PEOPLES BANCORP INC
8-K, 2000-02-07
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


               February 3, 2000
- ------------------------------------------------
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 of incorporation)        (I.R.S. Employer
                                                       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:
                                 (740) 373-3155


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






                           Index to Exhibits on page 3


<PAGE>


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 February 3, 2000 Peoples Bancorp Inc. announced the election of
Carl Baker, Jr. as a Director of the Company and the promotion of Joseph
S. Yazombek to Executive Vice President of the bank holding company. 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 February 3, 2000

Item 8.  Change in Fiscal Year
         Not applicable.

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


<PAGE>


                                   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:  February 7, 2000                              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 February 3, 2000         4









                                   EXHIBIT 99

NEWS RELEASE


FOR IMMEDIATE RELEASE         Contact: Robert E. Evans
February 3, 2000                       President and Chief Executive Officer
                                      (740) 373-3155


            PEOPLES BANCORP NAMES NEW DIRECTOR AND APPOINTS EXECUTIVE
  ----------------------------------------------------------------------------

               Carl Baker, Jr. added as Peoples Bancorp Director;
              Joseph S. Yazombek appointed Executive Vice President

         Marietta, Ohio - The Board of Directors of Peoples Bancorp Inc.
(Nasdaq:PEBO) announced the election of Carl Baker, Jr. as a Director of the
Company and the promotion of Joseph S. Yazombek to Executive Vice President of
the bank holding company.
         Baker's directorship began February 1, 2000. He was also nominated for
a three-year term as Director beginning at the Company's Annual Meeting on April
13, 2000.
         Baker, a native and resident of Caldwell, Ohio, has been a Director of
Peoples Bancorp's subsidiary, The First National Bank of Southeastern Ohio,
since 1990. Since 1987, Baker has been the President and Chief Executive Officer
of B & N Coal, Inc., a mining, reclamation and construction entity in
southeastern Ohio. Baker is also involved in other local businesses, including
Sharon Stone Company, a limestone and slag producer in Noble and Washington
Counties in Ohio, and Dexter Hardwoods, Inc., a hardwood sawmill located in
Noble County.
         Baker also serves as a director of various local civic organizations
and is a trustee of several foundations and trusts that benefit the residents of
Noble and Washington Counties.
         Commenting on the announcement, Robert E. Evans, President and Chief
Executive Officer of Peoples Bancorp Inc., stated, "We are pleased that Carl has
agreed to join Peoples Bancorp's Board of Directors. His business knowledge and
experience as a bank director will be an asset to our Board."
         In other actions, Peoples Bancorp also announced the recent appointment
of Joseph S. Yazombek to the position of Executive Vice President/Lending within
the Company. Yazombek has held the position of Executive Vice President and
Chief Lending Officer of The Peoples Banking and Trust Company ("Peoples Bank")
since 1998, where he oversees all loan functions and is chairman of Peoples
Bank's Executive Lending Committee. Yazombek joined Peoples Bank in 1982 in
mortgage lending and more recently has focused on commercial credits. A graduate
of Marietta College, Yazombek has also attended many credit conferences and
seminars.
         Evans continued, "Joe Yazombek's leadership and knowledge are driving
forces of our lending services and asset quality. One of our keys to future
success is continued loan growth through top-quality leadership of Peoples Bank
lenders. Joe's expertise in lending is a vital part of our management structure,
which is designed to optimize customer service through an integrated sales
process."
         Peoples Bancorp Inc. is a diversified financial services bank holding
company headquartered in Marietta, Ohio, with over $1 billion in assets. Peoples
Bancorp operates 39 financial service locations and 25 ATM's 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. On March 10, 2000, the Company
plans to merge its banking subsidiaries into a single national banking entity
named "Peoples Bank." Through its subsidiaries, Peoples Bancorp offers complete
banking services and makes available other financial services, such as trust
services, investment and insurance products, and internet banking. Peoples
Bancorp's common stock is traded through the Nasdaq National Market System under
the symbol "PEBO." Learn more about Peoples Bancorp or enroll in Peoples OnLine
Connection, Peoples Bank's internet banking product, at www.peoplesbancorp.com.

                                 END OF RELEASE


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