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)

October 23, 2009

CITY HOLDING COMPANY

(Exact Name of Registrant as Specified in its Charter)

Commission File Number: 0-11733

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 October 23, 2009, City Holding Company (“the Company”) issued a news release, attached as Exhibit 99.1, announcing the Company’s earnings results for the third quarter ended September 30, 2009. 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 October 23, 2009

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: October 27, 2009	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

October 23, 2009

For Further Information Contact:

Charles R. Hageboeck, Chief Executive Officer and President

(304) 769-1102

City Holding Company Announces Third Quarter Earnings

Charleston, West Virginia – City Holding Company, “the Company” (NASDAQ:CHCO), a $2.6 billion bank holding company headquartered in Charleston, today announced net income per diluted share for the third quarter of $0.66 compared to a net loss of $(0.16) per diluted share in the third quarter of 2008.  Net income for the third quarter of 2009 was $10.5 million compared to a loss of $2.6 million in the third quarter of 2008.  For the third quarter of 2009, the Company achieved a return on assets of 1.60%, a return on tangible equity of 17.49%, a net interest margin of 4.09%, and an efficiency ratio of 48.8%.  Net income for the first nine months of 2009 was $31.6 million compared to $23.9 million in the first nine months of 2008.  For the first nine months of 2009, the Company achieved a return on assets of 1.62%, a return on tangible equity of 18.1%, a net interest margin of 4.22%, and an efficiency ratio of 49.8%.

City’s CEO Charles Hageboeck stated that, “Despite the continuing impact of the recession that the U.S. economy is experiencing, City’s earnings have held up relatively well, and we believe that our shareholders will be pleased with our third quarter results during this challenging economic environment.   Like many retail-deposit focused banking franchises, City’s net interest income has been negatively impacted by historically low interest rates.  However our asset quality improved during the third quarter of 2009 with net charge-offs, non-performing assets, and past due loans all declining as compared to the second quarter of 2009.  City’s franchise has benefited from lower unemployment rates within the markets it serves as compared to state and national averages.  The unemployment rate for the markets served by City approximated 8.1% in July 2009 compared to 9.0% for the state of West Virginia and 9.4% for the United States.  City’s most significant asset quality problems continue to be non-owner occupied residential construction at the Greenbrier Resort in White Sulphur Springs, West Virginia and real estate in the Eastern Panhandle of West Virginia, a distant part of the Washington DC metropolitan area.

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“We believe that City remains well positioned for the future with strong capital, strong liquidity, and a solid core-deposit franchise.  In addition, we are well positioned to benefit from future interest rate increases with our asset sensitive balance sheet. City continues to be one of the most profitable, most liquid, and best capitalized publicly traded banks in the U.S. and we look forward to growing with and for our shareholders and customers. ”

Net Interest Income

The Company’s tax equivalent net interest income decreased $2.6 million, or 9.8%, from $26.5 million during the third quarter of 2008 to $23.9 million during the third quarter of 2009, as interest income from loans and investments decreased more quickly than interest expense on deposits and other interest bearing liabilities. The Company’s reported net interest margin decreased from 4.78% for the quarter ended September 30, 2008 to 4.09% for the quarter ended September 30, 2009.  Compared to the second quarter of 2009, the Company’s tax equivalent net interest income increased $0.2 million.  The Company’s reported net interest margin decreased from 4.12% for the quarter ended June 30, 2009 to 4.09% for the quarter ended September 30, 2009.

During the third and fourth quarters of 2008, the Company sold $450 million of interest rate floors.  The gain from sales of these interest rate floors of $16.7 million will be recognized over the remaining lives of the various hedged loans – predominantly prime-based commercial and home equity loans.  During the third quarter of 2009, the Company recognized $2.2 million of interest income compared to $2.7 million and $2.4 million of interest income recognized in the second quarter of 2009 and the third quarter of 2008, respectively, from the interest rate floors.

Credit Quality

Past due loans declined slightly from the second quarter of 2009 to $7.2 million or 0.40% of total loans outstanding.  Past due commercial, financial, and agriculture loans declined $1.2 million from the second quarter of 2009 to $0.5 million or 0.07% of loans outstanding.  Past due residential real estate loans declined $1.9 million from the second quarter of 2009 to $3.2 million or 0.54% of loans outstanding.  Past due home equity loans declined $0.3 million to $1.7 million or 0.43% of loans outstanding.

The Company’s ratio of non-performing assets to total loans and other real estate owned decreased from 1.76% at June 30, 2009 to 1.59% at September 30, 2009, and compares to 1.64% at December 31, 2008.  The Company’s ratio of non-performing assets to total loans and other real estate owned compares very favorably to peers. The Company’s non-performing asset ratio of 1.59% at September 30, 2009 is only 34% of the 4.73% non-performing asset ratio reported by the Company’s peer group (bank holding companies with total assets between $1 and $5 billion) as of the most recently reported quarter ended June 30, 2009.

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The Company had net charge-offs of $3.0 million for the third quarter of 2009. Net charge-offs on commercial and residential loans were $2.1 and $0.5 million, respectively, for the third quarter.  Charge-offs for commercial loans were primarily related to three specific credits that had been appropriately considered in establishing the allowance for loans losses in prior periods.  In addition, net charge-offs for depository accounts were $0.4 million for the third quarter of 2009.  While charge-offs on depository accounts are appropriately taken against the Allowance for Loan Losses (“ALLL”), the revenue associated with depository accounts is reflected in service charges.

At September 30, 2009, the ALLL was $19.7 million or 1.09% of total loans outstanding and 119% of non-performing loans compared to $18.9 million or 1.06% of loans outstanding and 136% of non-performing loans at September 30, 2008, and $22.3 million or 1.23% of loans outstanding and 86% of non-performing loans at December 31, 2008.

As a result of the Company’s quarterly analysis of the adequacy of the ALLL, the Company recorded a provision for loan losses of $1.68 million in the third quarter of 2009 compared to $2.35 million for the comparable period in 2008.  The provision for loan losses recorded during the third quarter of 2009 reflects commercial loan growth during the third quarter of 2009, the difficulties of certain commercial borrowers of the Company during the quarter, the downgrade of their related credits, and management’s assessment of the impact of these difficulties on the ultimate collectability of the loans.  Changes in the amount of the provision and related allowance are based on the Company’s detailed systematic methodology and are directionally consistent with 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.

Investment Securities

During the third quarter of 2009, the Company recorded $2.3 million of other than temporary impairment losses related to credit, which lowered the Company’s reported net income by $1.4 million or $0.09 per diluted share.  The charges deemed to be other than temporary were related to pooled bank trust preferreds with a remaining book value of $7.4 million at September 30, 2009 and community bank and bank holding company equity positions with a remaining book value of $8.5 million at September 30, 2009.  The impairment charges of $1.4 million related to the pooled bank trust preferred securities were based on the Company’s quarterly reviews of its investment securities for indications of losses considered to be other than temporary.  Based on management’s assessment of the securities the Company owns, the seniority position of the securities within the pools, the level of defaults and deferred payments within the pools, and a review of the financial strength of the banks within the respective pools, management concluded that impairment charges of $1.4 million on the pooled bank trust preferred securities were necessary for the quarter ended September 30, 2009.  The impairment charges of $0.9 million related to community bank equity positions were due to poor financial performance and recent actions taken by the Federal Deposit Insurance Corporation and a state regulator against one of the community banks in whose parent holding company the Company has an equity position.

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Non-interest Income

Exclusive of investment losses, non-interest income remained flat at $14.7 million for both the third quarter of 2009 and the third quarter of 2008.  Insurance commission revenues increased $0.2 million on the strength of new business and other income increased $0.1 million from the third quarter of 2008.  These increases were offset by a decrease of $0.3 million from service charges from depository accounts as compared to the third quarter of 2008.  We believe that this decrease was primarily attributable to a general nationwide decline in consumer spending.

Non-interest Expenses

Non-interest expenses decreased $0.4 million from $19.2 million in the third quarter of 2008 to $18.8 million in the third quarter of 2009.    Other expenses declined $0.4 million from the third quarter of 2008 primarily due to lower derivative amortization associated with the Company’s sale of its interest rate floors in the third and fourth quarters of 2008.  In addition, professional fees decreased $0.2 million from the third quarter of 2008 and repossessed asset losses (net of expenses) declined $0.2 million from the third quarter of 2008.  Partially offsetting these decreases was an increase in occupancy and equipment expenses of $0.2 million from the third quarter of 2008.   Although insurance and regulatory expense remained flat from the third quarter of 2008, this expense is expected to increase approximately $0.7 million in the fourth quarter of 2009 as the Company fully utilized its FDIC credits in the third quarter of 2009 and the assessment rates have risen during 2009.

Balance Sheet Trends

As compared to December 31, 2008, loans have decreased $15.0 million (0.8%) at September 30, 2009 due to decreases in residential real estate loans of $21.3 million (3.5%) and commercial loans of $6.1 million (0.8%).  These decreases were partially offset by an increase in home equity loans of $12.3 million (3.2%).

Total average depository balances decreased $5.2 million, or 0.2%, from the quarter ended June 30, 2009 to the quarter ended September 30, 2009.  Decreases in noninterest bearing demand deposits ($8.9 million) and time deposits ($4.0 million) were partially offset by increases in savings deposits ($5.4 million) and interest bearing demand deposits ($2.3 million).

Income Tax Expense

The effective rate is based upon the Company’s expected tax rate for the year ending December 31, 2009, excluding impairment losses and the realization of previously unrecognized tax positions.  Excluding the impact of other than temporary impairment losses and the realization of previously unrecognized tax positions during the third quarter, the Company’s effective income tax rate for the third quarter of 2009 was 34.3% compared to 34.1% for the year ended December 31 2008, and 33.9% for the quarter ended September 30, 2008.  During the quarter ended September 30, 2009, the Company realized $0.2 million of previously unrecognized tax positions compared to $1.1 million during the quarter ended September 30, 2008.

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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 84.5% and the loan to asset ratio was 69.2% at September 30, 2009.  The Company maintained investment securities totaling 19.4% of assets as of this date.  Further, the Company’s deposit mix is weighted heavily toward checking and saving accounts that fund 42.8% of assets at September 30, 2009.  Time deposits fund 39.1% of assets at September 30, 2009, 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. The Company’s tangible equity ratio was 9.6% at September 30, 2009 compared with a tangible equity ratio of 8.8% at December 31, 2008.  At September 30, 2009, City National Bank’s Leverage Ratio is 8.24%, its Tier I Capital ratio is 11.09%, and its Total Risk-Based Capital ratio is 12.13%.  These preliminary regulatory capital ratios are significantly above levels required to be considered “well capitalized,” which is the highest possible regulatory designation.

On September 30, 2009, the Board approved a quarterly cash dividend to 34 cents per share payable October 31, 2009, to shareholders of record as of October 15, 2009.  During the quarter ended September 30, 2009, the Company repurchased 56,323 common shares at a weighted average price of $32.00 as part of a one million share repurchase plan authorized by the Board of Directors in August 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 such loans; (4) the Company may not 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; (12) the Company may experience difficulties growing loan and deposit balances; (13) the current economic environment poses significant challenges for us and could adversely affect our  financial condition and results of operations; (14) continued deterioration in the financial condition of the U.S. banking system may impact the valuations of investments the Company has made in the securities of other financial institutions resulting in either actual losses or other than temporary impairments on such investments; and (15) the United States government’s plan to purchase large amounts of illiquid, mortgage-backed and other securities from financial institutions may not be effective and/or it may not be available to us.  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 September 30,						Percent
	2009			2008			Change
Earnings ($000s, except per share data):
Net Interest Income (FTE)	$	23,891		$	26,484			(9.79	)%
Net Income (Loss)		10,497			(2,557	)		(510.52	)%
Earnings (Loss) per Basic Share		0.66			(0.16	)		(512.50	)%
Earnings (Loss) per Diluted Share		0.66			(0.16	)		(512.50	)%
Key Ratios (percent):
Return on Average Assets		1.60	%		(0.41	)%		(490.43	)%
Return on Average Tangible Equity		17.49	%		(4.04	)%		(532.67	)%
Net Interest Margin		4.09	%		4.78	%		(14.37	)%
Efficiency Ratio		48.77	%		46.53	%		4.80	%
Average Shareholders' Equity to Average Assets		11.33	%		12.45	%		(9.01	)%
Consolidated Risk Based Capital Ratios (a):
Tier I		13.02	%		13.11	%		(0.69	)%
Total		14.05	%		14.13	%		(0.57	)%
Tangible Equity to Tangible Assets		9.62	%		9.44	%		1.93	%
Common Stock Data:
Cash Dividends Declared per Share	$	0.34		$	0.34			0.00	%
Book Value per Share		18.95			17.61			7.62	%
Tangible Book Value per Share		15.36			14.05			9.32	%
Market Value per Share:
High		34.34			47.28			(27.37	)%
Low		28.65			35.74			(19.84	)%
End of Period		31.17			42.25			(26.22	)%
	Nine Months Ended September 30,						Percent
		2009			2008		Change
Earnings ($000s, except per share data):
Net Interest Income (FTE)	$	72,520		$	76,295			(4.95	)%
Net Income		31,567			23,860			32.30	%
Earnings per Basic Share		1.99			1.48			34.46	%
Earnings per Diluted Share		1.98			1.47			34.69	%
Key Ratios (percent):
Return on Average Assets		1.62	%		1.27	%		27.00	%
Return on Average Tangible Equity		18.05	%		12.73	%		41.82	%
Net Interest Margin		4.22	%		4.61	%		(8.46	)%
Efficiency Ratio		49.83	%		47.08	%		5.84	%
Average Shareholders' Equity to Average Assets		11.15	%		12.31	%		(9.43	)%
Common Stock Data:
Cash Dividends Declared per Share	$	1.02		$	1.02			0.00	%
Market Value per Share:
High		34.34			47.28			(27.37	)%
Low		20.88			32.51			(35.77	)%
Price/Earnings Ratio (b)		11.75			21.41			(45.13	)%
(a) September 30, 2009 risk-based capital ratios are estimated
(b) September 30, 2009 price/earnings ratio computed based on annualized third quarter 2009 earnings

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
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		17.61			17.58		29.08		42.88
2009		17.69		18.24		18.95					28.65		34.34
Earnings per Basic Share
	Quarter Ended
	March 31		June 30		September 30			December 31		Year-to-Date
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		(0.16	)		0.26		1.74
2009		0.69		0.64		0.66					1.99
Earnings per Diluted Share
	Quarter Ended
	March 31		June 30		September 30			December 31		Year-to-Date
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		(0.16	)		0.26		1.74
2009		0.69		0.64		0.66					1.98

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Statements of Income
(Unaudited) ($ in 000s, except per share data)
	Three Months Ended September 30,
	2009			2008
Interest Income
Interest and fees on loans	$	26,392		$	30,254
Interest on investment securities:
Taxable		5,820			5,850
Tax-exempt		437			371
Interest on deposits in depository institutions		2			47
Total Interest Income		32,651			36,522
Interest Expense
Interest on deposits		8,673			9,446
Interest on short-term borrowings		131			478
Interest on long-term debt		191			317
Total Interest Expense		8,995			10,241
Net Interest Income		23,656			26,281
Provision for loan losses		1,675			2,350
Net Interest Income After Provision for Loan Losses		21,981			23,931
Non-Interest Income
Investment securities (losses)		(2,320	)		(27,467	)
Service charges		11,689			11,993
Insurance commissions		1,208			1,025
Trust and investment management fee income		590			640
Bank owned life insurance		794			767
Other income		379			284
Total Non-Interest Income		12,340			(12,758	)
Non-Interest Expense
Salaries and employee benefits		9,623			9,538
Occupancy and equipment		1,953			1,800
Depreciation		1,171			1,110
Professional fees		216			435
Postage, delivery, and statement mailings		611			636
Advertising		883			821
Telecommunications		476			496
Bankcard expenses		695			717
Insurance and regulatory		411			354
Office supplies		520			527
Repossessed asset losses, net of expenses		136			314
Other expenses		2,107			2,498
Total Non-Interest Expense		18,802			19,246
Income (Loss) Before Income Taxes		15,519			(8,073	)
Income tax expense (benefit)		5,022			(5,516	)
Net Income (Loss)	$	10,497		$	(2,557	)
Basic earnings (loss) per share	$	0.66		$	(0.16	)
Diluted earnings (loss) per share	$	0.66		$	(0.16	)
Average Common Shares Outstanding:
Basic		15,893			16,142
Diluted		15,952			16,195

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Statements of Income
(Unaudited) ($ in 000s, except per share data)
	Nine months ended September 30,
	2009			2008
Interest Income
Interest and fees on loans	$	81,396		$	91,662
Interest on investment securities:
Taxable		17,494			18,034
Tax-exempt		1,249			1,151
Interest on deposits in depository institutions		10			163
Total Interest Income		100,149			111,010
Interest Expense
Interest on deposits		27,230			31,980
Interest on short-term borrowings		395			2,286
Interest on long-term debt		676			1,070
Total Interest Expense		28,301			35,336
Net Interest Income		71,848			75,674
Provision for loan losses		5,475			5,083
Net Interest Income After Provision for Loan Losses		66,373			70,591
Non-Interest Income
Investment securities (losses)		(4,727	)		(27,465	)
Service charges		33,385			34,536
Insurance commissions		4,466			3,231
Trust and investment management fee income		1,794			1,721
Bank owned life insurance		2,518			2,193
VISA IPO Gain		-			3,289
Other income		1,624			1,250
Total Non-Interest Income		39,060			18,755
Non-Interest Expense
Salaries and employee benefits		29,003			28,418
Occupancy and equipment		5,742			5,098
Depreciation		3,566			3,330
Professional fees		1,066			1,229
Postage, delivery, and statement mailings		2,027			1,908
Advertising		2,673			2,081
Telecommunications		1,410			1,354
Bankcard expenses		2,029			1,978
Insurance and regulatory		2,365			1,025
Office supplies		1,521			1,488
Repossessed asset losses, net of expenses		351			437
Loss on early extinguishment of debt		-			1,208
Other expenses		6,219			8,352
Total Non-Interest Expense		57,972			57,906
Income Before Income Taxes		47,461			31,440
Income tax expense		15,894			7,580
Net Income	$	31,567		$	23,860
Basic earnings per share	$	1.99		$	1.48
Diluted earnings per share	$	1.98		$	1.47
Average Common Shares Outstanding:
Basic		15,889			16,130
Diluted		15,944			16,189

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Statements of Changes in Stockholders' Equity
(Unaudited) ($ in 000s)
	Three Months Ended
	September 30, 2009			September 30, 2008
Balance at July 1	$	291,182		$	302,056
Net income (loss)		10,497			(2,557	)
Other comprehensive income:
Change in unrealized gain (loss) on securities available-for-sale		8,302			(13,682	)
Change in unrealized (loss) gain on interest rate floors		(1,413	)		2,923
Cash dividends declared ($0.34/share)		(5,415	)		(5,492	)
Issuance of stock award shares, net		80			70
Exercise of 750 stock options		22			-
Exercise of 48,179 stock options		-			1,351
Excess tax benefits on stock compensation		-			243
Purchase of 56,323 common shares of treasury		(1,803	)		-
Balance at September 30	$	301,452		$	284,912
	Nine Months Ended
	September 30, 2009			September 30, 2008
Balance at January 1	$	280,429		$	293,994
Net income		31,567			23,860
Other comprehensive income:
Change in unrealized gain (loss) on securities available-for-sale		13,255			(18,848	)
Change in unrealized (loss) gain on interest rate floors		(4,982	)		3,738
Cash dividends declared ($1.02/share)		(16,251	)		-
Cash dividends declared ($1.02/share)		-			(16,457	)
Issuance of stock award shares, net		454			410
Exercise of 1,050 stock options		25			-
Exercise of 66,254 stock options		-			1,666
Excess tax benefits on stock compensation		-			266
Purchase of 105,686 common shares of treasury		(3,045	)		-
Purchase of 104,960 common shares of treasury		-			(3,717	)
Balance at September 30	$	301,452		$	284,912

CITY HOLDING COMPANY AND SUBSIDIARIES
Condensed Consolidated Quarterly Statements of Income
(Unaudited) ($ in 000s, except per share data)
	Quarter Ended
	September 30			June 30			March 31			December 31			September 30
	2009			2009			2009			2008			2008
Interest income	$	32,651		$	32,964		$	34,534		$	36,663		$	36,522
Taxable equivalent adjustment		236			219			220			200			200
Interest income (FTE)		32,887			33,183			34,754			36,863			36,722
Interest expense		8,995			9,526			9,780			10,582			10,241
Net interest income		23,892			23,657			24,974			26,281			26,481
Provision for loan losses		1,675			2,150			1,650			5,340			2,350
Net interest income after provision
for loan losses		22,217			21,507			23,324			20,941			24,131
Noninterest income		12,340			14,287			12,433			3,181			(12,758	)
Noninterest expense		18,802			20,336			18,834			17,766			19,246
Income (Loss) before income taxes		15,755			15,458			16,923			6,356			(7,873	)
Income tax expense (benefit)		5,022			5,093			5,779			1,907			(5,516	)
Taxable equivalent adjustment		236			219			220			200			200
Net income (loss)	$	10,497		$	10,146		$	10,924		$	4,249		$	(2,557	)
Basic earnings (loss) per share	$	0.66		$	0.64		$	0.69		$	0.26		$	(0.16	)
Diluted earnings (loss) per share		0.66			0.64			0.69			0.26			(0.16	)
Cash dividends declared per share		0.34			0.34			0.34			0.34			0.34
Average Common Share (000s):
Outstanding		15,893			15,908			15,921			16,078			16,142
Diluted		15,952			15,949			15,933			16,100			16,195
Net Interest Margin		4.09	%		4.12	%		4.46	%		4.73	%		4.78	%

CITY HOLDING COMPANY AND SUBSIDIARIES
Non-Interest Income and Non-Interest Expense
(Unaudited) ($ in 000s)
	Quarter Ended
	September 30			June 30			March 31			December 31			September 30
	2009			2009			2009			2008			2008
Non-Interest Income:
Service charges	$	11,689		$	11,261		$	10,435		$	11,459		$	11,993
Insurance commissions		1,208			1,325			1,933			981			1,025
Trust and investment management fee income		590			497			707			518			640
Bank owned life insurance		794			992			732			739			767
Other income		379			544			701			284			284
Subtotal		14,660			14,619			14,508			13,981			14,709
Investment securities (losses)		(2,320	)		(332	)		(2,075	)		(10,800	)		(27,467	)
Total Non-Interest Income	$	12,340		$	14,287		$	12,433		$	3,181		$	(12,758	)
Non-Interest Expense:
Salaries and employee benefits	$	9,623		$	9,797		$	9,583		$	8,845		$	9,538
Occupancy and equipment		1,953			1,880			1,909			1,773			1,800
Depreciation		1,171			1,184			1,211			1,193			1,110
Professional fees		216			397			453			451			435
Postage, delivery, and statement mailings		611			698			718			641			636
Advertising		883			927			863			818			821
Telecommunications		476			514			420			562			496
Bankcard expenses		695			686			648			711			717
Insurance and regulatory		411			1,578			376			363			354
Office supplies		520			470			531			533			527
Repossessed asset losses, net of expenses		136			86			129			87			314
Other expenses		2,107			2,119			1,993			1,789			2,498
Total Non-Interest Expense	$	18,802		$	20,336		$	18,834		$	17,766		$	19,246
Employees (Full Time Equivalent)		814			831			830			827			812
Branch Locations		68			69			69			69			69

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Balance Sheets
($ in 000s)
	September 30			December 31
	2009			2008
	(Unaudited)
Assets
Cash and due from banks	$	40,638		$	55,511
Interest-bearing deposits in depository institutions		4,372			4,118
Cash and cash equivalents		45,010			59,629
Investment securities available-for-sale, at fair value		473,785			424,214
Investment securities held-to-maturity, at amortized cost		28,679			29,067
Total investment securities		502,464			453,281
Gross loans		1,797,384			1,812,344
Allowance for loan losses		(19,655	)		(22,254	)
Net loans		1,777,729			1,790,090
Bank owned life insurance		72,627			70,400
Premises and equipment		63,365			60,138
Accrued interest receivable		8,575			9,024
Net deferred tax assets		36,672			48,462
Intangible assets		57,127			57,479
Other assets		32,667			33,943
Total Assets	$	2,596,236		$	2,582,446
Liabilities
Deposits:
Noninterest-bearing	$	303,121		$	298,530
Interest-bearing:
Demand deposits		432,179			420,554
Savings deposits		375,738			354,956
Time deposits		1,015,999			967,090
Total deposits		2,127,037			2,041,130
Short-term borrowings		130,000			194,463
Long-term debt		17,981			19,047
Other liabilities		19,766			47,377
Total Liabilities		2,294,784			2,302,017
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 September 30, 2009 and December 31, 2008
less 2,588,861 and 2,548,538 shares in treasury, respectively		46,249			46,249
Capital surplus		101,645			102,895
Retained earnings		245,929			230,613
Cost of common stock in treasury		(90,045	)		(88,729	)
Accumulated other comprehensive (loss):
Unrealized loss on securities available-for-sale		(2,373	)		(15,628	)
Unrealized gain on derivative instruments		4,305			9,287
Underfunded pension liability		(4,258	)		(4,258	)
Total Accumulated Other Comprehensive (Loss)		(2,326	)		(10,599	)
Total Stockholders' Equity		301,452			280,429
Total Liabilities and Stockholders' Equity	$	2,596,236		$	2,582,446

CITY HOLDING COMPANY AND SUBSIDIARIES
Loan Portfolio
(Unaudited) ($ in 000s)
	September 30		June 30		March 31		December 31			September 30
	2009		2009		2009		2008			2008
Residential real estate	$	590,653	$	596,925	$	599,692	$	611,962		$	620,951
Home equity		396,648		392,751		389,453		384,320			377,919
Commercial, financial, and agriculture		762,194		747,886		753,234		768,255			729,613
Installment loans to individuals		45,309		45,550		45,175		43,585			44,728
Previously securitized loans		2,580		3,223		3,754		4,222			4,520
Gross Loans	$	1,797,384	$	1,786,335	$	1,791,308	$	1,812,344		$	1,777,731
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)
		2008	$	4.2	$	5.6		108	%
		2009		2.4		3.9		122	%
		2010		2.0		3.2		122	%
		2011		1.7		2.8		122	%
		2012		1.3		2.4		122	%
a - 2008 amounts are based on actual results. 2009 amounts are based on actual results through September 30, 2009 and estimated amounts for the remainder of the year. 2010,2011, and 2012 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.

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Average Balance Sheets, Yields, and Rates
(Unaudited) ($ in 000s)
	Three Months Ended September 30,
				2009								2008
	Average					Yield/			Average					Yield/
	Balance			Interest		Rate			Balance			Interest		Rate
Assets:
Loan portfolio:
Residential real estate	$	590,108		$	8,170		5.49	%	$	613,771		$	9,393		6.09	%
Home equity		394,069			5,972		6.01	%		373,445			6,644		7.08	%
Commercial, financial, and agriculture		765,689			10,334		5.35	%		708,665			11,622		6.52	%
Installment loans to individuals		50,935			975		7.59	%		53,521			1,270		9.44	%
Previously securitized loans		2,810			942		133.00	%		4,781			1,325		110.25	%
Total loans		1,803,611			26,393		5.81	%		1,754,183			30,254		6.86	%
Securities:
Taxable		463,703			5,820		4.98	%		407,754			5,850		5.71	%
Tax-exempt		43,682			672		6.10	%		34,653			571		6.56	%
Total securities		507,385			6,492		5.08	%		442,407			6,421		5.77	%
Deposits in depository institutions		5,753			2		0.14	%		8,981			47		2.08	%
Federal funds sold		489			-		-			-			-		-
Total interest-earning assets		2,317,238			32,887		5.63	%		2,205,571			36,722		6.62	%
Cash and due from banks		50,496								54,572
Bank premises and equipment		63,709								57,923
Other assets		212,925								195,217
Less:  Allowance for loan losses		(20,828	)							(18,158	)
Total assets	$	2,623,540							$	2,495,125
Liabilities:
Interest-bearing demand deposits		431,676			418		0.38	%		414,022			654		0.63	%
Savings deposits		379,793			417		0.44	%		362,550			862		0.95	%
Time deposits		1,013,610			7,838		3.07	%		887,884			7,929		3.55	%
Short-term borrowings		134,323			131		0.39	%		142,290			477		1.33	%
Long-term debt		17,988			192		4.23	%		21,089			316		5.96	%
Total interest-bearing liabilities		1,977,390			8,996		1.80	%		1,827,835			10,238		2.23	%
Noninterest-bearing demand deposits		325,821								331,919
Other liabilities		23,065								24,677
Stockholders' equity		297,264								310,694
Total liabilities and
stockholders' equity	$	2,623,540							$	2,495,125
Net interest income				$	23,891							$	26,484
Net yield on earning assets							4.09	%							4.78	%

CITY HOLDING COMPANY AND SUBSIDIARIES
Consolidated Average Balance Sheets, Yields, and Rates
(Unaudited) ($ in 000s)
	Nine Months Ended September 30,
				2009								2008
	Average					Yield/			Average					Yield/
	Balance			Interest		Rate			Balance			Interest		Rate
Assets:
Loan portfolio:
Residential real estate	$	597,282		$	25,495		5.71	%	$	604,798		$	28,187		6.23	%
Home equity		390,388			18,165		6.22	%		359,101			19,520		7.26	%
Commercial, financial, and agriculture		758,050			31,519		5.56	%		705,819			35,563		6.73	%
Loans to depository institutions		-			-		0.00	%		1,551			35		3.01	%
Installment loans to individuals		49,498			3,150		8.51	%		52,277			4,014		10.26	%
Previously securitized loans		3,364			3,067		121.90	%		5,521			4,343		105.08	%
Total loans		1,798,582			81,396		6.05	%		1,729,067			91,662		7.08	%
Securities:
Taxable		453,713			17,494		5.16	%		436,440			18,034		5.52	%
Tax-exempt		39,829			1,921		6.45	%		36,253			1,771		6.53	%
Total securities		493,542			19,415		5.26	%		472,693			19,805		5.60	%
Deposits in depository institutions		5,271			10		0.25	%		8,981			163		2.42	%
Federal funds sold		165			-		-			-			-		-
Total interest-earning assets		2,297,560			100,821		5.87	%		2,210,741			111,630		6.74	%
Cash and due from banks		51,553								58,293
Bank premises and equipment		62,443								56,217
Other assets		213,285								191,625
Less:  Allowance for loan losses		(21,867	)							(18,240	)
Total assets	$	2,602,974							$	2,498,636
Liabilities:
Interest-bearing demand deposits		425,972			1,327		0.42	%		412,417			1,979		0.64	%
Savings deposits		371,706			1,386		0.50	%		361,465			2,796		1.03	%
Time deposits		1,004,959			24,517		3.26	%		910,187			27,204		3.99	%
Short-term borrowings		135,708			395		0.39	%		136,644			2,286		2.23	%
Long-term debt		18,669			676		4.84	%		21,663			1,070		6.60	%
Total interest-bearing liabilities		1,957,014			28,301		1.93	%		1,842,376			35,335		2.56	%
Noninterest-bearing demand deposits		328,302								322,344
Other liabilities		27,335								26,213
Stockholders' equity		290,323								307,703
Total liabilities and
stockholders' equity	$	2,602,974							$	2,498,636
Net interest income				$	72,520							$	76,295
Net yield on earning assets							4.22	%							4.61	%

CITY HOLDING COMPANY AND SUBSIDIARIES
Analysis of Risk-Based Capital
(Unaudited) ($ in 000s)
	September 30			June 30			March 31			December 31			September 30
	2009 (a)			2009			2009			2008			2008
Tier I Capital:
Stockholders' equity	$	301,452		$	291,182		$	281,505		$	280,429		$	284,912
Goodwill and other intangibles		(56,928	)		(57,046	)		(57,165	)		(57,479	)		(57,600	)
Accumulated other comprehensive loss (income)		2,326			9,215			14,073			10,599			14,477
Qualifying trust preferred stock		16,000			16,000			16,000			16,000			16,000
Unrealized Loss on AFS securities		(2,557	)		(3,988	)		(4,401	)		(3,342	)		(761	)
Excess deferred tax assets		(10,113	)		(14,804	)		(15,796	)		(23,841	)		(15,470	)
Total tier I capital	$	250,180		$	240,559		$	234,215		$	222,366		$	241,558
Total Risk-Based Capital:
Tier I capital	$	250,180		$	240,559		$	234,215		$	222,366		$	241,558
Qualifying allowance for loan losses		19,655			20,975			21,980			22,254			18,879
Total risk-based capital	$	269,835		$	261,534		$	256,195		$	244,620		$	260,437
Net risk-weighted assets	$	1,920,900		$	1,912,937		$	1,901,377		$	1,875,934		$	1,842,684
Ratios:
Average stockholders' equity to average assets		11.33	%		11.00	%		11.12	%		11.53	%		12.45	%
Tangible capital ratio		9.62	%		9.11	%		8.87	%		8.83	%		9.44	%
Risk-based capital ratios:
Tier I capital		13.02	%		12.58	%		12.32	%		11.85	%		13.11	%
Total risk-based capital		14.05	%		13.67	%		13.47	%		13.04	%		14.13	%
Leverage capital		9.79	%		9.47	%		9.37	%		9.14	%		9.97	%
(a) September 30, 2009 risk-based capital ratios are estimated
CITY HOLDING COMPANY AND SUBSIDIARIES
Intangibles
(Unaudited) ($ in 000s)
	As of and for the Quarter Ended
	September 30			June 30			March 31			December 31			September 30
		2009			2009			2009			2008			2008
Intangibles, net	$	57,127		$	57,244		$	57,362		$	57,479		$	57,600
Intangibles amortization expense		117			117			117			121			173

CITY HOLDING COMPANY AND SUBSIDIARIES
Summary of Loan Loss Experience
(Unaudited) ($ in 000s)
	Quarter Ended
	September 30			June 30			March 31			December 31			September 30
	2009			2009			2009			2008			2008
Balance at beginning of period	$	20,975		$	21,980		$	22,254		$	18,879		$	17,959
Charge-offs:
Commercial, financial, and agricultural		2,117			2,332			1,479			1,073			563
Real estate-mortgage		567			507			394			603			523
Installment loans to individuals		36			73			69			29			62
Overdraft deposit accounts		795			690			664			779			783
Total charge-offs		3,515			3,602			2,606			2,484			1,931
Recoveries:
Commercial, financial, and agricultural		27			91			29			14			(30	)
Real estate-mortgage		19			(9	)		81			79			69
Installment loans to individuals		95			35			55			45			71
Overdraft deposit accounts		379			330			517			381			391
Total recoveries		520			447			682			519			501
Net charge-offs		2,995			3,155			1,924			1,965			1,430
Provision for loan losses		1,675			2,150			1,650			5,340			2,350
Balance at end of period	$	19,655		$	20,975		$	21,980		$	22,254		$	18,879
Loans outstanding	$	1,797,384		$	1,786,335		$	1,791,308		$	1,812,344		$	1,777,731
Average loans outstanding		1,803,611			1,794,022			1,798,054			1,787,861			1,754,183
Allowance as a percent of loans outstanding		1.09	%		1.17	%		1.23	%		1.23	%		1.06	%
Allowance as a percent of non-performing loans		118.88	%		96.80	%		107.44	%		86.07	%		135.92	%
Net charge-offs (annualized) as a
percent of average loans outstanding		0.66	%		0.70	%		0.43	%		0.44	%		0.33	%
Net charge-offs, excluding overdraft deposit
accounts, (annualized) as a percent of average loans outstanding		0.57	%		0.62	%		0.40	%		0.35	%		0.24	%

CITY HOLDING COMPANY AND SUBSIDIARIES
Summary of Non-Performing Assets
(Unaudited) ($ in 000s)
	September 30			June 30			March 31			December 31			September 30
	2009			2009			2009			2008			2008
Nonaccrual loans	$	16,423		$	20,956		$	20,007		$	25,224		$	13,709
Accruing loans past due 90 days or more		98			680			386			623			141
Previously securitized loans past due 90 days or more		12			32			64			10			40
Total non-performing loans		16,533			21,668			20,457			25,857			13,890
Other real estate owned, excluding property associated
with previously securitized loans		12,323			9,840			6,686			3,469			3,332
Other real estate owned associated with previously
securitized loans		-			189			374			400			417
Other real estate owned		12,323			10,029			7,060			3,869			3,749
Total non-performing assets	$	28,856		$	31,697		$	27,517		$	29,726		$	17,639
Non-performing assets as a percent of loans and
other real estate owned		1.59	%		1.76	%		1.53	%		1.64	%		0.99	%
CITY HOLDING COMPANY AND SUBSIDIARIES
Summary of Total Past Due Loans
(Unaudited) ($ in 000s)
	September 30			June 30			March 31			December 31			September 30
		2009			2009			2009			2008			2008
Residential real estate	$	3,167		$	5,029		$	5,882		$	6,179		$	3,636
Home equity		1,718			2,019			1,454			1,243			1,400
Commercial, financial, and agriculture		545			1,754			2,044			1,679			1,741
Installment loans to individuals		185			118			192			241			216
Previously securitized loans		1,054			878			818			999			598
Overdraft deposit accounts		510			526			410			592			491
Total past due loans	$	7,179		$	10,324		$	10,800		$	10,933		$	8,082