Mail Stop 4561




November 18, 2005


By U.S. Mail and facsimile to (740) 374-9349.

John W. Conlon
Chief Financial Officer and Treasurer
Peoples Bancorp Inc.
138 Putnam Street
P.O. Box 738
Marietta, OH 45750-0738

Re:	Peoples Bancorp Inc.
Form 10-K
	Filed March 15, 2005
	File No. 000-16772

Dear Mr. Conlon:

      We have reviewed your response letter filed with the
Commission
on October 17, 2005 and have the following additional comment.
Please provide us with the requested information so we may better
understand your response.  Please be as detailed as necessary in
your
explanation.  After reviewing this information, we may or may not
raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Consolidated Financial Statements

Note 12 - Financial Instruments with Off-Balance Sheet Risk, page
73

1. We note your response to comment 1 of our letter dated
September
23, 2005.  Based on your response we understand that you will
record
a cumulative adjustment in the third quarter of 2005 to reflect no
hedge accounting for this hedging relationship.  Please tell us
whether you intend to redesignate this hedging relationship as a
cash
flow hedge on a go-forward basis.

2. We note that under your prior methodology, you applied the
matched
terms guidance in DIG Issue G20 to assume no ineffectiveness in
this
hedging relationship.  We do not feel that your swaption matches
the
fact pattern described in DIG Issue G20.  DIG Issue G20 relates to
the use of a purchased option to hedge the exposure to variability
in
expected future cash flows attributable to a particular rate or
price
beyond a specified level - which implies the use of a cap or
floor.
If you intend to redesignate this hedging relationship as a cash
flow
hedge, please tell us how you intend to assess the effectiveness
of
this hedging strategy and describe your basis for using such a
methodology.

* * * * *

      Please respond to this comment within 10 business days or
tell
us when you will provide us with a response.  Please furnish a
cover
letter that keys your response to our comment, indicates your
intent
to include the requested revisions in future filings and provides
any
requested supplemental information.  Please understand that we may
have additional comments after reviewing your responses to our
comment.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

      You may contact Rebekah Moore, Staff Accountant, at (202)
551-
3463 or me at (202) 551-3426 if you have questions.

Sincerely,



Angela Connell
Senior Accountant
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John W. Conlon
Peoples Bancorp Inc.
November 18, 2005
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