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, 2008

CITY HOLDING COMPANY

(Exact Name of Registrant as Specified in its Charter)

Commission File Number: 0-17733

West Virginia	55-0619957
(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, 2008, City Holding Company (“the Company”) issued a news release, attached as Exhibit 99.1, announcing the Company’s earnings results for the second quarter ended June 30, 2008. 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, 2008

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, 2008	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, 2008

For Further Information Contact:

Charles R. Hageboeck, Chief Executive Officer and President

(304) 769-1102

City Holding Company Announces Record Quarterly Diluted Earnings Per Share

Charleston, West Virginia – City Holding Company, “the Company” (NASDAQ:CHCO), a $2.5 billion bank holding company headquartered in Charleston, today announced record net income per diluted share for the second quarter of $0.83 compared to $0.72 per diluted share in the second quarter of 2007, or a 15.3% increase.  Net income for the second quarter of 2008 was $13.4 million, an increase of 8.6% from $12.3 million in the second quarter of 2007.  For the second quarter of 2008, the Company achieved a return on assets of 2.14%, a return on tangible equity of 21.0%, a net interest margin of 4.65%, and an efficiency ratio of 46.9%.  This compares with a return on assets of 1.94%, a return on equity of 19.9%, a net interest margin of 4.32%, and an efficiency ratio of 45.7% for the comparable period of 2007.

Net Interest Income

The Company’s tax equivalent net interest income increased $1.1 million, or 4.5%, from $24.6 million during the second quarter of 2007 to $25.7 million during the second quarter of 2008.  This increase is primarily attributable to interest expense on deposits and other interest bearing liabilities decreasing more quickly than interest income from loans and investments as a result of rate declines in the Federal Funds rate during 2008.  As a result of the Company’s positioning of its balance sheet, interest sensitive liabilities have repriced to lower levels at a faster rate than interest sensitive assets.  Additionally, the Company’s interest rate floors with a total notional value of $500 million have diminished the impact of falling rates on the Company’s interest income from variable rate loans.  The Company also benefited from an increase in its yield on taxable securities of nine basis points from the quarter ended June 30, 2007 and 16 basis points from the quarter ended March 31, 2008.  This increase was a result of the Company’s additional investments in preferred stocks and trust preferred securities primarily of regional banks during 2008.   Partially offsetting these increases from falling market rates was a decrease of $0.4 million in interest income from Previously Securitized Loans from the second quarter of 2007, as the balances of these loans have decreased 49.1%.  The decrease in average balances was partially mitigated by an increase in the yield on these loans from 66.4% for the second quarter of 2007 to 110.2% for the second quarter of 2008.  The yield on the previously securitized loans has increased due to improved cash flows as net default rates have been less than previously estimated.  The default rates have decreased as a result of the Company’s assumption of the servicing of all of the pool

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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 continued net recoveries can be sustained indefinitely.

The Company’s net interest margin was 4.65% in the second quarter of 2008 as compared to 4.32% in the second quarter of 2007.

Credit Quality

At June 30, 2008, the Allowance for Loan Losses (“ALLL”) was $18.0 million or 1.03% of total loans outstanding and 123% of non-performing loans, compared to $17.6 million or 1.00% of loans outstanding and 103% of non-performing loans at December 31, 2007, and $16.6 million or 0.96% of loans outstanding and 145% of non-performing loans at June 30, 2007.

As a result of the Company’s quarterly analysis of the adequacy of the ALLL, the Company recorded a provision for loan losses of $0.85 million in the second quarter of 2008 compared to $1.6 million for the comparable period in 2007 and $1.9 million in the first quarter of 2008.  The provision for loan losses recorded during the second quarter of 2008 reflects the impact of improving loss experience on overdraft accounts.  Changes in the amount of the provision and related allowance are based on the Company’s detailed systematic methodology and are directionally consistent with growth and changes in the composition and quality of the Company’s loan portfolio.  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.

The Company’s ratio of non-performing assets to total loans and other real estate owned improved slightly from 1.21% at March 31, 2008 to 1.20% at June 30, 2008.  Based on our analysis, the Company believes that the allowance allocated to the substandard and nonperforming loans, after considering the value of the collateral securing such loans, is adequate to cover losses that may result from these loans.  The Company’s ratio of non-performing assets to total loans and other real estate owned is 62 basis points lower than 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 1.82% for the most recently reported quarter ended March 31, 2008.

The Company had net charge-offs of $1.5 million for the second quarter of 2008. Net charge-offs on commercial and residential loans were $1.0 and $0.1 million, respectively, while installment loans experienced no net charge-offs for the second quarter.  Charge-offs for commercial loans were primarily related to two specific credits that had been appropriately considered in establishing the allowance for loan losses in prior periods.  One of the previously mentioned commercial charge-offs resulted in an increase of $1.9 million in the Company’s other real estate owned due to the foreclosure on the collateral securing the loan (a residential development property).   In addition, net charge-offs for depository accounts were $0.3 million for the 2nd quarter of 2008. While charge-offs on depository accounts are appropriately taken against the ALLL, the revenue associated with depository accounts is reflected in service charges.

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Non-interest Income

Exclusive of investment gains, non-interest income increased $0.6 million to $14.2 million in the second quarter of 2008 as compared to $13.6 million in the second quarter of 2007.  Insurance commission revenues increased $0.3 million from the second quarter of 2007 primarily on the strength of the Company’s increased worker’s compensation commissions.  In addition, other income increased $0.2 million from the quarter ended June 30, 2007 as a result of income from an undesignated interest rate floor with a notional value of $100 million (which expired in May 2008).  Bank owned life insurance revenues increased $0.2 million from the quarter ended June 30, 2007 as a result of the Company modifying this portfolio during 2008. These increases were partially offset by a modest decrease in service charges from depository accounts of $0.1 million, or 1.4%, from $11.4 million during the second quarter of 2007 to $11.3 million during the second quarter of 2008.

Non-interest Expenses

Non-interest expenses increased $1.3 million from $17.5 million in the second quarter of 2007 to $18.8 million in the second quarter of 2008.  Salaries and employee benefits increased $0.6 million, or 6.8%, from the second quarter of 2007 due in part to additional staffing for new retail locations.  Other expenses also include increased charitable contributions of approximately $0.5 million.  As noted with our March 31, 2008 results, the Company has increased its charitable contributions in 2008 in recognition of the Company’s strong financial performance between 2002 and 2007.

Balance Sheet Trends

As compared to December 31, 2007, loans have decreased $17.0 million (1.0%) at June 30, 2008, due to decreases in loans to depository institutions of $60.0 million (100.0%), installment loans of $2.9 million (6.0%), and previously securitized loans of $1.6 million (23.8%).  These decreases were partially offset by increases in home equity loans of $29.7 million (8.7%), residential real estate loans of $10.6 million (1.8%), and commercial loans of $7.2 million (1.0%).

Total average depository balances increased $28.0 million, or 1.4%, from the quarter ended December 31, 2007 to the quarter ended June 30, 2008.  This increase was primarily in non-interest bearing demand deposits, savings deposits, and interest bearing demand deposits, which have increased $17.0 million, $14.3 million, and $8.9 million, respectively.

Income Tax Expense

The Company’s effective income tax rate for the second quarter of 2008 was 33.3% compared to 33.6% for the year ended December 31 2007, and 34.8% for the quarter ended June 30, 2007.  The effective rate is based upon the Company’s expected tax rate for the year ending December 31, 2008.

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Previously Securitized Loans

At June 30, 2008, the Company reported “Previously Securitized Loans” of $5.3 million compared to $6.9 million at December 31, 2007 and $10.3 million at June 30, 2007, respectively, representing a decrease of 23.8% and 49.1%, respectively.  The yield on the previously securitized loans was 110.2% for the quarter ended June 30, 2008, compared to 93.2% for the quarter ended December 31, 2007, and 66.4% for the quarter ended June 30, 2007.  The yield on the previously securitized loans has increased due to improved cash flows as net default rates have been less than previously estimated.  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 continued 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 87.1% and the loan to asset ratio was 70.1% at June 30, 2008.  The Company maintained investment securities totaling 17.6% of assets as of this date.  Further, the Company’s deposit mix is weighted heavily toward checking and saving accounts that fund 44.4% of assets at June 30, 2008.  Time deposits fund 36.1% of assets at June 30, 2008, 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, 2008, the Company’s Leverage Ratio is 10.75%, the Tier I Capital ratio is 14.19%, and the Total Risk-Based Capital ratio is 15.16%.  These regulatory capital ratios are significantly above levels required to be considered “well capitalized,” which is the highest possible regulatory designation.  The Company’s tangible equity ratio was 10.0% at June 30, 2008 compared with a tangible equity ratio of 9.7% at December 31, 2007.

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 Southern 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 on previously securitized loans that would result in impairment losses or lower the yield on

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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 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
	2008			2007			Change
Earnings ($000s, except per share data):
Net Interest Income (FTE)	$	25,677		$	24,565			4.53	%
Net Income		13,379			12,322			8.58	%
Earnings per Basic Share		0.83			0.72			15.28	%
Earnings per Diluted Share		0.83			0.72			15.28	%
Key Ratios (percent):
Return on Average Assets		2.14	%		1.94	%		9.84	%
Return on Average Tangible Equity		21.03	%		19.85	%		5.95	%
Net Interest Margin		4.65	%		4.32	%		7.78	%
Efficiency Ratio		46.86	%		45.68	%		2.59	%
Average Shareholders' Equity to Average Assets		12.46	%		12.11	%		2.95	%
Consolidated Risk Based Capital Ratios (a):
Tier I		14.18	%		15.15	%		(6.40	)%
Total		15.15	%		16.12	%		(6.02	)%
Tangible Equity to Tangible Assets		10.02	%		9.58	%		4.62	%
Common Stock Data:
Cash Dividends Declared per Share	$	0.34		$	0.31			9.68	%
Book Value per Share		18.72			17.40			7.57	%
Tangible Book Value per Share		15.13			13.95			8.48	%
Market Value per Share:
High		44.15			40.93			7.87	%
Low		37.29			37.67			(1.01	)%
End of Period		40.77			38.33			6.37	%
Price/Earnings Ratio (b)		12.28			13.31			(7.73	)%
	Six Months Ended June 30						Percent
	2008			2007			Change
Earnings ($000s, except per share data):
Net Interest Income (FTE)	$	49,814		$	49,236			1.17	%
Net Income		26,417			25,553			3.38	%
Earnings per Basic Share		1.64			1.48			10.81	%
Earnings per Diluted Share		1.63			1.48			10.14	%
Key Ratios (percent):
Return on Average Assets		2.11	%		2.02	%		4.46	%
Return on Average Tangible Equity		21.28	%		20.50	%		3.81	%
Net Interest Margin		4.53	%		4.36	%		3.77	%
Efficiency Ratio		47.71	%		45.29	%		5.36	%
Average Shareholders' Equity to Average Assets		12.25	%		12.19	%		0.46	%
Common Stock Data:
Cash Dividends Declared per Share	$	0.68		$	0.62			9.68	%
Market Value per Share:
High		44.15			41.54			6.28	%
Low		32.51			37.67			(13.70	)%
(a) June 30, 2008 risk-based capital ratios are estimated
(b) June 30, 2008 price/earnings ratio computed based on annualized second quarter 2008 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
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		17.68		18.14		31.16		41.54
2008		18.92		18.72						37.29		44.15
Earnings per Basic Share
	Quarter Ended
	March 31		June 30		September 30		December 31		Year-to-Date
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		0.76		0.78		3.02
2008		0.81		0.83						1.64
Earnings per Diluted Share
	Quarter Ended
	March 31		June 30		September 30		December 31		Year-to-Date
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		0.76		0.78		3.01
2008		0.80		0.83						1.63

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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,
	2008		2007
Interest Income
Interest and fees on loans	$	30,416	$	31,947
Interest on investment securities:
Taxable		6,120		6,752
Tax-exempt		381		427
Interest on deposits in depository institutions		51		113
Interest on federal funds sold		-		291
Total Interest Income		36,968		39,530
Interest Expense
Interest on deposits		10,519		13,077
Interest on short-term borrowings		663		1,694
Interest on long-term debt		312		425
Total Interest Expense		11,494		15,196
Net Interest Income		25,474		24,334
Provision for loan losses		850		1,600
Net Interest Income After Provision for Loan Losses		24,624		22,734
Non-Interest Income
Investment securities gains		-		45
Service charges		11,269		11,426
Insurance commissions		1,168		832
Trust and investment management fee income		449		437
Bank owned life insurance		750		585
Other income		559		364
Total Non-Interest Income		14,195		13,689
Non-Interest Expense
Salaries and employee benefits		9,517		8,912
Occupancy and equipment		1,701		1,525
Depreciation		1,087		1,109
Professional fees		427		385
Postage, delivery, and statement mailings		618		569
Advertising		643		880
Telecommunications		440		460
Bankcard expenses		640		597
Insurance and regulatory		333		383
Office supplies		504		442
Repossessed asset losses, net of expenses		91		9
Other expenses		2,760		2,254
Total Non-Interest Expense		18,761		17,525
Income Before Income Taxes		20,058		18,898
Income tax expense		6,679		6,576
Net Income	$	13,379	$	12,322
Basic earnings per share	$	0.83	$	0.72
Diluted earnings per share	$	0.83	$	0.72
Average Common Shares Outstanding:
Basic		16,103		17,100
Diluted		16,167		17,158

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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
	2008		2007
Interest Income
Interest and fees on loans	$	61,408	$	63,411
Interest on investment securities:
Taxable		12,184		13,686
Tax-exempt		780		855
Interest on deposits in depository institutions		116		230
Interest on federal funds sold		-		547
Total Interest Income		74,488		78,729
Interest Expense
Interest on deposits		22,534		25,788
Interest on short-term borrowings		1,808		3,207
Interest on long-term debt		753		957
Total Interest Expense		25,095		29,952
Net Interest Income		49,393		48,777
Provision for loan losses		2,733		2,500
Net Interest Income After Provision for Loan Losses		46,660		46,277
Non-Interest Income
Investment securities gains		2		45
Service charges		22,543		21,489
Insurance commissions		2,206		1,844
Trust and investment management fee income		1,081		1,005
Bank owned life insurance		1,426		1,281
Gain on sale of credit card merchant agreements		-		1,500
VISA IPO Gain		3,289		-
Other income		966		877
Total Non-Interest Income		31,513		28,041
Non-Interest Expense
Salaries and employee benefits		18,880		17,969
Occupancy and equipment		3,298		3,162
Depreciation		2,220		2,179
Professional fees		794		788
Postage, delivery, and statement mailings		1,272		1,346
Advertising		1,260		1,732
Telecommunications		858		915
Bankcard expenses		1,261		1,115
Insurance and regulatory		671		768
Office supplies		961		897
Repossessed asset (gains), net of expenses		123		(5	)
Loss on early extinguishment of debt		1,208		-
Other expenses		5,854		4,256
Total Non-Interest Expense		38,660		35,122
Income Before Income Taxes		39,513		39,196
Income tax expense		13,096		13,643
Net Income	$	26,417	$	25,553
Basic earnings per share	$	1.64	$	1.48
Diluted earnings per share	$	1.63	$	1.48
Average Common Shares Outstanding:
Basic		16,124		17,230
Diluted		16,186		17,292

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CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Statements of Changes in Stockholders' Equity
(Unaudited) ($ in 000s)
	Three Months Ended
	June 30, 2008			June 30, 2007
Balance at April 1	$	304,841		$	303,354
Net income		13,379			12,322
Other comprehensive income:
Change in unrealized (loss) on securities available-for-sale		(6,914	)		(2,841	)
Change in unrealized (loss) on interest rate floors		(4,084	)		(1,122	)
Cash dividends declared ($0.34/share)		(5,489	)		-
Cash dividends declared ($0.31/share)		-			(5,256	)
Issuance of stock award shares, net		67			54
Exercise of 12,375 stock options		239			-
Exercise of 2,000 stock options		-			72
Excess tax benefits on stock compensation		17			3
Purchase of 305,900 common shares of treasury		-			(11,803	)
Balance at June 30	$	302,056		$	294,783
	Six Months Ended
	June 30, 2008			June 30, 2007
Balance at January 1	$	293,994		$	305,307
Cumulative effect of adopting FIN 48		-			(125	)
Net income		26,417			25,553
Other comprehensive income:
Change in unrealized (loss) on securities available-for-sale		(5,166	)		(2,118	)
Change in unrealized gain (loss) on interest rate floors		815			(1,000	)
Cash dividends declared ($0.68/share)		(10,965	)		-
Cash dividends declared ($0.62/share)		-			(10,598	)
Issuance of stock award shares, net		340			318
Exercise of 18,075 stock options		315			-
Exercise of 7,300 stock options		-			154
Excess tax benefits on stock compensation		23			3
Purchase of 104,960 common shares of treasury		(3,717	)		-
Purchase of 580,200 common shares of treasury		-			(22,711	)
Balance at June 30	$	302,056		$	294,783

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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
	2008			2008			2007			2007			2007
Interest income	$	36,968		$	37,520		$	38,989		$	39,597		$	39,530
Taxable equivalent adjustment		204			214			226			224			231
Interest income (FTE)		37,172			37,734			39,215			39,821			39,761
Interest expense		11,494			13,601			14,950			15,374			15,196
Net interest income		25,678			24,133			24,265			24,447			24,565
Provision for loan losses		850			1,883			1,650			1,200			1,600
Net interest income after provision
for loan losses		24,828			22,250			22,615			23,247			22,965
Noninterest income		14,195			17,318			14,281			13,814			13,689
Noninterest expense		18,761			19,899			17,861			18,031			17,525
Income before income taxes		20,262			19,669			19,035			19,030			19,129
Income tax expense		6,679			6,417			6,051			6,092			6,576
Taxable equivalent adjustment		204			214			226			224			231
Net income	$	13,379		$	13,038		$	12,758		$	12,714		$	12,322
Basic earnings per share	$	0.83		$	0.81		$	0.78		$	0.76		$	0.72
Diluted earnings per share		0.83			0.80			0.78			0.76			0.72
Cash dividends declared per share		0.34			0.34			0.31			0.31			0.31
Average Common Share (000s):
Outstanding		16,103			16,147			16,359			16,714			17,100
Diluted		16,167			16,205			16,414			16,767			17,158
Net Interest Margin		4.65	%		4.40	%		4.32	%		4.32	%		4.32	%

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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
	2008		2008		2007			2007			2007
Non-Interest Income:
Service charges	$	11,269	$	11,274	$	11,735		$	11,192		$	11,426
Insurance commissions		1,168		1,038		1,119			1,127			832
Trust and investment management fee income		449		632		514			523			437
Bank owned life insurance		750		676		600			596			585
Other income		559		407		312			377			364
Subtotal		14,195		14,027		14,280			13,815			13,644
Investment securities gains (losses)		-		2		1			(1	)		45
VISA IPO Gain		-		3,289		-			-			-
Total Non-Interest Income	$	14,195	$	17,318	$	14,281		$	13,814		$	13,689
Non-Interest Expense:
Salaries and employee benefits	$	9,517	$	9,363	$	8,759		$	9,307		$	8,912
Occupancy and equipment		1,701		1,597		1,604			1,600			1,525
Depreciation		1,087		1,133		1,133			1,160			1,109
Professional fees		427		367		424			416			385
Postage, delivery, and statement mailings		618		654		601			641			569
Advertising		643		617		590			801			880
Telecommunications		440		418		456			438			460
Bankcard expenses		640		621		617			623			597
Insurance and regulatory		333		338		422			364			383
Office supplies		504		457		469			472			442
Repossessed asset losses (gains), net of expenses		91		32		(105	)		(47	)		9
Loss on early extinguishment of debt		-		1,208		-			-			-
Other expenses		2,760		3,094		2,891			2,256			2,254
Total Non-Interest Expense	$	18,761	$	19,899	$	17,861		$	18,031		$	17,525
Employees (Full Time Equivalent)		817		821		811			808			807
Branch Locations		68		69		69			68			68

-14-

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Balance Sheets
($ in 000s)
	June 30			December 31
	2008			2007
	(Unaudited)
Assets
Cash and due from banks	$	59,270		$	64,726
Interest-bearing deposits in depository institutions		10,601			9,792
Cash and cash equivalents		69,871			74,518
Investment securities available-for-sale, at fair value		406,130			382,098
Investment securities held-to-maturity, at amortized cost		33,646			34,918
Total investment securities		439,776			417,016
Gross loans		1,750,047			1,767,021
Allowance for loan losses		(17,959	)		(17,581	)
Net loans		1,732,088			1,749,440
Bank owned life insurance		68,894			64,467
Premises and equipment		56,492			54,635
Accrued interest receivable		9,923			11,254
Net deferred tax assets		23,001			20,633
Intangible assets		57,893			58,238
Other assets		36,898			32,566
Total Assets	$	2,494,836		$	2,482,767
Liabilities
Deposits:
Noninterest-bearing	$	326,734		$	314,231
Interest-bearing:
Demand deposits		418,835			397,510
Savings deposits		362,828			350,607
Time deposits		899,910			927,733
Total deposits		2,008,307			1,990,081
Short-term borrowings		136,820			161,916
Long-term debt		21,384			4,973
Other liabilities		26,269			31,803
Total Liabilities		2,192,780			2,188,773
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, 2008 and December 31, 2007
less 2,365,367 and 2,292,357 shares in treasury, respectively		46,249			46,249
Capital surplus		102,962			103,390
Retained earnings		239,838			224,386
Cost of common stock in treasury		(83,275	)		(80,664	)
Accumulated other comprehensive income:
Unrealized loss on securities available-for-sale		(6,949	)		(1,783	)
Unrealized gain on derivative instruments		5,205			4,390
Underfunded pension liability		(1,974	)		(1,974	)
Total Accumulated Other Comprehensive Income		(3,718	)		633
Total Stockholders' Equity		302,056			293,994
Total Liabilities and Stockholders' Equity	$	2,494,836		$	2,482,767

-15-

CITY HOLDING COMPANY AND SUBSIDIARIES
Loan Portfolio
(Unaudited) ($ in 000s)
	June 30		March 31		Dec 31		Sept 30			June 30
	2008		2008		2007		2007			2007
Residential real estate	$	612,676	$	605,579	$	602,057	$	600,094		$	601,045
Home equity		371,537		347,986		341,818		338,161			330,203
Commercial, financial, and agriculture		715,196		699,653		707,987		666,960			681,388
Loans to depository institutions		-		-		60,000		60,000			60,000
Installment loans to individuals		45,385		45,557		48,267		46,244			47,397
Previously securitized loans		5,253		6,025		6,892		8,317			10,321
Gross Loans	$	1,750,047	$	1,704,800	$	1,767,021	$	1,719,776		$	1,730,354
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)
	2007		$	6.9	$	7.3		69	%
	2008			4.8		5.6		101	%
	2009			3.5		4.1		101	%
	2010			3.0		3.2		101	%
	2011			2.4		2.7		101	%
a - 2007 amounts are based on actual results. 2008 amounts are based on actual results through June 30, 2008 and estimated amounts for the remainder of the year. 2009, 2010, and 2011 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.

-16-

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Average Balance Sheets, Yields, and Rates
(Unaudited) ($ in 000s)
	Three Months Ended June 30,
				2008								2007
	Average					Yield/			Average					Yield/
	Balance			Interest		Rate			Balance			Interest		Rate
Assets:
Loan portfolio:
Residential real estate	$	598,924		$	9,348		6.28	%	$	596,246		$	9,017		6.07	%
Home equity		360,041			6,493		7.25	%		326,970			6,302		7.73	%
Commercial, financial, and agriculture		708,607			11,707		6.64	%		670,687			12,655		7.57	%
Loans to depository institutions		-			-		-			59,670			798		5.36	%
Installment loans to individuals		55,667			1,398		10.10	%		46,206			1,319		11.45	%
Previously securitized loans		5,370			1,471		110.17	%		11,210			1,856		66.41	%
Total loans		1,728,609			30,417		7.08	%		1,710,989			31,947		7.49	%
Securities:
Taxable		446,625			6,120		5.51	%		499,861			6,752		5.42	%
Tax-exempt		35,994			585		6.54	%		40,160			658		6.57	%
Total securities		482,619			6,705		5.59	%		540,021			7,410		5.50	%
Deposits in depository institutions		9,266			50		2.17	%		10,227			113		4.43	%
Federal funds sold		-			-		-			22,077			291		5.29	%
Total interest-earning assets		2,220,494			37,172		6.73	%		2,283,314			39,761		6.98	%
Cash and due from banks		54,906								50,715
Bank premises and equipment		56,002								47,304
Other assets		193,346								169,860
Less:  Allowance for loan losses		(18,726	)							(16,135	)
Total assets	$	2,506,022							$	2,535,058
Liabilities:
Interest-bearing demand deposits		413,467			613		0.60	%		428,772			1,310		1.23	%
Savings deposits		361,244			831		0.93	%		344,204			1,429		1.67	%
Time deposits		909,421			9,075		4.01	%		922,978			10,338		4.49	%
Short-term borrowings		139,787			663		1.91	%		162,115			1,694		4.19	%
Long-term debt		21,401			313		5.88	%		21,915			425		7.78	%
Total interest-bearing liabilities		1,845,320			11,495		2.51	%		1,879,984			15,196		3.24	%
Noninterest-bearing demand deposits		323,123								318,041
Other liabilities		25,214								30,109
Stockholders' equity		312,365								306,924
Total liabilities and
stockholders' equity	$	2,506,022							$	2,535,058
Net interest income				$	25,677							$	24,565
Net yield on earning assets							4.65	%							4.32	%

-17-

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Average Balance Sheets, Yields, and Rates
(Unaudited) ($ in 000s)
	Six Months Ended June 30,
				2008								2007
	Average					Yield/			Average					Yield/
	Balance			Interest		Rate			Balance			Interest		Rate
Assets:
Loan portfolio:
Residential real estate	$	600,262		$	18,763		6.29	%	$	595,381		$	17,872		6.05	%
Home equity		351,850			12,876		7.36	%		324,820			12,544		7.79	%
Commercial, financial, and agriculture		704,381			23,941		6.84	%		668,888			25,343		7.64	%
Loans to depository institutions		2,335			35		3.01	%		54,586			1,452		5.36	%
Installment loans to individuals		51,648			2,743		10.68	%		44,564			2,588		11.71	%
Previously securitized loans		5,895			3,050		104.05	%		12,784			3,612		56.98	%
Total loans		1,716,371			61,408		7.19	%		1,701,023			63,411		7.52	%
Securities:
Taxable		451,137			12,184		5.43	%		502,707			13,686		5.49	%
Tax-exempt		36,865			1,200		6.55	%		40,286			1,315		6.58	%
Total securities		488,002			13,384		5.52	%		542,993			15,001		5.57	%
Deposits in depository institutions		8,982			116		2.60	%		11,623			230		3.99	%
Federal funds sold		-			-		-			20,812			547		5.30	%
Total interest-earning assets		2,213,355			74,908		6.81	%		2,276,451			79,189		7.01	%
Cash and due from banks		60,174								50,424
Bank premises and equipment		55,355								46,142
Other assets		189,810								169,455
Less:  Allowance for loan losses		(18,282	)							(15,887	)
Total assets	$	2,500,412							$	2,526,585
Liabilities:
Interest-bearing demand deposits		411,606			1,325		0.65	%		429,483			2,641		1.24	%
Savings deposits		360,916			1,934		1.08	%		337,153			2,736		1.64	%
Time deposits		921,462			19,274		4.21	%		922,460			20,412		4.46	%
Short-term borrowings		133,790			1,808		2.72	%		154,328			3,207		4.19	%
Long-term debt		21,953			753		6.90	%		27,145			957		7.11	%
Total interest-bearing liabilities		1,849,727			25,094		2.73	%		1,870,569			29,953		3.23	%
Noninterest-bearing demand deposits		317,504								317,382
Other liabilities		26,991								30,670
Stockholders' equity		306,190								307,964
Total liabilities and
stockholders' equity	$	2,500,412							$	2,526,585
Net interest income				$	49,814							$	49,236
Net yield on earning assets							4.53	%							4.36	%

-18-

CITY HOLDING COMPANY AND SUBSIDIARIES
Analysis of Risk-Based Capital
(Unaudited) ($ in 000s)
	June 30			March 31			Dec 31			Sept 30			June 30
	2008 (a)			2008			2007			2007			2007
Tier I Capital:
Stockholders' equity	$	302,056		$	304,841		$	293,994		$	291,720		$	294,783
Goodwill and other intangibles		(57,893	)		(58,065	)		(58,238	)		(58,328	)		(58,504	)
Accumulated other comprehensive loss (income)		3,718			(7,280	)		(633	)		4,396			8,647
Qualifying trust preferred stock		16,000			16,000			16,000			16,000			16,000
Unrealized Loss on AFS securities		(712	)		(275	)		(247	)		(94	)		(97	)
Excess deferred tax assets		-			-			-			-			(342	)
Total tier I capital	$	263,169		$	255,221		$	250,876		$	253,694		$	260,486
Total Risk-Based Capital:
Tier I capital	$	263,169		$	255,221		$	250,876		$	253,694		$	260,486
Qualifying allowance for loan losses		17,959			18,567			17,581			16,980			16,616
Total risk-based capital	$	281,128		$	273,788		$	268,457		$	270,674		$	277,102
Net risk-weighted assets	$	1,855,401		$	1,828,559		$	1,776,158		$	1,709,486		$	1,719,540
Ratios:
Average stockholders' equity to average assets		12.46	%		12.03	%		11.84	%		11.82	%		12.11	%
Tangible capital ratio		10.02	%		10.00	%		9.72	%		9.59	%		9.58	%
Risk-based capital ratios:
Tier I capital		14.18	%		13.96	%		14.12	%		14.84	%		15.15	%
Total risk-based capital		15.15	%		14.97	%		15.11	%		15.83	%		16.12	%
Leverage capital		10.75	%		10.47	%		10.31	%		10.38	%		10.52	%
(a) June 30, 2008 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 31			June 30
	2008			2008			2007			2007			2007
Intangibles, net	$	57,893		$	58,065		$	58,238		$	58,328		$	58,504
Intangibles amortization expense		172			173			177			176			177

-19-

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
	2008			2008			2007			2007			2007
Balance at beginning of period	$	18,567		$	17,581		$	16,980		$	16,616		$	16,083
Charge-offs:
Commercial, financial, and agricultural		1,022			406			359			-			120
Real estate-mortgage		190			274			203			240			452
Installment loans to individuals		77			75			108			91			60
Overdraft deposit accounts		604			985			938			1,035			956
Total charge-offs		1,893			1,740			1,608			1,366			1,588
Recoveries:
Commercial, financial, and agricultural		41			13			23			19			41
Real estate-mortgage		48			27			35			22			15
Installment loans to individuals		72			108			97			89			98
Overdraft deposit accounts		274			695			404			400			367
Total recoveries		435			843			559			530			521
Net charge-offs		1,458			897			1,049			836			1,067
Provision for loan losses		850			1,883			1,650			1,200			1,600
Balance at end of period	$	17,959		$	18,567		$	17,581		$	16,980		$	16,616
Loans outstanding	$	1,750,047		$	1,704,800		$	1,767,021		$	1,719,776		$	1,730,354
Average loans outstanding		1,728,609			1,704,133			1,739,166			1,729,267			1,710,989
Allowance as a percent of loans outstanding		1.03	%		1.09	%		1.00	%		0.99	%		0.96	%
Allowance as a percent of non-performing loans		122.89	%		113.55	%		103.28	%		86.47	%		145.11	%
Net charge-offs (annualized) as a
percent of average loans outstanding		0.34	%		0.21	%		0.24	%		0.19	%		0.25	%
Net charge-offs, excluding overdraft deposit accounts
(annualized) as a percent of average loans outstanding		0.26	%		0.14	%		0.12	%		0.05	%		0.11	%

-20-

CITY HOLDING COMPANY AND SUBSIDIARIES
Summary of Non-Performing Assets
(Unaudited) ($ in 000s)
	June 30			March 31			Dec 31			Sept 30			June 30
	2008			2008			2007			2007			2007
Nonaccrual loans	$	14,018		$	15,840		$	16,437		$	18,896		$	11,194
Accruing loans past due 90 days or more		431			257			314			566			212
Previously securitized loans past due 90 days or more		165			255			76			176			45
Total non-performing loans		14,614			16,352			16,827			19,638			11,451
Other real estate owned, excluding property associated
with previously securitized loans		6,164			4,192			4,163			1,091			624
Other real estate owned associated with previously
securitized loans		321			148			-			405			231
Other real estate owned		6,485			4,340			4,163			1,496			855
Total non-performing assets	$	21,099		$	20,692		$	20,990		$	21,134		$	12,306
Non-performing assets as a percent of loans and
other real estate owned		1.20	%		1.21	%		1.23	%		1.23	%		0.71	%
CITY HOLDING COMPANY AND SUBSIDIARIES
Summary of Total Past Due Loans
(Unaudited) ($ in 000s)
	June 30			March 31			Dec 31			Sept 30			June 30
	2008			2008			2007			2007			2007
Residential real estate	$	5,487		$	3,763		$	5,480		$	4,500		$	3,354
Home equity		1,316			1,344			2,141			1,075			879
Commercial, financial, and agriculture		1,166			806			1,506			311			2,248
Loans to depository institutions		-			-			-			-			-
Installment loans to individuals		290			360			385			279			370
Previously securitized loans		632			897			1,099			948			799
Overdraft deposit accounts		485			568			612			575			692
Total past due loans	$	9,376		$	7,738		$	11,223		$	7,688		$	8,342

-20-