8-K

UNITED STATES

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)

July 23, 2007

CITY HOLDING COMPANY

(Exact Name of Registrant as Specified in its Charter)

Commission File Number: 0-17733

West Virginia	55-0169957
(State or Other Jurisdiction of	(I.R.S. Employer
Incorporation or Organization)	Identification No.)

25 Gatewater Road, Cross Lanes, WV 25313

(Address of Principal Executive Offices, Including Zip Code)

304-769-1100

(Registrant’s Telephone Number, Including Area Code)

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 (see General Instruction A.2. below):

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

¨ Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

¨ 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 (17CFR240.13e-4(c))

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Section 2 - Financial Information

Item 2.02 Results of Operations and Financial Condition.

On July 23, 2007, City Holding Company (“the Company”) issued a news release, attached as Exhibit 99.1, announcing the Company’s second quarter 2007 earnings results. Furnished as Exhibit 99.1 and incorporated herein by reference is the news release issued by the Company.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

99.1 News Release issued July 23, 2007

Signatures

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the Undersigned hereunto duly authorized.

Dated: July 24, 2007	City Holding Company
By:	/s/ David L. Bumgarner
	David L. Bumgarner
	Chief Financial Officer

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EX-99.1

Exhibit 99.1

NEWS RELEASE

For Immediate Release

July 23, 2007

For Further Information Contact:

Charles R. Hageboeck, Chief Executive Officer and President

(304) 769-1102

City Holding Company Announces Second Quarter Earnings

Charleston, West Virginia – City Holding Company, “the Company” (NASDAQ:CHCO), a $2.5 billion bank holding company headquartered in Charleston, today announced net income for the second quarter of $12.3 million or $0.72 per diluted share compared to $13.8 million or $0.77 per diluted share in the second quarter of 2006.  For the second quarter of 2007, the Company achieved a return on assets of 1.94%, a return on equity of 16.1%, a net interest margin of 4.32%, and an efficiency ratio of 45.7%.  This compares with a return on assets of 2.17%, a return on equity of 18.8%, a net interest margin of 4.58%, and an efficiency ratio of 44.1% for the comparable period of 2006.

Charles Hageboeck, Chief Executive Officer and President, noted, “The Company’s earnings for the second quarter of 2007 decreased by $1.4 million.  Decreases of $0.7 million in interest income associated with previously securitized loans (the average balances of which decreased 53%), and $0.6 million in lower credit card fee income as a result of the sales of our retail portfolio and merchant credit card processing agreements were previously anticipated.  Additionally, the Company recorded an increase of $0.9 million to our provision for loan losses due to difficulties encountered by a single borrower during the quarter. As a result, the provision recorded during the second quarter was $1.6 million and nonaccrual loans increased by $5.0 million.  Despite this increase in non-performing assets, the Company’s asset quality remains strong and comparable to our peer group (bank holding companies with total assets between $1 and $5 billion).  Although the Company has incurred higher provision for loan losses than it has since the fourth quarter of 2001, the Company remains one of the most profitable banks in the industry with return on assets of 1.94%.  We continue to focus on maintaining City’s status as one of the most profitable banks in the industry while focusing on achieving reasonable growth given the markets in which we operate.  To that end, we opened a new branch in Ripley, WV and relocated our Company’s eastern panhandle headquarters into a new 7,500 square foot office in Martinsburg, WV during the second quarter.  We also broke ground for our new branch location in Princeton, WV during the second quarter and expect this branch to open in November 2007.  Additionally we are pleased to announce plans to open a new branch in Hurricane, WV during the first quarter of 2008.

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The two largest sources of non-interest income – branch service charges and insurance revenues, both showed solid growth in the second quarter, and the Company has continued to recruit additional talent to strengthen our ability to compete effectively in our markets.  During the quarter, the Company was able to repurchase 305,900 shares of its common stock and maintain its strong tangible equity to tangible assets ratio of 9.6% at June 30, 2007.    We look forward to continuing our solid performance for our shareholders despite the many challenges currently facing financial services institutions.”

Balance Sheet Trends

As compared to December 31, 2006, loans have increased $52.9 million (3.2%) at June 30, 2007 with increases in loans to depository institutions of $35.0 million, (140.0%), home equity loans of $8.5 million (2.6%), commercial loans of $7.7 million (1.1%), installment loans of $4.5 million (10.4%), and residential real estate loans of $2.5 million (0.4%).  These increases were partially offset by decreases in previously securitized loans of $5.3 million (see Previously Securitized Loans).

Total average depository balances increased $32.2 million, or 1.6%, from the quarter ended December 31, 2006 to the quarter ended June 30, 2007.  This growth was primarily in savings and time deposits, which have increased $27.5 million and $7.9 million, respectively.

Net Interest Income

The Company’s tax equivalent net interest income decreased $1.6 million, or 6.1%, from $26.2 million during the second quarter of 2006 to $24.6 million during the second quarter of 2007.  This decrease is attributable to two factors.  First, the Company experienced a decrease of $0.7 million in interest income from previously securitized loans in the second quarter of 2007 as compared to the second quarter of 2006 as the average balance of these loans decreased 53.4%.  The decrease in average balances was partially mitigated by an increase in the yield on these loans from 41.9% for the second quarter of 2006 to 66.4% for the second quarter of 2007 (see Previously Securitized Loans).  Secondly, during the third quarter of 2006, the Company sold its retail credit card portfolio.  Average credit card loans outstanding were $13.1 million in the second quarter of 2006. This resulted in a decrease in interest income of $0.5 million from the second quarter of 2006.  An increase of $2.6 million in interest income from all other loans (commercial, residential, home equity, and consumer) was offset by an increase of $2.6 million in interest expense on deposits.

The Company’s net interest margin was 4.32% in the second quarter of 2007 as compared to 4.58% in the second quarter of 2006.  The decline in the net interest margin can be partially attributed to lower interest income from previously securitized loans and the loss of interest income due to the sale of the retail credit card portfolio.  Excluding these assets, the Company’s net interest margin decreased 15 basis points from 4.20% during the second quarter of 2006 to 4.05% for the second quarter of 2007.  This compression is due to an increase in the rate paid on total interest-bearing liabilities, and reflects an increase in the cost of time deposits.

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Credit Quality

At June 30, 2007, the Allowance for Loan Losses (“ALLL”) was $16.6 million or 0.96% of total loans outstanding and 145% of non-performing loans compared to $16.1 million or 0.95% of loans outstanding and 236% of non-performing loans at March 31, 2007, and $15.4 million or 0.92% of loans outstanding and 385% of non-performing loans at December 31, 2006.

As a result of the Company’s quarterly analysis of the adequacy of the ALLL, the Company recorded a provision for loan losses of $1.6 million in the second quarter of 2007 compared to $0.7 million for the comparable period in 2006.  The Company’s provision reflects the difficulties encountered by one of the Company’s borrowers (which has been engaged in residential construction of several properties) and the downgrade of five related credits.  While the downgrade of this credit relationship unfavorably impacted the provision and resulted in an increase in nonaccrual loans of $5.0 million, the quality of the Company’s loan portfolio (exclusive of the aforementioned credits) continues to improve.  Total past due loans have declined 15% from $9.9 million at December 31, 2006 to $8.3 million at June 30, 2007.  This improvement has been primarily associated with residential real estate loans (down 1.2 million or 26%) from December 31, 2006.  Changes in the amount of the provision and related allowance are based on the Company’s detailed methodology and are directionally consistent with changes in credit quality and growth and changes in the composition and quality of the Company’s loan portfolio.

The Company had net charge-offs of $1.1 million for the second quarter of 2007, with depository accounts representing $0.6 million (or approximately 55%) of this total. While charge-offs on depository accounts are appropriately taken against the ALLL, the revenue associated with depository accounts is reflected in service charges and has been steadily growing as the core base of checking accounts has grown.  Net charge-offs on residential and commercial loans were $0.4 million and $0.1 million, respectively, while installments loans experienced no net charge-offs for the quarter ended June 30, 2007.  The increase in residential loans was primarily related to four credits that had been appropriately considered in establishing the allowance for loan losses in prior periods.  The Company has experience annualized net charge-offs related to loans (excluding overdrafts) of 0.13% for 2007 year to date compared with 0.11% for 2006 and 0.22% for 2005.  The trend in net charge-offs is attributable to declines in balances of loans originated prior to 2002 (including loans acquired as part of the Classic Bancshares acquisition).  At June 30, 2007, balances of loans written subsequent to 2002 comprise approximately 75% of total loan balances.

The Company’s ratio of non-performing assets to total loans and other real estate owned increased from 0.44% at March 31, 2007 to 0.71% at June 30, 2007 as a result of the downgrade of the credit relationship discussed earlier.  Our ratio of non-performing assets to total loans continues to compare favorably to that of our peer group (bank holding companies with total assets between $1 and $5 billion), which reported average non-performing assets as a percentage of loans and other real estate owned of 0.80% for the most recently reported quarter ended March 31, 2007.  The composition of the Company’s loan portfolio, which is weighted more heavily toward residential mortgage loans and less towards non-real estate secured commercial

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loans than that of our peers, has allowed us to maintain a lower allowance in comparison to peers.  In addition, the sale of the Company’s credit card portfolio resulted in a reduction of the allowance of $1.4 million during 2006.  As a result, the Company’s ALLL as a percentage of loans outstanding is 0.96% at June 30, 2007.  The Company believes its methodology for determining the adequacy of its ALLL adequately provides for probable losses inherent in the loan portfolio and produces a provision and allowance for loan losses that is directionally consistent with changes in asset quality and loss experience.

 Non-interest Income

Net of investment security gains, non-interest income increased $0.2 million to $13.6 million in the second quarter of 2007 as compared to $13.4 million in the second quarter of 2006.  The largest source of non-interest income is service charges from depository accounts, which increased $0.5 million, or 4.8%, from $10.9 million during the second quarter of 2006 to $11.4 million during the second quarter of 2007.  Insurance commission revenues increased $0.3 million, or 59.7% due to the hiring of additional staff by City Insurance to provide worker’s compensation insurance to West Virginia businesses and to bolster the Company’s team of insurance agents focused on selling directly to retail customers.  Partially off-setting these increases was a decrease in other income of $0.5 million due to lower credit card fee income as a result of the sale of the retail credit card portfolio during the third quarter of 2006 and the sale of the merchant credit card processing agreements during the first quarter of 2007.

Non-interest Expenses

Non-interest expenses remained flat at $17.5 million for both the second quarter of 2006 and the second quarter of 2007.  Salaries and employee benefits increased $0.2 million, or 1.7%, from the second quarter of 2006 due to additional staffing while bankcard expenses increased $0.1 million, or 30.3%, due to increased usage by customers.  These increases were essentially offset by decreases in other expenses of $0.2 million, or 8.9% due to the sales of the retail and merchant credit card portfolios and a decrease of $0.2 million, or 32.6%, in professional fees that was attributable to lower legal and consulting expenses.

The Company’s efficiency ratio declined modestly from 44.1% for the quarter ended June 30, 2006 to 45.7% for the quarter ended June 30, 2007.  This decline is directly attributable to a decrease in the Company’s net interest income, as non-interest expenses remained stable from the second quarter of 2006 to the second quarter of 2007.  The average efficiency ratio for the Company’s peer group for the most recently reported quarter was 59.0%.

Previously Securitized Loans

At June 30, 2007, the Company reported “Previously Securitized Loans” of $10.3 million compared to $12.7 million at March 31, 2007, $15.6 million at December 31, 2006, and $22.3 million at June 30, 2006, respectively.  The balance of previously securitized loans has decreased 19.0%, 33.8%, and 53.6% from March 31, 2007, December 31, 2006, and June 30, 2006, respectively.  The yield on the previously securitized loans was 66.4% for the quarter ended June 30, 2007, compared to 49.5% for the quarter ended March 31, 2007, 46.6% for the quarter ended

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December 31, 2006, and 41.9% for the quarter ended June 30, 2006.  The yield on the previously securitized loans has increased due to improved cash flows as net default rates have been less than previously estimated and increased prepayment rates that have continued to exceed our previous estimates.  The default rates have decreased as a result of the Company’s assumption of the servicing of all of the pool balances during the second quarter of 2005.  Subsequent to our assumption of the servicing of these loans, the Company has averaged net recoveries but does not believe that the trend of net recoveries can be sustained indefinitely.

Capitalization and Liquidity

One of the Company’s strengths is that it is highly profitable while maintaining strong liquidity and capital.  With respect to liquidity, the Company’s loan to deposit ratio was 85.9% and the loan to asset ratio was 68.5% at June 30, 2007.  The Company maintained investment securities totaling 19.6% of assets as of June 30, 2007.  Further, the Company’s deposit mix is weighted heavily toward checking and saving accounts that fund 43.3% of assets at June 30, 2007.  Time deposits fund 36.5% of assets at June 30, 2007, but very few of these deposits are in accounts that have balances of more than $150,000, reflecting the core retail orientation of the Company.

The Company is also strongly capitalized. With respect to regulatory capital, at June 30, 2007, the Company’s Leverage Ratio is 10.52%, the Tier I Capital ratio is 15.15 %, and the Total Risk-Based Capital ratio is 16.12%.  These regulatory capital ratios are significantly above levels required to be considered “well capitalized,” which is the highest possible regulatory designation.

During the quarter ended June 30, 2007, the Company repurchased 305,900 common shares at a weighted average price of $38.53 as part of a one million share repurchase plan authorized by the Board of Directors in December 2006.  The Company’s tangible equity ratio was 9.6% at June 30, 2007 compared with a tangible equity ratio of 10.0% at December 31, 2006.

City Holding Company is the parent company of City National Bank of West Virginia.  City National operates 68 branches across West Virginia, Eastern Kentucky and Southeastern Ohio.

Forward-Looking Information

This news release contains certain forward-looking statements that are included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Such information involves risks and uncertainties that could result in the Company's actual results differing from those projected in the forward-looking statements. Important factors that could cause actual results to differ materially from those discussed in such forward-looking statements include, but are not limited to, (1) the Company may incur additional loan loss provision due to negative credit quality trends in the future that may lead to a deterioration of asset quality; (2) the Company may incur increased charge-offs in the future; (3) the Company may experience increases in the default rates or decreased prepayments on previously securitized loans that would result in impairment losses or lower the yield on such loans; (4) the Company may continue to benefit from strong recovery efforts on previously securitized loans resulting in improved yields on these assets; (5)  the Company could have adverse legal actions of a material

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nature; (6) the Company may face competitive loss of customers; (7) the Company may be unable to manage its expense levels; (8) the Company may have difficulty retaining key employees; (9) changes in the interest rate environment may have results on the Company’s operations materially different from those anticipated by the Company’s market risk management functions; (10) changes in general economic conditions and increased competition could adversely affect the Company’s operating results; (11) changes in other regulations and government policies affecting bank holding companies and their subsidiaries, including changes in monetary policies, could negatively impact the Company’s operating results; and (12) the Company may experience difficulties growing loan and deposit balances.  Forward-looking statements made herein reflect management's expectations as of the date such statements are made. Such information is provided to assist stockholders and potential investors in understanding current and anticipated financial operations of the Company and is included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances that arise after the date such statements are made.

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CITY HOLDING COMPANY AND SUBSIDIARIES
Financial Highlights
(Unaudited)
	Three Months Ended June 30,						Percent
	2007			2006			Change
Earnings ($000s, except per share data):
Net Interest Income (FTE)	$	24,566		$	26,171			(6.13	)%
Net Income		12,322			13,761			(10.46	)%
Earnings per Basic Share		0.72			0.78			(7.69	)%
Earnings per Diluted Share		0.72			0.77			(6.49	)%
Key Ratios (percent):
Return on Average Assets		1.94	%		2.17	%		(10.30	)%
Return on Average Equity		16.06	%		18.83	%		(14.70	)%
Net Interest Margin		4.32	%		4.58	%		(5.72	)%
Efficiency Ratio		45.68	%		44.11	%		3.56	%
Average Shareholders' Equity to Average Assets		12.11	%		11.51	%		5.19	%
Consolidated Risk Based Capital Ratios (a):
Tier I		15.15	%		14.57	%		3.98	%
Total		16.12	%		15.44	%		4.40	%
Average Tangible Equity to Average Tangible Assets		9.58	%		9.13	%		4.87	%
Common Stock Data:
Cash Dividends Declared per Share	$	0.31		$	0.28			10.71	%
Book Value per Share		17.40			16.24			7.14	%
Tangible Book Value per Share		13.95			12.86			8.49	%
Market Value per Share:
High		40.93			37.31			9.70	%
Low		37.67			34.53			9.09	%
End of Period		38.33			36.14			6.06	%
Price/Earnings Ratio (b)		13.31			11.58			14.90	%
	Six Months Ended
	Six Months Ended June 30,						Percent
	2007			2006			Change
Earnings ($000s, except per share data):
Net Interest Income (FTE)	$	49,236		$	52,276			(5.82	)%
Net Income		25,553			26,627			(4.03	)%
Earnings per Basic Share		1.48			1.49			(0.67	)%
Earnings per Diluted Share		1.48			1.49			(0.67	)%
Key Ratios (percent):
Return on Average Assets		2.02	%		2.12	%		(4.37	)%
Return on Average Equity		16.59	%		18.10	%		(8.29	)%
Net Interest Margin		4.36	%		4.64	%		(6.04	)%
Efficiency Ratio		45.29	%		44.69	%		1.34	%
Average Shareholders' Equity to Average Assets		12.19	%		11.69	%		4.28	%
Common Stock Data:
Cash Dividends Declared per Share	$	0.62		$	0.56			10.71	%
Market Value per Share:
High		41.54			37.64			10.36	%
Low		37.67			34.53			9.09	%
(a) June 30, 2007 risk-based capital ratios are estimated
(b) June 30, 2007 price/earnings ratio computed based on annualized second quarter 2007 earnings

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CITY HOLDING COMPANY AND SUBSIDIARIES
Financial Highlights
(Unaudited)
Book Value and Market Price Range per Share
									Market Price
	Book Value per Share								Range per Share
	March 31		June 30		September 30		December 31		Low		High
2003	$	10.10	$	10.74	$	11.03	$	11.46	$	25.50	$	37.15
2004		12.09		11.89		12.70		13.03		27.30		37.58
2005		13.20		15.56		15.99		16.14		27.57		39.21
2006		16.17		16.17		16.99		17.46		34.53		41.87
2007		17.62		17.40						37.67		40.93
Earnings per Basic Share
	Quarter Ended
	March 31		June 30		September 30		December 31		Year-to-Date
2003	$	0.56	$	0.73	$	0.69	$	0.64	$	2.62
2004		0.66		0.80		0.66		0.67		2.79
2005		0.70		0.72		0.73		0.72		2.87
2006		0.71		0.78		0.78		0.74		3.00
2007		0.76		0.72						1.48
Earnings per Diluted Share
	Quarter Ended
	March 31		June 30		September 30		December 31		Year-to-Date
2003	$	0.55	$	0.72	$	0.68	$	0.63	$	2.58
2004		0.65		0.79		0.65		0.66		2.75
2005		0.69		0.71		0.72		0.72		2.84
2006		0.71		0.77		0.77		0.74		2.99
2007		0.76		0.72						1.48

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CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Statements of Income
(Unaudited) ($ in 000s, except per share data)
	Three Months Ended June 30,
	2007		2006
Interest Income
Interest and fees on loans	$	31,947	$	30,451
Interest on investment securities:
Taxable		6,752		7,489
Tax-exempt		427		455
Interest on loans held for sale		-		200
Interest on deposits in depository institutions		113		415
Interest on federal funds sold		291		-
Total Interest Income		39,530		39,010
Interest Expense
Interest on deposits		13,077		10,520
Interest on short-term borrowings		1,694		1,326
Interest on long-term debt		425		1,239
Total Interest Expense		15,196		13,085
Net Interest Income		24,334		25,925
Provision for loan losses		1,600		675
Net Interest Income After Provision for Loan Losses		22,734		25,250
Non-Interest Income
Investment securities gains		45		-
Service charges		11,426		10,903
Insurance commissions		832		521
Trust and investment management fee income		437		504
Bank owned life insurance		585		678
Other income		364		857
Total Non-Interest Income		13,689		13,463
Non-Interest Expense
Salaries and employee benefits		8,912		8,764
Occupancy and equipment		1,525		1,624
Depreciation		1,109		1,071
Professional fees		385		571
Postage, delivery, and statement mailings		569		689
Advertising		880		755
Telecommunications		460		525
Bankcard expenses		597		458
Insurance and regulatory		383		381
Office supplies		442		372
Repossessed asset losses (gains), net of expenses		9		(129	)
Other expenses		2,254		2,474
Total Non-Interest Expense		17,525		17,555
Income Before Income Taxes		18,898		21,158
Income tax expense		6,576		7,397
Net Income	$	12,322	$	13,761
Basic earnings per share	$	0.72	$	0.78
Diluted earnings per share	$	0.72	$	0.77
Average Common Shares Outstanding:
Basic		17,100		17,719
Diluted		17,158		17,772

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CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Statements of Income
(Unaudited) ($ in 000s, except per share data)
	Six months ended June 30
	2007			2006
Interest Income
Interest and fees on loans	$	63,411		$	60,014
Interest on investment securities:
Taxable		13,686			14,748
Tax-exempt		855			922
Interest on loans held for sale		-			200
Interest on deposits in depository institutions		230			566
Interest on federal funds sold		547			-
Total Interest Income		78,729			76,450
Interest Expense
Interest on deposits		25,788			19,721
Interest on short-term borrowings		3,207			2,452
Interest on long-term debt		957			2,499
Total Interest Expense		29,952			24,672
Net Interest Income		48,777			51,778
Provision for loan losses		2,500			1,675
Net Interest Income After Provision for Loan Losses		46,277			50,103
Non-Interest Income
Investment securities gains		45			-
Service charges		21,489			20,764
Insurance commissions		1,844			1,135
Trust and investment management fee income		1,005			1,070
Bank owned life insurance		1,281			1,215
Gain on sale of credit card merchant agreements		1,500			-
Other income		877			1,667
Total Non-Interest Income		28,041			25,851
Non-Interest Expense
Salaries and employee benefits		17,969			17,396
Occupancy and equipment		3,162			3,223
Depreciation		2,179			2,121
Professional fees		788			966
Postage, delivery, and statement mailings		1,346			1,333
Advertising		1,732			1,529
Telecommunications		915			1,001
Bankcard expenses		1,115			1,001
Insurance and regulatory		768			769
Office supplies		897			754
Repossessed asset (gains), net of expenses		(5	)		(125	)
Loss on early extinguishment of debt		-			282
Other expenses		4,256			4,802
Total Non-Interest Expense		35,122			35,052
Income Before Income Taxes		39,196			40,902
Income tax expense		13,643			14,275
Net Income	$	25,553		$	26,627
Basic earnings per share	$	1.48		$	1.49
Diluted earnings per share	$	1.48		$	1.49
Average Common Shares Outstanding:
Basic		17,230			17,860
Diluted		17,292			17,917

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CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Statements of Changes in Stockholders' Equity
(Unaudited) ($ in 000s)
	Three Months Ended
	June 30, 2007			June 30, 2006
Balance at April 1	$	303,354		$	288,376
Net income		12,322			13,761
Other comprehensive income:
Change in unrealized gain on securities available-for-sale		(2,841	)		(2,994	)
Change in unrealized gain/(loss) on interest rate floors		(1,122	)		(503	)
Cash dividends declared ($0.31/share)		(5,256	)		-
Cash dividends declared ($0.28/share)		-			(4,919	)
Issuance of stock award shares, net		54			20
Exercise of 2,000 stock options		72			-
Exercise of 5,132 stock options		-			68
Excess tax benefits on stock compensation		3			22
Purchase of 305,900 common shares of treasury		(11,803	)		-
Purchase of 271,481 common shares of treasury		-			(9,711	)
Balance at June 30	$	294,783		$	284,120
	Six Months Ended
	June 30, 2007			June 30, 2006
Balance at January 1	$	305,307		$	292,141
Cumulative effect of adopting FIN 48		(125	)	$	-
Net income		25,553			26,627
Other comprehensive income:
Change in unrealized gain on securities available-for-sale		(2,118	)		(3,911	)
Change in unrealized gain/(loss) on interest rate floors		(1,000	)		(1,012	)
Cash dividends declared ($0.62/share)		(10,598	)		-
Cash dividends declared ($0.56/share)		-			(9,907	)
Issuance of stock award shares, net		318			187
Exercise of 7,300 stock options		154			-
Exercise of 32,007 stock options		-			425
Excess tax benefits on stock compensation		3			195
Purchase of 580,200 common shares of treasury		(22,711	)		-
Purchase of 572,053 common shares of treasury		-			(20,625	)
Balance at June 30	$	294,783		$	284,120

-13-

CITY HOLDING COMPANY AND SUBSIDIARIES
Condensed Consolidated Quarterly Statements of Income
(Unaudited) ($ in 000s, except per share data)
	Quarter Ended
	June 30			March 31			Dec. 31			Sept. 30			June 30
	2007			2007			2006			2006			2006
Interest income	$	39,530		$	39,198		$	39,925		$	39,747		$	39,010
Taxable equivalent adjustment		231			230			228			236			246
Interest income (FTE)		39,761			39,428			40,153			39,983			39,256
Interest expense		15,196			14,756			14,820			14,233			13,085
Net interest income		24,565			24,672			25,333			25,750			26,171
Provision for loan losses		1,600			900			901			1,225			675
Net interest income after provision
for loan losses		22,965			23,772			24,432			24,525			25,496
Noninterest income		13,689			14,371			13,586			14,766			13,463
Noninterest expense		17,525			17,616			18,099			18,133			17,555
Income before income taxes		19,129			20,527			19,919			21,158			21,404
Income tax expense		6,576			7,066			6,752			7,302			7,397
Taxable equivalent adjustment		231			230			228			236			246
Net income	$	12,322		$	13,231		$	12,939		$	13,620		$	13,761
Basic earnings per share	$	0.72		$	0.76		$	0.74		$	0.78		$	0.78
Diluted earnings per share		0.72			0.76			0.74			0.77			0.77
Cash dividends declared per share		0.31			0.31			0.28			0.28			0.28
Average Common Share (000s):
Outstanding		17,100			17,369			17,535			17,557			17,719
Diluted		17,158			17,424			17,601			17,619			17,772
Net Interest Margin		4.32	%		4.41	%		4.43	%		4.51	%		4.58	%

-14-

CITY HOLDING COMPANY AND SUBSIDIARIES
Non-Interest Income and Non-Interest Expense
(Unaudited) ($ in 000s)
	Quarter Ended
	June 30		March 31			Dec 31		Sept 30			June 30
	2007		2007			2006		2006			2006
Non-Interest Income:
Service charges	$	11,426	$	10,063		$	10,962	$	10,833		$	10,903
Insurance commissions		832		1,012			675		526			521
Trust and investment management fee income		437		568			498		572			504
Bank owned life insurance		585		696			576		561			678
Other income		364		513			803		778			857
Subtotal		13,644		12,852			13,514		13,270			13,463
Investment security gains		45		-			72		(2,067	)		-
Gain on sale of credit card merchant agreements		-		1,500			-		3,563			-
Total Non-Interest Income	$	13,689	$	14,352		$	13,586	$	14,766		$	13,463
Non-Interest Expense:
Salaries and employee benefits	$	8,912	$	9,057		$	8,354	$	8,733		$	8,764
Occupancy and equipment		1,525		1,637			1,655		1,602			1,624
Depreciation		1,109		1,070			1,037		1,061			1,071
Professional fees		385		403			415		379			571
Postage, delivery, and statement mailings		569		777			735		765			689
Advertising		880		852			876		810			755
Telecommunications		460		455			549		498			525
Bankcard expenses		597		518			478		485			458
Insurance and regulatory		383		385			375		384			381
Office supplies		442		455			408		417			372
Repossessed asset losses (gains), net of expenses		9		(14	)		6		20			(129	)
Loss on early extinguishment of debt		-		-			708		379			-
Other expenses		2,254		2,002			2,503		2,600			2,474
Total Non-Interest Expense	$	17,525	$	17,597		$	18,099	$	18,133		$	17,555
Employees (Full Time Equivalent)		807		791			779		767			779
Branch Locations		68		68			67		67			67

-15-

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Balance Sheets
($ in 000s)
	June 30			December 31
	2007			2006
	(Unaudited)
Assets
Cash and due from banks	$	60,163		$	58,014
Interest-bearing deposits in depository institutions		14,507			27,434
Federal funds sold		20,000			25,000
Cash and cash equivalents		94,670			110,448
Investment securities available-for-sale, at fair value		453,721			472,398
Investment securities held-to-maturity, at amortized cost		41,711			47,500
Total investment securities		495,432			519,898
Gross Loans		1,730,354			1,677,469
Allowance for loan losses		(16,616	)		(15,405	)
Net loans		1,713,738			1,662,064
Bank owned life insurance		56,272			55,195
Premises and equipment		48,923			44,689
Accrued interest receivable		11,596			12,337
Net deferred tax assets		26,424			23,652
Intangible assets		58,504			58,857
Other assets		20,179			20,667
Total Assets	$	2,525,738		$	2,507,807
Liabilities
Deposits:
Noninterest-bearing	$	329,772		$	321,038
Interest-bearing:
Demand deposits		416,331			422,925
Savings deposits		346,413			321,075
Time deposits		921,172			920,179
Total deposits		2,013,688			1,985,217
Short-term borrowings		164,545			136,570
Long-term debt		21,897			48,069
Other liabilities		30,825			32,644
Total Liabilities		2,230,955			2,202,500
Stockholders' Equity
Preferred stock, par value $25 per share: 500,000 shares authorized; none issued		-			-
Common stock, par value $2.50 per share: 50,000,000 shares authorized;
18,499,282 shares issued at June 30, 2007 and December 31, 2006
less 1,562,095 and 1,009,095 shares in treasury, respectively		46,249			46,249
Capital surplus		103,422			104,043
Retained earnings		209,043			194,213
Cost of common stock in treasury		(55,284	)		(33,669	)
Accumulated other comprehensive (loss):
Unrealized loss on securities available-for-sale		(4,767	)		(2,649	)
Unrealized loss on derivative instruments		(1,210	)		(210	)
Underfunded pension liability		(2,670	)		(2,670	)
Total Accumulated Other Comprehensive (Loss)		(8,647	)		(5,529	)
Total Stockholders' Equity		294,783			305,307
Total Liabilities and Stockholders' Equity	$	2,525,738		$	2,507,807

-16-

CITY HOLDING COMPANY AND SUBSIDIARIES
Loan Portfolio
(Unaudited) ($ in 000s)
	June 30		March 31		Dec 31		Sept 30			June 30
	2007		2007		2006		2006			2006
Residential real estate	$	601,045	$	596,412	$	598,502	$	604,867		$	601,097
Home equity		330,203		324,653		321,708		318,666			313,301
Commercial, financial, and agriculture		681,388		663,183		673,719		693,933			668,581
Loans to depository institutions		60,000		50,000		25,000		20,000			-
Installment loans to individuals		47,397		44,756		42,943		41,215			42,307
Previously securitized loans		10,321		12,744		15,597		18,520			22,253
Gross Loans	$	1,730,354	$	1,691,748	$	1,677,469	$	1,697,201		$	1,647,539
CITY HOLDING COMPANY AND SUBSIDIARIES
Previously Securitized Loans
(Unaudited) ($ in millions)
					Annualized		Effective
			December 31		Interest		Annualized
	Year Ended:		Balance (a)		Income (a)		Yield (a)
	2006		$	15.6	$	9.4		42	%
	2007			8.7	$	7.0		64	%
	2008			6.2		5.4		71	%
	2009			4.7		4.0		71	%
	2010			4.0		3.3		71	%
a - 2006 amounts are based on actual results. 2007 amounts are based on actual results through June 30, 2007 and estimated amounts for the remainder of the year. 2008, 2009, and 2010 amounts are based on estimated amounts.
Note: The amounts reflected in the table above require management to make significant assumptions based on estimated future default, prepayment, and discount rates.  Actual performance could be significantly different from that assumed, which could result in the actual results being materially different from the amounts estimated above.

-17-

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Average Balance Sheets, Yields, and Rates
(Unaudited) ($ in 000s)
	Three Months Ended June 30,
				2007								2006
	Average					Yield/			Average					Yield/
	Balance			Interest		Rate			Balance			Interest		Rate
Assets:
Loan portfolio:
Residential real estate	$	596,246		$	9,017		6.07	%	$	596,758		$	8,484		5.70	%
Home equity		326,970			6,302		7.73	%		309,270			5,962		7.73	%
Commercial, financial, and agriculture		670,687			12,654		7.57	%		651,501			12,092		7.44	%
Loans to depository institutions		59,670			798		5.36	%		-			-		-
Installment loans to individuals		46,206			1,319		11.45	%		48,880			1,400		11.49	%
Previously securitized loans		11,210			1,856		66.41	%		24,045			2,513		41.92	%
Total loans		1,710,989			31,946		7.49	%		1,630,454			30,451		7.49	%
Securities:
Taxable		499,861			6,752		5.42	%		579,058			7,489		5.19	%
Tax-exempt		40,160			658		6.57	%		43,388			700		6.47	%
Total securities		540,021			7,410		5.50	%		622,446			8,189		5.28	%
Loans held for Sale		-			-		-			6,400			200		12.53	%
Deposits in depository institutions		10,227			114		4.47	%		33,986			416		4.91	%
Federal funds sold		22,077			291		5.29	%		-			-		-
Total interest-earning assets		2,283,314			39,761		6.98	%		2,293,286			39,256		6.87	%
Cash and due from banks		50,715								50,217
Bank premises and equipment		47,304								42,621
Other assets		169,860								170,273
Less:  Allowance for loan losses		(16,135	)							(16,911	)
Total assets	$	2,535,058							$	2,539,486
Liabilities:
Interest-bearing demand deposits		428,772			1,310		1.23	%		438,851			1,329		1.21	%
Savings deposits		344,204			1,429		1.67	%		318,702			926		1.17	%
Time deposits		922,978			10,338		4.49	%		865,554			8,265		3.83	%
Short-term borrowings		162,115			1,693		4.19	%		161,082			1,326		3.30	%
Long-term debt		21,915			425		7.78	%		92,267			1,239		5.39	%
Total interest-bearing liabilities		1,879,984			15,195		3.24	%		1,876,456			13,085		2.80	%
Noninterest-bearing demand deposits		318,041								342,115
Other liabilities		30,109								28,526
Stockholders' equity		306,924								292,389
Total liabilities and
stockholders' equity	$	2,535,058							$	2,539,486
Net interest income				$	24,566							$	26,171
Net yield on earning assets							4.32	%							4.58	%

-18-

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Average Balance Sheets, Yields, and Rates
(Unaudited) ($ in 000s)
	Six Months Ended June 30,
				2007								2006
	Average					Yield/			Average					Yield/
	Balance			Interest		Rate			Balance			Interest		Rate
Assets:
Loan portfolio:
Residential real estate	$	595,381		$	17,871		6.05	%	$	594,954		$	16,864		5.72	%
Home equity		324,820			12,544		7.79	%		305,787			11,556		7.62	%
Commercial, financial, and agriculture		668,888			25,343		7.64	%		643,420			23,385		7.33	%
Loans to depository institutions		54,586			1,452		5.36	%		-			-		-
Installment loans to individuals		44,564			2,588		11.71	%		52,691			2,993		11.45	%
Previously securitized loans		12,784			3,612		56.98	%		26,037			5,217		40.41	%
Total loans		1,701,023			63,410		7.52	%		1,622,889			60,015		7.46	%
Securities:
Taxable		502,707			13,686		5.49	%		576,640			14,748		5.16	%
Tax-exempt		40,286			1,315		6.58	%		43,843			1,418		6.52	%
Total securities		542,993			15,001		5.57	%		620,483			16,166		5.25	%
Loans held for sale		-			-		-			3,218			200		12.53	%
Deposits in depository institutions		11,623			230		3.99	%		24,490			566		4.66	%
Federal funds sold		20,812			547		5.30	%		-			-		-
Total interest-earning assets		2,276,451			79,188		7.01	%		2,271,080			76,947		6.83	%
Cash and due from banks		50,424								51,726
Bank premises and equipment		46,142								42,575
Other assets		169,455								169,162
Less:  Allowance for loan losses		(15,887	)							(16,881	)
Total assets	$	2,526,585							$	2,517,662
Liabilities:
Interest-bearing demand deposits		429,483			2,641		1.24	%		441,474			2,588		1.18	%
Savings deposits		337,153			2,736		1.64	%		312,542			1,658		1.07	%
Time deposits		922,460			20,412		4.46	%		848,306			15,474		3.68	%
Short-term borrowings		154,328			3,206		4.19	%		156,431			2,452		3.16	%
Long-term debt		27,145			957		7.11	%		93,773			2,499		5.37	%
Total interest-bearing liabilities		1,870,569			29,952		3.23	%		1,852,526			24,671		2.69	%
Noninterest-bearing demand deposits		317,382								342,298
Other liabilities		30,670								28,544
Stockholders' equity		307,964								294,294
Total liabilities and
stockholders' equity	$	2,526,585							$	2,517,662
Net interest income				$	49,236							$	52,276
Net yield on earning assets							4.36	%							4.64	%

-19-

CITY HOLDING COMPANY AND SUBSIDIARIES
Analysis of Risk-Based Capital
(Unaudited) ($ in 000s)
	June 30			March 31			Dec 31			Sept 30			June 30
	2007 (a)			2007			2006			2006			2006
Tier I Capital:
Stockholders' equity	$	294,783		$	303,354		$	305,307		$	298,327		$	284,120
Goodwill and other intangibles		(58,504	)		(58,681	)		(58,857	)		(59,038	)		(59,219	)
Accumulated other comprehensive income		8,647			4,684			2,859			4,109			9,762
Qualifying trust preferred stock		16,000			16,000			16,000			22,000			25,500
Excess deferred tax assets		(332	)		(2,983	)		-			-			(4,079	)
Total tier I capital	$	260,594		$	262,374		$	265,309		$	265,398		$	256,084
Total Risk-Based Capital:
Tier I capital	$	260,594		$	262,374		$	265,309		$	265,398		$	256,084
Qualifying allowance for loan losses		16,616			16,082			15,405			15,557			15,268
Total risk-based capital	$	277,210		$	278,456		$	280,714		$	280,955		$	271,352
Net risk-weighted assets	$	1,719,589		$	1,712,680		$	1,734,214		$	1,770,458		$	1,757,720
Ratios:
Average stockholders' equity to average assets		12.11	%		12.27	%		12.14	%		11.67	%		11.51	%
Tangible capital ratio		9.58	%		9.79	%		10.06	%		9.69	%		9.13	%
Risk-based capital ratios:
Tier I capital		15.15	%		15.32	%		15.30	%		14.99	%		14.57	%
Total risk-based capital		16.12	%		16.26	%		16.19	%		15.87	%		15.44	%
Leverage capital		10.52	%		10.68	%		10.79	%		10.81	%		10.34	%
(a) June 30, 2007 risk-based capital ratios are estimated
CITY HOLDING COMPANY AND SUBSIDIARIES
Intangibles
(Unaudited) ($ in 000s)
	As of and for the Quarter Ended
	June 30			March 31			Dec 31			Sept 30			June 30
	2007			2007			2006			2006			2006
Intangibles, net	$	58,504		$	58,681		$	58,857		$	59,038		$	59,219
Intangibles amortization expense		177			176			181			181			181

-20-

CITY HOLDING COMPANY AND SUBSIDIARIES
Summary of Loan Loss Experience
(Unaudited) ($ in 000s)
	Quarter Ended
	June 30			March 31			Dec. 31			Sept. 30			June 30
	2007			2007			2006			2006			2006
Balance at beginning of period	$	16,083		$	15,405		$	15,557		$	15,268		$	16,818
Reduction of allowance for loans sold		-			-			-			-			(1,368	)
Charge-offs:
Commercial, financial, and agricultural		120			35			844			207			43
Real estate-mortgage		452			111			230			177			232
Installment loans to individuals		60			84			126			165			239
Overdraft deposit accounts		956			860			892			1,018			955
Total charge-offs		1,588			1,090			2,092			1,567			1,469
Recoveries:
Commercial, financial, and agricultural		41			148			101			44			33
Real estate-mortgage		15			15			350			64			56
Installment loans to individuals		98			132			118			131			151
Overdraft deposit accounts		367			573			470			392			372
Total recoveries		521			868			1,039			631			612
Net charge-offs		1,067			222			1,053			936			857
Provision for loan losses		1,600			900			901			1,225			675
Balance at end of period	$	16,616		$	16,083		$	15,405		$	15,557		$	15,268
Loans outstanding	$	1,730,354		$	1,691,748		$	1,677,469		$	1,697,201		$	1,647,539
Average loans outstanding		1,710,989			1,690,946			1,689,846			1,662,929			1,630,454
Allowance as a percent of loans outstanding		0.96	%		0.95	%		0.92	%		0.92	%		0.93	%
Allowance as a percent of non-performing loans		145.11	%		235.75	%		384.93	%		408.43	%		408.02	%
Net charge-offs (annualized) as a percentage of
average loans outstanding		0.25	%		0.05	%		0.25	%		0.23	%		0.21	%
Net charge-offs, excluding overdraft deposit accounts,
(annualized) as a percent of average loans outstanding		0.11	%		(0.02	)%		0.15	%		0.07	%		0.07	%

-21-

CITY HOLDING COMPANY AND SUBSIDIARIES
Summary of Non-Performing Assets
(Unaudited) ($ in 000s)
	June 30			March 31			Dec 31			Sept 30			June 30
	2007			2007			2006			2006			2006
Nonaccrual loans	$	11,194		$	6,714		$	3,319		$	3,359		$	3,046
Accruing loans past due 90 days or more		212			108			635			328			573
Previously securitized loans past due 90 days or more		45			-			48			122			123
Total non-performing loans		11,451			6,822			4,002			3,809			3,742
Other real estate owned, excluding property associated
with previously securitized loans		624			290			161			499			294
Other real estate owned associated with previously
securitized loans		231			252			20			20			92
Other real estate owned		855			542			181			519			386
Total non-performing assets	$	12,306		$	7,364		$	4,183		$	4,328		$	4,128
Non-performing assets as a percent of loans and
other real estate owned		0.71	%		0.44	%		0.25	%		0.25	%		0.25	%
CITY HOLDING COMPANY AND SUBSIDIARIES
Summary of Total Past Due Loans
(Unaudited) ($ in 000s)
	June 30			March 31			Dec 31			Sept 30			June 30
	2007			2007			2006			2006			2006
Residential real estate	$	3,354		$	2,372		$	4,534		$	4,072		$	4,268
Home equity		879			999			1,083			1,412			943
Commercial, financial, and agriculture		2,248			1,185			2,082			1,970			620
Loans to depository institutions		-			-			-			-			-
Installment loans to individuals		370			283			389			495			559
Previously securitized loans		799			596			1,110			949			989
Overdraft deposit accounts		692			500			652			548			537
Total past due loans	$	8,342		$	5,935		$	9,850		$	9,446		$	7,916

-22-