8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549




                                    FORM 8-K

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



Date of Report (Date of earliest event reported) August 31, 2004
                                                 ---------------

                          Hudson Valley Holding Corp.
               --------------------------------------------------
               (Exact Name of Registrant as specified in charter)



       New York                      030525                13-3148745
- -------------------------         ------------         -------------------
(State or other jurisdic-         (Commission            (IRS Employer
 tion of incorporation)           File Number)         Identification No.)


  21 Scarsdale Road, Yonkers New York                   10707
- ----------------------------------------              ----------
(Address of principal executive offices)              (Zip Code)



Registrant's telephone number, including area code  (914) 961-6100
                                                   ----------------


 Not applicable
- --------------------------------------------------------------
(Former name or former address, if changed since last report.)




Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]      Written communications pursuant to Rule 425 under the Securities Act
         (17 CFR 230.425)

[ ]      Soliciting material pursuant to Rule 14a.-12 under the Exchange Act
         (17 CFR 240.14a-12)

[ ]      Pre-commencement communications pursuant to Rule 14d-2(b) under the
         Exchange Act (17 CFR 240.14d-2(b))

[ ]      Pre-commencement communications pursuant to Rule 13e-4(c) under the
         Exchange Act (17 CFR 240.13e-4(c))


ITEM 8.01 OTHER EVENTS

On August 31, 2004, the registrant issued a press release announcing a stock
repurchase program. A copy of the press release is attached hereto as Exhibit
99.1 to this Current Report on Form 8-K.

This Current Report on Form 8-K contains forward-looking statements made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. These statements relate to future events or our future
financial performance. We have attempted to identify forward-looking statements
by terminology including "anticipates," "believes," "can," "continue," "could,"
"estimates," "expects," "intends," "may," "plans," "potential," "predicts,"
"should" or "will" or the negative of these terms or other comparable
terminology. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors, that may cause our or the banking
industry's actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS


Exhibit No.     Description
- -----------     -----------
             
99.1            Press release dated August 31, 2004 issued by Hudson Valley
                Holding Corp.



                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                       HUDSON VALLEY HOLDING CORP.

                                       By:  /s/ STEPHEN R. BROWN
                                           ---------------------------------
                                           Senior Executive Vice President,
                                           Chief Operating Officer, Chief
                                           Financial Officer

September 1, 2004

EX-99.1

                                                                    Exhibit 99.1




FOR IMMEDIATE RELEASE
Hudson Valley Holding Corp.                  Contact:  Wendy Croker
21 Scarsdale Road                                      VP, Shareholder Relations
Yonkers, NY 10707                                      (914) 771-3214




                           HUDSON VALLEY HOLDING CORP.
                       ANNOUNCES STOCK REPURCHASE PROGRAM


     Yonkers, N.Y., August 31, 2004 - William E. Griffin, Chairman of the Board
of Hudson Valley Holding Corp. announced the approval by the Board of Directors
of a program, effective September 1, 2004, to repurchase up to 75,000 of its
shares at a price of $39.00 per share, or a price of $45.00 per share for a
transaction of at least 2,000 shares. This offer expires December 10, 2004.

     Griffin, noting the continued strong financial performance of the Company,
said the Board increased the per share repurchase price by $0.75 to $39.00 and
by $1.00 to $45.00 for transactions of at least 2,000 shares.

     Hudson Valley Holding Corp., headquartered in Yonkers, NY, is the parent
company of Hudson Valley Bank, Westchester's largest independently owned Bank
with 19 branches located in the Bronx, Manhattan and Westchester and loan
production offices in Dutchess County and Queens. The Bank specializes in
providing a full range of financial services to small businesses, professional
services firms, not-for-profit organizations and individuals. The Company's
stock is traded under the ticker symbol "HUVL" on the OTC Bulletin Board.
Additional information on the Bank can be obtained on our web-site at
www.hudsonvalleybank.com.


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