder
is entitled to the benefits of the Guarantee to the extent described therein.
Capitalized terms used herein but not defined shall have the meaning given them
in the Declaration. The Sponsor will provide a copy of the Declaration, the
Guarantee, and the Indenture to a Holder without charge upon written request to
the Sponsor at its principal place of business.

Upon receipt of this certificate, the Holder is bound by the
Declaration and is entitled to the benefits thereunder.

By acceptance, the Holder agrees to treat, for United States federal
income tax purposes, the Debentures as indebtedness and the Common Securities as
evidence of an undivided indirect beneficial interest in the Debentures.

A-2-1
This Common Security shall be governed by and interpreted in accordance
with the laws of the State of Delaware.

IN WITNESS WHEREOF, the Trust has executed this certificate this ____
day of _____________, 19__.


HUNTINGTON CAPITAL

By:
----------------------------
Name:
Title:

A-2-2