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 12, 2002

CITY HOLDING COMPANY

(Exact name of registrant as specified in its charter)

West Virginia	0-17733	55-0619957
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(IRS Employer Identification Number)

25 Gatewater Road

Charleston, West Virginia, 25313

(Address of principal executive officers)

(304) 769-1100

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

        Item 5. Other Events

On July 12, 2002, City Holding Company (“the Company”) issued a news release, attached as Exhibit 99, announcing the Company’s earnings for the second quarter of 2002.

        Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

(a) Financial Statements	None
(b) Pro Forma Financial Information	None
(c) Exhibits
99	News Release issued on July 12, 2002

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.

CITY HOLDING COMPANY

Date: July 16, 2002

By:    /s/ Michael D. Dean                            

Michael D. Dean

Senior Vice President - Finance,

Chief Accounting Officer and  

Duly Authorized Officer

2

EX-99

Exhibit 99

NEWS RELEASE

For Immediate Release

July 12, 2002

For Further Information Contact:

Jerry Francis, President & CEO

(304) 769-1101

City Holding Company Announces 18.4% Increase

in Linked Quarter Earnings Per Share

Charleston, West Virginia – City Holding Company, “the Company” (NASDAQ:CHCO; NASDAQ:CHCOP), a $2 billion bank holding company headquartered in Charleston, today announced net income for the second quarter of 2002 of $7.7 million, or $0.45 per share, compared with a net loss of $20.1 million, or a loss of $1.19 per share, in the second quarter of 2001. These results represent an 18.4% increase over first quarter 2002 earnings per share of $0.38. The Return on Assets during the second quarter of 2002 was 1.48%, the Return on Equity was 19.70%, and the Efficiency Ratio was 59.8%. The Company also recently announced resumption of cash dividends on common shares, payment of deferred dividends on trust preferred shares, and approval of a one million share common stock buy-back program.

“The second quarter of 2002 represents the completion of the turnaround for the Company”, stated Jerry Francis, President and CEO of City Holding Company and its primary subsidiary City National Bank of West Virginia (the “Bank”). “With these results, the Company has achieved what must certainly be viewed as top quartile performance among its peers. Just 12 months ago, the Company told its shareholders that it had lost $4.05 per share over the previous four quarters. However, during the second quarter of 2002, the Bank’s primary regulator, the Office of the Comptroller of the Currency (the “OCC”) released the Bank from a formal agreement that restricted the Bank’s activities and the Company’s primary regulator, the Federal Reserve Bank of Richmond (the “FRBR”) released the Company from a Memorandum of Understanding. In addition, the Company declared that it would resume dividends on its trust preferred securities that had been deferred at the direction of the FRBR. The Company also announced the resumption of a quarterly dividend on common shares of $0.15 per share and purchase programs for both the common and preferred shares. It is a tribute to the board, management, and staff of this Company that this dramatic turnaround has been achieved in less than 12 months and must surely rank as one of the quickest and best turnarounds in banking history.”

“Further, we are very optimistic about our future. Loan quality is good, regulatory problems are behind us, and we can now focus on growing loans and deposits, increasing market-share, increasing fee-based revenues, and continuing to reduce our expense level toward peer averages. In fact, our performance has been so strong across the board that we now believe that the Company will earn between $1.70 and $1.80 per share during 2002. We are pleased that our shareholders have been rewarded for their patience as our stock price has increased from $13.01 at June 23, 2001 to $23.41 on June 30, 2002 – representing an increase of 80% that we believe may be the best stock price performance among our peers during this timeframe.”

“As the CEO of City Holding Company, I feel that I must say that I regret the recent actions of management at a few high profile companies. I firmly believe that our nation’s economic success is attributable to an economic system which encourages competition, rewards success, and is predicated on the highest of ethical standards. Further, I believe that most Companies are led by honest, hard-working individuals that are dedicated to high-spirited competition, and fair dealing with customers, employees and shareholders. On behalf of the Board of Directors of City Holding Company I would like to express our commitment to do just that – to compete aggressively, and to treat employees, customers, and shareholders fairly. To that end, we endeavor to provide our shareholders with accurate and useful information regarding

our performance so that they can make reasonable investment decisions. We would encourage the management of all Companies to do so as well.”

Credit Quality

The biggest story for the Company during the quarter is the achievement of its credit quality goals. At June 30, 2002, non-performing assets (non-accruing loans, loans past due 90+ days, and other real estate owned) were $3.4 million and represented just 0.27% of total loans and other real estate owned, down from 1.38% at March 31, 2002. This dramatic decrease of $14.4 million, or 81%, was achieved as management charged-off, sold, or otherwise resolved loans during the second quarter that it did not believe could be restored to performing status.

Net Charge-offs during the second quarter of 2002 were $10.7 million, and have totaled $37.0 million over the last five quarters. Over the same period, the Company has taken provision expense for loan losses totaling $28.2 million. After joining the Company in mid 2001, the management team initially focused on the identification of problem loans and providing an appropriate allowance for loan losses to cover probable losses within the portfolio. Thus, the provision for loan losses was high in the second and third quarters of 2001. Having accomplished the goal of identifying loan problems and setting aside adequate reserves by the third quarter of 2001, the Company was then able to intensify efforts at resolving problem loans by collecting, selling, restructuring, or otherwise disposing of these assets. As a result, net charge-offs of these loans, for which reserves were previously provided, were particularly high in the fourth quarter of 2001 and the first two quarters of 2002. Now, at June 30, 2002, management views this task as complete, with non-performing loans having reached extremely low levels. As a result, net charge-offs in the next several quarters are likely to be low. Further, management continues to vigorously pursue collection of all charged-off loans. Due to the large number of loans charged-off in prior quarters, and the Company’s low level of non-performing loans, it is likely that the Company could actually experience net recoveries if it is successful in its recovery efforts.

With respect to Provision expense for Loan Losses, the Company recorded a $0.9 million Provision during the second quarter of 2002. This provision expense, despite large net charge-offs, demonstrates that management had in fact previously recognized the probable losses to be incurred upon the resolution of these loans. Future provision expense will of course depend upon trends in loan balances, loan quality, and potential recoveries of previously charged-off loans. However, it is possible that the Company will experience low, or even negative, provision expense in subsequent quarters. In projecting its profitability through 2002 at between $1.70 and $1.80 per share, management assumed that total provision expense for the year would be $3.6 million, consistent with the provision expense required during the first two quarters of 2002.

As a result of large net charge-offs, the Allowance for Loan Losses (“ALLL”) decreased from $37.8 million at March 31, 2002 to $28 million at June 30, 2002. Given the strength of the loan portfolio, management considers the ALLL to adequately provide for probable losses inherent in the loan portfolio. At June 30, 2002, the Allowance was 849% of non-performing assets, which is dramatically improved from 212% at March 31, 2002. Likewise, the ALLL was at 2.31% of total loans outstanding at June 30, 2002. The Company’s methodology for determining the adequacy of the allowance for loan losses is based on a number of factors, including the use of historical loss rates on the Company’s loan portfolio. If the Company’s loan loss experience improves in the future, this will have a positive impact on the recorded ALLL, as the allocation for current losses inherent in the loan portfolio will be reduced.

Continual monitoring of the loan portfolio and emphasis on collection of charged-off loans will continue to be one of the Company’s highest priorities for 2002. The Company recognizes that the current weakness in the U.S. economy poses a threat to the credit quality of bank’s loan portfolios, and that no assurance can be given that the ALLL is sufficient to provide for unforeseen developments in the economy. However, management believes that West Virginia’s economy is less sensitive to the current recessionary trends, and believes that the Bank’s ALLL is sufficient given what is currently known about the Bank’s loan portfolio and customer base.

Net Interest Income

The Company recorded fully taxable net interest income of $21.9 million in the second quarter of 2002, compared to $21.6 million in the first quarter of 2002 and $22.6 million in the second quarter of 2001. This represents an increase of $0.3 million or 1.4% against the prior quarter and a decrease of $0.7 million or 3.1% as compared to the same quarter in 2001 (when the Company still owned two banking subsidiaries in California). Increasing net interest income during the second quarter is particularly impressive given that loan balances have continued to decline. Total Loans were $1.214 billion at June 30, 2002, down from $1.287 billion at March 31, 2002 and $1.786 billion at June 30, 2001. Therefore, net interest income actually rose despite a decline in loan balances of 5.7% from the first quarter of 2002 and 32% from the second quarter of 2001.

The strength in net interest income can be primarily attributed to the cost of deposits. As interest rates fell in the later part of 2001, management was able to reduce rates paid on certain depository accounts. Also, a decrease in loan balances outstanding allowed management to eliminate the Company’s reliance on brokered deposits and high rate retail CD balances. As a result, the Bank’s net interest margin increased substantially from 4.05% in the second quarter of 2001 to 4.52% in the first quarter of 2001 and then 4.67% in the second quarter of 2002.

Balance Sheet Trends

Total assets at June 30, 2002 were $2.044 billion compared to $2.114 billion at March 31, 2002 and $2.405 billion at June 30, 2001. Net loan balances outstanding decreased from $1.786 billion at June 30, 2001 to $1.287 billion at March 31, 2002 and $1.214 billion at June 30, 2002, a decrease of $572 million or 32% from the same quarter in 2001 (partially due to a decrease of $147 million upon the sale of the California banking subsidiaries in the fourth quarter of 2001) and a decrease of $73 million and 5.7% from the first quarter of 2002.

Between March 31, 2002 and June 30, 2002 residential real estate loans were down $52 million or 9%, commercial real estate loans were down $8 million or 3%, other commercial loans were down $17 million or 13%, installment loans were down $18 million or 17%, and indirect installment loans were down $10 million or 13%. During the quarter, only home equity loans and credit cards were up, $32 million or 25%, and $1 million or 5% respectively. Allowing loan balances to decline has been part of the Company’s strategic plan for several reasons. First, credit quality has been less than desired in some broad areas such as installment lending, indirect lending and commercial lending. Secondly, the Company’s mortgage banking business has been refocused to serve its West Virginia customer base, which has in turn impacted the Company’s capacity to generate residential mortgage loans previously generated on a broader scale. Thirdly, the Company has been focused inwardly toward resolving problem credits and improving lending policies and procedures. In recent months, however, loan balances have begun to stabilize. Management has begun to focus on loan growth with appropriate credit quality, particularly in commercial lending. The Company anticipates that installment, indirect lending, and residential mortgage loan balances will continue to decline throughout 2002, but expects the overall loss of loan balances to slow. Home equity and credit card balances are expected to continue to grow.

Total deposits were $1.612 billion at June 30, 2002 compared to $1.959 billion at June 30, 2001, a decline of $347 million or 18%. However, $175 million of the decrease can be directly attributed to the sale of the California banking subsidiaries in the fourth quarter of 2001. The remaining decline came from the non-renewal of certificates of deposit that were at high rates of interest. The run-off of these very high cost deposits was part of a plan that has improved liquidity and increased net interest income.

Core Deposits (checking and savings deposits but excluding CD’s) were $957 million on June 30, 2002 compared to $988 million on June 30, 2001, a decrease of 3.1%. Excluding the loss of $66 million in checking and savings deposits attributable to the sale of the California banks, core deposits have increased

3.8% over the prior twelve months. The Company believes that growth in core deposits represents an important component of long-term profitability, and has identified this as an important strategic focus. At June 30, 2002, 59% of the Company’s balance sheet was funded by either core deposits or capital. Compared to our peers, we believe that this is a strategic strength for the Company. The Company believes that it is remarkable that core deposits have shown growth at the same time that service charge revenues on depository accounts have risen significantly as well. The Company recently surveyed its current customer base as well as a sample of customers that had left the Company and was impressed by the strong vote of confidence that Customers had in the service that they received from the Company and its employees.

Retained Interests in Securitized Loans

Between 1997 and 1999, the company originated and securitized $760 million in 125% loan to value junior-lien mortgages in six separate pools. The Company retained an interest in the final cash flows associated with the underlying mortgages in these pools with the earliest cash flows associated with each pool being attributed to the purchasers of the securitized loan pools.

At May 31, 2002, the outstanding principal balances of the mortgages securitized were $295 million. The outstanding obligation to the purchasers of the priority claims was $183 million. As a result, the Company has an interest in $112 million in mortgage balances outstanding. However, to the extent that defaults occur within these portfolios, the Company will receive less than the full amount. The Company determines the value of the retained interests using assumptions regarding default rates, prepayment rates, and an appropriate discount rate for assets of similar characteristics (which was established at 14%). At June 30, 2002 the Company estimates the fair value of these assets to be $86.1 million, compared to the book value of $76.9 million.

The Bank is required to accrete the excess of the present value of the estimated future cash flows over the retained interests’ carrying value as interest income over the life of the investment using the effective yield method. Therefore, the retained interests accrued at the rate of 15.92% during the second quarter of 2002, up from the 14% accrual rate established at April 1, 2001, based upon the adoption of Emerging Issues Task Force (“EITF”) 99-20.

The value of these assets is accrued toward the expectation of when, and how much, cash will be received in the future, once priority claims are satisfied. It should be noted that these assets currently generate relatively little cash. The Company received cash for the first time on these assets in June of 2002, and anticipates total cash from these instruments will be approximately $0.8 million through December 31, 2002 although it expects to accrue interest on these assets of approximately $12.1 million during 2002. Were the estimated value of the retained interests to fall below the book value of the assets, the bank would be required, under EITF 99-20, to immediately reduce the book value of the assets to their estimated fair value. Given that these loans are geographically dispersed throughout the United States, and given the economic recession currently being experienced, there can be no assurances regarding when, or how much, cash will eventually be received for these assets. However, at June 30, 2002, management believes that its assumptions were appropriate given the information available regarding default rates and prepayment rates on the six individual pools outstanding.

Non-Interest Income

Non-Interest Income in the second quarter of 2002 was $8.7 million compared to $7.0 million during the first quarter of 2002. The increase in non-interest income as compared to the first quarter of 2002 is attributable primarily to an increase in service charges and secondarily to a loan sale gain of $0.4 million reflected in Mortgage Banking Income. The gain occurred on the sale of a portfolio of $4.9 million primarily non-performing residential real estate loans that were transferred during the first quarter of 2002 to the Loans Held for Sale Account at the Company’s estimated selling price of $2.5 million and subsequently sold for $2.9 million. Investment security gains in the first and second quarters of 2002 and the second quarter of 2001 were largely gains on a mutual fund that produces capital gains rather than interest income.

Non-Interest Expenses

The non-core banking activities of the Company historically produced significant non-interest income, but also entailed considerable non-interest expense. As the Company has refocused on serving its West Virginia franchise, expenses have moved closer to peer averages. The efficiency ratio for the Company in the first quarter was 63.9%, which the Company believes placed it behind approximately 80% of banks between $1 and $10 billion. Management is committed to significantly reducing expenses as a percent of operating revenues but recognizes that reducing costs to appropriate levels is a time-consuming process of identifying opportunities, negotiating with vendors and in many cases waiting for contractual obligations to expire. As a result of the Company’s efforts in that regard, non-interest expense fell in the second quarter of 2002 to $17.9 million compared to $18.2 million in the first quarter of 2002 and $28.4 million in the second quarter of 2001. The efficiency ratio improved to 59.8% during the second quarter of 2002, representing the culmination of considerable work devoted to bringing expenses at the Company in line with revenues and peers. Despite the considerable improvement in non-interest expense levels, during the second quarter of 2002 the Company’s efficiency ratio placed it behind approximately 60% of peer banks. Therefore, the Company believes that additional opportunities to reduce expense exist, and will diligently pursue those opportunities to achieve better than peer average efficiency. However, the Company continues to labor under expenses that are disproportionate to its income but are associated with its past loan problems – FDIC deposit insurance premiums, commercial loan workout specialists dedicated largely to recoveries of previously charged-off loans, and other expenses that our peers would need not incur. As a result, the opportunity to achieve cost reductions is in some part dictated by the passage of time, which will bring resolution of these issues.

For the second quarter of 2002, salaries and other employee benefits were down $0.6 million from the first quarter of 2002 and down $2.2 million as compared to the second quarter of 2001. The reduction in compensation expense relative to the same quarter in the prior year reflects actions taken in 2001 to reduce headcount to appropriate levels, offset by increases in wages to market levels and the implementation of incentive plans for all bank employees. The Company achieved a reduction in compensation expense in the second quarter of 2002 compared with the first quarter of 2002 primarily through close management of staffing levels and secondarily through the seasonality of FICA expense. The number of employees fell from 1,252 at June 30, 2001 to 810 at March 31, 2002 and to 791 at June 30, 2002.

For the second quarter of 2002, occupancy expense was down $0.9 million or 34% from the second quarter of 2001. During 2001, the Bank consolidated its operations in Charleston and exited several operational facilities and branch bank locations. For the second quarter of 2002, depreciation decreased $0.9 million or 38% from the second quarter of 2001. Depreciation expense was down markedly due to the disposal of equipment no longer used in the Company’s operations during 2001, the sale of the Internet, direct mail, and other divisions during 2001, and the completion of the depreciable lives of a large quantity of data processing equipment.

For the second quarter of 2002, telecommunication expense was down $0.5 million from the second quarter of 2001 due to the discontinuation of the Company’s activities in California and the extensive communication expenses that were entailed in those operations. For the second quarter of 2002, the Company incurred no advisory fees for loan production office expenses as compared to $.9 million incurred in the second quarter of 2001. These expenses were eliminated as the bank refocused on its core West Virginia banking market and exited the mortgage banking business.

For the second quarter of 2002, the Company incurred $0.7 million in professional fees and litigation expense, compared to $1.2 million during the second quarter of 2001. Professional fees and litigation expenses include accounting fees, legal fees, actual and estimated legal settlements, and other consulting fees. The Company incurred significant professional fees during the second quarter of 2001 associated with assessing and implementing necessary steps to improve the Company’s operations throughout 2001.

The Company’s non-interest expenses related to OREO and other repossessed assets continue to gradually decline. For the second quarter of 2002, the Company recognized a gain of $0.007 million on the disposal

of real estate no longer used in the Company’s operations and incurred repossessed asset losses and expenses of $0.3 million. These expenses are associated with either the costs of managing, or losses on sale, of real estate, autos, and other consumer collateral acquired through repossession. Management has made every effort to correctly value assets at the time they are repossessed with losses being charged to the ALLL so there will not be significant losses on the sale of real estate or other repossessed property in the future. However, the Company expects to have significant, but declining, costs of managing these assets for some time.

For the second quarter of 2002, the Company incurred insurance and regulatory expense of $0.5 million, similar in the amount recorded in the second quarter of 2001. FDIC insurance costs account for about 40% of this total, and are high due to the bank’s formal agreement with the OCC. Regulatory expenses will decline in the third quarter as a result of the lifting of the formal agreement with the OCC. However, FDIC insurance expense may not decrease until 2003.

Other expenses were $3.3 million in the second quarter of 2002, as compared to $4.2 million in the second quarter of 2001. Examples of Other Expenses include the costs of depository losses, indirect expenses of originating loans, travel and entertainment, amortization of intangibles, and data processing expenses. Amortization of Intangibles during the second quarter of 2001 was $0.3 million, but decreased as a result of changes in accounting principles to $0.1 million in the second quarter of 2002.

Capitalization

At June 30, 2002 the Company’s Tier I Capital ratio was 12.3%, the Total Risk based Capital Ratio was 16.0%, and the Leverage Ratio was 9.0%. As such, capital ratios of both the Company and the Bank remain above regulatory requirements to be classified as “well capitalized.”

Effective December 31, 2002 the Company will implement new regulatory capital requirements related to the Bank’s investment in retained interest in securitized mortgages. However, had the Company been required to comply with those capital ratios at June 30, 2002, both the Bank and the Company would have been well capitalized. The Company estimates that under these new regulations, it would have had a Tier I Capital ratio of 10.0%, a Total Risk-based Capital Ratio of 13.8%, and a Leverage Ratio of 7.7%.

As previously disclosed, in June the Board approved payment of current and deferred dividends on the Company’s 9.15% Capital Securities issued by the Company’s wholly-owned subsidiary, City Holding Capital Trust (“Trust I”), and the 9.125% Capital Securities issued by the Company’s wholly-owned subsidiary, City Holding Capital Trust II (“Trust II”) payable on July 31, 2002 to shareholders of record as of July 16, 2002. The board also approved a quarterly cash dividend of 15 cents per share on the Company’s common shares payable on July 31, 2002 to shareholders of record at July 16, 2002. At the closing stock price of $24 on July 10, 2002, this represents a dividend yield of 2.5% annually.

Regulatory Environment

The Company previously announced that its principal banking subsidiary, City National of West Virginia, was released from its formal agreement with the Office of the Comptroller of the Currency (“OCC”) and that the Company was released from its Memorandum of Understanding with the Federal Reserve during May 2002.

City Holding Company is the parent company of City National Bank of West Virginia. In addition to the Bank, City National Bank operates CityInsurance Professionals, an insurance agency offering a full range of insurance products and services.

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, or conversely, the Company may incur less, or even negative, loan loss provision due to positive credit quality trends in the future and further resolution of various loan quality issues; (2) the Company may experience increases in the default rates on its retained interests in securitized mortgages causing it to take impairment charges to earnings; (3) the Company could have adverse legal actions of a material nature; (4) the Company may face competitive loss of customers associated with its efforts to increase fee-based revenues or may be unable to meet its expectations regarding loan and deposit growth; (5) the Company may be unable to manage its expense levels due to the expenses associated with its loan portfolio quality, regulatory, and legal issues; (6) rulings affecting, among other things, the Company’s and its banking subsidiaries’ regulatory capital and required loan loss allocations may change, resulting in the need for increased capital levels; (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 planned purchase of Trust I and Trust II Capital Securities and the common stock may not occur or may not have the effects anticipated. 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.

CITY HOLDING COMPANY AND SUBSIDIARIES

Financial Highlights

(Unaudited)

	Three Months Ended
	June 30, 2002			June 30, 2001			Percent Change
Earnings ($000s, except per share data):
Net Interest Income (FTE)	$	22,248		$	23,030		(3.40	)%
Net Income (Loss)		7,671			(20,055	)	N/A
Earnings (Loss) per Basic Share		0.45			(1.19	)	N/A
Earnings (Loss) per Diluted Share		0.45			(1.19	)	N/A
Key Ratios (percent):
Return on Average Assets		1.48	%		(3.25	)%	N/A
Return on Average Equity		19.70	%		(53.24	)%	N/A
Net Interest Margin		4.67	%		4.05	%	15.31	%
Efficiency Ratio		59.76	%		84.38	%	(29.18	)%
Average Shareholders’ Equity to Average Assets		7.51	%		6.10	%	23.11	%
Risk-Based Capital Ratios (a):
Tier I		12.28	%		7.37	%	66.62	%
Total		15.95	%		10.64	%	49.91	%
Common Stock Data:
Cash Dividends Declared per Share	$	0.15		$	—		N/A
Book Value per Share		9.40			8.70		8.05	%
Market Value per Share:
High		23.80			14.64		62.57	%
Low		15.06			7.25		107.72	%
End of Period		23.41			13.06		79.25	%
Price/Earnings Ratio (b)		13.00			N/A		N/A

(a) June 30, 2002 risk-based capital ratios are estimated.

(b) June 30, 2002 price/earnings ratio computed based on annualized second quarter 2002 earnings.

	Six Months Ended
	June 30, 2002			June 30, 2002			Percent Change
Earnings ($000s, except per share data):
Net Interest Income (FTE)	$	44,265		$	44,129		0.31	%
Net Income (Loss)		14,079			(25,800	)	N/A
Earnings (Loss) per Basic Share		0.83			(1.53	)	N/A
Earnings (Loss) per Diluted Share		0.82			(1.53	)	N/A
Key Ratios (percent):
Return on Average Assets		1.35	%		(2.03	)%	N/A
Return on Average Equity		18.40	%		(32.77	)%	N/A
Net Interest Margin		4.60	%		3.76	%	22.34	%
Efficiency Ratio		61.78	%		100.09	%	(38.28	)%
Average Shareholders’ Equity to Average Assets		7.32	%		6.20	%	18.06	%
Common Stock Data:
Cash Dividends Declared per Share	$	0.15		$	—		N/A
Market Value per Share:
High		23.80			14.64		62.57	%
Low		12.04			5.13		134.93	%

8

CITY HOLDING COMPANY AND SUBSIDIARIES

Financial Highlights

(Unaudited)

Book Value and Market Price Range per Share

	Book Value per Share								Market Price Range per Share
	March 31		June 30		September 30		December 31		Low		High
1997 (a)	$	13.90	$	14.41	$	16.18	$	16.56	$	25.75	$	43.25
1998 (a)		17.18		18.72		18.56		13.09		30.00		51.00
1999		13.07		12.85		12.80		11.77		12.50		32.75
2000		11.76		11.72		11.72		9.68		4.88		16.19
2001		8.82		8.70		8.37		8.67		5.13		14.64
2002		8.92		9.40		—		—		12.04		23.80

Earnings per Basic Share

	Quarter Ended
	March 31			June 30			September 30			December 31			Year-to-Date
1997 (a)	$	0.47		$	0.52		$	0.57		$	0.47		$	2.03
1998 (a)		0.48			0.49			0.56			(0.89	)		0.31
1999		0.31			0.42			0.14			(0.49	)		0.37
2000		0.24			0.02			(0.05	)		(2.47	)		(2.27	)
2001		(0.34	)		(1.19	)		(0.46	)		0.45			(1.54	)
2002		0.38			0.45			—			—			0.83

Earnings per Diluted Share

	Quarter Ended
	March 31			June 30			September 30			December 31			Year-to-Date
1997 (a)	$	0.47		$	0.52		$	0.57		$	0.47		$	2.03
1998 (a)		0.48			0.49			0.56			(0.89	)		0.31
1999		0.31			0.42			0.14			(0.49	)		0.37
2000		0.24			0.02			(0.05	)		(2.47	)		(2.27	)
2001		(0.34	)		(1.19	)		(0.46	)		0.45			(1.54	)
2002		0.38			0.45			—			—			0.82

(a) Book value and per share amounts reported in 1997 and through September 30, 1998 are as previously reported by City Holding Company and have not been restated to include the operations of Horizon Bancorp, Inc.

9

CITY HOLDING COMPANY AND SUBSIDIARIES

Consolidated Statements of Income

(Unaudited) ($ in 000s, except per share data)

	Three Months Ended June 30
	2002			2001
Interest Income
Interest and fees on loans	$	23,809		$	39,119
Interest on investment securities:
Taxable		5,102			3,605
Tax-exempt		684			855
Interest on retained interests		2,991			2,251
Interest on federal funds sold		181			123
Total Interest Income		32,767			45,953
Interest Expense
Interest on deposits		7,640			18,568
Interest on short-term borrowings		525			2,408
Interest on long-term debt		539			402
Interest on trust preferred securities		2,183			2,005
Total Interest Expense		10,887			23,383
Net Interest Income		21,880			22,570
Provision for loan losses		900			10,280
Net Interest Income After Provision for Loan Losses		20,980			12,290
Non-Interest Income
Investment securities gains		238			421
Service charges		5,768			4,361
Insurance commissions		532			626
Trust fee income		354			300
Mortgage banking income		634			1,634
Other income		1,170			5,178
Total Non-Interest Income		8,696			12,520
Non-Interest Expense
Salaries and employee benefits		7,995			10,235
Occupancy and equipment		1,638			2,491
Depreciation		1,497			2,416
Advertising		699			772
Telecommunications		614			1,081
Office supplies		405			368
Postage and delivery		217			656
Loan production office advisory fees		—			889
Professional fees and litigation expense		733			1,162
Loss on disposal and impairment of fixed assets		(7	)		3,160
Repossessed asset losses and expenses		295			486
Insurance and regulatory		490			503
Retained interest impairment		—			—
Other expenses		3,298			4,191
Total Non-Interest Expense		17,874			28,410
Income (Loss) Before Income Taxes and Cumulative Effect of Accounting Change		11,802			(3,600	)
Income Tax Expense (Benefit)		4,131			(1,530	)
Net Income (Loss) Before Cumulative Effect of Accounting Change		7,671			(2,070	)
Cumulative Effect of Accounting Change, Net of Tax		—			(17,985	)
Net Income (Loss)	$	7,671		($	20,055	)
Basic Earnings (Loss) per Share:
Net Income (Loss) Before Cumulative Effect of Accounting Change	$	0.45		$	(0.12	)
Cumulative Effect of Accounting Change		—			(1.07	)
Net Income (Loss)	$	0.45		$	(1.19	)
Diluted Earnings (Loss) per Share:
Net Income (Loss) Before Cumulative Effect of Accounting Change	$	0.45		$	(0.12	)
Cumulative Effect of Accounting Change		—			(1.07	)
Net Income (Loss)	$	0.45		$	(1.19	)
Average Common Shares Outstanding:
Basic		16,892			16,888
Diluted		17,133			16,888

10

CITY HOLDING COMPANY AND SUBSIDIARIES

Consolidated Statements of Income

(Unaudited) ($ in 000s, except per share data)

	Six Months Ended June 30
	2002			2001
Interest Income
Interest and fees on loans	$	49,382		$	81,175
Interest on investment securities:
Taxable		9,687			8,004
Tax-exempt		1,415			1,767
Interest on retained interests		5,797			2,296
Interest on federal funds sold		367			155
Total Interest Income		66,648			93,397
Interest Expense
Interest on deposits		16,618			39,276
Interest on short-term borrowings		1,141			5,817
Interest on long-term debt		1,085			1,116
Interest on trust preferred securities		4,301			4,010
Total Interest Expense		23,145			50,219
Net Interest Income		43,503			43,178
Provision for loan losses		1,800			16,010
Net Interest Income After Provision for Loan Losses		41,703			27,168
Non-Interest Income
Investment securities gains		470			1,242
Service charges		10,397			7,295
Insurance commissions		1,037			1,175
Trust fee income		670			570
Mortgage banking income		820			3,411
Other income		2,316			7,541
Total Non-Interest Income		15,710			21,234
Non-Interest Expense
Salaries and employee benefits		16,633			21,686
Occupancy and equipment		3,266			4,959
Depreciation		3,094			4,893
Advertising		1,342			1,369
Telecommunications		1,303			2,604
Office supplies		742			1,040
Postage and delivery		440			1,075
Loan production office advisory fees		—			2,197
Professional fees and litigation expense		1,373			2,452
Loss on disposal and impairment of fixed assets		(90	)		3,160
Repossessed asset losses and expenses		642			919
Insurance and regulatory		1,017			1,046
Retained interest impairment		—			2,182
Other expenses		6,284			11,705
Total Non-Interest Expense		36,046			61,287
Income (Loss) Before Income Taxes and Cumulative Effect of Accounting Change		21,367			(12,885	)
Income Tax Expense (Benefit)		7,288			(5,070	)
Net Income (Loss) Before Cumulative Effect of Accounting Change		14,079			(7,815	)
Cumulative Effect of Accounting Change, Net of Tax		—			(17,985	)
Net Income (Loss)	$	14,079		$	(25,800	)
Basic Earnings (Loss) per Share:
Net Income (Loss) Before Cumulative Effect of Accounting Change	$	0.83		$	(0.46	)
Cumulative Effect of Accounting Change		—			(1.07	)
Net Income (Loss)	$	0.83		($	1.53	)
Diluted Earnings (Loss) per Share:
Net Income (Loss) Before Cumulative Effect of Accounting Change	$	0.82		$	(0.46	)
Cumulative Effect of Accounting Change		—			(1.07	)
Net Income (Loss)	$	0.82		($	1.53	)
Average Common Shares Outstanding:
Basic		16,890			16,888
Diluted		17,074			16,888

11

CITY HOLDING COMPANY AND SUBSIDIARIES

Consolidated Statements of Changes in Stockholders’ Equity

(Unaudited) ($ in 000s)

	Three Months Ended
	June 30, 2002			June 30, 2001
Balance at March 31	$	150,707		$	148,925
Net Income (Loss)		7,671			(20,055	)
Other Comprehensive Income:
Change in Unrealized Gain on Securities Available for Sale		2,761			96
Change in Unrealized Loss on Retained Interest in Securitized Mortgages		—			17,908
Cash dividends declared ($0.15/share)		(2,536	)		—
Exercise of 17,500 stock options		225			—
Balance at June 30	$	158,828		$	146,874
	Six Months Ended
	June 30, 2002			June 30, 2001
Balance at December 31	$	146,349		$	163,457
Net Income (Loss)		14,079			(25,800	)
Other Comprehensive Income:
Change in Unrealized Gain on Securities Available for Sale		711			2,732
Change in Unrealized Loss on Retained Interest in Securitized Mortgages		—			6,485
Cash dividends declared ($0.15/share)		(2,536	)		—
Exercise of 17,500 stock options		225			—
Balance at June 30	$	158,828		$	146,874

12

CITY HOLDING COMPANY AND SUBSIDIARIES

Condensed Consolidated Quarterly Statements of Income

(Unaudited) ($ in 000s, except per share data)

	Quarter Ended
	June 30 2002			March 31 2002			Dec. 31 2001			Sept. 30 2001			June 30 2001
Interest income	$	32,767		$	33,881		$	39,885		$	44,198		$	45,953
Taxable equivalent adjustment		368			394			415			432			460
Interest income (FTE)		33,135			34,275			40,300			44,630			46,413
Interest expense		10,887			12,258			15,700			20,496			23,383
Net interest income		22,248			22,017			24,600			24,134			23,030
Provision for loan losses		900			900			1,820			14,348			10,280
Net interest income after provision for loan losses		21,348			21,117			22,780			9,786			12,750
Noninterest income (a)		8,696			7,014			13,409			8,209			12,520
Noninterest expense		17,874			18,172			22,544			30,574			28,410
Income (loss) before income taxes		12,170			9,959			13,645			(12,579	)		(3,140	)
Income tax expense (benefit)		4,131			3,157			5,635			(5,216	)		(1,530	)
Taxable equivalent adjustment		368			394			415			432			460
Net income (loss)		7,671			6,408			7,595			(7,795	)		(2,070	)
Cumulative effect of change in accounting principle, net		—			—			—			—			(17,985	)
Net income (loss)	$	7,671		$	6,408		$	7,595		($	7,795	)	($	20,055	)
(a)    During the fourth quarter of 2001, “noninterest income” included a gain of approximately $4.67 million resulting from the sale of the Company’s banking offices in California. During the second quarter of 2001, “noninterest income” included a gain of approximately $3.37 million resulting from the sale of the Company’s internet service and direct mail divisions.
Basic earnings per share	$	0.45		$	0.38		$	0.45		$	(0.46	)	$	(1.19	)
Diluted earnings per share		0.45			0.38			0.45			(0.46	)		(1.19	)
Cash dividends declared per share		0.15			—			—			—			—
Average Common Share (000s):
Outstanding		16,892			16,888			16,888			16,888			16,888
Diluted		17,133			17,016			16,961			16,888			16,888
Net Interest Margin		4.67	%		4.52	%		4.67	%		4.35	%		4.05	%

13

CITY HOLDING COMPANY AND SUBSIDIARIES

Non-Interest Income and Non-Interest Expense

(Unaudited) ($ in 000s)

	Quarter Ended
	June 30 2002			March 31 2002			Dec. 31 2001		Sept. 30 2001		June 30 2001
Non-Interest Income:
Service charges	$	5,768		$	4,629		$	5,759	$	4,851	$	4,361
Insurance commissions		532			505			537		503		626
Trust fee income		354			316			322		493		300
Mortgage banking income		634			186			248		361		1,634
Other income (a)		1,170			1,146			5,978		1,426		5,178
Subtotal		8,458			6,782			12,844		7,634		12,099
Investment security gains		238			232			565		575		421
Total Non-Interest Income	$	8,696		$	7,014		$	13,409	$	8,209	$	12,520
Non-Interest Expense:
Salaries and employee benefits	$	7,995		$	8,638		$	9,175	$	11,897	$	10,235
Occupancy and equipment		1,638			1,628			2,200		2,218		2,491
Depreciation		1,497			1,597			1,805		2,079		2,416
Advertising		699			643			528		568		772
Telecommunications		614			689			765		685		1,081
Office supplies		405			337			725		468		368
Postage and delivery		217			223			713		775		656
Loan production office advisory fees		—			—			—		2		889
Professional fees and litigation expense		733			640			1,547		5,249		1,162
Loss on disposal and impairment of fixed assets		(7	)		(83	)		469		322		3,160
Repossessed asset losses and expenses		295			347			326		1,312		486
Insurance and regulatory		490			527			507		581		503
Retained interest impairment		—			—			—		—		—
Other expenses		3,298			2,986			3,784		4,418		4,191
Total Non-Interest Expense	$	17,874		$	18,172		$	22,544	$	30,574	$	28,410
(a) During the fourth quarter of 2001, “noninterest income” included a gain of approximately $4.67 million resulting from the sale of the Company’s banking offices in California. During the second quarter of 2001, “noninterest income” included a gain of approximately $3.37 million resulting from the sale of the Company's internet service and direct mail divisions.
Employees (Headcount)		791			810			840		905		1,252
Branch Locations		55			55			55		59		59

14

CITY HOLDING COMPANY AND SUBSIDIARIES

Consolidated Balance Sheets

($ in 000s)

	June 30 2002			December 31 2001
	(Unaudited)
Assets
Cash and due from banks	$	71,225		$	81,827
Federal funds sold		86,407			88,500
Cash and cash equivalents		157,632			170,327
Securities available for sale, at fair value		418,911			383,552
Securities held-to-maturity, at amortized cost		65,220			—
Loans:
Residential real estate		522,016			631,103
Home equity		157,577			98,100
Commercial real estate		251,347			284,759
Other commercial		110,468			145,989
Installment		89,117			125,236
Indirect		65,634			86,474
Credit card		18,285			18,594
Gross Loans		1,214,444			1,390,255
Allowance for loan losses		(28,023	)		(48,635	)
Net loans		1,186,421			1,341,620
Retained interests		76,930			71,271
Premises and equipment		40,211			43,178
Accrued interest receivable		11,492			12,422
Net deferred tax assets		34,637			47,443
Other assets		52,231			46,482
Total Assets	$	2,043,685		$	2,116,295
Liabilities
Deposits:
Noninterest-bearing	$	280,409		$	284,649
Interest-bearing:
Demand deposits		369,291			392,258
Savings deposits		308,171			272,885
Time deposits		654,288			741,503
Total deposits		1,612,159			1,691,295
Short-term borrowings		111,536			127,204
Long-term debt		36,549			29,328
Corporation-obligated mandatorily redeemable capital securities of subsidiary trusts holding solely subordinated debentures of City Holding Company		87,500			87,500
Other liabilities		37,113			34,619
Total Liabilities		1,884,857			1,969,946
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;
16,905,434 and 16,892,913 shares issued and outstanding at June 30, 2002 and December 31, 2001, respectively, including 0 and 4,979 shares in treasury		42,263			42,232
Capital surplus		59,232			59,174
Retained earnings		52,695			41,152
Cost of common stock in treasury		—			(136	)
Accumulated other comprehensive income		4,638			3,927
Total Stockholders’ Equity		158,828			146,349
Total Liabilities and Stockholders’ Equity	$	2,043,685		$	2,116,295

15

CITY HOLDING COMPANY AND SUBSIDIARIES

Loan Portfolio

(Unaudited) ($ in 000s)

	June 30 2002		March 31 2002		Dec. 31 2001		Sept. 30 2001		June 30 2001
Residential real estate	$	522,016	$	573,757	$	631,103	$	767,018	$	817,082
Home equity		157,577		125,753		98,100		71,350		66,728
Commercial real estate		251,347		259,840		284,759		334,503		343,425
Other commercial		110,468		127,538		145,989		221,822		257,344
Installment		89,117		106,872		125,236		153,220		176,223
Indirect		65,634		75,619		86,474		98,109		110,279
Credit card		18,285		17,424		18,594		16,912		15,234
Gross Loans	$	1,214,444	$	1,286,803	$	1,390,255	$	1,662,934	$	1,786,315

16

CITY HOLDING COMPANY AND SUBSIDIARIES

Consolidated Average Balance Sheets, Yields, and Rates

(Unaudited) ($ in 000s)

	Three Months Ended June 30,
	2002							2001
	Average Balance			Interest		Yield/ Rate		Average Balance			Interest		Yield/ Rate
Assets:
Total loans	$	1,253,098		$	23,809	7.60	%	$	1,841,321		$	38,614	8.39	%
Loans held for sale		—			—	—			23,689			505	8.53	%
Securities:
Taxable		477,358			5,102	4.28	%		267,419			3,605	5.39	%
Tax-exempt		54,617			1,052	7.70	%		67,883			1,315	7.75	%
Total securities		531,975			6,154	4.63	%		335,302			4,920	5.87	%
Retained interest in securitized loans		75,140			2,991	15.92	%		64,745			2,251	13.91	%
Federal funds sold		44,493			181	1.63	%		10,593			123	4.64	%
Total earning assets		1,904,706			33,135	6.96	%		2,275,650			46,413	8.16	%
Cash and due from banks		66,605							61,357
Bank premises and equipment		41,067							55,550
Other assets		100,155							117,340
Less: allowance for possible loan losses		(37,473	)						(39,641	)
Total assets	$	2,075,060						$	2,470,256
Liabilities:
Demand deposits	$	373,691		$	544	0.58	%	$	432,690		$	2,960	2.74	%
Savings deposits		314,639			882	1.12	%		294,916			2,024	2.75	%
Time deposits		682,688			6,214	3.64	%		986,865			13,584	5.51	%
Short-term borrowings		114,343			525	1.84	%		179,381			2,408	5.37	%
Long-term debt		37,475			539	5.75	%		33,457			402	4.81	%
Trust Preferred Securities		87,500			2,183	9.98	%		87,500			2,005	9.17	%
Total interest-bearing liabilities		1,610,336			10,887	2.70	%		2,014,809			23,383	4.64	%
Demand deposits		275,919							264,263
Other liabilities		33,048							40,512
Stockholders’ equity		155,757							150,672
Total liabilities and stockholders’ equity	$	2,075,060						$	2,470,256
Net interest income				$	22,248						$	23,030
Net yield on earning assets						4.67	%						4.05	%

17

CITY HOLDING COMPANY AND SUBSIDIARIES

Consolidated Average Balance Sheets, Yields, and Rates

(Unaudited) ($ in 000s)

	Six Months Ended June 30,
	2002							2001
	Average Balance			Interest		Yield/ Rate		Average Balance			Interest		Yield/ Rate
Assets:
Total loans	$	1,298,044		$	49,382	7.61	%	$	1,885,105		$	80,343	8.52	%
Loans held for sale		—			—	—			17,340			832	9.60	%
Securities:
Taxable		452,087			9,687	4.29	%		290,098			8,004	5.52	%
Tax-exempt		56,561			2,177	7.70	%		70,641			2,718	7.70	%
Total securities		508,648			11,864	4.66	%		360,739			10,722	5.94	%
Retained interest in securitized loans		73,690			5,797	15.73	%		74,684			2,296	6.15	%
Federal funds sold		46,103			367	1.59	%		7,113			155	4.36	%
Total earning assets		1,926,485			67,410	7.00	%		2,344,981			94,348	8.05	%
Cash and due from banks		63,373							62,648
Bank premises and equipment		41,791							56,816
Other assets		102,392							114,796
Less: allowance for possible loan losses		(42,435	)						(39,567	)
Total assets	$	2,091,606						$	2,539,674
Liabilities:
Demand deposits	$	378,529		$	1,098	0.58	%	$	422,489		$	6,134	2.90	%
Savings deposits		305,538			1,777	1.16	%		293,049			4,371	2.98	%
Time deposits		707,276			13,743	3.89	%		1,028,935			28,771	5.59	%
Short-term borrowings		113,767			1,141	2.01	%		204,791			5,817	5.68	%
Long-term debt		37,312			1,085	5.82	%		33,990			1,116	6.57	%
Trust Preferred Securities		87,500			4,301	9.83	%		87,500			4,010	9.17	%
Total interest-bearing liabilities		1,629,922			23,145	2.84	%		2,070,754			50,219	4.85	%
Demand deposits		274,219							260,420
Other liabilities		34,392							51,020
Stockholders' equity		153,073							157,480
Total liabilities and stockholders’ equity	$	2,091,606						$	2,539,674
Net interest income				$	44,265						$	44,129
Net yield on earning assets						4.60	%						3.76	%

18

CITY HOLDING COMPANY AND SUBSIDIARIES

Analysis of Risk-Based Capital

(Unaudited) ($ in 000s)

	June 30 2002 (a)			March 31 2002			Dec. 31 2001			Sept. 30 2001			June 30 2001
Tier I Capital:
Stockholders’ equity	$	158,828		$	150,707		$	146,349		$	141,363		$	146,874
Goodwill and other intangibles		(6,885	)		(6,963	)		(7,041	)		(7,430	)		(7,683	)
Unrealized gains		(4,638	)		(1,877	)		(3,927	)		(6,536	)		(4,253	)
Qualifying trust preferred stock		51,397			49,610			47,474			44,938			47,536
Excess deferred tax assets		(14,766	)		(23,032	)		(29,003	)		(29,754	)		(35,445	)
Total tier I capital	$	183,936		$	168,445		$	153,852		$	142,581		$	147,029
Total Risk-Based Capital:
Tier I capital	$	183,936		$	168,445		$	153,852		$	142,581		$	147,029
Qualifying allowance for loan losses		18,839			19,664			20,840			24,173			25,183
Qualifying trust preferred stock		36,103			37,890			40,026			42,562			39,964
Total risk-based capital	$	238,878		$	225,999		$	214,718		$	209,316		$	212,176
Net risk-weighted assets	$	1,497,936		$	1,554,979		$	1,639,313		$	1,904,157		$	1,994,109
Ratios:
Average stockholders’ equity to average assets		7.51	%		7.13	%		6.42	%		6.29	%		6.10	%
Risk-based capital ratios:
Tier I capital		12.28	%		10.83	%		9.39	%		7.49	%		7.37	%
Total risk-based capital		15.95	%		14.53	%		13.10	%		10.99	%		10.64	%
Leverage capital		8.96	%		8.10	%		6.92	%		6.08	%		6.05	%

(a) June 30, 2002 risk-based capital ratios are estimated

CITY HOLDING COMPANY AND SUBSIDIARIES

Intangibles

(Unaudited) ($ in 000s)

	As of and for the Quarter Ended
	June 30 2002		March 31 2002		Dec. 31 2001		Sept. 30 2001		June 30 2001
Intangibles, net	$	6,885	$	6,963	$	7,041	$	7,430	$	7,683
Intangibles amortization expense		78		78		230		253		287

19

CITY HOLDING COMPANY AND SUBSIDIARIES

Summary of Loan Loss Experience

(Unaudited) ($ in 000s)

	Quarter Ended
	June 30 2002			March 31 2002			Dec. 31 2001			Sept. 30 2001			June 30 2001
Balance at beginning of period	$	37,779		$	48,635		$	57,196		$	45,748		$	38,848
Charge-offs:
Commercial		8,925			7,851			5,870			1,823			1,833
Real estate—mortgage		3,222			3,505			1,989			472			886
Installment		1,156			1,267			1,582			2,094			1,584
Total charge-offs		13,303			12,623			9,441			4,389			4,303
Recoveries:
Commercial		2,129			349			503			1,003			527
Real estate—mortgage		92			92			241			84			—
Installment		426			426			362			402			396
Total recoveries		2,647			867			1,106			1,489			923
Net charge-offs		10,656			11,756			8,335			2,900			3,380
Provision for loan losses		900			900			1,820			14,348			10,280
Balance of institutions sold		—			—			(2,046	)		—			—
Balance at end of period	$	28,023		$	37,779		$	48,635		$	57,196		$	45,748
Loans outstanding	$	1,214,444		$	1,286,803		$	1,390,255		$	1,662,934		$	1,786,315
Average loans outstanding		1,253,098			1,343,307			1,552,323			1,726,843			1,841,321
Allowance as a percent of loans outstanding		2.31	%		2.94	%		3.50	%		3.44	%		2.56	%
Net charge-offs (annualized) as a percent of average loans outstanding		3.40	%		3.50	%		2.15	%		0.67	%		0.73	%

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CITY HOLDING COMPANY AND SUBSIDIARIES

Summary of Non-Performing Assets

(Unaudited) ($ in 000s)

	June 30 2002			March 31 2002			Dec. 31 2001			Sept. 30 2001			June 30 2001
Nonaccrual loans	$	626		$	14,542		$	23,777		$	28,044		$	29,787
Accruing loans past due 90 days or more		995			1,000			4,915			3,916			6,316
Restructured loans		—			—			167			902			483
Total non-performing loans		1,621			15,542			28,859			32,862			36,586
Other real estate owned		1,681			2,295			2,866			2,836			3,971
Total non-performing assets	$	3,302		$	17,837		$	31,725		$	35,698		$	40,557
Non-performing assets as a percent of loans and other real estate owned		0.27	%		1.38	%		2.47	%		2.14	%		2.27	%

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