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) October 31, 2006
                                                 ----------------

                          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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On October 31, 2006, the registrant issued a press release reporting its
financial results for the nine months ended September 30, 2006. A copy of the
press release is attached hereto as Exhibit 99.1 to this Current Report on
Form 8-K.

ITEM 8.01 OTHER EVENTS

On October 31, 2006, the registrant issued a press release announcing a cash
dividend. A copy of the press release is attached hereto as Exhibit 99.1 to the
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 October 31, 2006 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 Financial Officer and
                                                         Treasurer

November 1, 2006

EX-99.1

                                                                    EXHIBIT 99.1

FOR IMMEDIATE RELEASE
- ---------------------

Hudson Valley Holding Corp.                          CONTACT
21 Scarsdale Road                                    -------
Yonkers, NY 10707                                    Stephen R. Brown
                                                     Sr. EVP, CFO and Treasurer
                                                     (914) 771-3212 (Earnings)

                                                     Wendy Croker
                                                     VP, Shareholder Relations
                                                     (914) 771-3214 (Dividend)

                           HUDSON VALLEY HOLDING CORP.
                       REPORTS RECORD NINE MONTH EARNINGS
                           AND ANNOUNCES CASH DIVIDEND

      YONKERS, NY, October 31, 2006 ... James J. Landy, President and Chief
Executive Officer, Hudson Valley Holding Corp., announced earnings for the nine
months ended September 30, 2006. Earnings for the nine month period were $25.3
million, compared to $23.2 million for the same period in 2005, an increase of
9%. Diluted earnings per share were $3.01 compared to $2.80 for the same period
last year. Mr. Landy emphasized that this significant growth in earnings was the
result of strong loan demand, continued deposit growth and an increase in
investment management services. In addition, Mr. Landy announced that, as of
September 30, 2006, assets totaled $2.2 billion, deposits totaled $1.5 billion,
and net loans totaled $1.2 billion.

      Further, William E. Griffin, Chairman of the Board, noting the continued
excellent performance of the Company, announced that the Board of Directors has
declared a cash dividend of $0.49 per share payable to all shareholders of
record as of the close of business November 10, 2006. The dividend will be
distributed to shareholders on or about November 17, 2006.

Hudson Valley Holding Corp. (HUVL), headquartered in Yonkers, NY, is the parent
company of two independently owned local banks, Hudson Valley Bank (HVB) and
NYNB Bank (NYNB). Hudson Valley Bank is a Westchester based bank with more than
$2 billion in assets, serving the metropolitan area with 21 branches located in
Westchester, the Bronx, Manhattan and Queens. HVB specializes in providing a
full range of financial services to businesses, professional services firms,
not-for-profit organizations and individuals; and provides investment management
services through a subsidiary, A. R. Schmeidler & Co., Inc. NYNB Bank is a Bronx
based bank with approximately $140 million in assets serving the local
communities of the South Bronx, Upper Manhattan and


Roosevelt Island with five branches. NYNB provides a full range of financial
services to individuals, small businesses and not-for-profit organizations in
its local markets. Hudson Valley Holding Corp.'s stock is traded under the
ticker symbol "HUVL" on the OTC Bulletin Board. Additional information on Hudson
Valley Bank and NYNB Bank can be obtained on their respective web-sites at
www.hudsonvalleybank.com and www.nynb.com.

                                      ###

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This press release contains forward-looking statements made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. These
statements refer 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, level of
activity, performance or achievements to be materially different from any future
results, level of activity, performance or achievements expressed or implied by
these forward-looking statements. Factors that may cause actual results to
differ materially from those contemplated by such forward-looking statements
include, but are not limited to, material adverse changes in the Company's
operations or earnings, or a decline in the economy in the New York Metropolitan
area. 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.