PEOPLES BANCORP INC
8-K, 1999-04-23
STATE COMMERCIAL BANKS
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                    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


                              April 22, 1999
            ------------------------------------------------
            Date of Report (Date of earliest event reported)
                         

                           PEOPLES BANCORP INC.
         ------------------------------------------------------
         (Exact name of Registrant as specified in its charter)


                                0-16772
                        ----------------------
                        Commission File Number


           Ohio                              31-0987416            
- ----------------------------         ----------------------
(State or other jurisdiction         (I.R.S. Employer
  of incorporation)                   Identification Number)


          138 Putnam Street
             P.O. Box 738, 
             Marietta, Ohio                               45750
- ----------------------------------------               ----------
(Address of principal executive offices)               (Zip Code)
 

          Registrant's telephone number, including area code:
          ---------------------------------------------------
                           (614) 373-3155


                                 Not applicable                      
         -------------------------------------------------------------
         (Former name or former address, if changed since last report)



                        Index to Exhibits on page 3


Item 1.  Changes in Control of Registrant
	Not applicable.

Item 2.  Acquisition or Disposition of Assets
	Not applicable.

Item 3.  Bankruptcy or Receivership
	Not applicable.

Item 4.  Changes in Registrant's Certifying Accountant		
	Not applicable.

Item 5.  Other Events
	On April 22, 1999, Peoples Bancorp Inc. (Nasdaq: PEBO) announced
        that the Company's Board of Directors adopted a resolution
        authorizing the repurchase of up to 290,000 shares (or approximately
        5% of the Company's outstanding common shares) from time to time in
        open market or privately negotiated transactions.

        The timing of the purchases and the actual number of common shares
        purchased will depend on market conditions.  This stock repurchase
        program, effective immediately, will continue through December 31,
        1999.

        In addition, the Company intends to continue the previously announced
        purchase of approximately 15,000 treasury shares per quarter for
        issuance in connection with Peoples Bancorp's stock option plans.

        The release is included herewith as Exhibit 99.
         
Item 6.  Resignations of Registrant's Directors
	Not applicable.

Item 7.  Financial Statements and Exhibits
	(a) Non required
	(b) Non required
        (c) Exhibits.


                EXHIBIT NUMBER     DESCRIPTION
                --------------     ----------------------------------
                      99           News Release issued April 22, 1999

Item 8.  Change in Fiscal Year
	Not applicable.

Item 9.  Sales of Equity Securities Pursuant to Regulation S
	Not applicable.


                                SIGNATURES
                                ----------


Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.



DATE:  April 22, 1999                  PEOPLES BANCORP INC.
                                       --------------------
                                       Registrant



                              By:  /s/ ROBERT E. EVANS
                                       Robert E. Evans
                                       President and Chief Executive Officer



                           INDEX TO EXHIBITS
                           -----------------


Exhibit Number             Description                            Page
- --------------------       ----------------------------------   ---------

     99                    News Release issued April 22, 1999      *


*Filed herewith



NEWS RELEASE
- ------------


FOR IMMEDIATE RELEASE                  Contact:  John W. Conlon
- ---------------------                            Chief Financial Officer
April 22, 1999

                        							(740) 373-3155
	
                     PEOPLES BANCORP AUTHORIZES
                     REPURCHASE OF COMMON STOCK
        _________________________________________________

MARIETTA, Ohio - The Board of Directors of Peoples Bancorp Inc.
(Nasdaq: PEBO) today adopted a resolution authorizing the repurchase of
up to 290,000 shares (or approximately 5% of the Company's outstanding
common shares) from time to time in open market or privately negotiated
transactions.  The timing of the purchases and the actual number of common
shares purchased will depend on market conditions.  This stock repurchase
program, effective immediately, will continue through December 31, 1999.

Robert E. Evans, Peoples Bancorp's President and Chief Executive Officer,
commented, "This action is reflective of Peoples Bancorp's long-standing
commitment to enhancing shareholder value and effectively managing our
capital levels.  Under current conditions, the purchase of our outstanding
shares is an attractive investment for the Company."

In addition, the Company intends to continue the previously announced
purchase of approximately 15,000 treasury shares per quarter for issuance
in connection with Peoples Bancorp's stock option plans.  The continuation
of this 15,000 share quarterly repurchase program may be amended or
eliminated in the future.

Peoples Bancorp Inc. is a bank holding company headquartered in Marietta,
Ohio, with over $870 million in assets.  Peoples Bancorp operates 35
financial service locations in the states of Ohio, West Virginia, and
Kentucky.  Peoples Bancorp's banking subsidiaries include The Peoples
Banking and Trust Company with offices in Ohio and West Virginia; The First
National Bank of Southeastern Ohio with three Ohio offices; and Peoples Bank
FSB, with four Kentucky offices.  Through its subsidiaries, Peoples Bancorp
offers complete banking services and makes available other financial
services, such as trust services, and investment and insurance products.
Learn more about Peoples Bancorp at www.peoplesbancorp.com.
		
                                END OF RELEASE




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