Good afternoon everyone. My name is Kenya and Iwill be your operator later today. At this time, I would like to welcomeeveryone to the Huntingtonthird quarter earnings quarter call. (Operator instructions) After thespeaker’s remarks, there will be a question and answer session. Thank you Mr.Gould, you may begin your conference.

Thank you Kenyaand welcome everybody. I am Jay Gould, Director of Investor Relations for Huntington. Copies of theslides we will be reviewing can be found on our website, huntinton.com. Thiscall is being recorded and will available as a re-broadcast starting about anhour from the close of the call. Please call the investor relations departmentat 614-480-5676 for more information on how to access these recordings orplaybacks, or should you have difficulty getting a copy of the slides. Slide two notes several aspects of basis of today’spresentation, I encourage you to read this. But let me point out a couple ofkey disclosures. This presentation contains both GAAP and non-GAAP financialmeasures, and where we believe it’s helpful to understanding Huntington’s results of operations orfinancial position. Where non-GAAP financial measures are used, the comparableGAAP financial measure as well as the reconciliation to the comparable GAAPfinancial measure can be found in the slide presentation in it’s appendix inthe press release and the quarterly financial reviews supplementing today’spress release or the 8-K filed with the SEC earlier today, all of which can befound on our website. Further, we relate certain significant one-time revenue andexpense items on an after tax per share basis. Also, some of the performance datawe will review are shown on an annualized basis and in the discussion of thatinterest income, we do this on a fully taxable equivalent basis. Slide three reviews additional aspects of the basis oftoday’s presentation and discussion. This includes how we will talk about theimpact of the Sky financial acquisition on our performance. You will recall,this acquisition closed on July 1, 2007. As such, impacted results for the fullquarter. Since Sky was about half the size of Huntington, this has resulted in significantchanges on an absolute basis for balance sheet income statement and other itemscompared with prior periods. It…

Thank you Jay, and welcome everyone. Turning to slide six,I’ll begin with a general overview of the quarter’s highlights. Tom will thenreview the quarter’s financial performance in some detail. And I’ll concludewith comments on our outlook for the 2007 fourth quarter. Marty and Tim will beavailable during the Q &A period. Turning to slide seven. In sum, we were pleased with thequarter. Reported earnings were $0.38 per share, and included $0.06 per sharemerger cost and $0.03 per share market related losses. At least $0.02 of whichwe do not expect will recur. Perhaps the main point I want to make today isthat we have the objective to continue to grow the business in the midst of themerger integration process, and we accomplished it. As we through the numbers and underlying trends, which arecertainly complicated by the acquisition of Sky Financial, this message shouldbe clear. We saw a nice loan and deposit growth in spite of the intenseactivity associated with the systems conversion of Sky, the training of newassociates, and customer transfers. We achieved annualized non-merger relatedgrowth of 8% for total average commercial loans, and 3% for average consumerloans. The average total deposits increased 6%. Net interest income grew by 2%on a link quarter non-merger related basis. (inaudible) performance was mixed. There was very goodgrowth in deposit service charges and other service charges, including debitfees. And their non-merger related brokerage and insurance income declined.This primarily represented seasonality in brokerage and property in casuallyinsures areas. Income for trust services, mortgage banking and other income wasdown, with the last two impacted by market related items. Don will detail thislater. September 22nd was the date of systems conversions, andwe’re very pleased that this could be accomplished in less than 90 daysfollowing the merger close. There were some bumps along the way, but we’ve seena positive…

Thanks Don. Turning to slide 24. As you know, when earnings guidance is givenit is our practice to do so on a GAAP basis unless otherwise noted. Such guidance includes the expected resultsof all significant forecasted activities. However guidance typically excludes selected items where the timing andfinancial impact is uncertain until the impact can be reasonably forecast andit excludes any unusual onetime items as well. Wallets are practiced to provide annual EPS guidance rangewhen it comes to the last quarter of the year this discussion really boils downto fourth quarter discussion as noted here. We’ll discuss our 2008 outlook in our January earnings call, in which wewill include $0.09 of earning secretions from merger deficiencies asexpected. We’re targeting 2007 fourth quarter earnings of $0.45 to$0.47 per share excluding merger costs. We anticipate that the economic environment will continue to benegatively impacted by weakness in residential real estate markets andstruggles in the automotive manufacturing and suppliers sector. It continues tobe our expectation that any impacts will be greatest in their SE Michigan or Northern Ohio markets. And however interest rates maychange we expect to maintain our customary relatively neutral interest raterisk position. Given this backdrop, here are our outlook comments, which onbalance have not changed much since last quarter. Revenue growth in the low to mid single digitrange. This is expected to reflect adead interest margin that is relatively stable compared to the third quarter’s3.52%. Annualized average total loan growth in the mid single digit range withcommercial in the mid to upper single digit range total consumer loans beingrelatively flat reflecting continued softness in residential mortgages and homeequity loan growth. Poor deposit growthin the low to mid single digit range. Non-interest expense growth in the mid tohigher single digit range. Non-interest incoming growth in the mid to higher singledigit range. Non-interest…

(Operator Instructions) The question comes from the line ofScott Siefers. Scott Siefers -Sandler O’Neill: Good afternoon guys, I just had a couple of questions. Tom Ithink at towards the beginning of your comments when you were kind of goingthrough the unusual items and then there the $0.03 of the market-to-marketissues in this quarter, I think you said two of those cents aren’t likely tooccur. I was just curious what you meant by that? In other words do you guys have something inthere that is likely to kind of come back again?

We really have no clearer picture quarter to quarter forwhat the MSR impact is going to be. This past quarter Scott it was larger thanit has been in the past we hoped that would be the case but we’re not predictingwhether it will or it won’t, obviously depends a lot on market volatility. Wedon’t expect to incur the same kind of right downs on securities that we didthis past quarter and so that comprises the bulk. Nor do we expect to have the(inaudible) negative market to market actually we had to take hedge fundinvestments so that’s really what I’m referring to. Scott Siefers -Sandler O’Neill: Okay thanks and then, I guess the next question would be forTim, I was hoping you could just kind of go through the way you’re thinkingabout the reserve and specifically what I was looking at was the economicreserve. And I guess I was just a little surprised to see it decline as apercent of loans just given kind of what’s gone on in the last quarter or soyou know it’s potentially increased risk over (inaudible), etc… How are youguys thinking about that piece of the reserve? What would it take for you tohave to boost that piece up, etc…?

This is Don, I’ll go ahead and take a crack at this and Timcan jump in and correct me if I lead too far astray. Essentially the ratiothere for the economic reserve is very consistent for what we would appear on aperformance base as of June 30th. Essentially, Sky had an unallocated reserveand essentially that becomes the economic reserve so what you’re looking at ischanges in that relative balance based on relative changes in those foureconomic indicators. The net contribution of all four of those indicators wasrelatively stable this past quarter and there wasn’t a huge change. Do you haveanything else on that?

I think that’s exactly correct.

So, I think. This is Tom, Scott. So, I think that componentof the reserve is as it always has been subject to change from this pointforward as the economic indicators we rely on which (inaudible). Scott Siefers -Sandler O’Neill: Okay. Sounds good thank you.

(Operator Instructions) We have on the line is Andrea Jao

Hello. Good Afternoon. Hello. I have a question for Tim. I was hope -- I know thatyou monitor you know the migration of credit markets of your commercialreal-estate portfolios.

Sure Andrea. The, uh, obviously we don’t have a lot ofhistory, as much history on the Sky portfolios as talking about for individualquarters right now. It’s pretty difficult. We have seen a general slow down inthe migration into the criticized classified area compared to a couple quartersago. Nothing really pops out dramatically one way or another at this point.We’re pretty pleased with some of the part… components of single-familybuilders as Tom mentioned the NPA ratio on that remained relatively constant.We haven’t seen a lot of improvements since our last deep dive or scrub of thatportfolio.

That sounds good actually. How about on changing gears, howabout on home equity are you seeing any impact of elevated foreclosures in thatportfolio?

Most of what we’ve seen in the home equity and residentialworld has been what I’d call market related or the loss given to fault. Westill feel pretty good about the migration into the default category as beingrelatively consistent. It’s more a matter of the losses given to (inaudible) atthis point and again that’s something we spend a great deal of time on andreally track on a month to month basis, talk about it quarterly.

Tim, this is Tom. I think your point of view historicallyhas been. You better be right about the people to whom you’re lending becausewhen you get to a default, the default is going to be the loss is going to besevere. So, that’s our concentration over the last few years, which has beentoward increasing the quality of the borrower to whom we’re lending. That’s alittle bit reflective at our decision a couple years ago or so to back way downon our reliance on brokered originations, you want to comment further on that.

Yeah, I think that’s exactly correct. We’ve had thatconversation in the past, we spend a great deal of time on the borrower thathas I think borne some fruit in this market as the real-estate values continueto decline we’re assuming that continued 1 to 2% decline overall in valuesacross our market at least through the course of 2008 and we will continue tofocus on the borrower in our underwriting decisions.

Great that helps, thank you very much.

Our next question comes from the line of Heather Wolf.

Hi Heather

I noticed you guys had a bit of a pick-up in the (inaudible)the auto book. I’m wondering if you could give us some color on your outlookthere?

Sure Heather, we have been over past over the course of thepast 4 quarters or so at what I call historically low levels and we talkedabout that over the course of those calls. We have anticipated a generalincrease back up to the ranges that we’ve laid out as our long-term goals andthis quarter, this quarter saw that move. I don’t think we’re going to see orwe will not see similar increases over the course of coming quarters, butprobably reasonably stable with our third quarter results.

Tim I think that we often see an increase in the thirdquarter (inaudible) over the second.

There are some clearly some (inaudible) of this associatedwith third and fourth quarter over second quarter from a comparison standpointand as we talked about or Tom mentioned that portfolio and that includes the Skypiece so there was some impact from that as well.

Okay and just to refresh your memories, what do you view asnormalized for the auto-book?

Auto (inaudible) 65-75 and leases in the 60-pointrange.

50 to 60, if you look at slide 129 Heather you see that thesummary of all the log categories.

Got it, got it thank you and then just one question on themargin. I don’t know if this was in the packet anywhere but can you tell uswhat your core margin did at the side merger?

I said our core margin was very stable, that we hadpredicted, we had shown margins in the second quarter at 350 range, we’re at352. I say core margin may have been down a basis point or two just because ofsome of the higher national market funding costs that not much impact overall.

Okay and do you expect any core improvement from that(inaudible)?

We are positioned by the interest rate neutrals we couldpossibly be right now so I don’t see any potential lift or harm from thatmovement or lack of movements going forward.

We’ve always thought Heather that the greater risk oropportunity for us comes from the competitive environment in our localmarkets…what national rates do.

Got it. Great thanks so much.

Our next question comes from the line of Andrew Marquardt.

Hi Andrew. Andrew? Operator?

Hi, can you guys here me?

Oh Yeah, there we go.

Okay. Thanks. Can youguys just review again Franklincredit, I appreciate the comments in the beginning, but can you flesh that outa little bit in terms of your view with regard to still being committed toreducing that relationship on an absolute and relative basis. Is there anycolor you can help provide if any with regard to the if that’s grown thisquarter if not do you have to change your amounts of reserves against it thisquarter? Thanks.

Hi this is Marty Adams, Tim and I will take the question wehave continued to consider to refinancing in the quarter and have done some forFranklin credit, we are also continuing to becommitted to reducing the overall level of exposure to Franklin credit so it’s just consistent withwhat we’ve told you in the past. Tim do you have anything to add to that?

I guess on the reserve question we did add a slight amountto the reserve as we applied our normal reserve methodology via the commercialgrading system to the portfolio from where it was as of June 30th on the Skybooks.

Okay, is it possible to quantify to find how many reservesare allocated to this (inaudible).

Andrew, this is Tom. I would say that we apply reserves toall of our loan relationships (inaudible) don’t feel we should discuss whatkind of reserves are established for any of our customers.

Okay. Thanks. Separately, with regards to new charges afterthe fourth quarter were 47 basis points that’s still above your normalizedrange of 35 to 45 basis points. When do you think one should get back to inthat range or should we expect at that kind of at the top end should hold for awhile, not given the environment, beyond, into 2008.

Andrew this is Don and we’ll be providing guidance for 2008in January. I’d say our charge-offs were higher than last quarter because ofthe commercial cut-off we saw from the last three credits, but also because theconsumer charge increased. We did say we expect consumer charge fee off thesystem with the current level for the next couple of quarters.

Don I think we’d be better to provide guidance in Januarywhen the overall charge operates.

Okay Great. Thank you.

Thanks, Andrew.

Our next question comes from the line of Fred Cummings

Fred?

Hey Jay

Fred.

Actually, most of my questions have been answered, but I didhave one and I don’t think anyone’s asked about the any deposit attrition inwhat you were planning for and how things have gone it’s still pretty early onthat front and then even more importantly the, your ability to retain keyproduction of a personnel?

Hey, Fred, this is Marty Adams and again it’s nice to have aquestion about the conversion integration, which occurred on the 22nd ofSeptember, as you know it was very significant. As Tom mentioned we grew by(inaudible) percent and are very pleased so far. We did have consolidation ofapproximately 88 offices, but we had as we talked about in the last call aneffort to really contact individually and tell what was happening to eachcustomer all the highly valued customers we did that we showed a lot of successout there. The conversion went very well overall and what helped that wasretaining the Sky associates coming over to Huntington. We did have 7 individuals who hadnot been with Sky very long leave and go with an (inaudible) competitor to theCleveland Market other than that we’re very very pleased how that went.

Fred this is Tom, I don’t think there’s any question thatthere has been customer attrition there always is but I personally have talkedto many Sky business customers as has. Marty, consistently the message we’regetting is… Really looking forward to our relationship with Huntingtonand so we very much believe that any customer attrition will be well within theassumptions we made when we announced the transaction last December and nothingreally out of the ordinary.

And just one other question just to clarify on this Franklincredit situation if and when you reduce the size of your exposure to Franklinwill you indeed communicate that to investors or is going to be a function ofinvestors having to look at 10-Q.

Fred as much as there is a desire which we understand andrespect on the part of investors and analysts to get lots of information herewe probably wouldn’t disclose the extent of a credit relationship we had withyou if it were in question and more can we do so with this one so to the degreethat Franklin chooses to provide the information than we certainly respect thatbut we are limited I hope everybody understands why in the amount ofinformation we can provide directly.

OK, thanks Tom.

Thanks Fred.

Your next question comes from the line Mike Holton.

Hi Mike

Clarification of something that I think Tim may have saidearlier Tim did you say that you’re assumption was for one, two 2% in terms ofhome pricing depreciation in 2008 across your footprint?

Correct.

That seems like that may not be conservative enough.

This is Tom. One of the things you have to keep in mind isour markets were not driven higher through speculation we never had priceappreciation in many of our markets so if you’re getting a lot of pricedepreciation on the coast for example there is probably good reason for thatand we fully we see that our markets are soft. They are particularly soft in SE Michigan in SE Michigan theprice depreciation has been more than that and will continue to be more thanbut if you look across the Huntington footprint in the Midwest I think that1-2% or so depreciation probably works out to be on target.

I think that as Tom mentioned it clearly is differentiatedby region SE Michigan is problematic for us but it also reflects what webelieve our portfolio contains so if I was talking about the entire key of theregions we operate I might have a little different opinion that is based on whowe are lending to and what we expect to happen to our properties.

Operator?

At this time there are no further questions.

OK, I would like to thank everybody for participating in ourcall than if you have follow up questions as always give Jack and me a callwe’ll see you next quarter. Bye.