SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

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

For the Quarterly Period Ended                                Commission file
        March 31, 2002                                           000-20616

                          PEOPLES BANCORPORATION, INC.
             (Exact name of registrant as specified in its 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)

                  Registrant'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 March 31, 2002 was 3,328,609.




<Page>



PART I - FINANCIAL INFORMATION
Item 1. Financial Statements


        Peoples Bancorporation, Inc. and Subsidiaries
                 Consolidated Balance Sheets
           (Amounts in thousands except share data)
<Table>
<Caption>

                                                                                          March 31, 2002           December 31, 2001
                                                                                             Unaudited                  Audited
                                                                                             ---------                  -------
ASSETS
<S>                                                                                            <C>                    <C>
CASH AND DUE FROM BANKS ..............................................................         $ 11,164               $  5,199
INTEREST-BEARING DEPOSITS IN OTHER BANKS .............................................               49                     24
FEDERAL FUNDS SOLD ...................................................................           20,255                  7,203
                                                                                               --------               --------
     Total cash and cash equivalents .................................................           31,468                 12,426
SECURITIES
     Available for sale ..............................................................           39,668                 30,339
     Held for investment (market value
          of $2,849, and $3,417) .....................................................            2,761                  3,339
     Other investments, at cost ......................................................            1,884                  1,815
LOANS-less allowance for loan losses
         of $2,587 and $2,288 ........................................................          216,874                210,248
MORTGAGE LOANS HELD FOR SALE .........................................................           21,931                 40,925
PREMISES AND EQUIPMENT, net of accumulated
     depreciation and amortization ...................................................            8,240                  7,961
ACCRUED INTEREST RECEIVABLE ..........................................................            1,692                  1,683
OTHER ASSETS .........................................................................            3,165                  3,430
                                                                                               --------               --------
         TOTAL ASSETS ................................................................         $327,683               $312,166
                                                                                               ========               ========

LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
DEPOSITS
     Noninterest-bearing .............................................................         $ 38,108               $ 34,579
     Interest-bearing ................................................................          229,079                202,223
                                                                                               --------               --------
         Total deposits ..............................................................          267,187                236,802
SECURITIES SOLD UNDER REPURCHASE
     AGREEMENTS ......................................................................           23,615                 20,646
FEDERAL FUNDS PURCHASED ..............................................................                0                      0
NOTES PAYABLE TO FEDERAL HOME LOAN BANK ..............................................            5,000                 23,985
ACCRUED INTEREST PAYABLE .............................................................            1,161                  1,218
OTHER LIABILITIES ....................................................................            1,353                    964
                                                                                               --------               --------
         Total Liabilities ...........................................................          298,316                283,615
                                                                                               --------               --------
SHAREHOLDERS' EQUITY
Common Stock - 10,000,000 shares authorized, $1.67
     Par value per share, 3,328,609 shares outstanding ...............................            5,559                  5,559
Additional paid-in capital ...........................................................           22,786                 22,786
Retained Earnings ....................................................................            1,015                     32
Accumulated other comprehensive income ...............................................                7                    174
                                                                                               --------               --------
         Total Shareholders' Equity ..................................................           29,367                 28,551
                                                                                               --------               --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY ...........................................         $327,683               $312,166
                                                                                               ========               ========
</Table>




                                       1
<Page>

                 Peoples Bancorporation, Inc. and Subsidiaries
                        Consolidated Statements of Income
                    (Amounts in thousands except share data)
<Table>
<Caption>
                                                                                                                (Unaudited)
                                                                                                             Three Months Ended
                                                                                                                  March 31,
                                                                                                      2002                    2001
                                                                                                      ----                    ----
INTEREST INCOME
<S>                                                                                               <C>                     <C>
   Interest and fees on loans ......................................................              $    4,379              $    4,418
   Interest on securities
       Taxable .....................................................................                     465                     531
       Tax-exempt ..................................................................                      37                      44
   Interest on federal funds .......................................................                      59                      62
                                                                                                  ----------              ----------
Total interest income ..............................................................                   4,940                   5,055
                                                                                                  ----------              ----------

INTEREST EXPENSE
   Interest on deposits ............................................................                   1,531                   2,445
   Interest on federal funds purchased and securities
       sold under repurchase agreements ............................................                     124                     179
Interest on notes payable Federal Home Loan Bank ...................................                      71                     162
                                                                                                  ----------              ----------
Total interest expense .............................................................                   1,726                   2,786
                                                                                                  ----------              ----------

Net interest income ................................................................                   3,214                   2,269

PROVISION FOR LOAN LOSSES ..........................................................                     313                     133
                                                                                                  ----------              ----------

Net interest income after provision for loan losses ................................                   2,901                   2,136

NON-INTEREST INCOME
   Service fees and other income ...................................................                     523                     434
   Mortgage banking ................................................................                     879                     780
                                                                                                  ----------              ----------
                                                                                                       1,402                   1,214

NON-INTEREST EXPENSES
   Salaries and benefits ...........................................................                   1,484                   1,274
   Occupancy .......................................................................                     123                     123
   Equipment .......................................................................                     152                     145
   Other operating expenses ........................................................                     749                     697
                                                                                                  ----------              ----------
             Total noninterest expenses ............................................                   2,508                   2,239
                                                                                                  ----------              ----------
   Income before income taxes ......................................................                   1,795                   1,111

PROVISION FOR INCOME TAXES .........................................................                     645                     399
                                                                                                  ----------              ----------

   Net income ......................................................................              $    1,150              $      712
                                                                                                  ==========              ==========

INCOME PER COMMON SHARE:
   BASIC ...........................................................................              $     0.34              $     0.21
                                                                                                  ==========              ==========
   DILUTED .........................................................................              $     0.34              $     0.21
                                                                                                  ==========              ==========

WEIGHTED AVERAGE COMMON SHARES:
   BASIC ...........................................................................               3,328,609               3,326,448
                                                                                                  ==========              ==========
   DILUTED .........................................................................               3,430,487               3,417,990
                                                                                                  ==========              ==========

DIVIDENDS PAID PER COMMON SHARE ....................................................              $     0.05              $     0.04
                                                                                                  ==========              ==========
</Table>




                                       2
<Page>


                  Peoples Bancorporation, Inc. and Subsidiaries
           Consolidated Statements of Changes in Shareholders' Equity
               for the three months ended March 31, 2002 and 2001

                    (Amounts in thousands except share data)
                                   (Unaudited)
<Table>
<Caption>
                                                                                                       Accumulated
                                                   Common stock           Additional                      other            Total
                                                   ------------             paid-in        Retained   comprehensive    shareholders'
                                               Shares         Amount        capital        earnings      income           equity
                                               ------         ------        -------        --------      ------           ------
<S>                                           <C>          <C>           <C>            <C>          <C>              <C>
Balance, December 31, 2000 * .............    3,168,046    $    5,290    $   20,587     $        0   $         (62)   $     25,815
Net Income ...............................                                                     712                             712
Other comprehensive income, net of
tax: .....................................
   Unrealized holding gains on
   securities available for sale                                                                               194             194
   Less reclassification
   adjustments for gains
   included in net income ...............                                                                        0               0
                                                                                                                       -----------
Comprehensive income ....................                                                                                      906
Cash Dividends ..........................                                                     (127)                           (127)
Proceeds from stock options .............                                                                                        0
                                            -----------    ----------    ----------     ----------   -------------    ------------
Balance, March 31, 2001 .................     3,168,046    $    5,290    $   20,587     $      585   $         132    $     26,594
                                            ===========    ==========    ==========     ==========   =============    ============

Balance, December 31, 2001 * ............     3,328,609    $    5,559    $   22,786     $       32   $         174    $     28,551
Net Income ..............................                                                    1,150                           1,150
Other comprehensive income, net of
tax:
   Unrealized holding losses on
   securities available for sale ........                                                                    (167)            (167)
   Less reclassification
   adjustments for gains
   included in net income ...............                                                                       0                0
                                                                                                                       -----------
Comprehensive income ....................                                                                                      983
Cash Dividends ..........................                                                     (167)                           (167)
Proceeds from stock options .............                                                                                        0
                                            -----------    ----------    ----------     ----------   -------------    ------------
Balance, March 31, 2002 .................     3,328,609    $    5,559    $   22,786     $    1,015   $           7    $     29,367
                                            ===========    ==========    ==========     ==========   =============    ============
</Table>


* 5% stock  dividends  issued in January 2001 and 2002 are reflected in December
31, 2000 and 2001 data.





                                       3
<Page>


            Peoples Bancorporation, Inc. and Subsidiaries
                Consolidated Statements of Cash Flows
                        (Amounts in thousands)
<Table>
<Caption>
                                                                                                               (Unaudited)
                                                                                                           Three months Ended
                                                                                                                March 31,
                                                                                                         2002                  2001
                                                                                                         ----                  ----
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                                                 <C>                   <C>
   Net Income ..........................................................................            $   1,150             $     712
   Adjustments to reconcile net income to net cash provided
     by operating activities
   Provision for loan losses ...........................................................                  313                   133
   Depreciation and amortization .......................................................                  144                   132
   Amortization and accretion (net) of premiums and
     discounts on securities ...........................................................                   11                   (16)
    Origination of mortgage loans held for sale ........................................              (85,234)              (93,913)
    Sale of mortgage loans held for sale ...............................................              104,228                84,693
   (Increase)decrease in accrued interest receivable ...................................                   (9)                  108
   Increase in other assets ............................................................                   36                (1,119)
   Increase (decrease) in accrued interest payable .....................................                  (57)                  279
   Increase (decrease) in other liabilities ............................................                  390                   571
                                                                                                    ---------             ---------
     Net cash provided (used) by operating activities ..................................               20,972                (8,420)
                                                                                                    ---------             ---------

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchases of securities available for sale ..........................................              (11,968)               (8,575)
   Proceeds from the maturity of securities available for sale .........................                1,885                 1,246
   Proceeds from the call of securities available for sale .............................                1,000                10,700
   Net increase in loans ...............................................................               (6,626)                  132
   Purchase of premises and equipment ..................................................                 (422)                  (63)
                                                                                                    ---------             ---------
     Net cash used in investing activities .............................................              (16,131)                3,440
                                                                                                    ---------             ---------

CASH FLOWS FROM FINANCING ACTIVITIES
   Net increase in deposits ............................................................               30,384                24,567
   Net increase in securities sold under repurchase
     agreements ........................................................................                2,969                 1,286
    Net increase(decrease) in Federal funds purchased ..................................                    0                (3,660)
   Net decrease in notes payable Federal Home Loan Bank ................................              (18,985)               (1,900)
   Proceeds from stock options exercised ...............................................                    0                     0
   Cash dividend .......................................................................                 (167)                 (127)
                                                                                                    ---------             ---------
     Net cash provided by financing activities .........................................               14,201                20,166
                                                                                                    ---------             ---------
     Net increase in cash and cash equivalents .........................................               19,042                15,186
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR ...........................................               12,426                10,685
                                                                                                    ---------             ---------
CASH AND CASH EQUIVALENTS, END OF PERIOD ...............................................            $  31,468             $  25,871
                                                                                                    =========             =========

CASH PAID FOR
     Interest ..........................................................................            $   1,717             $   2,505
                                                                                                    =========             =========
     Income Taxes ......................................................................            $     140             $      67
                                                                                                    =========             =========
</Table>






                                       4
<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 2001 Annual Report on Form
10-K 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 $0.05 per common share to
shareholders of record March 22, payable April 5, 2002.

     SFAS No. 128,  "Earnings per Share" requires that the Company present basic
and diluted net income per common 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 3,328,609
at March 31, 2002 and 3,326,448 at March 31, 2001.  The weighted  average number
of common  shares  outstanding  for  diluted  net income  per  common  share was
3,430,487 and 3,417,990 for the three months ended March 31, 2002 and 2001.

      The Company issued a  five-percent  common stock dividend in January 2002.
Per share data in 2001 has been restated to reflect this transaction.








                                       5
<Page>


MANAGEMENT'S OPINION

     The accompanying unaudited financial statements of Peoples  Bancorporation,
Inc.  have been  prepared  in  accordance  with  generally  accepted  accounting
principles for interim  financial  information and with the instructions to Form
10-Q   according  to  guidelines  set  forth  by  the  Securities  and  Exchange
Commission.  Accordingly,  they do not include  all  information  and  footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements.  However, in the opinion of management,  all adjustments (consisting
of normal recurring adjustments)  considered necessary for the fair presentation
have been  included.  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 OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS

     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 2001
Annual  Report  of  Peoples  Bancorporation,  Inc.  on  Form  10-K.  Results  of
operations for the three-month  period ending March 31, 2002 are not necessarily
indicative of the results to be attained for any other period.

Estimates

     The  preparation  of financial  statements  in conformity  with  accounting
principles   generally  accepted  in  the  United  States  of  America  requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities as of
the dates of the consolidated balance sheets and the consolidated  statements of
income  for  the  periods  covered.  Actual  results  could  differ  from  those
estimates.

Forward-Looking Statements

         From time to time,  Peoples  Bancorporation,  Inc. (the  "Company") may
publish  forward-looking  statements  relating  to such  matters as  anticipated
financial  performance,  business  prospects,  technological  developments,  new
products and similar  matters.  All statements that are not historical facts are
"forward-looking  statements."  Words such as "estimate,"  "project,"  "intend,"
"expect,"  "believe,"  "anticipate,"  "plan," and similar  expressions  identify
forward-looking statements. The Private Securities Litigation Reform Act of 1995
provides a safe harbor for forward-looking  statements.  In order to comply with
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;  and recently-enacted or proposed legislation.  Statements contained
in this filing  regarding the demand for Peoples  Bancorporation'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


                                       7
<Page>

acquisition of The Peoples  National Bank. On May 19, 2000, the Company filed an
election with the Federal Reserve Bank of Richmond to become a financial holding
company, pursuant to the Gramm-Leach-Bliley Act of 1999, and the election became
effective June 23, 2000. As a financial holding company, Peoples Bancorporation,
Inc. may engage in  activities  that are  financial in nature or incidental to a
financial  activity as described in the law and regulations  adopted pursuant to
the law. To date, the Company has not engaged in any activities other than those
permitted  to a bank  holding  company  and has not yet taken  advantage  of its
status as a financial holding company to engage in additional activities.

       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").

     Currently,  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 six banking  offices  located in the Upstate Area of
South Carolina.




                                       8
<Page>



                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

EARNINGS PERFORMANCE

Overview

     The  consolidated  Company's  net income for the first  quarter of 2002 was
$1,150,000 or $0.34 per diluted share  compared to $712,000 or $0.21 per diluted
share for the first  quarter  of 2001.  Return on  average  equity for the three
months  ended March 31, 2002 was 16.13%  compared to 11.03% for the three months
ended March 31, 2001.  Return on average assets for the three months ended March
31, 2002 was 1.47%  compared to 1.07% for the three months ended March 31, 2001.
The  increases in the Company's  net income,  earnings per fully diluted  share,
return on average equity,  and return on average assets in 2002 are attributable
to increased earnings at the Company's bank  subsidiaries.  The Peoples National
Bank  recorded  net  earnings of $859,000  for the quarter  ended March 31, 2002
compared to net earnings of $633,000 for the quarter ended March 31, 2001.  Bank
of Anderson, N. A. recorded net earnings of $210,000 for the quarter ended March
31,  2002  compared to net  earnings of $75,000 for the quarter  ended March 31,
2001.  Seneca  National  Bank  recorded  net earnings of $77,000 for the quarter
ended  March 31, 2002  compared  to a net loss of $7,000 for the  quarter  ended
March 31, 2001.

Interest Income, Interest Expense and 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
assets and the  interest  paid for the  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  $945,000 or 41.6% to  $3,214,000  in the
quarter  ended March 31, 2002  compared to $2,269,000 in the quarter ended March
31, 2001.  The  Company's  net interest  margin was 4.39% for the quarter  ended
March 31,  2002  compared to 3.52% for the quarter  ended  March 31,  2001.  The
increases in the net interest  income and in the net  interest  margin  resulted
primarily  from decreases in rates paid on  interest-bearing  liabilities at the
Banks.  This resulted from steeply  falling market  interest rates  beginning in
January  2001.  The  increase  in average  balances  among  earning  assets also
contributed  to the  Company's  increase  in the dollar  amount of net  interest
income.

     The  Company's  total  interest  income  for the first  quarter of 2002 was
$4,940,000  compared to $5,055,000  for the first quarter of 2001, a decrease of
$115,000 or 2.3%.  Interest  and fees on loans,  the largest  component of total
interest  income,  decreased  $39,000 in the first quarter of 2002 to $4,379,000
compared to $4,418,000  for the first  quarter of 2001, a decrease of 0.9%.  The
decrease  in  interest  and  fees on  loans,  as well as the  decrease  in total
interest  income,  resulted  primarily from the lower market interest rates that
were experienced at the Company's bank subsidiaries  during the first quarter of
2002 when compared to the first quarter of 2001.



                                       9
<Page>

     The  Company's  total  interest  expense for the first  quarter of 2002 was
$1,726,000  compared to $2,786,000  for the first quarter of 2001, a decrease of
$1,060,000  or 38.1%.  Interest  expense on deposits,  the largest  component of
total  interest  expense,  decreased  $914,000  in the first  quarter of 2002 to
$1,531,000  compared to $2,445,000  for the first quarter of 2001, a decrease of
37.4%.  Interest on federal funds purchased and securities sold under repurchase
agreements,  the second largest component of total interest  expense,  decreased
$55,000 or 30.7% to $124,000 in the first  quarter of 2002  compared to $179,000
for the first  quarter of 2001.  Interest on notes  payable to the Federal  Home
Loan Bank,  the third largest  component of total  interest  expense,  decreased
$91,000 or 56.2% to $71,000 in the first  quarter of 2002  compared  to $162,000
for the first  quarter of 2001.  The  significant  decrease in interest  expense
among  each  of  deposits,  federal  funds  purchased,   securities  sold  under
repurchase  agreements,  and  notes  payable  to the  Federal  Home Loan Bank is
largely attributable to decreases in market rates since the beginning of 2001.

Provision for Loan Losses

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

     The provision for loan losses charged to operations during the three months
ended March 31, 2002 was  $313,000  compared  to $133,000  for the three  months
ended March 31,  2001,  an increase of $180,000 or 135.3%.  The  increase in the
Company's  provision  for loan losses for the first  quarter of 2002 is based on
management's  perception of continued  weakness in the economy.  The increase is
also attributable to the strong loan growth experienced by the Company's banking
subsidiaries.  During the first quarter of 2002, The Peoples  National Bank made
provisions  of $250,000  compared to provisions of $105,000 in the first quarter
of 2001.  Bank of  Anderson,  N. A. made  provisions  of  $40,000  for the first
quarter of 2002  compared  to  $10,000  for the first  quarter  of 2001.  Seneca
National  Bank made  provisions  of  $23,000  during  the first  quarter of 2002
compared to $18,000 for the first quarter of 2001.

Non-interest Income

     Non-interest income increased $188,000 or 15.5% to $1,402,000 for the first
quarter  of 2002  compared  to  1,214,000  for the first  quarter  of 2001.  The
increase  is partly  attributable  to an  increase  of  $99,000 or 12.7% in fees
generated from the Company's  mortgage loan operations,  which were $879,000 for
the three months ended March 31, 2002  compared to $780,000 for the three months
ended  March  31,  2001.   Another  factor   contributing  to  the  increase  in
non-interest  income is additional  fee income of $89,000  recorded in the first
quarter of 2002  associated with a relatively new overdraft  privilege  product,
which was implemented  late during the third quarter of 2000 at Peoples National
Bank, during March 2001 at Bank of Anderson,  N. A., and at Seneca National Bank


                                       10
<Page>

in February 2001. No gain or loss was realized on the sale of securities  during
the first three months of either 2002 or 2001.

Non-interest Expense

     Total  non-interest  expense  increased  $269,000  or 12.0%  for the  first
quarter  of 2002 over the first  quarter of 2001.  Salaries  and  benefits,  the
largest component of non-interest  expense,  increased  $210,000 or 16.5% in the
first  quarter of 2002  compared to the first  quarter of 2001.  The increase in
salaries  and  benefits  is  primarily   attributable  to  additional   staffing
associated  with the  Company's  overall  growth  and  normal  salary  increases
throughout the Company.  Occupancy and equipment  expenses  increased  $7,000 or
2.6% in the  first  quarter  of 2002  over the  first  quarter  of  2001.  Other
operating  expenses increased $52,000 or 7.5% for the first quarter of 2002 over
the first  quarter  of 2001 due  primarily  to  increases  in  various  expenses
associated with the Company's overall growth.

BALANCE SHEET REVIEW

Loans

     Outstanding  loans (which excludes  mortgage loans held for sale) represent
the largest  component of earning assets at 71.7% of total earning assets. As of
March 31, 2002, the Company held total gross loans  outstanding of $219,461,000.
Gross  loans  increased  $6,925,000  or 3.3% from  $212,536,000  in total  gross
outstanding  loans at December 31, 2001 and increased  $34,620,000 or 18.7% from
$184,841,000  in total gross loans  outstanding  at March 31, 2001. The increase
resulted from new loans  generated by Bank of Anderson and Seneca  National Bank
and continued strong loan growth experienced by The Peoples National Bank.

     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  quarter  ended  March 31, 2002 was 7.44%
compared to 8.17% for the quarter ended March 31, 2001.  Approximately  40.5% 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's real estate loans are primarily  construction loans and other
loans secured by real estate,  both commercial and  residential,  located within
the  Company's  trade areas.  The Company does not  actively  pursue  long-term,
fixed-rate mortgage loans for retention in its loan portfolio.



                                       11
<Page>

     The Banks employ  mortgage  loan  personnel who originate and package loans
that are pre-sold at origination to third parties and are classified as mortgage
loans held for sale for reporting  purposes.  At March 31, 2002 the Company held
$21,931,000  of mortgage loans held for sale compared to $40,925,000 at December
31, 2001 and $26,212,000 at March 31, 2001. The substantial  swings in the level
of mortgage loans held for sale are due to wide  fluctuations  in the demand for
residential  mortgages from time to time.  During the first quarter of 2002, the
Company originated $85,234,000 and sold $104,228,000 in residential mortgages.

     The Company's  commercial lending activity is directed  principally towards
businesses  whose demands for funds fall within each Bank's legal lending limits
and which are potential  deposit  customers of the Banks. This category of loans
includes loans made to individuals,  partnerships and corporate borrowers, which
are obtained for a variety of business purposes.  Particular  emphasis is placed
on loans to small and medium-sized  businesses.  The Company's  commercial loans
are spread  throughout  a variety of  industries,  with no  industry or group of
related industries  accounting for a significant  portion of the commercial loan
portfolio.  Commercial  loans are made on either a secured or  unsecured  basis.
When taken,  security  usually  consists of liens on  inventories,  receivables,
equipment,  furniture and  fixtures.  Unsecured  commercial  loans are generally
short-term with emphasis on repayment strengths and low debt-to-worth ratios. At
March 31,  2002  approximately  $10,315,000  or 6.4% of  commercial  loans  were
unsecured.

     The  Company's   direct   consumer  loans  consist   primarily  of  secured
installment  loans to individuals for personal,  family and household  purposes,
including automobile loans to individuals and pre-approved lines of credit.

     Management believes that the loan portfolio is adequately diversified.  The
Company has no foreign  loans or loans for highly  leveraged  transactions.  The
Company has few agricultural loans.

Allowance for Loan Losses

     The allowance for loan losses at March 31, 2002 was  $2,587,000 or 1.18% of
loans  outstanding  (which  excludes  mortgage  loans held for sale) compared to
$2,288,000 or 1.08% of loans  outstanding at December 31, 2001 and to $2,102,000
or 1.14% of loans  outstanding  at March 31, 2001. The allowance for loan losses
is based upon management's  continuing  evaluation of the collectability of past
due loans based on the historical loan loss  experience of the Company,  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 March 31, 2002 the  Company  had  $789,000  in  non-accruing  loans,  no
restructured  loans,  no loans more than ninety days past due and still accruing
interest,  and $723,000 in Other Real Estate Owned. This compares to $993,000 in
non-accruing loans, $8,000 in restructured loans, no loans more than ninety days


                                       12
<Page>

past due on which interest was still being  accrued,  and $950,000 in other real
estate owned at December 31, 2001. At March 31, 2001 the Company had $904,000 in
non-accruing  loans, no restructured  loans,  $177,000 in loans more than ninety
days past due and still accruing  interest,  and $1,065,000 in other real estate
owned.  Non-performing loans at March 31, 2002 consisted of $8,000 in commercial
loans, $759,000 in mortgage loans, and $22,000 in consumer loans. Non-performing
assets as a percentage  of loans and other real estate  owned was 0.64%,  0.77%,
and  1.01%  at  March  31,  2002,   December  31,  2001,  and  March  31,  2001,
respectively.

     Net charge-offs during the first three months of 2002 were $14,000 compared
to net  charge-offs  of  $54,000  for  the  first  three  months  2001  and  net
charge-offs  of $627,000 for the year ended December 31, 2001. The allowance for
loan losses as a percentage of non-performing  loans was 328%, 228%, and 194% as
of March 31, 2002, December 31, 2001, and March 31, 2001, respectively.

         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  collectability
of an impaired  loan's  principal  is in doubt,  wholly or  partially,  all cash
receipts are then  applied to  principal.  At each of March 31, 2002,  March 31,
2001, and December 31, 2001 the Company had no impaired loans.

Securities

         The Company  invests  primarily in  obligations of the United States or
obligations  guaranteed as to principal and interest by the United States, other
taxable securities and in certain obligations of states and municipalities.  The
Company  does not  invest  in  corporate  bonds  nor  does it hold  any  trading
securities.  The Company uses its investment  portfolio to provide liquidity for
unexpected  deposit  liquidation  or  loan  generation,  to meet  the  Company's
interest rate  sensitivity  goals,  to secure public  deposits,  and to generate
income. At March 31, 2002 securities totaled  $44,313,000.  Securities increased
$8,820,000  or 24.8% from  $35,493,000  invested  as of  December  31,  2001 and
$10,858,000  or 32.5%  from  $33,455,000  invested  as of March  31,  2001.  The
increase in securities  is primarily  attributable  to the  investment of excess
liquidity  resulting  from  an  increase  in  deposits  at  the  Company's  bank
subsidiaries.

         At March 31,  2002,  the  Company's  total  investments  classified  as
available for sale had an amortized  cost of  $39,658,000  and a market value of
$39,668,000  for an  unrealized  gain of $10,000.  This compares to an amortized
cost of $28,097,000  and a market value of $28,295,000 for an unrealized gain of
$198,000 on the Company's investments  classified as available for sale at March
31, 2001. At December 31, 2001 the  Company's  total  investments  classified as
available for sale had an amortized  cost of  $30,076,000  and a market value of
$30,339,000 for an unrealized gain of $263,000.



                                       13
<Page>

Deposits

         The Bank's  primary  source of funds for loans and  investments  is its
deposits.  Total deposits grew $30,385,000 or 12.8% to $267,187,000 at March 31,
2002 from  $236,802,000  at  December  31, 2001 and  $36,986,000  or 16.07% from
$230,201,000 at March 31, 2001. The increase resulted from deposits generated by
all of the Banks.  Competition  for deposit  accounts is primarily  based on the
interest rates paid, location convenience and services offered.

         During  the  first  three  months  of 2002,  interest-bearing  deposits
averaged  $216,275,000  compared to  $184,051,000  for the first three months of
2001. Some of the increase in  interest-bearing  deposits is attributable to the
receipt by Peoples National Bank of certificates of deposit from various sources
as obtained  through brokers and through a program designed to seek deposits via
the Internet. This was done to reduce the need for funding from other short-term
sources such as federal  funds  purchased  and  short-term  borrowings  from the
Federal Home Loan Bank of Atlanta. These non-traditional  deposits are primarily
being  used  to  fund  Peoples  National  Bank's  short-term   mortgage  lending
activities.  The outstanding  certificates garnered through the Internet totaled
$8,960,000,  and brokered  deposits totaled  $8,400,000 at March 31, 2002. There
were no Internet or brokered deposits at March 31, 2001.

         The average interest rate paid on  interest-bearing  deposits was 2.87%
for the first  quarter of 2002  compared to 5.38% for the first quarter of 2001.
In pricing  deposits,  the Company  considers its liquidity needs, the direction
and levels of interest  rates,  and local market  conditions.  At March 31, 2002
interest-bearing deposits comprised 85.7% of total deposits compared to 87.8% at
March 31, 2001.

         The  Company's  core deposit  base  consists  largely of consumer  time
deposits,  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,  these core  deposits  continue to
provide the Company with a large source of funds.  Core deposits as a percentage
of total deposits  averaged  approximately  75.5% and 75.6% for the three months
ended  March 31, 2002 and March 31,  2001,  respectively.  The  Company  closely
monitors its reliance on certificates greater than $100,000, which are generally
considered less stable and less reliable than core deposits.

Borrowings

         The Company's  borrowings  are  comprised of federal  funds  purchased,
securities sold under repurchase  agreements,  and both short-term and long-term
advances  from  the  Federal  Home  Loan  Bank of  Atlanta.  At March  31,  2002
short-term  borrowings  totaled  $23,615,000  and  were  comprised  entirely  of
securities  sold under  repurchase  agreements.  At December 31, 2001 short-term
borrowings  totaled  $39,631,000 and were comprised of $20,646,000 in securities
sold under repurchase agreements and $18,985,000 in short-term advances from the
Federal  Home Loan Bank of  Atlanta.  At March 31,  2001  short-term  borrowings
totaled  $16,542,000  and were comprised of $15,442,000 in securities sold under


                                       14
<Page>

repurchase  agreements  and  $1,100,000 in short-term  advances from the Federal
Home Loan Bank of Atlanta.  Short-term  borrowings  are used  primarily  for the
immediate  cash  needs  of the  Company.  The  Company  also had  $5,000,000  of
long-term advances from the Federal Home Loan Bank of Atlanta at March 31, 2002,
December 31, 2001 and March 31, 2001.

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 increased  loan demand and
withdrawals  from deposit  accounts.  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 to borrow
funds on a  short-term  basis 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 March 31, 2002 The Peoples  National Bank
had total borrowing capacity from the Federal Home Loan Bank of Atlanta equal to
twenty  percent  (20%) of its total  assets or  approximately  $42,923,000.  The
unused  portion of this line of credit was  $37,923,000  at March 31, 2002.  The
Company's  other two bank  subsidiaries,  Bank of Anderson  and Seneca  National
Bank,  each had  established  secured lines of credit with the Federal Home Loan
Bank  totaling ten percent  (10%) of each bank's  total assets or  approximately
$7,213,000 and $3,836,000  respectively,  all of which was unused.  At March 31,
2002 the Banks had unused  federal  funds lines of credit  totaling  $17,750,000
with various correspondent banks.

         Peoples  Bancorporation,  Inc., the parent holding company, has limited
liquidity needs, and requires  liquidity to pay limited  operating  expenses and
dividends only.

         During  the first  three  months  of 2002,  the  Company  had a capital
expenditure of  approximately  $350,000  towards the purchase of a new core data
processing  system.  During the  remainder of 2002,  the Company  plans to spend
approximately  $750,000 more on the purchase of this system.  Management is also
considering  other capital  expenditures  that may be made, in whole or in part,
during the remainder of 2002.  These  include the possible  purchase of land and
subsequent   construction  of  a  branch  banking  facility  for   approximately
$1,200,000 and the possible  renovation and expansion of the main office of Bank
of Anderson for approximately  $800,000. The Company may additionally make other
lesser capital expenditures through the normal course of business.

         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.

OFF-BALANCE SHEET RISK

         The Company,  through the  operations of the Banks,  makes  contractual
commitments to extend credit in the ordinary course of its business  activities.
These  commitments are legally binding  agreements to lend money to customers of


                                       15
<Page>

the Banks at  predetermined  interest  rates for a specified  period of time. At
March 31, 2002, the Banks had issued commitments to extend credit and letters of
credit of $58,320,000  through  various types of  arrangements.  The commitments
generally  expire  in one year.  Past  experience  indicates  that many of these
commitments to extend credit will expire not fully used.  However,  as described
under Liquidity,  the Company believes that it has adequate sources of liquidity
to fund commitments that are drawn upon by the borrowers.

         In  addition  to  commitments  to extend  credit,  the Banks also issue
standby letters of credit,  which are assurances to a third party that they will
not  suffer  a loss  if the  Banks'  customer  fails  to  meet  its  contractual
obligation to the third party.  Standby letters of credit totaled  $5,527,000 at
March 31, 2002. Past experience  indicates that many of these standby letters of
credit will expire unused.  However,  through its various  sources of liquidity,
the Company  believes  that it will have the  necessary  resources to meet these
obligations should the need arise.

         Neither  the  Company  nor  the  subsidiaries  are  involved  in  other
off-balance sheet contractual relationships or transactions that could result in
liquidity needs or other commitments or significantly impact earnings.



                                       16
<Page>


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.

         The following  table sets forth the capital  ratios for the Company and
the Banks as of March 31, 2002:

                                 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 ...............................     $ 31,947        13.34%   $ 23,948       10.00%   $ 19,159        8.00%
Tier 1 Risk-based Capital ..............................       29,360        12.27      14,357        6.00       9,571        4.00
Leverage Ratio .........................................       29,360         9.30      15,785        5.00      12,628        4.00

Peoples National Bank:
Total Risk-based Capital ...............................     $ 18,408        11.84%   $ 15,547       10.00%   $ 12,438        8.00%
Tier 1 Risk-based Capital ..............................       16,842        10.83       9,331        6.00       6,220        4.00
Leverage Ratio .........................................       16,842         7.92      10,633        5.00       8,506        4.00

Bank of Anderson, N. A:
Total Risk-based Capital ...............................     $  6,565        12.64%   $  5,194       10.00%   $  4,155        8.00%
Tier 1 Risk-based Capital ..............................        5,916        11.39       3,116        6.00       2,078        4.00
Leverage Ratio .........................................        5,916         9.02       3,279        5.00       2,624        4.00

Seneca National Bank:
Total Risk-based Capital ...............................     $  3,805        12.99%   $  2,929       10.00%   $  2,343        8.00%
Tier 1 Risk-based Capital ..............................        3,456        11.80       1,757        6.00       1,172        4.00
Leverage Ratio .........................................        3,456         9.86       1,753        5.00       1,402        4.00
</Table>

IMPACT of NEW ACCOUNTING PRONOUNCEMENTS

In July 2001, the SEC issued Staff Accounting  Bulletin (SAB) No. 102 - Selected
Loan Loss Allowance  Methodology  Issues. This staff accounting bulletin clearly
defines the required development, documentation, and application of a systematic
methodology for  determining  allowances for loan and lease losses in accordance
with generally accepted accounting  principles.  The Company believes that it is
in compliance with SAB 102.

Additional  accounting  standards  that have been issued or proposed by the FASB
that do not  require  adoption  until a future  date are not  expected to have a
material impact on the consolidated financial statements upon adoption.


                                       17
<Page>


Item 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Market risk is the risk of loss from adverse  changes in market  prices and
interest rates. The Company's market risk arises  principally from interest rate
risk  inherent in its lending,  deposit,  and borrowing  activities.  Management
actively  monitors and manages its  interest  rate risk  exposure.  Although the
Company manages certain other risks,  such as credit quality and liquidity risk,
in the normal course of business,  management considers interest rate risk to be
its most  significant  market risk and the risk that could  potentially have the
largest  material  effect on the  Company's  financial  condition and results of
operations.  Other  types of market  risks,  such as foreign  currency  risk and
commodity  price  risk,  do not  arise in the  normal  course  of the  Company's
business activities.

     The primary  objective of Asset and Liability  Management at the Company is
to manage  interest rate risk and achieve  reasonable  stability in net interest
income  throughout  interest rate cycles.  This is achieved by  maintaining  the
proper   balance   of   rate-sensitive   earning   assets   and   rate-sensitive
interest-bearing  liabilities. The relationship of rate-sensitive earning assets
to  rate-sensitive  interest-bearing  liabilities  is the  principal  factor  in
projecting  the effect that  fluctuating  interest rates will have on future net
interest  income.  Rate-sensitive  assets and  liabilities are those that can be
repriced  to  current  market  rates  within a  relatively  short  time  period.
Management monitors the rate sensitivity of earning assets and  interest-bearing
liabilities  over the entire life of these  instruments,  but places  particular
emphasis on the first year. At March 31, 2002, on a cumulative  basis through 12
months,   rate-sensitive   liabilities   exceeded   rate-sensitive   assets   by
$59,757,000.  This  liability-sensitive  position is largely attributable to the
Company's  Certificates  of Deposits,  Money Market  accounts and NOW  accounts,
which totaled $124,502,000,  $37,500,000 and $32,035,000, respectively, at March
31, 2002, and will reprice or mature within one year.




                                       18
<Page>


PART II.  OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits.

         No Exhibits

(b)      Reports on Form 8-K.

         No reports on Form 8-K were filed  during the  quarter  ended March 31,
2002.



                                       19
<Page>


SIGNATURES

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


                                         PEOPLES BANCORPORATION, INC.


Dated:  May 6, 2002                      By: /s/ Robert E. Dye
                                            ------------------------------------
                                             Robert E. Dye
                                             President and Chairman of the Board


Dated:  May 6, 2002                      By:/s/ William B. West
                                            ------------------------------------
                                             William B. West
                                             Sr. Vice President & CFO
                                             (principal financial officer)





                                       20