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)

May 1, 2012

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))

-1-

Section 7 – Regulation FD

Item 7.01 – Regulation FD Disclosure.

On May 1, 2012, Charles R. (Skip) Hageboeck, President and CEO of City Holding Company (“the Company”) will deliver presentations regarding the Company’s financial performance to analysts and investors at the 2012 RBC Capital Markets Financial Institutions Conference held in Boston, MA.

Copies of the slides used in the presentations will be available on the Company’s web site at www.bankatcity.com and are attached as Exhibit 99.1 and incorporated herein by reference.

This Report, including its exhibit, which is furnished under Section 7, Item 7.01 of Form 8-K, is not to be deemed an admission as to the materiality of any information in the Report that is required to be disclosed by Regulation FD.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

99.1 Copy of slide presentation

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: May 1, 2012	City Holding Company
By:	/s/ David L. Bumgarner
	David L. Bumgarner
	Chief Financial Officer

-2-

EX-99.1

RBC Conference
Boston

May 1, 2012

Forward looking statements

This presentation 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 could have
adverse legal actions of a material nature; (4) the Company may face competitive
loss of customers; (5) the Company may be unable to manage its expense levels;
(6) the Company may have difficulty retaining key employees; (7) 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; (8) changes in general economic conditions and increased competition
could adversely affect the Company’s operating results; (9) 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; (10) the Company may experience difficulties growing
loan and deposit balances; (11) the current economic environment poses significant
challenges for us and could adversely affect ourfinancial condition and results of
operations; (12) 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 (13) the effects of the Wall Street
Reform and Consumer Protection Act (the “Dodd-Frank Act”) recently adopted by
the United States Congress.  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.

•Total Assets $2.8 bil

•Branches68

•FTE797

•Market Cap$484 mil

•Institutional Ownership63%

•Average Daily Volume $1.6 mil

Date: April 20, 2012

Value in the banking sector?Checklist for success in current environment:

•Capital

–Strongly capitalized

•Markets

–Solid distribution network

–Stable geographic markets

–Disciplined competition

•Performance

–Strong net interest margin

–Strong NIM management

–Strong fee income

–Ability to control expenses

•Growth

–Liquidity to grow

–Ability to grow share in
market

–Opportunity to grow into
new markets

•Management

City Holding Company

•Markets:Operates an extremely strong
retail/commercial franchise in stable markets
with disciplined competition

•Asset Quality:Strong compared to peers and
City’s management has recognized and dealt
with issues

•Performance:Has consistently outperformed
peers with respect to earnings, capital, and
liquidity

•Growth:Growing and succeeding in slow-
growth stable markets with targeted expansion
into new markets

Key markets

1st Branch Share & 9% Deposit Share

in Huntington WV/Ashland KY MSA

$4.3 Billion

1st Branch Share & 11% Deposit Share

in WV’s largest market; $5.8 Billion

1st & 29% Deposit Share

$2.0 Billion

2ndBranch Share & 9% Deposit

Share in Morgan, Berkeley

& Jefferson Co. WV

$2.0Billion

The key to City’s success: an
enviable deposit franchise

•Branches68

•Average Deposits per Branch$33.8 MM

•Average Households per Branch2,300

•Average Deposit Share12.3%

•Average Household Share27%

City’s deposit franchise:

($000’s omitted)	Deposits	Share	Branches	Share
Charleston MSA	$604,632	11%	16	16%
Huntington/Ashland MSA	$366,211	9%	13	12%
Beckley MSA	$339,773	29%	7	25%
Greenbrier County, WV (Lewisburg)	$173,490	25%	6	33%
Eastern Panhandle Counties	$183,704	9%	7	13%
Mason County, WV	$83,945	26%	3	33%
Braxton County, WV	$65,078	33%	3	38%
Paintsville, KY	$95,913	24%	2	22%

Data: June 30, 2011

Low cost and stable funding:

Data: March 31, 2012

Peer Data as of December 31, 2011

3.98%

March 2008
thru June 2011:
NIM supported
by Interest Rate
Floors

CHCO is well positioned with respect
to interest rate risk:

Immediate Basis Point Change in Interest Rates	Estimated Increase or Decrease in Net Income between 1-12 months
+400 Bp	+15.3%
+300 Bp	+9.9%
+200 Bp	5.2%
+100 Bp	0.6%

Data: December 31, 2011

Strong deposit franchise drives top
decile non-interest revenue:

*As of December 31, 2011. Non-interest
income excludes investment
gains/(losses)

Non-interest income is branch driven:

	2006	2007	2008	2009	2010	2011
Electronic Fee Income	$7.3	$7.9	$8.6	$9.0	$9.9	$11.2
All Other Service Fee Income	$35.3	$36.5	$37.4	$36.0	$30.1	$27.0
Insurance	2.3	4.1	4.2	5.6	5.5	5.9
Investment Management	2.1	2.0	2.2	2.3	2.8	3.1
BOLI	2.4	2.5	2.9	3.3	3.4	3.2

City’s deposit franchise:

All Other Service Fee Income	2009	2010	2011	2012
Fiscal Year	$36.0	$30.1	$27.0
1st Quarter
2nd Quarter		8.0	7.1
3rd Quarter		7.2	7.0
4th Quarter		7.0	6.5

Decreases in branch service charges reflect :

•May 2010 - Real-time Processing

•Aug 2010 - Reg E - Opt in for Electronic Transactions

•Nov 2011 - Ceased processing checks in high to low $ order

Service Charge competitive landscape:

	Actions
BB&T	$10 monthly svc charge
Chase	$12 monthly svc charge
United	Still offers free checking
Huntington	Still offers free checking
Fifth Third	$15 monthly svc charge
FCBC	Still offers free checking

	Overdraft Fee	Daily Overdraft Fee
CHCO	$36	None
BBT	$35	$33 every 7 days
JPM	$34	$15 daily after 5 days
UBSI	$36	$5 daily after 5 days
HBAN	1st-$23; $37.50	$7 daily after 5 days
PNC	1st-$25; $36	$7 daily after 5 days
FITB	1st-$25; 2nd-4th -$33;>4-$37	$8 daily after 3 days

CHCO waives 1st two overdraftsand does not charge a daily overdraft
fee.

Asset quality:A function of culture and market

•City’s loans are 60% retail/40% commercial

•City’s market area tends to be more stable

•Real estate prices in City’s market area have
been relatively stable

•City’s past-due loan trends are stable

•City’s non-performing asset levels are
stronger than peers

•City has been aggressive about charging
down non-performing loans

Loan Portfolio weighted toward Retail
But - CHCO’s markets have been more stable

As of March 31, 2012

Sample of 282 publicly traded banks and thrifts with
assets between $1-$10 billion as of December 31, 2011

Charge-off trends:

Source: FDIC, All Insured Depository Institutions

Peer data as of December 31, 2011

Non-performing assets & OREO

Source: FDIC, All Insured Depository Institutions

Peer data as of December 31, 2011

City Ranked #3of Top 150 US Banks
in 2010 by Bank Director

A High Performing Bank
for shareholders & employees:

CHCO consistently strong performance

	2008	2009	2010	2011	YTD 2012	2011 Regional Peer Median
Reported ROA	1.12%	1.63%	1.47%	1.51%	1.47%	1.07%- 91st %ile
ROATCE	11.4%	18.0%	15.1%	15.7%	15.2%	13.2%- 82nd %ile
Tangible Common Equity/TA	8.83%	9.78%	10.01%	9.37%	9.54%	9.11%- 55th %ile
NIM	4.64%	4.18%	4.06%	3.89%	3.98%	3.91%-45th %ile
Efficiency Ratio	46.3%	50.0%	51.6%	53.8%	53.0%	58.4% - 86th %ile
Non-Int Rev/Total Rev*	35.9%	37.9%	36.3%	36.2%	35.9%	29.5%-91st %ile

* Non-int rev excludes gain on Visa IPO; securities transactions

Growth:CHCO is positioned to achieve “reasonable
growth” in its core franchise

•Commercial

•Retail

•Insurance

•Trust & Investment Management

North Carolina Loan Portfolio

•Markets:Charlotte, Winston-Salem, Raleigh, &Norfolk, VA

•Projects:Apartments 25%, High Tech Office Bldgs 10%,
GSA 30%, Grocery Stores 10%; Medical Office Bldgs 15%

•Loans Outstanding:$59.5 million

•Debt Service Coverage *1.52x

•Loan to Value*72%

•Weighted Average Rate4.57%

•Average Loan Size$5.9 million

*Based on average of this portfolio

In 2007, City hired a lender with significant experience in the
Charleston WV MSA to call in both Charleston WV and in North
Carolina. Over 54 months, City has developed a strong portfolio
of commercial real-estate loans in North Carolina & Virginia
from these efforts.A second lender has been hired, and office
space secured for the Charlotte-based office going forward.

Deposit growth opportunity:CHCO has many small deposit relationships;
peers tend to have larger commercial & public
deposits

	Branches	Deposits	Deposits/Branch
CHCO	68	$ 2.2 B	$33 million
BBT	36	$ 3.2 B	$90 million
JPM	24	$ 1.4 B	$60 million
UBSI	19	$ 1.1 B	$60 million
HBAN	15	$ 0.9 B	$59 million
WSBC	11	$0.3 B	$30 million
FITB	10	$ 0.3 B	$30 million

Includes branches within 5 miles of City branch

Source: SNL

Growth:Expanding retail distribution to capture
additional retail households

Source: SNL

Pending
VSB
Acquisition

New Locations

•Relocated North
Lewisburg WV Office

•Mortgage Production
Office in Morgantown
WV

De novo branch results

CityInsurance: Growing

RevenuesLines of Business

•2006$2.3 millionPersonal Lines

•2007 $4.1 millionWorkers Compensation

•2008$4.2 millionHealth/Benefits/Life Ins

•2009$5.6 millionProperty/Casualty

•2010$5.5 million

•2011$5.9 million

MarketsAcquisitions

Charleston (3 locations)Dickens & Clark (Teays Valley)

HuntingtonPatton Insurance - Nitro

RipleyMillcreek Insurance - Ripley

BeckleyAshland Area Insurance

Martinsburg

Ashland

Trust AUM: Strong growthCAGR (Dec 31, 2004-Dec 31, 2011) of 9.4%

CHCO: Capital flexibility

•Tangible common equity at 3/31/12:9.54%

•No TARP!!!!

•Dividends

-Increased 10% in April 2004 to $0.88

-Increased 14% in April 2005 to $1.00

-Increased 12% in April 2006 to $1.12

-Increased 11% in April 2007 to $1.24

-Increased 10% in April 2008 to $1.36

-Increased 3% in January 2012 to $1.40

-Dividend yield of 4.0% (as of 3/9/12)

-Dividend payout ratio 53% (Analyst est. EPS for 2012 of
$2.64)

•Share repurchases

-Purchased 88,000 shares during 1st quarter of 2012 (0.6%)

-Purchased 755,501 shares during 2011 (4.9%)

-Driven by CHCO’s strong profitability, CHCO can achieve
greater long-term share repurchase activity than peers.

Share Count:

Growth per share (12/31/04 -
12/31/11):

•Loans per share:5.9% CAGR

•Deposits per share:5.1% CAGR

•Non-interest inc per share:2.3% CAGR

•Expenses per share:4.0% CAGR

Implication: While CHCO operates in relatively
low growth markets, high profitability allows
share repurchases, which have driven core
earnings despite the economic environment of
the last several years

Acquisition philosophy:

•Historically less acquisitive than peers

•Acquisitions must truly be strategic or
meaningfully accretive

•Opportunities have increased

•Actively looking at FDIC and non-FDIC deals

•In-market

•Adjacent market

•Growth markets

•Size: Generally $100MM to $1B

Acquisition territory:

Virginia Savings Bank - a solid
franchise:

•Assets of $130 million

•Loans of $88 million

•Deposits of $117 million

•Equity $11.7 million

•5 branches in Northwestern Virginia

•Non-performing Loans of $1.0 million

•OREO of $1.1 million

•ALLL of $1.2 million

Virginia Savings Bank - pricing
metrics:

•VSB Share Equivalents: 1,899,984

•Terms

–$6.17 cash or

–0.2100 share of CHCO

•Valuation as of March 9, 2012:

–Cash of $4.7 million

–240,000 shares ($34.61 on 3/9/12) valued at
$8.3 million

–Total value $13.0 million

Virginia Savings Bank - YTD Income
on stand-alone basis

	2011
Net Interest Income	$4,832,000
Less: Provision	($171,000)
Non-Interest Income	$1,093,000
Non-Interest Expense	($4,631,000)
Pre-tax Net Income	$1,122,000
Taxes	($410,000)
Net income	$711,000

Virginia Savings Bank: Next Steps

•SEC Review and Clearance of S-4 Registration
Statement - Completed

•Anticipate Shareholder Approval: May 10, 2012

•Regulatory Approvals expected May 2012

–Federal Reserve

–OCC

–Virginia Bureau of Financial Institutions

•Subject to Satisfaction of Covenants,
Representations & Warranties

•Anticipated Close: May 31, 2012

TITLE	EXPERIENCE	AGE	JOINED
CEO	PPLS; CHCO CFO; PHD	50	2001
EVP - Retail	PPLS	57	2001
EVP - Commercial	One Valley; BB&T, CPA	63	2004
CFO	Public Accounting, CPA	48	2005
CAO/CIO	City National Bank	49	1989
SVP - Branches	BB&T	44	2001
SVP - CCO	United Bankshares, CPA	39	1998
SVP - CRO	BB&T	56	2001
SVP Consumer	Bank One	46	2001
SVP Mortgage	United Bankshares	61	2004
SVP Trust	City National Bank	58	1985
SVP Insurance	Rogers; Principal	43	2007
Treasurer	City National Bank	46	1990

Value in the banking sector?Checklist for success in current environment:

Capital

•Strongly capitalized -Top 10%

Markets

•Solid distribution network -Excellent

•Stable geographic markets - Yes; WV & E Kentucky

•Disciplined competition -Yes; see NIM

Performance

•Strong net interest margin - Yes

•Strong NIM management - See results (floors)

•Dependence on Non-Interest Income - Top decile

•Ability to control expenses - Top decile efficiency ratio

Growth

•Liquidity to grow - Extremely strong

•Ability to grow share in market -5-mile branch share 32%; deposit share
14%

•Opportunity to grow into new markets - Well positioned

•Management- Experienced team with great results

CHCO represents good value and
stability

•Pricing Metrics*:

•Price to Book: 155%

•Price to Tangible Book: 189%

•Price to 2012 Projected Earnings**12.6x

•Dividend Yield4.2%

•Div Payout Ratio (First Call)**53%

•Tangible Capital/Tangible Assets9.54%

•Institutional Ownership63%

*Based on Price of $33.35 (4/20/12)

** Based on analyst estimate of $2.64 (average of 8)