SecProbe.io

June 9, 2015

Via E -mail
Jean R. Hale
Chief Executive Officer
Community Trust Bancorp, Inc.
346 North Mayo Trail
Pikeville, KY 41501

Re: Community Trust Bancorp, Inc.
 Form 10-K
Filed March 13, 2015
Definitive Proxy Statement On Schedule 14A
Filed March 20, 2015
File No. 001-31220

Dear Ms. Hale :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to these comments  within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respond.  If you  do not believe our
comments apply to your facts and circumstances , please tell us why in your response.

After reviewing your response to these  comments, we may have additional comments.

Definitive Proxy Statement on Schedule 14A

Election of Directors

1. We note your disclosure in the fourth paragraph, describing the various qualities the
director nominees collect ively possess .  In future filings, please revise your disclosure to
provide for each director or director nominee why the person’ s particular  and specific
experience, qualifications, attributes or skills led the board to conclude that such person
should se rve as a director of the c ompany, in light of the company’ s business and
structure at the time that the filing is made.  For guidance p lease refer to Question 116.05
of Regulation S -K disclosure Compliance and Interpretations.

Jean R. Hale
Community Trust Bancorp, Inc.
June 9, 2015
Page 2

 2014 Annual Incentive Plan

2. You disclose that the two performance targets were above the minimum levels of
performance required to earn cash bonuses, but you do not disclose what those minimum
levels are.  We also note that no threshold amount has been identified in the grants of
plan based awards table.  Please tell us what those minimum performance targets were
and to the extent applicable, make the requisite disclosure in your future filings.

3. You disclose that the amounts of the 2014 cash incentives are included in the Bonus
colum n.  If the bonus was granted under a plan providing for compensation intended to
serve as incentive for performance to occur over a specified period of time, then the
bonus should be disclosed under the “Non -Equity Incentive Compensation Plan” column.
Amo unts earned under the plan as adjusted for the exercise of negative discretion would
still be reportable in the Non -Equity Incentive Plan Compensation column.  Please
explain to us why the payments under the 2014 Annual Incentive Plan awards are being
disclosed in the “Bonus” column, and to the extent necessary revise your future filing
accordingly.  For guidance, please refer to Question 119.02 of Regulation S -K
Compliance and Disclosure Interpretations.

Summary Compensation Table

4. In footnote (2), you di sclose that the value disclosed is the amount recognized for
financial statement reporting purposes with respect to fiscal years 2014, 2013 and 2012.
However, based on your disclosure it appears that the only portion of equity
compensation received for pe rformance in 2014 were restricted stock awards equal to
approximately 5% of salary for the named executive officers.  Please explain to us the
intended meaning of footnote (2) disclosure.  Furthermore, please explain what equity
awards are being disclosed in the “All Other Awards: Number of Securities Underlying
Options Granted” in the Grants of Plan Based Awards table.   To the extent necessary,
please revise your future filings a ccordingly.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the fili ng to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

Jean R. Hale
Community Trust Bancorp, Inc.
June 9, 2015
Page 3

 the company may not assert staff comments as a defense in any proceedin g initiated by
the Commission or any person under the federal securities laws of the United States.

Please contact Matthew Jones , Staff Attorney,  at (202) 551 -3786, or me at (202) 551 -
3369 with any questions.

Sincerely,

 /s/ Era Anagnosti

Era Anagnosti
Legal Branch Chief