FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Dunlap James E
  2. Issuer Name and Ticker or Trading Symbol
HUNTINGTON BANCSHARES INC/MD [HBAN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Regional Banking Group Pres.
(Last)
(First)
(Middle)
HUNTINGTON CENTER, 41 S. HIGH STREET
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2015
(Street)

COLUMBUS, OH 43287
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/01/2015   A   30,532 (1) A $ 0 310,511 D  
Common Stock 05/01/2015   F   12,395 (2) D $ 10.89 298,116 D  
Common Stock               35,620 I By Issuer's Investment and Tax Savings Plan (401(k) Plan)
Common Stock               50,612 I By Issuer's Supplemental Stock Purchase and Tax Savings Plan
Common Stock               8,203 I by Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee/Director Stock Option (Right to Buy) $ 10.89 05/01/2015   A   55,447   05/01/2016(3) 05/01/2025 Common Stock 55,447 $ 0 55,447 D  
Employee/Director Stock Option (Right to Buy) $ 6.77             05/01/2013 05/01/2019 Common Stock 96,765   96,765 D  
Employee/Director Stock Option (Right to Buy) $ 7.06             05/01/2014 05/01/2020 Common Stock 124,712   124,712 D  
Employee/Director Stock Option (Right to Buy) $ 9.08             05/01/2015 05/01/2021 Common Stock 66,211   66,211 D  
Employee/Director Stock Option (Right to Buy) $ 6.97             07/21/2009 07/21/2015 Common Stock 14,347   14,347 D  
Employee/Director Stock Option (Right to Buy) $ 6.02             07/25/2014 07/25/2018 Common Stock 401,720   401,720 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Dunlap James E
HUNTINGTON CENTER
41 S. HIGH STREET
COLUMBUS, OH 43287
      Regional Banking Group Pres.  

Signatures

 Elizabeth B. Moore   05/05/2015
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) An award of restricted stock units, to be settled in shares of common stock, that vests in two installments: 50% on the third anniversary of the date of grant and 50% on the fourth anniversary of the date of grant.
(2) Shares were withheld to cover the associated tax liability upon the vesting of an RSU award previously granted on May 1, 2012.
(3) The options become exercisable in 4 equal annual increments beginning on the first anniversary of the date of grant. The date reported is the first anniversary when a portion of the options first become exercisable.

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