UNITED
STATES
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
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Date
of Report (Date of earliest event reported):
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August
1, 2008 (July 29, 2008)
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 PEOPLES
BANCORP INC.
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(Exact
name of Registrant as specified in its charter)
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Ohio
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0-16772
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31-0987416
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(State
or other jurisdiction
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(Commission
File
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(I.R.S.
Employer
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of
incorporation)
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Number)
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Identification
Number)
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138
Putnam Street, PO Box 738
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Marietta,
Ohio
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45750-0738
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code:
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(740)
373-3155
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Not
applicable
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(Former
name or former address, if changed since last report)
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Index to
Exhibits on Page 3
1
Item
2.02 – Results of Operations and Financial Condition
On July
29, 2008, management of Peoples Bancorp Inc. (“Peoples”) conducted a facilitated
teleconference call beginning at approximately 11:00 a.m., Eastern Daylight
Saving Time, to discuss results of operations for the quarterly period ended
June 30, 2008. A replay of the conference call audio will be
available on Peoples’ website, www.peoplesbancorp.com, in the “Investor
Relations” section for one year. A copy of the transcript of the teleconference
call is included as Exhibit 99 to this Current Report on Form 8-K.
The
information contained in this Item 2.02 and Exhibit 99 included with this
Current Report on Form 8-K, is being furnished pursuant to Item 2.02 and shall
not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to
the liabilities of that Section, nor shall such information be deemed to be
incorporated by reference in any registration statement or other document filed
under the Securities Act of 1933, as amended, or the Exchange Act, except as
otherwise stated in such filing.
Item
9.01 -- Financial Statements and Exhibits
a) – c)
Not
applicable
d) Exhibits
See
Index to Exhibits on Page 3
2
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.
PEOPLES BANCORP
INC.
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Date: August 1, 2008
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By:/s/
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EDWARD
G. SLOANE
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Edward
G. Sloane
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Chief
Financial Officer and Treasurer
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INDEX
TO EXHIBITS
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Exhibit
Number
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Description
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99
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Transcript
of teleconference call conducted by management of Peoples Bancorp Inc. on
July 29, 2008
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3