form8k.htm
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
Date
of
Report (Date of earliest event
reported): December
27, 2007 (December 24, 2007)
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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 of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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138
Putnam Street, P.O. Box 738, Marietta,
Ohio 45750-0738
(Address
of principal executive offices) (Zip Code)
(740)
373-3155
(Registrant's
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
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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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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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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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
8.01. Other Events.
As
previously disclosed in "Note 8.
Contingent Liabilities" of the Notes to the Unaudited Consolidated Financial
Statements included in "ITEM 1: FINANCIAL STATEMENTS" of PART I, and
in "ITEM 1: "LEGAL PROCEEDINGS" of PART II, of the Quarterly Report
on Form 10-Q for the quarterly period ended September 30, 2007 of Peoples
Bancorp Inc. (the "Registrant"), Peoples Bank, National Association
("Peoples Bank"), the national bank subsidiary of the Registrant, has been
undergoing an examination by the Ohio Department of Taxation (the "Department")
of Peoples Bank's Ohio Corporation Franchise Tax (“Franchise Tax”) reports
related to the fiscal years ended December 31, 2002 through 2005. In
addition, the Department has been examining other subsidiaries of the Registrant
for the same periods. The Registrant and its subsidiaries
(collectively, "Peoples") have entered into a settlement agreement with the
Tax
Commissioner of the State of Ohio (the "Commissioner") in order to resolve
that
and related controversies concerning Peoples' Franchise Tax liability and
associated calculations for the 2002 through 2008 tax years (the fiscal years
ended December 31, 2001 through 2007). Under the terms of the
settlement agreement, which was executed by the Commissioner on December 20,
2007 and on behalf of Peoples on December 24, 2007, Peoples paid approximately
$190,000 on December 26, 2007 in full settlement of Peoples’ aggregate,
additional Franchise Tax liability for the 2002 through 2007 tax
years. The August 23, 2006 assessment issued by the Department, in
the amount of approximately $1,440,000 with respect to Peoples Bank's Franchise
Tax liability for the 2002 tax year (the fiscal year ended December 31, 2001),
will be adjusted to reflect the settlement. As a result of the
settlement, Peoples will record an adjustment to Peoples' tax reserves which
is
expected to decrease franchise tax expense for the
fourth quarter of fiscal 2007 (the fiscal quarter ended December 31, 2007)
by
approximately $782,000, which will increase Peoples income after taxes by
approximately $508,000 or $0.05 per common share, on a diluted
basis.
[Remainder
of page intentionally left blank; signature on following page]
SIGNATURE
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.
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PEOPLES
BANCORP INC.
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Dated: December
27, 2007
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By: /s/
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CAROL
A. SCHNEEBERGER |
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Carol
A. Schneeberger
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Chief
Financial Officer and Treasurer
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