<SUBMISSION>
<ACCESSION-NUMBER>0001127264-02-000120
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20020626
<ITEMS>5
<ITEMS>7
<FILING-DATE>20020627
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>CITY HOLDING CO
<CIK>0000726854
<ASSIGNED-SIC>6021
<IRS-NUMBER>550619957
<STATE-OF-INCORPORATION>WV
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>000-11733
<FILM-NUMBER>02689296
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>25 GATEWATER ROAD
<STREET2>P O BOX 7520
<CITY>CHARLESTON
<STATE>WV
<ZIP>25313
<PHONE>3047691100
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>25 GATEWATER ROAD
<STREET2>P O BOX 7520
<CITY>CHARLESTON
<STATE>WV
<ZIP>25313
</MAIL-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>ex_99.txt
<DESCRIPTION>FORM 8-K
<TEXT>

                                                                      Exhibit 99
NEWS RELEASE

                                                           For Immediate Release
                                                                   June 26, 2002


For Further Information Contact:
Charles Hageboeck, Executive Vice President & CFO
(304) 769-1102

            City Holding Company Announces Resumption of Dividends on
       Common and Trust Preferred Stock; Approval of Stock Buy-Back Plan;
                       and Increased Earnings Expectations

         Charleston, West Virginia - City Holding Company, "the Company"
(NASDAQ:CHCO; NASDAQ:CHCOP), a $2.1 billion bank holding company headquartered
in Charleston, today announced its board has 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 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.

         "We are thankful for the continued affirmation by our regulators of the
turnaround that has been achieved by the Company", stated Jerry Francis,
Chairman, President and CEO of City Holding in announcing regulatory approval
for the dividend payments. "We are also appreciative of the patience that our
shareholders have shown in the Company while their dividend payments were
deferred or suspended." As a consequence of agency policies, the Company has
been restricted in its ability to pay cash dividends without prior approval of
both the Office of the Comptroller of the Currency ("OCC") and the Federal
Reserve Bank.

         Holders of record at July 16, 2002 of Trust II (par value $25) will
receive on July 31, $2.85 per share, plus interest on the deferred dividends.
Holders of record at July 16, 2002 of Trust I (par value $1,000) will receive on
July 31, $91.50 plus interest on the deferred dividends. The next scheduled
dividend payment for both Capital Securities issues is in October 2002.

         The $0.15 cash dividend on common shares is the first dividend declared
since the board approved a dividend of $0.08 per share in the fourth quarter of
2000. On an annualized basis, the $0.60 per share represents a current yield of
3.1% based upon the Company's common share closing price of $19.05 on June 25,
2002. This compares favorably with the dividend yields of peer banks.

         The board authorized the Company to purchase up to 1,000,000 of its
common shares (approximately 6% of outstanding shares) in open market
transactions, in block purchases, private transactions, or otherwise, at such
times and for such prices as determined by management. The board also approved
the purchase of up to $25,000,000 aggregate principal amount of Trust I and
Trust II Capital Securities. The timing, price and quantity of purchases will be
at the discretion of the Company and the program may be discontinued or
suspended at any time.

         "Based upon current market conditions and the Company's recovery and
improving profitability, this is a particularly opportune time to repurchase
shares at attractive levels," stated Francis. "We view this buy-back plan as
part of an ongoing strategy to build value for our stockholders while
maintaining appropriate capital levels." The Company currently has 16,902,434
outstanding common shares.


<PAGE>

         Francis added, "The financial performance of City Holding Company
continues to improve. The Company's net interest income is strong, provision
expense is controlled due to improving asset quality, non-interest income is
rising, and expenses are declining. Other factors which point to continued
success include growth in targeted product lines, such as home equity lines of
credit. New initiatives in the commercial area have enabled us to better monitor
asset quality as well as attract new relationships. And a recently completed
customer survey suggests that the Company enjoys higher than average
satisfaction levels with its customers. Based on these and other factors, we
believe that City's performance through the rest of 2002 and beyond should
continue to demonstrate strength and stability."

         The Company had previously provided earnings guidance of $1.40 to $1.60
per share for 2002, based on first quarter earnings per share of $0.38. While
the second quarter is not yet complete, management now expects that full year
earnings per share may exceed $1.60. According to Francis, "At the completion of
the second quarter, we will provide additional guidance on anticipated
earnings."

         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; (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.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>city_8k.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
                                  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): June 26, 2002


                              CITY HOLDING COMPANY
             (Exact name of registrant as specified in its charter)


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




<PAGE>
         Item 5.  Other Events

         On June 26, 2002, City Holding Company ("the Company") issued a news
release, attached as Exhibit 99, announcing that the Company's Board of
Directors had approved payment of current and deferred dividends on the
Company's City Holding Capital Trust and City Holding Capital Trust II preferred
securities. The Company's Board of Directors also approved a cash dividend of
$0.15 per share on the Company's common stock. The dividends on the trust
preferred securities and on the common stock will be payable on July 31, 2002 to
shareholders of record as of July 16, 2002.
         The Company also announced that the Board of Directors had authorized
the Company to purchase up to 1,000,000 shares of the Company's common stock in
open market transactions, block purchases, private transactions, or otherwise,
at such times and at such prices as determined by management. The Board also
approved the Company's purchase of up to $25.00 million aggregate principal
amount of City Holding Capital Trust I and City Holding Capital Trust II
preferred securities. The timing, price and quantity of purchases will be at the
discretion of the Company and the program may be discontinued or suspended at
any time.

         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 June 26, 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: June 27, 2002
                                     By: /Michael D. Dean
                                     ----------------------------------
                                     Michael D. Dean
                                     Senior Vice President - Finance,
                                     Chief Accounting Officer and
                                     Duly Authorized Officer

</TEXT>
</DOCUMENT>
</SUBMISSION>
