SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended                              Commission file
         September 30, 1999                                   000-20616

                          PEOPLES BANCORPORATION, INC.
          (Exact name of small business issuer as specified in charter)

        South Carolina                                      57-09581843
 (State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                           Identification No.)

1800 East Main Street, Easley, South Carolina                     29640
(Address of principal executive offices)                       (Zip Code)

                    Issuer's telephone number: (864) 859-2265


                  Indicate by check mark whether the registrant
                 (1) has filed all reports required to be filed
                    by Section 13 or 15 (d) of the Securities
                  Exchange Act of 1934 during the preceding 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 _______

  The number of outstanding shares of the issuer's $1.67 par value common stock
                     as of September 30, 1999 was 2,845,770.

                 Transitional Small Business Disclosure Format:

                             Yes _______ No ___X___



<PAGE>



PART I - FINANCIAL INFORMATION
Item 1. Financial Statements


                  Peoples Bancorporation, Inc. and Subsidiaries
                           Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                                                               September 30, 1999          December 31,
                                                                                      1999                      1998
                                                                                    Unaudited                  Audited
                                                                                    ---------                  -------
ASSETS
<S>                                                                               <C>                    <C>
CASH AND DUE FROM BANKS .................................................         $  10,711,000          $   3,413,000
FEDERAL FUNDS SOLD ......................................................             9,610,000             17,980,000
SECURITIES
     Available for sale .................................................            31,723,000             31,971,000
     Held for investment (market value of $4,248,000
         and $4,265,000) ................................................             4,221,000              4,128,000
LOANS-less allowance for loan losses of $1,578,000
     and $1,093,000) ....................................................           140,375,000             86,924,000
PREMISES AND EQUIPMENT, net of accumulated
     depreciation and amortization ......................................             6,626,000              4,926,000
ACCRUED INTEREST RECEIVABLE .............................................             1,410,000                922,000
OTHER ASSETS ............................................................             1,972,000              1,407,000
                                                                                  -------------          -------------
         TOTAL ASSETS ...................................................         $ 206,648,000          $ 151,671,000
                                                                                  =============          =============

LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
DEPOSITS
     Noninterest-bearing ................................................         $  23,066,000          $  14,991,000
     Interest-bearing ...................................................           138,214,000            105,109,000
                                                                                  -------------          -------------
         Total deposits .................................................           161,280,000            120,100,000
SECURITIES SOLD UNDER REPURCHASE
     AGREEMENTS .........................................................            16,142,000              5,980,000
NOTES PAYABLE FEDERAL HOME LOAN BANK ....................................             5,000,000              2,000,000
ACCRUED INTEREST PAYABLE ................................................               851,000                867,000
OTHER LIABILITIES .......................................................               315,000                253,000
                                                                                  -------------          -------------
         Total Liabilities ..............................................           183,588,000            129,200,000
                                                                                  -------------          -------------
SHAREHOLDERS' EQUITY
Common  Stock - 10,000,000 shares  authorized,$1.67
     par  value  per  share, 2,845,770 and 2,764,016 shares
     outstanding ........................................................             4,752,000              4,616,000
Additional paid-in capital ..............................................            17,324,000             17,092,000
Retained Earnings .......................................................             1,402,000                811,000
Accumulated other comprehensive income ..................................              (418,000)               (48,000)
                                                                                  -------------          -------------
         Total Shareholders' Equity .....................................            23,060,000             22,471,000
                                                                                  -------------          -------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY ..............................         $ 206,648,000          $ 151,671,000
                                                                                  =============          =============
</TABLE>



                                       2
<PAGE>

                  PEOPLES BANCORPORATION, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                            Three Months Ended               Nine Months Ended
                                                                               September 30,                     September 30,
                                                                           1999             1998             1999             1998
                                                                           ----             ----             ----             ----
INTEREST INCOME
<S>                                                                    <C>              <C>              <C>              <C>
Interest and fees on loans .....................................       $2,852,000       $1,887,000       $7,439,000       $5,506,000
Interest on securities
     Taxable ...................................................          505,000          375,000        1,431,000        1,067,000
     Tax-exempt ................................................           53,000           58,000          160,000          176,000
Interest on federal funds ......................................          195,000          169,000          595,000          368,000
                                                                       ----------       ----------       ----------       ----------
Total interest income ..........................................        3,605,000        2,489,000        9,625,000        7,117,000

INTEREST EXPENSE
Interest on deposits ...........................................        1,424,000        1,032,000        3,804,000        3,096,000
Interest on federal funds purchased and securities
     sold under repurchase agreements ..........................          176,000           50,000          330,000          128,000
Interest on notes payable Federal Home
     Loan Bank .................................................           48,000           29,000          110,000           85,000
                                                                       ----------       ----------       ----------       ----------
Total interest expense .........................................        1,648,000        1,111,000        4,244,000        3,309,000
                                                                                                         ----------       ----------

Net interest income ............................................        1,957,000        1,378,000        5,381,000        3,808,000
PROVISION FOR LOAN LOSSES ......................................          250,000          152,000          541,000          154,000
                                                                       ----------       ----------       ----------       ----------
Net interest income after provision for
     loan losses ...............................................        1,707,000        1,226,000        4,840,000        3,654,000

NON-INTEREST INCOME
Service fees and other income ..................................          479,000          309,000        1,230,000          852,000
Gain on sales of securities available for sale .................                0                0                0                0
                                                                       ----------       ----------       ----------       ----------
                                                                          479,000          309,000        1,230,000          852,000
NON-INTEREST EXPENSE
Salaries and benefits ..........................................          915,000          655,000        2,642,000        1,684,000
Occupancy ......................................................           82,000           55,000          222,000          162,000
Equipment ......................................................          149,000           92,000          396,000          238,000
Other operating expenses .......................................          495,000          379,000        1,460,000          941,000
                                                                       ----------       ----------       ----------       ----------
                                                                        1,641,000        1,181,000        4,720,000        3,025,000

Income before income taxes .....................................          545,000          354,000        1,350,000        1,481,000

PROVISION FOR INCOME TAXES .....................................          187,000          114,000          460,000          486,000
                                                                       ----------       ----------       ----------       ----------

Net income .....................................................       $  358,000       $  240,000       $  890,000       $  995,000
                                                                       ==========       ==========       ==========       ==========

INCOME PER COMMON SHARE:
     BASIC .....................................................       $     0.13       $     0.09       $     0.31       $     0.39
                                                                       ==========       ==========       ==========       ==========
     DILUTED ...................................................       $     0.12       $     0.09       $     0.30       $     0.37
                                                                       ==========       ==========       ==========       ==========

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
    BASIC ......................................................        2,841,853        2,553,649        2,841,853        2,553,649
    DILUTED ....................................................        2,945,430        2,692,912        2,945,430        2,692,912

DIVIDENDS PAID PER COMMON
     SHARE .....................................................       $    0.035       $    0.035       $    0.105       $    0.105
                                                                       ==========       ==========       ==========       ==========
</TABLE>


                                       3
<PAGE>


                  Peoples Bancorporation, Inc. and Subsidiaries
           Consolidated Statements of Changes in Shareholders' Equity
              for the nine months ended September 30, 1999 and 1998
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                                       Accumulated
                                                                          Additional                      other            Total
                                                  Common stock             Paid-in       Retained     comprehensive    shareholders'
                                            Shares          Amount         Capital       Earnings         income           equity
                                            ------          ------         -------       --------         ------           ------
<S>                                       <C>           <C>            <C>             <C>            <C>              <C>
Balance, December 31, 1997 ............   1,687,000     $  2,818,000   $  5,158,000    $  1,553,000   $    (20,000)    $  9,509,000
Net Income ............................                                                     995,000                         995,000
Other comprehensive income, net of
tax:
   Unrealized holding gains on
   securities available for sale ......                                                                     48,000           48,000
   Less reclassification
   adjustments for gains
   included in net income .............                                                                          0                0
                                                                                                                        -----------
Comprehensive income ..................                                                                                   1,043,000
Cash Dividends ........................                                                    (203,000)                       (203,000)
Proceeds from stock options ...........         8,000         14,000         22,000                                          36,000
Proceeds from sale of stock ...........       737,000      1,230,000      8,267,000                                       9,497,000
                                          -----------   ------------   ------------    ------------   ------------     ------------
Balance, September 30, 1998 ...........     2,432,000    $ 4,062,000   $ 13,447,000    $  2,345,000   $     28,000     $ 19,882,000
                                          ===========   ============   ============    ============   ============     ============

Balance, December 31, 1998 ............     2,764,000   $  4,616,000   $ 17,092,000    $    811,000   $    (48,000)    $ 22,471,000
Net Income ............................                                                     890,000                         890,000
Other comprehensive income, net of
tax: ..................................
   Unrealized holding losses on
   securities available for sale ......                                                                   (370,000)        (370,000)
   Less reclassification ..............
   adjustments for gains
   included in net income .............                                                                         0                 0
                                                                                                                        -----------
Comprehensive income ..................                                                                                     520,000
Cash Dividends ........................                                                    (299,000)                       (299,000)
Proceeds from stock options ...........        82,000        136,000        232,000                                         368,000
                                          -----------   ------------   ------------    ------------   ------------     ------------
Balance, September 30, 1999 ...........     2,846,000   $  4,752,000   $ 17,324,000    $  1,402,000   $   (418,000)    $ 23,060,000
                                          ===========   ============   ============    ============   ============     ============
</TABLE>



                                       4
<PAGE>

                  Peoples Bancorporation, Inc. and Subsidiaries
                      Consolidated Statements of Cash Flows
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                                            Nine Months Ended
                                                                                                              September 30,
                                                                                                     1999                   1998
                                                                                                     ----                   ----
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                                             <C>                    <C>
   Net Income ........................................................................          $    890,000           $    995,000
   Adjustments to reconcile net income to net cash provided
     by operating activities
   Provision for loan losses .........................................................               541,000                154,000
   Depreciation and amortization .....................................................               314,000                163,000
   Amortization and accretion (net) of premiums and
     discounts on securities .........................................................                85,000                 89,000
   Increase in accrued interest receivable ...........................................              (488,000)              (139,000)
   Increase in other assets ..........................................................              (375,000)              (404,000)
   Decrease in accrued interest payable ..............................................               (16,000)               (86,000)
   Increase (decrease) in other liabilities ..........................................                62,000                (68,000)
                                                                                                ------------           ------------
     Net cash provided by (used in) operating activities .............................             1,013,000                704,000
                                                                                                ------------           ------------

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchases of securities held for investment .......................................              (100,000)              (102,000)
   Purchases of securities available for sale ........................................            (8,874,000)           (21,562,000)
   Proceeds from the maturity of securities available for sale .......................             5,424,000             12,034,000
   Proceeds from the call of securities available for sale ...........................             3,060,000              3,200,000
   Net increase in loans .............................................................           (53,993,000)            (3,884,000)
   Purchase of premises and equipment ................................................            (2,014,000)            (1,606,000)
                                                                                                ------------           ------------
     Net cash used by investing activities ...........................................           (56,497,000)           (11,920,000)
                                                                                                ------------           ------------

CASH FLOWS FROM FINANCING ACTIVITIES
   Net increase in deposits ..........................................................            41,180,000             13,252,000
   Net increase  in securities sold under repurchase
     agreements ......................................................................            10,162,000              1,530,000
   Net increase (decrease) in notes payable Federal Home Loan Bank ...................             3,000,000                (31,000)
   Proceeds from sale of common stock ................................................                     0              9,497,000
   Proceeds from stock options exercised .............................................               369,000                 36,000
   Cash dividend .....................................................................              (299,000)              (204,000)
                                                                                                ------------           ------------
     Net cash provided by financing activities .......................................            54,412,000             24,080,000
                                                                                                ------------           ------------
     Net (decrease) increase in cash and cash equivalents ............................            (1,072,000)            12,864,000
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR .........................................            21,393,000              8,479,000
                                                                                                ------------           ------------
CASH AND CASH EQUIVALENTS, END OF PERIOD .............................................          $ 20,321,000           $ 21,343,000
                                                                                                ============           ============

CASH PAID FOR
     Interest ........................................................................          $  4,260,000           $  3,395,000
                                                                                                ============           ============
     Income Taxes ....................................................................          $    585,000           $    503,000
                                                                                                ============           ============
</TABLE>


                                       5
<PAGE>

                  PEOPLES BANCORPORATION, INC. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      A summary of these  policies  is  included  in the 1998  Annual  Report to
shareholders and incorporated herein by reference.

STATEMENT OF CASH FLOWS

      Cash  includes  currency  and coin,  cash items in process of  collection,
amounts due from banks and federal funds sold.

COMMON STOCK

     The Board of Directors  declared cash  dividends of $0.035 per common share
to shareholders of record  September 23, 1999, June 24, 1999 and March 18, 1999,
payable October 6, 1999, July 8, 1999 and March 31, 1999, respectively.

     The Company  adopted SFAS No. 128,  "Earnings  per Share",  on December 31,
1997 which  requires  that the Company  present basic and diluted net income per
share.  The assumed  conversion of stock options creates the difference  between
basic and  diluted  net  income per share.  Income  per share is  calculated  by
dividing net income by the weighted average number of common shares  outstanding
for each  period  presented.  The  weighted  average  number  of  common  shares
outstanding for basic net income per common share was 2,841,853 at September 30,
1999 and 2,553,649 at September 30, 1998. The weighted  average number of common
shares  outstanding  for diluted net income per common  share was  2,945,430  at
September 30, 1999 and 2,692,912 at September 30, 1998.

     In 1998 the  Company  completed  the sale of  925,000  shares of its Common
Stock through two public stock  offerings.  In connection with these  offerings,
the Company  received  net  proceeds  totaling  $11,950,000.  $4,500,000  of the
proceeds was used to initially  capitalize Bank of Anderson,  N. A. in September
1998 and $3,500,000  was used to initially  capitalize  Seneca  National Bank in
February  1999.  In January,  1999,  the Company used a total of  $2,000,000  in
proceeds  raised  from the two  stock  offerings  in 1998 to  inject  additional
capital of  $1,000,000 in Bank of Anderson,  N. A. and  $1,000,000 in additional
capital in Peoples  National  Bank to support  anticipated  future  growth.  The
remaining  proceeds  from the two stock  offerings in 1998 are being held at the
Company level and will be used for general corporate purposes.

     The Company issued a  five-percent  common stock dividend in December 1998.
Per share data for 1998 has been restated to reflect this transaction.

MANAGEMENT'S OPINION

     In  the  opinion  of  management,   the  accompanying  unaudited  financial
statements of Peoples Bancorporation,  Inc. contain all adjustments necessary to
fairly  present the financial  results for the interim  periods  presented.  The
results of operations for any interim period are not  necessarily  indicative of
the results to be expected for an entire year.


                                       6
<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The following  discussion and analysis  should be read in conjunction  with
the consolidated financial statements and related notes and with the statistical
information  and  financial  data  appearing  in this report as well as the 1998
Annual  Report of  Peoples  Bancorporation,  Inc.  on Form  10-KSB.  Results  of
operations  for  the  nine-month  period  ending  September  30,  1999  are  not
necessarily indicative of the results to be attained for any other period.

Forward Looking Statements

     From time to time,  the  Company  may  publish  forward-looking  statements
relating  to  such  matters  as  anticipated  financial  performance,   business
prospects,  technological  developments,  new products and similar matters.  The
Private  Securities  Litigation  Reform Act of 1995  provides a safe  harbor for
forward-looking  statements.  In order  to  comply  with  the  terms of the safe
harbor,  the Company  notes that a variety of factors  could cause the Company's
actual results and experience to differ materially from the anticipated  results
or other expectations expressed in the Company's forward-looking statements. The
risks  and   uncertainties   that  may  affect  the  operations,   performances,
development and results of the Company's  business include,  but are not limited
to, the  following:  risks from  changes in economic  and  industry  conditions;
changes in interest rates;  risks inherent in making loans  including  repayment
risks and value of collateral; dependence on senior management; risks related to
year  2000  technology  compliance  of  the  Company  and  its  customers;   and
recently-enacted or proposed  legislation.  Statements  contained in this filing
regarding the demand for the Company's products and services,  changing economic
conditions,  interest rates, consumer spending and numerous other factors may be
forward-looking statements and are subject to uncertainties and risks.

Overview

     Peoples  Bancorporation,  Inc. was incorporated under South Carolina law on
March 6, 1992,  for the purpose of becoming a bank holding  company by acquiring
all of the Common Stock of The Peoples  National Bank,  Easley,  South Carolina.
The  Company  commenced  operations  on July 1, 1992 upon  effectiveness  of the
acquisition of The Peoples  National  Bank.  The Company has three  wholly-owned
subsidiaries: The Peoples National Bank, Easley, South Carolina, a national bank
which commenced business  operations in August 1986; Bank of Anderson,  National
Association,  Anderson, South Carolina, a national bank which commenced business
operations in September 1998; and, Seneca National Bank, Seneca, South Carolina,
a national bank which commenced business  operations in February 1999 (sometimes
referred to herein as "the Banks").

     The Company engages in no significant  operations  other than the ownership
of its three  subsidiaries  and the support  thereof.  The Company  conducts its
business  from  five  banking  offices  located  in the  Upstate  Area of  South
Carolina.



                                       7
<PAGE>

                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

EARNINGS REVIEW

     The Company's  net income for the third  quarter of 1999 was  $358,000,  or
$0.13 per basic share ($0.12 per diluted share)  compared to $240,000,  or $0.09
per basic share ($0.09 per diluted  share),  for the third quarter of 1998.  Net
income for the nine months ended  September 30, 1999 was $890,000,  or $0.31 per
basic share ($0.30 per diluted share),  compared to $995,000, or $0.39 per basic
share ($0.37 per diluted  share),  for the nine months ended September 30, 1998.
Return on average  equity for the nine months and three months  ended  September
30,  1999 was 5.14% and  6.13%,  respectively,  compared  to 10.15%  and  7.35%,
respectively  for the nine months and three  months  ended  September  30, 1998.
Return on average  assets for the nine months and three months  ended  September
30,  1999 was 0.66%  and  0.72%,  respectively,  compared  to 1.06%  and  0.76%,
respectively, for the nine months and three months ended September 30, 1998. The
decreases in the Company's net income and return on average  assets for the 1999
nine month period are  attributable to pre-opening  and early  operating  losses
associated  with the  opening  of  Seneca  National  Bank in  February  1999 and
continued early operating losses  associated with Bank of Anderson,  N. A. which
commenced  business  operations in September 1998. The decreases in earnings per
basic and  diluted  share and return on  average  equity for the 1999 nine month
period  are  also   attributable  to  pre-opening  and  early  operating  losses
associated with the opening of Seneca  National Bank and early operating  losses
associated  with Bank of  Anderson,  coupled  with an increase in the  Company's
number of  outstanding  shares of common  stock and total  equity  capital  as a
result of the two public stock offerings completed in 1998. Third quarter 1998's
net income was substantially  affected by pre-opening  expenses  associated with
Bank of Anderson  during  that  period,  as well as the  addition of several key
management  positions at the parent company level. No pre-opening  expenses were
incurred in the third quarter of 1999, thus the $118,000,  or 49.2%, increase in
net income over third quarter 1998's net income.

Net Interest Income

     The largest  component of the Company's net income is net interest  income.
Net interest  income,  which is the  difference  between the interest  earned on
interest-earning  assets and the interest paid on  interest-bearing  liabilities
used to fund those assets,  measures the gross profit from lending and investing
activities  and is  the  primary  contributor  to the  Company's  earnings.  Net
interest income before provision for loan losses increased  $579,000,  or 42.0%,
to  $1,957,000  in the 1999 quarter  compared to $1,378,000 in the 1998 quarter.
For the nine months  ended  September  30,  1999,  net  interest  income  before
provision for loan losses increased $1,573,000, or 41.3%, to $5,381,000 compared
to $3,808,000  for the nine months ended  September 30, 1998.  The Company's net
interest  margin was 4.25% and 4.38%,  respectively,  for the  quarter  and nine
months ended September 30, 1999, compared to 4.53% and 4.43%, respectively,  for
the quarter and nine months  ended  September  30,  1998.  The  increases in net
interest  income  for  the  comparative  year-to-date  periods  and  comparative
quarters resulted from an increase in earning assets,  primarily loans generated
by all three of the Company's banking subsidiaries.

                                       8
<PAGE>

Non-interest Income

     Non-interest income increased $170,000, or 55.0%, to $479,000 for the third
quarter of 1999  compared to $309,000 for the 1998 third  quarter.  For the nine
months ended  September 30, 1999  non-interest  income  increased  $378,000,  or
44.4%,  to $1,230,000  compared to $852,000 for the nine months ended  September
30, 1998. The increase in non-interest  income for the two  comparative  periods
resulted largely from an increase in fees generated from the Company's  mortgage
lending activities and an increase in service charge income on deposit accounts.
No gain or loss was realized on the sale of available for sale securities during
the comparative periods.

Non-interest Expense

     Total non-interest expense increased $460,000,  or 39.0%, to $1,641,000 for
the third quarter of 1999 compared to $1,181,000  for the third quarter of 1998.
For the  first  nine  months  of  1999,  total  non-interest  expense  increased
$1,695,000,  or 56.0%,  to $4,720,000  compared to $3,025,000 for the first nine
months of 1998.  Salaries and benefits,  the largest  component of  non-interest
expense,  increased $260,000, or 39.7%, in the third quarter of 1999 compared to
the 1998 quarter.  For the nine months ended  September  30, 1999,  salaries and
benefits increased $958,000,  or 56.9%, to $2,642,000 compared to $1,684,000 for
the nine months ended  September  30, 1998.  The large  increase in salaries and
benefits for the comparative  periods is primarily  attributable to the addition
of several key employees at the parent company level in the second half of 1998,
the  staffing  of Bank of  Anderson,  N. A. in the third  quarter  of 1998,  the
staffing  of Seneca  National  Bank in the  first  quarter  of 1999,  additional
staffing   associated  with  the  Company's   mortgage  lending  activities  and
additional  staff and normal  salary  increases  at The Peoples  National  Bank.
Occupancy  expense increased  $27,000,  or 49.1%, to $82,000 in the 1999 quarter
compared  to $55,000  in the 1998  quarter.  For the first  nine  months of 1999
occupancy  expense  totaled  $222,000,  a $60,000,  or 37.0%,  increase over the
$162,000  recorded for the first nine months of 1998.  The increase in occupancy
expense  for the two  comparative  periods is  attributable  to an  increase  in
depreciation  expense,  maintenance  expenses  and  utilities on the main office
buildings  for  Bank of  Anderson,  N. A.  and  Seneca  National  Bank,  and the
Company's  new  corporate  headquarters  building  located  adjacent to the main
office of The Peoples National Bank which was occupied during the fourth quarter
of 1998.  Equipment expense increased $57,000, or 62.0%, to $149,000 in the 1999
quarter  compared to $92,000 for the 1998 quarter.  For the first nine months of
1999, equipment expense totaled $396,000, a $158,000, or 66.4% increase over the
$238,000  recorded  for the first nine  months of 1998.  The  increase  for both
comparative periods is attributable to increases in depreciation and maintenance
expense  associated with the Company's Wide Area Network equipment  installed in
1998,  new equipment for Bank of Anderson,  N. A., Seneca  National Bank and the
Company's new corporate office. Other operating expenses increased $116,000,  or
30.6%,  to $495,000 for the 1999 quarter when compared to the $379,000  recorded
in the 1998  quarter.  For the nine  months  ended  September  30,  1999,  other
operating  expenses  increased  $519,000,  or 55.2%,  to $1,460,000  compared to


                                       9
<PAGE>


$941,000 in other  operating  expenses  recorded during the first nine months of
1998.  The increase in other  operating  expenses is primarily  attributable  to
increases in marketing and advertising  expense,  printing and supplies expense,
telephone expense and other expenses associated with Bank of Anderson, N. A. and
Seneca National Bank, and the Company's expenditures on year 2000 compliance.

Provision for Loan Losses

     The amount charged to the provision for loan losses by the Company is based
on  management's  judgement  as to the amount  required to maintain an allowance
adequate to provide for potential losses in the Company's loan portfolio.

     The provision for loan losses charged to operations  during the three month
period and nine month period ended September 30, 1999 was $250,000 and $541,000,
respectively,  compared to $152,000 and  $154,000,  respectively,  for the three
month and nine month  period  ended  September  30,  1998.  The  increase in the
Company's  provision for loan losses in both comparative periods is attributable
to provisions  made by Bank of Anderson,  N. A. and Seneca National Bank as they
continued to establish their allowance for loan losses as well as an increase in
the  provision  made by The  Peoples  National  Bank as a result of strong  loan
growth experienced during the first nine months of 1999. For the three month and
nine month  period  ended  September  30,  1999,  Bank of  Anderson,  N.A,  made
provisions  of $68,000  and  $175,000,  respectively  compared  to  $33,000  and
$33,000,  respectively  for the three and nine month period ended  September 30,
1998. For the three month and nine month period ended September 30, 1999, Seneca
National Bank,  which  commenced  banking  operations in February of 1999,  made
provisions of $42,000 and $103,000,  respectively.  For the three month and nine
month period ended September 30, 1999, The Peoples National Bank made provisions
of $141,000 and $264,000,  respectively,  compared to provisions of $116,000 and
$121,000, respectively, for the same comparable periods in 1998.

BALANCE SHEET REVIEW

Loans

     Gross  outstanding  loans represent the largest component of earning assets
at 79.8% of total gross earning  assets.  As of September 30, 1999,  the Company
had total  gross  loans  outstanding  of  $141,953,000.  Gross  loans  increased
$53,936,000,  or 61.3%,  from  $88,017,000 in total gross  outstanding  loans at
December 31, 1998.  The increase in  outstanding  loans  resulted from new loans
generated  by Bank of  Anderson,  N. A. and  Seneca  National  Bank  and  strong
internal loan growth  experienced by The Peoples National Bank. At September 30,
1999, Bank of Anderson, N. A. had gross outstanding loans of $22,320,000; Seneca
National  Bank had  gross  outstanding  loans  of  $8,793,000;  and The  Peoples
National Bank had gross outstanding loans of $110,840,000.



                                       10
<PAGE>


     The interest rates charged on loans vary with the degree of risk,  maturity
and amount of the loan. Competitive pressures,  money market rates, availability
of funds, and government  regulation also influence  interest rates. The average
yield on the Company's  loans for the nine month period ended September 30, 1999
was 8.52%  compared to 9.34%,  for the first nine months of 1998.  Approximately
29.3% of the Company's loans are tied to the prime interest rate.

     The Company's loan portfolio consists  principally of residential  mortgage
loans, commercial loans and consumer loans. Substantially all of these loans are
to borrowers  located in South  Carolina and are  concentrated  in the Company's
market  areas.  The Company has no foreign  loans or loans for highly  leveraged
transactions.  The Company  originates  first mortgage  residential  real estate
loans for sale to third  parties,  but does not service these loans.  During the
second   quarter  of  1999,  the  Company  began  self  funding  first  mortgage
residential real estate loans with standing commitments to sell to third parties
within a short period of time from the closing of the loans. Prior to the second
quarter  of 1999,  these  types of loans  were  being  "table  funded"  by third
parties.  The Company  receives  origination  fees upon closing of the loans and
receives a service  release  fee upon  selling  the loans to third  parties.  At
September 30, 1999, the Company held $12,890,000 in closed  originated  mortgage
loans for sale compared to none at December 31, 1998.

Allowance for Loan Losses

     The  allowance  for loan losses at September  30, 1999 was  $1,578,000,  or
1.11% of loans outstanding compared to $1,093,000, or 1.24% of loans outstanding
at December 31, 1998. The allowance for loan losses is based upon the management
of each subsidiary  bank's continuing  evaluation of the  collectibility of past
due loans based on the  historical  loan loss  experience of that Bank,  current
economic  conditions  affecting the ability of borrowers to repay, the volume of
loans, the quality of collateral securing  non-performing and problem loans, and
other factors deserving recognition.

     At September  30, 1999,  the Company had  $501,000 in  non-accruing  loans,
$177,000  in  restructured  loans,  no loans more than  ninety days past due and
still accruing  interest and $219,000 in other real estate owned.  This compares
to $617,000 in non-accruing  loans,  $8,000 in restructured loans, no loans more
than ninety days past due on which interest was still being accrued and $101,000
in other  real  estate  owned at  December  31,  1998.  Non-performing  loans at
September  30,  1999  consisted  of $32,000 in  commercial  loans;  $417,000  in
mortgage  loans;  and  $52,000 in  consumer  loans.  Non-performing  assets as a
percentage of loans and other real estate owned was 0.35% and 0.74% at September
30, 1999 and December 31, 1998, respectively.

     Net  charge-offs  for the nine month period ended  September  30, 1999 were
$56,000,  compared to net charge-offs of $85,000 for the nine month period ended
September 30, 1998 and to net charge-offs of $88,000 for the year ended December
31, 1998. The allowance for loan losses as a percentage of non-performing  loans
was 315%, 127% and 177%,  respectively,  as of September 30, 1999, September 30,
1998 and December 31, 1998.

                                       11
<PAGE>

     The Company  accounts for impaired loans in accordance  with the provisions
of Statement of Financial  Accounting  Standards  ("SFAS")  114,  Accounting  by
Creditors for  Impairment  of a Loan.  SFAS No. 114, as amended by SFAS No. 118,
requires that impaired  loans be measured based on the present value of expected
future  cash  flows  or the  underlying  collateral  values  as  defined  in the
pronouncement.  The Company  includes the provisions of SFAS NO. 114, if any, in
the allowance for loan losses.  When the ultimate  collectibility of an impaired
loan's principal is in doubt, wholly or partially, all cash receipts are applied
to  principal.  When this doubt does not exist,  cash receipts are applied under
the contractual  terms of the loan agreement first to principal then to interest
income.  Once the recorded  principal  balance has been reduced to zero,  future
cash  receipts are applied to interest  income,  to the extent that any interest
has been  foregone.  Further cash  receipts are  recorded as  recoveries  on any
amounts  previously  charged off. At each of September  30, 1999,  September 30,
1998 and December 31, 1998 the Company had no impaired  loans. At 1.11% of total
outstanding  loans,  management  considers  the  allowance for loan losses to be
adequate  based upon  evaluations of specific loans and weighing of various loan
categories as suggested by the Banks' internal loan rating systems.

Securities

     Investment  securities  constituted 19.4% and 25.4% of earning assets as of
September 30, 1999 and December 31, 1998,  respectively.  At September 30, 1999,
the book value of the Company's total securities  portfolio totaled $36,577,000,
up  $405,000  from  $36,172,000  invested as of December  31,  1998.  The slight
increase is due to increases in investment  securities held by Bank of Anderson,
N. A. and Seneca National Bank.

     At September  30, 1999,  the  Company's  total  investments  classified  as
available  for  sale  had a book  value of  $32,356,000  and a  market  value of
$31,723,000 for an unrealized loss of $633,000.

     The  Company  uses  its  investment  portfolio  to  provide  liquidity  for
unexpected deposit liquidation or loan generation, to secure public deposits, to
meet the Company's  interest rate sensitivity goals and to generate income.  The
Company   emphasizes   safety  in  its  selection  of   investment   securities.
Accordingly,  the  investment  portfolio is limited to  securities of the United
States   government   or  its   agencies,   mortgage   backed   securities   and
investment-grade state and municipal securities.  The Company does not invest in
corporate bonds nor does it hold any trading securities.

Deposits

     The  Banks'  primary  source of funds for loans and  investments  are their
deposits.  Deposits grew $41,200,000, or 34.3%, to $161,300,000 at September 30,
1999 from $120,100,000 at December 31, 1998. The increase  resulted  principally
from  deposits   generated  by  Bank  of  Anderson  and  Seneca  National  Bank.
Competition for deposit  accounts is primarily based on the interest rates paid,
location convenience and services offered.

                                       12
<PAGE>


     During the first nine months of 1999,  interest-bearing  deposits  averaged
$120,387,000  compared to  $91,019,000  for the first nine  months of 1998.  The
average interest rate paid on interest-bearing  deposits was 4.21% for the first
nine  months of 1999  compared  to 4.50% for the first nine  months of 1998.  In
pricing  deposits,  the Company considers its liquidity needs, the direction and
levels of interest  rates and local market  conditions.  At  September  30, 1999
interest-bearing deposits comprised 85.7% of total deposits compared to 86.5% at
September 30, 1998.

     The Company's  core deposit base consists of consumer time deposits of less
than  $100,000,  savings,  NOW  accounts,  money  market  accounts  and checking
accounts.  Although  such  core  deposits  are  becoming  increasingly  interest
sensitive  for both the Company and the industry as a whole,  such core deposits
continue to provide the Company  with a large and stable  source of funds.  Core
deposits as a percentage of total deposits averaged  approximately 81.4% for the
nine months ended September 30, 1999. The Company closely  monitors its reliance
on  certificates  greater than  $100,000,  which are generally  considered  less
stable and less reliable than core deposits. At September 30, 1999, certificates
of deposit greater than $100,000 totaled $34,489,000  compared to $20,494,000 at
December 31, 1998.

LIQUIDITY

     Liquidity  management  involves  meeting the cash flow  requirements of the
Company.  The Company's  liquidity position is primarily dependent upon its need
to respond to  short-term  demand for funds caused by  withdrawals  from deposit
accounts and upon the liquidity of its assets.  The Company's  primary liquidity
sources  include  cash and due from banks,  federal  funds sold and  "securities
available  for sale".  In  addition,  the  Company  (through  the Banks) has the
ability,  on a short-term basis, to borrow funds from the Federal Reserve System
and to purchase federal funds from other financial  institutions.  The Banks are
also members of the Federal Home Loan Bank System and have the ability to borrow
both short and long-term  funds on a secured  basis.  At September 30, 1999, The
Peoples  National Bank had $5,000,000 in short-term  borrowings from the Federal
Home Loan Bank of Atlanta.  At September 30, 1999 The Peoples  National Bank had
unused  borrowing  capacity  from the  Federal  Home  Loan  Bank of  Atlanta  of
$23,000,000. The Company's other two bank subsidiaries,  Bank of Anderson, N. A.
and Seneca National Bank have established  lines of credit with the Federal Home
Loan Bank totaling ten percent (10%) of each respective  bank's total assets. At
September 30, 1999, the Banks had unused federal funds lines of credit  totaling
$6,000,000 with correspondent banks.

     Peoples  Bancorporation,  Inc.,  the parent  holding  company,  has limited
liquidity  needs.  Peoples  Bancorporation  requires  liquidity  to pay  limited
operating  expenses  and  dividends.  These  needs  are  presently  being met by
management  fees assessed to each affiliated bank and dividends from The Peoples
National Bank.

                                       13
<PAGE>


     Company management  believes its liquidity sources are adequate to meet its
operating needs and does not know of any trends that may result in the Company's
liquidity materially increasing or decreasing.

CAPITAL ADEQUACY and RESOURCES

     The capital  needs of the Company  have been met through the  retention  of
earnings and from the proceeds of prior public stock offerings.

     For bank holding  companies  with total  assets of more than $150  million,
such as the  Company,  capital  adequacy is generally  evaluated  based upon the
capital of its banking  subsidiaries.  Generally,  the Board of Governors of the
Federal  Reserve  System (the  "Federal  Reserve  Board")  expects  bank holding
companies to operate above minimum capital levels. The Office of the Comptroller
of the  Currency  ("Comptroller")  regulations  establish  the minimum  leverage
capital  ratio  requirement  for national  banks at 3% in the case of a national
bank that has the highest regulatory examination rating and is not contemplating
significant  growth or  expansion.  All other  national  banks are  expected  to
maintain a ratio of at least 1% to 2% above the stated minimum. Furthermore, the
Comptroller  reserves the right to require  higher  capital ratios in individual
banks on a case by case basis  when,  in its  judgement,  additional  capital is
warranted by a deterioration of financial  condition or when high levels of risk
otherwise  exist.  The Banks  have not been  notified  that  they must  maintain
capital levels above regulatory minimums.

     The Federal  Reserve  Board has  adopted a  risk-based  capital  rule which
requires  bank holding  companies to have  qualifying  capital to  risk-weighted
assets of at least 8%, with at least 4% being  "Tier 1" capital.  Tier 1 capital
consists principally of common stockholders'  equity,  non-cumulative  preferred
stock,  qualifying  perpetual  preferred stock, and minority interests in equity
accounts of  consolidated  subsidiaries,  less  goodwill and certain  intangible
assets.  "Tier 2" (or  supplementary)  capital  consists  of  general  loan loss
reserves (subject to certain limitations),  certain types of preferred stock and
subordinated  debt,  and  certain  hybrid  capital  instruments  and other  debt
securities such as equity commitment notes. A bank holding company's  qualifying
capital base for purposes of its risk-based capital ratio consists of the sum of
its Tier 1 and Tier 2 capital  components,  provided that the maximum  amount of
Tier 2 capital that may be treated as  qualifying  capital is limited to 100% of
Tier 1 capital.  The Comptroller  imposes a similar  standard on national banks.
The regulatory  agencies  expect  national  banks and bank holding  companies to
operate above minimum risk-based capital levels.

     During 1998 the Company  successfully  completed the sale of 925,000 shares
of its common  stock  through two public stock  offerings.  From these two stock
offerings the company raised $12,025,000  ($11,950,000 net of offering expenses)
in  additional  capital.  $4,500,000  of this  additional  capital  was  used to
initially capitalize Bank of Anderson, National Association in September of 1998
and $3,500,000 was used to initially capitalize Seneca National Bank in February
1999. In January 1999, the Company injected  $1,000,000 in additional capital in

The  Peoples  National  Bank and  $1,000,000  in  additional  capital in Bank of
Anderson to provide for future growth of these two  subsidiaries.  The remaining
funds from the two stock  offerings  are being held at the parent  company level
for future operating needs.


                                       14
<PAGE>

         The following  table sets forth the capital  ratios for the Company and
the Banks as of September 30, 1999:

                                 CAPITAL RATIOS
                             (Amounts in Thousands)
<TABLE>
<CAPTION>
                                                                                         Well                     Adequately
                                                                                     Capitalized                  Capitalized
                                                            Actual                    Requirement                 Requirement
                                                      Amount       Ratio         Amount         Ratio          Amount       Ratio
                                                      ------       -----         ------         -----          ------       -----
Company:
<S>                                                  <C>           <C>           <C>            <C>           <C>            <C>
Total Risk-based Capital ...............             $25,056       17.13%        $14,627        10.00%        $11,702        8.00%
Tier 1 Risk-based Capital ..............             $23,478       16.05%        $ 8,777         6.00%        $ 5,851        4.00%
Leverage Ratio .........................             $23,478       11.25%        $10,435         5.00%        $ 8,348        4.00%

Peoples National Bank:
Total Risk-based Capital ...............             $13,126       11.88%        $11,049        10.00%        $ 8,839        8.00%
Tier 1 Risk-based Capital ..............             $11,918       10.79%        $ 6,627         6.00%        $ 4,418        4.00%
Leverage Ratio .........................             $11,918        7.99%        $ 7,458         5.00%        $ 5,966        4.00%

Bank of Anderson, N. A:
Total Risk-based Capital ...............             $ 5,374       21.04%        $ 2,554        10.00%        $ 2,043        8.00%
Tier 1 Risk-based Capital ..............             $ 5,106       19.99%        $ 1,533         6.00%        $ 1,022        4.00%
Leverage Ratio .........................             $ 5,106       14.73%        $ 1,733         5.00%        $ 1,387        4.00%

Seneca National Bank:
Total Risk-based Capital ...............             $ 3,368       33.79%        $   997        10.00%        $   797        8.00%
Tier 1 Risk-based Capital ..............             $ 3,265       32.76%        $   598         6.00%        $   399        4.00%
Leverage Ratio .........................             $ 3,265       21.53%        $   758         5.00%        $   607        4.00%
</TABLE>

EFFECTS OF REGULATORY ACTION

     The  management  of the  Company and the Banks are not aware of any current
recommendations by regulatory authorities, which if they were to be implemented,
would have a material effect on liquidity, capital resources, or operations.

YEAR 2000 READINESS DISCLOSURE

     The  Company  recognizes  that  there is a  business  risk in  computerized
systems as the new century approaches.  Many computer-based  information systems
previously  in use  exclude the  century as part of the date  definition,  which
could cause  inaccurate  interest  calculations  on loans and deposits and other
problems at the change of the century.  A number of computer systems used by the
Company  in its  day-to-day  operations  could be  affected  by the  "Year  2000
Problem."  Management has  established a Year 2000 Project Team (the "Y2K Team")
which has  identified  all affected  systems and is currently  working to ensure
that this event will not disrupt  operations.  The Y2K Team reports regularly to
the Company's  Board of Directors.  The Company is also working closely with all
outside  computer  vendors to ensure that all software  corrections and warranty
commitments are obtained and to implement  internal  "mock" testing.  Testing of
all systems  commenced  in 1998 and was  completed  by December  1998.  Based on
testing done to date, the Company  believes that all of its systems are now Year
2000  compliant.  Plans are also in place in the event critical  systems fail on
January 1, 2000.  The Company now believes  that most of the Y2K Problems  which
could affect it have been or will be remedied before year end. Accordingly,  the
anticipated,  reasonable worst case scenario for the Company is not likely to be
more than a moderate  inconvenience  which should not have a material  affect on
the Company.  The estimated cost to the Company for these corrective  actions is
$111,250  which is  included  in the  Company's  1998 and  1999  budgets.  As of
September 30, 1999,  the Company's  Year 2000  compliance  expenditures  totaled
$99,000.  Incomplete  or  untimely  compliance,  however,  could have a material
adverse  effect on the Company,  the dollar amount of which cannot be accurately
quantified  at this time because of the  inherent  variables  and  uncertainties
involved.  Factors  which could  contribute  to the  Company's  experiencing  an
adverse  effect  include the  availability  of skilled  personnel  and compliant
software,  the  performance  of vendors,  the ability of entities with which the
Company does  business and the  Company's  customers to resolve  their Year 2000
problems and the ability to identify non-compliant software and the applications
or functions affected.

                                       15
<PAGE>

RECENTLY ISSUED ACCOUNTING CHANGES

     In June  1998,  the  FASB  issued  SFAS  133,  "Accounting  for  Derivative
Instruments and Hedging  Activities." All derivatives are to be measured at fair
value and  recognized  in the  balance  sheets as  assets or  liabilities.  This
statement's  effective date was delayed by the issuance of SFAS 137 ("Accounting
for Derivative  Instruments  and Hedging  Activities - Deferral of the Effective
Date of FASB  Statement No. 133 - and  amendment of the FASB  Statement No. 133)
and is effective  for fiscal years and quarters  beginning  after June 15, 2000.
Because the Company has no derivative  transactions  at this time, this standard
will have no effect on the Company.

     In October 1998, the FASB issued SFAS 143,  "Accounting for Mortgage-Backed
Securities  Retained after the Securitization of Mortgage Loans Held for Sale by
a Mortgage Companying  Enterprise." The new statement establishes accounting and
reporting  standards for certain activities of mortgage  Companying  enterpries.
The statement is effective for the first quarter  beginning  after  December 15,
1998.  The  statement  will have no effect on the  financial  statements  of the
Company.

     In February 1999,  the FASB issued SFAS 135,  "Rescission of FASB Statement
No. 75 and Technical  Corrections." The SFAS provides technical  corrections for
previously  issued  statements  and rescinds  SFAS 75, which  provides  guidance
related  to  pension  plans of state and  local  government  units.  SFAS 135 is
effective for fiscal years ending after  February 15, 1999.  This statement will
have no effect on the financial statements of the Company.

     In  June  1999,  the  FASB  issued  SFAS  136,  "Transfer  of  Assets  to a
Not-for-Profit   Organization   or   Charitable   Trust  that  Raises  or  Holds
Contributions for Others", which is effective for fiscal periods beginning after
December 15, 1999.  This statement  establishes  standards for  transactions  in
which an entity makes a contribution by transferring  assets to a not-for-profit
organization or a charitable  trust and then requires these  contributions to be
used in specified  manner.  This  statement will have no effect on the financial
statements of the Company.


                                       16
<PAGE>

PART II.  OTHER INFORMATION

Item 1.       Legal Proceedings

                  From time to time the Company is  involved  in various  claims
                  and legal  actions  arising in the normal  course of business.
                  Management is not aware of any proceedings  which could result
                  in a material loss to the Company.

Item 2.       Changes in Securities and Use of Proceeds

                  During the period ended  September  30, 1999,  the  Registrant
                  issued  shares of common  stock to the  following  classes  of
                  persons  upon the exercise of options  issued  pursuant to the
                  Registrant's  1993 Incentive Stock Option Plan. The securities
                  were  issued  pursuant  to  the  exemption  from  registration
                  provided by Section 4(2) of the Securities Act of 1933 because
                  the issuance did not involve a public offering.

                                                      Aggregate
                      Class of       # of Shares      Exercise          Date
   Date Issued       Purchasers         Issued          Price       Exercisable
   -----------       ----------         ------          -----       -----------
     01/08/99        Employees         75,985         $336,125        1-9-94
     03/24/99        Employee           1,400         $  6,622        6-12-98
     04/30/99        Director             500         $  7,500        4-21-99
     09/13/99        Employee           1,869         $  8,840        6-12-99
     09/30/99        Employee           2,000         $  9,460        6-12-99


Item 6.       Exhibits and Reports on Form 8-K

     (a)  Exhibits.

          Exhibit 27 Financial Data Schedule

     (b)  Reports  on Form  8-K.  No report  on Form 8-K was  filed  during  the
          quarter ended September 30, 1999


                                       17
<PAGE>



SIGNATURES

     In accordance  with the  requirements of the Securities and Exchange Act of
1934,  the  Registrant  caused  this  report to be  signed on its  behalf by the
undersigned thereunto duly authorized.


                                       PEOPLES BANCORPORATION, INC.


Dated: November 5, 1999                 By:    /s/ Robert E. Dye
                                             -------------------
                                             Robert E. Dye
                                             President and Chairman of the Board


Dated:  November 5, 1999                By:   /s/ William B. West
                                            ---------------------
                                             William B. West
                                             Sr. Vice President & CFO
                                             (principal financial officer)





                                       18
<PAGE>


                                  EXHIBIT INDEX


          Exhibit No. from
             Item 601 of
           Regulation S-B                   Description

                 27                        Financial Data Schedule