UNITED STATES SEC FILE NUMBER
                       SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549 33-1803

                                   FORM 12b-25
                           NOTIFICATION OF LATE FILING

                            SEC FILE NUMBER: 33-1803
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                                CUSIP NUMBER: N/A
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(Check One): Form 10-K Form 20-F Form 11-K Form 10-Q Form N-SAR

For the Period Ended: December 31, 2001
        [ ] Transition Report on Form 10-K
        [ ] Transition Report on Form 20-F
        [ ] Transition Report on Form 11-K
        [ ] Transition Report on Form 10-Q
        [ ] Transition Report on Form N-SAR

        For the Transition Period Ended: _____________________________________


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Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:


PART I - REGISTRANT INFORMATION

Peoples Bancorp Inc. Retirement Savings Plan
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Full Name of Registrant


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Former Name if Applicable


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Address of Principal Executive Office (Street and Number)


Marietta, OH  45750
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City, State and Zip Code


PART II - RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)

             (a)    The reasons described in reasonable detail in Part III of
                    this form could not be
                    eliminated without unreasonable effort or expense;
             (b)    The subject annual report, semi-annual report or transition
                    report on Form 10-K, Form 20-F, Form 11-K or Form N-SAR, or
                    portion thereof, will be filed on or before the fifteenth
                    calendar day following the prescribed due date; or the
                    subject quarterly report or transition report on Form 10-Q,
                    or portion thereof, will be filed on or before the fifth
                    calendar day following the prescribed due date; and
             (c)    The accountant's statement or other exhibit required by Rule
                    12b-25(c) has been attached if applicable.

PART III - NARRATIVE

State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.

Change in plan auditors caused a delay in completion of financial statements.
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PART IV - OTHER INFORMATION

(1)   Name and telephone number of person to contact in regard to this
      notification

            John Dakesian               (740)                374-6152
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              (Name)                 (Area Code)        (Telephone Number)

(2)   Have all other periodic reports required under Section 13 or 15(d) of the
      Securities Exchange Act of 1934 or Section 30 of the Investment Company
      Act of 1940 during the preceding 12 months or for such shorter period that
      the registrant was required to file such report(s) been filed? If Yes No
      answer is no, identify report(s).         Yes [X]         No



(3)   Is it anticipated that any significant change in results of operations
      from the corresponding period for the last fiscal year will be reflected
      by the earnings statements to be included in the subject report or
      portion thereof?                          Yes             No  [X]

      If so, attach an explanation of the anticipated change, both narratively
      and quantitatively, and, if appropriate, state the reasons why a
      reasonable estimate of the results cannot be made.





                  Peoples Bancorp Inc. Retirement Savings Plan
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                  (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.


Date: July 2, 2002               /S/ By: MARK F. BRADLEY
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                           Printed Name: Mark F. Bradley
                                  Title: Executive Vice President