FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

(Mark One)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
         OF THE SECURITIES EXCHANGE ACT OF 1934


                  For the quarterly period ended June 30, 2000
                                                --------------

                                       OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
         OF THE SECURITIES EXCHANGE ACT OF 1934


         For the transition period from ____________ to _______________

                           Commission File No. 0-25217
                                               -------

                             PEOPLES BANKCORP, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

        New York                                                16-1560886
--------------------------------------------------------------------------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                           Identification Number)

825 State Street
Ogdensburg, New York                                                 13669
--------------------------------------------------------------------------------
(Address of principal                                               (Zip Code)
executive office)

         Issuer's telephone number, including area code: (315) 393-4340
                                                               --------

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter  period that the  registrant  was required to file such reports) and (2)
has been subject to such filing requirements for the past 90 days.

Yes [X]                                    No  [  ]

As of August  11,  2000,  the latest  practicable  date,  134,390  shares of the
registrant's   common  stock,   $.01  par  value  per  share,  were  issued  and
outstanding.

Transitional small business disclosure format (check one):

Yes [X]                                    No  [  ]




<PAGE>
                          PART I. FINANCIAL STATEMENTS

Item 1.  Financial Statements

         Consolidated  Statements of Financial Condition as of
         June 30, 2000 (unaudited) and December 31, 1999......................3

         Consolidated  Statements  of Income for the Three and
         Six Months Ended June 30, 2000 and 1999 (unaudited)..................4

         Consolidated  Statements  of Cash Flows for the Six Months
         Ended June 30, 2000 and 1999 (unaudited).............................5

         Notes to Consolidated Financial Statements...........................7


Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations............................................8


                           PART II. OTHER INFORMATION

Item 1.  Legal Proceedings....................................................11
Item 2.  Changes in Securities and Use of Proceeds............................11
Item 3.  Defaults Upon Senior Securities......................................11
Item 4.  Submission of Matters to a Vote of Security Holders..................11
Item 5.  Other Information....................................................11
Item 6.  Exhibits and Reports on Form 8-K.....................................11


                                   SIGNATURES

                                       2
<PAGE>

                           PART I FINANCIAL STATEMENTS

                             PEOPLES BANKCORP, INC.
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                       JUNE 30, 2000 AND DECEMBER 31, 1999
                        (In thousands, except per share data)
<TABLE>
<CAPTION>

                                                                 JUNE  30,   DECEMBER 31,
                         ASSETS                                    2000         1999
                                                                 --------    ------------
                                                                             (Audited)
<S>                                                              <C>         <C>
Cash and Cash Equivalents:
     Cash and due from banks                                     $    493    $    847
     Interest-bearing deposits in other banks                         463         610
                                                                 --------    --------
         Total cash and cash equivalents                              956       1,457

Securities held-to-maturity (fair value of $4,420 (unaudited)
    at June 30, 2000 and $3,829 at December 31, 1999)               4,575       3,865
Loans, net of deferred fees                                        21,034      20,942
         Less allowance for loan losses                               179         176
                                                                 --------    --------
                  Net loans                                      $ 20,855    $ 20,766

Premises and equipment, net                                           455         463
Federal Home Loan Bank stock, at cost required by law                 155         139
Accrued interest receivable                                           171         163
Other assets                                                            7           7
                                                                 --------    --------
                  Total Assets                                   $ 27,174    $ 26,860
                                                                 ========    ========

                  LIABILITIES AND EQUITY

Liabilities:
     Deposits:
     Demand accounts - non-interest bearing                      $    876    $    594
     Savings and club accounts - interest bearing                   2,967       3,025
     Time certificates - interest bearing                          17,730      16,963
     NOW and money market accounts - interest bearing               1,496       1,862
                                                                 --------    --------
                  Total deposits                                 $ 23,069    $ 22,444
                                                                 ========    ========

Advance payments by borrowers for property taxes
  and insurance                                                         3           3
Other liabilities                                                     230         125
Borrowed money                                                      1,000       1,500
                                                                 --------    --------
                  Total liabilities                              $ 24,302    $ 24,072
                                                                 ========    ========

Commitments and contingencies

Stockholders' Equity:
     Preferred stock $.01 par value per share,
        500,000 shares authorized, no shares
        issued or outstanding                                          --          --
     Common stock of $.01 par value, 3,000,000
       shares authorized, 134,390 shares issued and
       outstanding at June 30, 2000 and December 31, 1999               1           1
     Additional paid-in capital                                     1,002       1,002
     Retained earnings                                              1,966       1,882
     Accumulated other comprehensive income                            --          --
     Loan to employee stock ownership plan                            (97)        (97)
                                                                 --------    --------
                  Total stockholders' equity                        2,872    $  2,788
                                                                 --------    --------

                  Total liabilities and stockholders' equity     $ 27,174    $ 26,860
                                                                 ========    ========
</TABLE>

See accompanying notes to consolidated financial statements.

                                       3
<PAGE>

                             PEOPLES BANKCORP, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
                   FOR THE THREE AND SIX MONTHS ENDED JUNE 30,
                                  2000 AND 1999
                     (In thousands, except per share data)

<TABLE>
<CAPTION>
                                                         THREE MONTHS ENDED                SIX MONTHS ENDED
                                                              JUNE 30,                           JUNE 30,
                                                     ---------------------------       ---------------------------
                                                       2000              1999             2000              1999
                                                     --------          --------         --------          --------
                                                                             (In thousands)
<S>                                                  <C>               <C>              <C>               <C>
Interest income
  Loans                                              $     418         $     403        $     831         $     814
  Securities                                                71                15              136                41
  Other short-term investments                              22                34               42                58
                                                     ---------         ---------        ---------         ---------
         Total interest income                             511               452            1,009               913
                                                     ---------         ---------        ---------         ---------

Interest expense:
  Deposits                                                 274               254              531               508
  Borrowings                                                16                --               36                --
                                                     ---------         ---------        ---------         ---------
         Total interest expense                            290               254              567               508
                                                     ---------         ---------        ---------         ---------

         Net interest income                               221               198              442               405

Provision for loan losses                                   11                --               19                11
                                                     ---------         ---------        ---------         ---------
         Net interest income after provision
              for loan losses                              210               198              423               394
                                                     ---------         ---------        ---------         ---------

Non-interest income:
  Service charges                                           11                 7               19                15
  Other                                                      7                 5                9                12
                                                     ---------         ---------        ---------         ---------
         Total non-interest income                          18                12               28                27
                                                     ---------         ---------        ---------         ---------

Non-interest expense:
  Salaries and employee benefits                            75                74              151               146
  Director fees                                             16                14               28                24
  Building, occupancy and equipment                         14                13               29                27
  Data processing                                            9                 8               18                16
  Postage and supplies                                      10                 6               16                11
  Deposit insurance premium                                  1                 3                2                 6
  Insurance                                                  5                 2               10                 4
  Other                                                     35                30               67                63
                                                     ---------         ---------        ---------         ---------
         Total non-interest expense                        165               150              321               297
                                                     ---------         ---------        ---------         ---------

         Income before income tax expense                   63                60              130               124

Income tax expense                                          24                26               48                47
                                                     ---------         ---------        ---------         ---------

         Net income                                  $      39         $      34        $      82         $      77
                                                     =========         =========        =========         =========

Earnings per share
  Basic and diluted                                  $     .29         $     .32        $     .61         $     .57
-                                                     ---------         --------        ---------         ---------
  Weighted average shares outstanding                      134               134              134               134
                                                     ---------         ---------        ---------         ---------
</TABLE>

See accompanying notes to consolidated financial statements.


                                       4
<PAGE>
                             PEOPLES BANKCORP, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                     SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                 (In thousands)
<TABLE>
<CAPTION>

                                                            Six Months Ended
                                                                June 30,
                                                         ----------------------
                                                          2000          1999
                                                         --------     --------
                                                          (In thousands)

<S>                                                      <C>        <C>
Cash flows from operating activities:
  Net income                                             $    82    $    77
  Adjustment to reconcile net income to net cash
    provided by operating activities:
     Depreciation and amortization                            13          6
     Decrease in accrued interest receivable                  (8)        10
     Provision for loan losses                                19         11
     Net gains on sales of securities                         --         --
     Increase in other liabilities                            --          4
     Deferred income taxes                                   105         --
     Decrease in other assets                                 --         (3)
                                                         -------    -------
         Net cash provided by operating activities           211        105
                                                         -------    -------

Cash flows from investing activities:
  Net increase (decrease) in loans                          (106)    (1,211)
  Proceeds from sales of securities available-for-sale        --         --
  Proceeds from maturities and principal reductions
    of securities available-for-sale                          --         --
  Purchase of securities held-to-maturity                   (750)      (500)
  Proceeds from maturities and principal reductions
    of securities held-to-maturity                            40      1,001
  Purchase of FHLB stock                                     (16)        --
  Purchase of fixed assets                                    (5)       (27)
                                                         -------    -------
         Net cash provided by investing activities          (837)      (737)
                                                         -------    -------

Cash flows from financing activities:
  Increase (decrease) in deposits                            625        225
  Decrease in advance payments and borrowers for
    property taxes and insurance                              --         --
  Borrowings from FHLB                                        --         --
  Repayments to FHLB                                        (500)        --
                                                         -------    -------

         Net cash provided by financing activities           125

Net increase in cash and cash equivalents                   (501)      (407)
Cash and cash equivalents at beginning of period           1,457      2,475
                                                         -------    -------
Cash and cash equivalents at end of period               $   956    $ 2,068
                                                         =======    =======
</TABLE>


                                       5
<PAGE>
                             PEOPLES BANKCORP, INC.
                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                     Six months ended June 30, 2000 and 1999
                                 (In thousands)

<TABLE>
<CAPTION>

                                                            Six Months Ended
                                                                June 30,
                                                         ----------------------
                                                          2000          1999
                                                         --------     --------
                                                          (In thousands)

<S>                                                      <C>          <C>
Supplemental Disclosure of Cash Flow Information:
  Non-cash investing activities:
     Additions to real estate owned                      $     --     $    --

  Cash paid during the period for:
     Interest                                                 570         508
     Income taxes                                              40          54
                                                         ========     =======

</TABLE>

                                       6
<PAGE>
                             PEOPLES BANKCORP, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the six months ended June 30, 2000 and 1999


NOTE 1 - PEOPLES BANKCORP, INC.
------------------------------

Peoples  Bankcorp,  Inc. (the "Company") was incorporated  under the laws of the
State of New York for the purpose of becoming the holding  company of Ogdensburg
Federal Savings and Loan Association (the  "Association") in connection with the
Association's  conversion  from a federally  chartered  mutual  savings and loan
association to a federally chartered capital stock savings and loan association.
On November  22,  1998,  the Company  commenced a  subscription  offering of its
shares in connection with the Association's  conversion.  The Company's offering
and the Association's conversion closed on December 28, 1998. A total of 134,390
shares were sold at $10.00 per share.

NOTE 2 - BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION
--------------------------------------------------------------

The accompanying unaudited financial statements have been prepared in accordance
with the  instructions  to Form  10-QSB and on the same  basis as the  Company's
audited  financial  statements.  In the opinion of management,  all adjustments,
consisting  of normal  recurring  accruals,  necessary  to  present  fairly  the
financial  position,  results  of  operations,  and cash  flows for the  interim
periods presented have been included. The results of operations for such interim
periods are not  necessarily  indicative  of the results  expected  for the full
year.

NOTE 3 - PLAN OF CONVERSION
---------------------------

On July 23, 1998, the Association's  Board of Directors formally approved a plan
("Plan")  to  convert  from  a  federally  chartered  mutual  savings  and  loan
association to a federally  chartered stock savings and loan association subject
to approval by the Association's  members and the Office of Thrift  Supervision.
The Plan called for the common stock of the  Association  to be purchased by the
Company and the common stock of the Company to be offered to various  parties in
a subscription  offering at a price based upon an  independent  appraisal of the
Association.  All requisite  approvals  were obtained and the conversion and the
Company's offering were consummated effective December 28, 1998.

Upon consummation of the conversion,  the Association  established a liquidation
account in an amount equal to its  retained  earnings as reflected in the latest
statement of financial  condition used in the final conversion  prospectus.  The
liquidation  account will be maintained for the benefit of certain depositors of
the  Association  who  continue  to  maintain  their  deposit  accounts  in  the
Association  after  conversion.  In the event of a complete  liquidation  of the
Association, such depositors will be entitled to receive a distribution from the
liquidation  account  before  any  liquidation  may be made with  respect to the
common stock.


                                       7
<PAGE>
                             PEOPLES BANKCORP, INC.

            MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION


The Company's assets consist  primarily of its ownership of the Association.  As
such, the following discussion relates primarily to the Association's  financial
condition and results of  operations.  The  Association's  results of operations
depend  primarily  on net  interest  income,  which  is  determined  by (i)  the
difference between rates of interest it earns on its interest-earning assets and
the rates it pays on interest-bearing  liabilities  (interest rate spread),  and
(ii) the  relative  amounts  of  interest-earning  assets  and  interest-bearing
liabilities.

The  Association's  results of  operations  are also  affected  by  non-interest
expense, including primarily compensation and employee benefits, federal deposit
insurance  premiums and office  occupancy costs.  The  Association's  results of
operations  also  are  affected   significantly  by  general  and  economic  and
competitive   conditions,   particularly   changes  in  market  interest  rates,
government  policies  and actions of  regulatory  authorities,  all of which are
beyond its control.

FORWARD-LOOKING STATEMENTS

In addition to historical information contained herein, the following discussion
contains  forward-looking  statements  that  involve  risks  and  uncertainties.
Economic  circumstances,  the  Company's  operations  and the  Company's  actual
results could differ  significantly from those discussed in the  forward-looking
statements.  Some  of the  factors  that  could  cause  or  contribute  to  such
differences  are  discussed  herein but also include  changes in the economy and
interest rates in the nation and the Company's  market area  generally.  Some of
the  forward-looking  statements  included  herein are the statements  regarding
management's  determination  of the amount and  adequacy  of the  allowance  for
losses on loansand the effect of certain recent accounting pronouncements.

COMPARISON OF FINANCIAL CONDITION AT JUNE 30, 2000 AND DECEMBER 31, 1999

Total assets at June 30, 2000 amounted to $27.2 million,  a $314,000,  or 1.17%,
increase from December 31, 1999's level of $26.9 million. The composition of the
Company's  balance  sheet had changed  somewhat  with cash and cash  equivalents
decreasing  by $501,000  from $1.5  million at December  31, 1999 to $956,000 at
June 30, 2000,  a decrease of 34.39%.  Offsetting  this  decrease was a $710,000
increase in  securities  held to maturity from $3.9 million at December 31, 1999
to $4.6  million at June 30,  2000 for an  increase  of 18.37%  and, to a lesser
extent,  a $89,000 increase in net loans from $20.8 million at December 31, 1999
to $20.9  million  at June 30,  2000.  Total  liabilities  at June 30,  2000 had
increased by  $230,000,  or 0.96% from $24.1  million at December  31, 1999,  to
$24.3 million at June 30, 2000.  Deposits,  which comprise the majority of total
liabilities,  amounted to $23.1  million at June 30, 2000, up from $22.4 million
at December 31, 1999 for an increase of $625,000,  or 2.79%,  with  decreases in
NOW and savings and club accounts  being offset by increases in demand  accounts
and  certificates  of  deposit.  Total  stockholders'  equity  at June 30,  2000
amounted to $2.9  million as compared to $2.8  million at December 31, 1999 with
the $84,000 increase  attributable to the retention of earnings from the period.
At  June  30,  2000  the  Association  was in  compliance  with  all  applicable
regulatory  capital  requirements  with total core and tangible  capital of $2.5
million  (9.3% of adjusted  total assets) and total  risk-based  capital of $2.7
million (17.4%) of risk weighted assets).

RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999

NET INCOME.  Net income for the three  months  ended June 30, 2000 and the three
months  ended June 30, 1999  amounted to $39,000 and $34,000  respectively.  The
$5,000  increase  in net income for the 2000  period as  compared to fiscal year
1999 was  attributable  to  increased  levels of net  interest  income and, to a
lesser extent,  non-interest income, partially offset by the combined effects of
increases in  non-interest  expenses and the provision for loan losses.  For the
six months  ended June 30, 2000,  net income  amounted to $82,000 as compared to
$77,000 for the six months ended June 30, 1999 with the $5,000 or 6.49% increase
attributable to the aforementioned factors.

NET  INTEREST  INCOME.  Net interest  income  before  provision  for loan losses
increased by $23,000,  or 11.62%,  from $198,000 for the three months ended June
30, 1999 to $221,000 for the three  months ended June 30, 2000.  The increase in
net interest income was primarily due to a $59,000  increase in interest income,
partially  offset by a $36,000  increase in interest  expense as compared to the
three months ended June 30, 1999. The increase in interest  income was primarily
due to a $56,000  increase in interest from the securities  portfolio due to the
purchase of a GNMA  security.  Interest  expense for



                                       8
<PAGE>

the quarter  ended June 30, 2000 amounted to $290,000,  a $36,000  increase from
the same period in 1999 with the increase  attributable to a $20,000 increase in
interest  expense due to FHLB  borrowings  as well as an increase in  prevailing
interest  rates.  For the six months  ended June 30, 2000,  net interest  income
before provision for loan losses amounted to $567,000,  up from $508,000 for the
first half of fiscal year 1999 for an increase of $37,000 with the change due to
the aforementioned factors.

PROVISION FOR LOAN LOSSES. For the three months ended June 30, 2000, the Company
made an $11,000  provision  for loan losses as compared to no provision  for the
same period in 1999.  The provision in 2000  reflected the level of  charge-offs
during that  period.  For the six months  ended June 30, 2000 the Company made a
$19,000  provision  for loan losses as compared to an $11,000  provision for the
same period in 1999.  The  increased  provision in the first half of fiscal year
2000 as compared to fiscal  year 1999 was due to a higher  level of  charge-offs
during the period.

A  provision  for  losses on loans is  charged  to  earnings  to bring the total
allowance for loan losses to a level considered  appropriate by management based
on  historical  experience,  the  volume and type of  lending  conducted  by the
Association,  the status of past due  principal and interest  payments,  general
economic conditions, particularly as such conditions relate to the Association's
market  area,  and  other  factors   related  to  the   collectibility   of  the
Association's  loan  portfolio.  There  can be no  assurance  that the loan loss
allowance of the Association  will be adequate to cover losses on  nonperforming
assets in the future.

NON-INTEREST  INCOME.  Non-interest  income for the three  months ended June 30,
2000  amounted to $18,000 as compared to $12,000 for the three months ended June
30, 1999 with the increase  attributable to service charges.  For the six months
ended June 30,  2000,  non-interest  income  amounted  to $28,000 as compared to
$27,000 for the six months ended June 30, 1999 with the increase due to a $4,000
increase in service  charges,  partially  offset by a $3,000  reduction in other
non-interest income.

NON-INTEREST  EXPENSES.  Non-interest  expenses  for the second  quarter of 2000
totaled  $165,000,  up from  $150,000  for the  first  quarter  of 1999 with the
increase  primarily due to a $4,000  increase in postage  supplies  expenses,  a
$5,000  increase in other  non-interest  expenses due to higher  annual  meeting
expenses and  supervisory  exam  assesment,  and a $3,000  increase in insurance
expense,  partially offset by a $2,000 decrease in FDIC insurance premiums.  The
decrease  in  this  item  was  due to the  decreased  assessment  rate  paid  by
institutions  in connection  with the FICO bonds.  For the six months ended June
30, 2000,  non-interest  expenses totaled  $321,000 which  represented a $24,000
increase as compared to the first half of fiscal year 1999.  The increase in the
first  half of  fiscal  year 2000 was  primarily  attributable  to the  combined
effects of a $6,000 increase in insurance expense, a $5,000 increase in salaries
and employee  benefits,  a $5,000  increase in postage and supplies and a $4,000
increase in  directors  fees,  partially  offset by a $4,000  reduction  in FDIC
insurance  premiums.  This reduction was due to the aforementioned  reduction in
the assessment rate for premiums paid in connection with the FICO bonds.

INCOME TAX EXPENSE.  Income tax expense for the three months ended June 30, 2000
amounted to  $24,000,  a $2,000  decrease  from the same period in 1999 with the
decrease  primarily  attributable  to an  adjustment of tax accruals for taxable
income in 2000.  The Company's  effective tax rates for the  respective  periods
were  38.10% and  43.34%.  For the six months  ended June 30,  2000,  income tax
expense  amounted to $48,000,  up from  $47,000 for the same period in 1999 with
the  increase  primarily  due to the  increased  level of  pre-tax  income.  The
Company's  effective  tax rates for the first half of fiscal years 2000 and 1999
were 36.93% and 37.91%, respectively.

LIQUIDITY AND CAPITAL RESOURCES

The  Association  is  required to maintain  minimum  levels of liquid  assets as
defined by OTS  regulations.  This  requirement,  which varies from time to time
depending upon economic conditions and deposit flows, is based upon a percentage
of the Association's deposits and short-term  borrowings.  The required ratio at
June 30, 2000 was 4%. For the month ended June 30, 2000 the  Association  was in
compliance.

The Association's primary sources of funds are deposits,  repayment of loans and
mortgage-backed  securities,  maturities  of  investments  and  interest-bearing
deposits, funds provided from operations. The Association is also able to obtain
advances from the Federal Home Loan Bank of New York. While scheduled repayments
of loans and mortgage-backed  securities and maturities of investment securities
are predicable sources of funds,  deposit flows and loan prepayments are greatly
influenced  by the general  level of interest  rates,  economic  conditions  and
competition.  The Association uses its liquidity  resources  principally to fund
existing and future loan commitments,  to fund maturing  certificates of deposit
and demand deposit withdrawals,  to invest in other interest-earning  assets, to
maintain liquidity, and to meet operating expenses.

                                       9
<PAGE>

FINANCIAL MODERNIZATION LEGISLATION.

On November 12, 1999,  President  Clinton signed  legislation which could have a
far-reaching impact on the financial services industry.  The  Gramm-Leach-Bliley
("G-L-B") Act authorizes affiliations between banking,  securities and insurance
firms and  authorizes  bank holding  companies and national banks to engage in a
variety  of new  financial  activities.  Among the new  activities  that will be
permitted to bank holding  companies are  securities  and  insurance  brokerage,
securities underwriting,  insurance underwriting and merchant banking. The Board
of Governors of the Federal  Reserve System (the "Federal  Reserve  Board"),  in
consultation  with  the  Secretary  of  the  Treasury,  may  approve  additional
financial activities.  The G-L-B Act, however,  prohibits future acquisitions of
existing unitary savings and loan holding companies,  like the Company, by firms
which are engaged in commercial activities and limits the permissible activities
of unitary holding companies formed after May 4, 1999.

The G-L-B Act imposes new requirements on financial institutions with respect to
customer  privacy.  The G-L-B Act  generally  prohibits  disclosure  of customer
information to  non-affiliated  third parties unless the customer has been given
the  opportunity  to object and has not objected to such  disclosure.  Financial
institutions  are  further  required  to  disclose  their  privacy  policies  to
customers annually. Financial institutions,  however, will be required to comply
with state law if it is more protective of customer  privacy than the G-L-B Act.
The G-L-B Act directs the federal  banking  agencies,  the National Credit Union
Administration,  the  Secretary of the  Treasury,  the  Securities  and Exchange
Commission  and the  Federal  Trade  Commission,  after  consultation  with  the
National  Association  of Insurance  Commissioners,  to promulgate  implementing
regulations  within six months of enactment.  The privacy provisions will become
effective six months thereafter.

The G-L-B Act contains  significant  revisions to the FHLB System. The G-L-B Act
imposes new capital  requirements  on the FHLBs and authorizes them to issue two
classes of stock with differing dividend rates and redemption requirements.  The
G-L-B Act deletes the current  requirement  that the FHLBs  annually  contribute
$300 million to pay interest on certain government obligations in favor of a 20%
of net  earnings  formula.  The G-L-B Act expands the  permissible  uses of FHLB
advances by community  financial  institutions (under $500 million in assets) to
include   funding   loans  to  small   businesses,   small   farms   and   small
agri-businesses.  The G-L-B  Act  makes  membership  in the FHLB  voluntary  for
federal savings associations.

The G-L-B Act  contains a variety of other  provisions  including a  prohibition
against ATM surcharges unless the customer has first been provided notice of the
imposition  and  amount of the fee.  The  G-L-B Act  reduces  the  frequency  of
Community  Reinvestment Act  examinations  for smaller  institutions and imposes
certain reporting requirements on depository  institutions that make payments to
non-governmental entities in connection with the Community Reinvestment Act. The
G-L-B Act eliminates the SAIF special  reserve and authorizes a federal  savings
association that converts to a national or state bank charter to continue to use
the term "federal" in its name and to retain any interstate branches.

The Company is unable to predict  the impact of the G-L-B Act on its  operations
at this time.  Although the G-L-B Act reduces the range of companies  with which
the Company may affiliate,  it may facilitate affiliations with companies in the
financial services industry.


                                       10
<PAGE>

                             PEOPLES BANKCORP, INC.


                                     PART II


ITEM 1.  Legal Proceedings
         -----------------

         None.

ITEM 2.  Changes in Securities and Use of Proceeds
         -----------------------------------------

         Not applicable

ITEM 3.  Defaults Upon Senior Securities
         -------------------------------

         Not applicable

ITEM 4.  Submission of Matters to a Vote of Security Holders
         ---------------------------------------------------

         On May 16, 2000,  the Company held its Annual  Meeting of  Stockholders
for the purpose of electing  directors and  considering  the approval of a stock
option and incentive  plan and a management  recognition  plan. All nominees for
director  were  elected  and  the  two  proposals  relating  to the  stock-based
compensation plans were approved. The results of voting were as follows:

PROPOSAL I - ELECTION OF DIRECTORS

         Robert E. Wilson

                  For:  117,912             Withheld:  225

         Anthony P. LeBarge, Sr.

                  For:  118,112             Withheld:  25

PROPOSAL II - APPROVAL  OF THE  PEOPLES  BANKCORP,  INC.  2000 STOCK  OPTION AND
INCENTIVE PLAN

         For:  93,594      Against:  23,393          Abstain:  350

PROPOSAL II - APPROVAL OF THE PEOPLES BANKCORP, INC. MANAGEMENT RECOGNITION PLAN


         For:  96,619      Against:  20,393          Abstain:  325


ITEM 5.  Other Information
         -----------------

         During the quarter  ended June 30,  2000,  the Company  adopted a stock
repurchase  plan pursuant to which the Board  authorized the repurchase of up to
5% of the Company's  outstanding shares of Common Stock. To date, no shares have
been repurchased under this plan.

ITEM 6.  Exhibits and Reports on Form 8-K
         --------------------------------

         Reports on Form 8-K:  None.

         Exhibit 27:  Financial  Data Schedule for the six months ended June 30,
2000.



                                       11
<PAGE>
                             PEOPLES BANKCORP, INC.

                                   SIGNATURES


         In accordance with the requirements of the Exchange Act, the registrant
has caused this report to be signed on its behalf by the  undersigned  thereunto
duly authorized.




Date: August 11, 2000           By: /s/ Robert E. Wilson
                                    ----------------------------------
                                    Robert E. Wilson
                                    President and Chief
                                    Executive Officer
                                    (Duly Authorized and Principal
                                    Executive, Accounting and Financial Officer)



                                       12