- Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * HOLCOMBE GREGORY F	2. Issuer Name and Ticker or Trading Symbol HUDSON VALLEY HOLDING CORP [ HUVL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director                      __ X __ 10% Owner _____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle) C/O 35 EASY GRASSY SPRAIN ROAD	3. Date of Earliest Transaction (MM/DD/YYYY) 4/29/2011
(Street) YONKERS, NY 10710 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	1/18/2011		G		535	A	$0	535   (1)	D
Common Stock	1/18/2011		G		535	A	$0	59914   (2)	I	by Trust for Daughter I   (3)
Common Stock	1/18/2011		G		535	A	$0	59911   (2)	I	by Trust for Daughter II   (3)
Common Stock	4/29/2011		S		3300	D	$22.69   (4)	662576   (2)	I	by BMW Machinery (of which Reporting Person is the principal shareholder)
Common Stock	5/2/2011		S		16700	D	$22.10   (5)	645876	I	by BMW Machinery (of which Reporting Person is the principal shareholder)
Common Stock	5/3/2011		S		10000	D	$22.00   (6)	635876	I	by BMW Machinery (of which Reporting Person is the principal shareholder)
Common Stock								128794   (2) (7)	D
Common Stock								273   (2) (8)	D
Common Stock								520000   (2)	I	by Eldred Preserve LLC (for which Reporting Person serves as co-manager)
Common Stock								128232   (2)	I	by Trust f/b/o M. Holcombe
Common Stock								6849   (2)	I	by Family Foundation
Common Stock								1367   (2)	I	By Irr Insurance Trust
Common Stock								2246   (2)	I	By Trust for Daughter I
Common Stock								2246   (2)	I	By Trust for Daughter II
Common Stock								3132   (2)	I	G.F. Holcombe a/c/f Daughters   (9)
Common Stock								1442   (2)	I	by Family Trust

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right-to-Buy)	$42							1/1/2006	1/1/2016	Common Stock	13849   (2)		13849   (2)	D

Explanation of Responses:
( 1)	These shares are owned by Marie A. Holcombe.
( 2)	Amount reflects stock dividend of .10 share of common stock for each share held that was paid on 12/10/2010.
( 3)	Marie A. Holcombe serves as a co-trustee of this Trust effective May 24, 2010.
( 4)	This price represents the weighted average sale price of stock sales that were executed at prices ranging from $22.48 through $22.70 per share. The Reporting Persons hereby undertake, upon request by the SEC staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
( 5)	This price represents the weighted average sale price of stock sales that were executed at prices ranging from $22.00 through $22.36 per share. The Reporting Persons hereby undertake, upon request by the SEC staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
( 6)	This price represents the weighted average sale price of stock sales that were executed at prices ranging from $22.00 through $22.04 per share. The Reporting Persons hereby undertake, upon request by the SEC staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
( 7)	Shares held jointly by Reporting Persons.
( 8)	These shares are owned by Gregory F. Holcombe.
( 9)	By Gregory F. Holcombe as custodian equally for each of his 2 daughters.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
HOLCOMBE GREGORY F C/O 35 EASY GRASSY SPRAIN ROAD YONKERS, NY 10710	X	X

Signatures
/s/ Stephen R. Brown (Stephen R. Brown as Attorney-in-Fact for Gregory F. & Marie A. Holcombe)		5/3/2011
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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