Summary of CITY NATIONAL CORP

Change in Directors or Principal Officers, Financial Statements and Exhibits

Item 5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 22, 2008, City National Corporation (the "Corporation") and City National Bank (the "Bank" and collectively with the Corporation, the "Company") entered into an Amended and Restated Employment Agreement with Russell Goldsmith, CEO and President of the Company (the "Amended and Restated Employment Agreement") amending and restating the existing Employment Agreement, dated as of June 30, 2006, including his Supplemental Retirement Benefit attached as Appendix A, and his Employment Agreement originally dated March 31, 1997 attached as Annex A providing benefits in the event of a change in control of the Company. The amendments (the "Amendments") were made primarily to achieve compliance with, or exemption from, Section 409A of the Internal Revenue Code of 1986, as amended, and the final regulations issued thereunder. In addition to the Amendments reported in the Form 8-K filed on December 23, 2008, the Amendments also provide that in a change in control event involving the acquisition of a certain percentage of the Company's outstanding common stock or voting power other than by certain existing stockholders, the percentage of ownership that would trigger a change in control has been increased from 20% to 30% to make it more restrictive to achieve a change in control. This change in percentage was omitted from the original 8-K and the full form of Amended and Restated Employment Agreement attached thereto as Exhibit 10.15 due to a clerical error. The corrected form of Amended and Restated Employment Agreement is attached hereto as Exhibit 10.49 and is incorporated herein by reference. The increase in the percentage of ownership that would trigger a change in control was also made in the change in control plans approved December 3, 2008 for the members of the Company's Strategy and Planning Committee and Executive Committee, as reported in the Form 8-K filed by the Corporation on December 8, 2008.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is filed herewith:

                     Exhibit No.                             Description

                     10.49             Amended and Restated Employment Agreement, dated as of
                                       December 22, 2008, by and between Russell Goldsmith, on
                                       the one hand, and City National Corporation and City
                                       National Bank, on the other hand.