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 March 31, 2000          Commission file 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, 2000 was 2,988,402.




<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,         March 31          December 31,
                                                                                      2000              1999                1999
                                                                                   Unaudited          Unaudited           Audited
                                                                                   ---------          ---------           -------
ASSETS
<S>                                                                               <C>                 <C>                 <C>
CASH AND DUE FROM BANKS ................................................          $   7,408           $   5,562           $   6,507
INTEREST-BEARING DEPOSITS IN OTHER BANKS ...............................                 28                  48               5,047
FEDERAL FUNDS SOLD .....................................................              4,460              15,860               9,200
SECURITIES
     Available for sale ................................................             34,312              32,655              31,209
     Held for investment (market value of $3,954,000,
         $4,348,000 and $4,438,000) ....................................              3,974               4,226               4,445
LOANS-less allowance for loan losses of $1,690,000,
     $1,200,000 and $1,581,000 .........................................            156,180              99,508             140,336
LOANS HELD FOR SALE ....................................................              9,800                   0               6,662
PREMISES AND EQUIPMENT, net of accumulated
     depreciation and amortization .....................................              7,088               5,949               6,969
ACCRUED INTEREST RECEIVABLE ............................................              1,565               1,106               1,544
OTHER ASSETS ...........................................................              2,169               1,753               1,994
                                                                                  ---------           ---------           ---------
         TOTAL ASSETS ..................................................          $ 226,984           $ 166,667           $ 213,913
                                                                                  =========           =========           =========

LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
DEPOSITS
     Noninterest-bearing ...............................................          $  25,213           $  18,856           $  19,953
     Interest-bearing ..................................................            158,098             114,102             148,823
                                                                                  ---------           ---------           ---------
         Total deposits ................................................            183,311             132,958             168,776
SECURITIES SOLD UNDER REPURCHASE
     AGREEMENTS ........................................................             16,162               7,906              15,434
FEDERAL FUNDS PURCHASED ................................................              2,230                   0                   0
NOTES PAYABLE TO FEDERAL HOME LOAN BANK ................................                  0               2,000               5,000
ACCRUED INTEREST PAYABLE ...............................................              1,278                 800               1,154
OTHER LIABILITIES ......................................................                315                  84                 203
                                                                                  ---------           ---------           ---------
         Total Liabilities .............................................            203,296             143,748             190,567
                                                                                  ---------           ---------           ---------
SHAREHOLDERS' EQUITY
Common  Stock - 10,000,000 shares authorized,
     $1.67 Par value per share,
     2,988,402 shares, 2,841,401 shares
     and 2,987,627 shares outstanding ..................................              4,991               4,745               4,989
Additional paid-in capital .............................................             18,869              17,306              18,867
Retained Earnings ......................................................                421                 996                   0
Accumulated other comprehensive income .................................               (593)               (128)               (510)
                                                                                  ---------           ---------           ---------
         Total Shareholder's Equity ....................................             23,688              22,919              23,346
                                                                                  ---------           ---------           ---------
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY ..............................          $ 226,984           $ 166,667           $ 213,913
                                                                                  =========           =========           =========
</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,
                                                                                                       2000                    1999
                                                                                                       ----                    ----
INTEREST INCOME
<S>                                                                                               <C>                     <C>
   Interest and fees on loans ......................................................              $    3,522              $    2,181
   Interest on securities
       Taxable .....................................................................                     523                     466
       Tax-exempt ..................................................................                      54                      54
   Interest on federal funds .......................................................                     152                     189
                                                                                                  ----------              ----------
Total interest income ..............................................................                   4,251                   2,890
                                                                                                  ----------              ----------

INTEREST EXPENSE
   Interest on deposits ............................................................                   1,759                   1,126
   Interest on federal funds purchased and securities
       sold under repurchase agreements ............................................                     192                      68
Interest on notes payable Federal Home Loan Bank ...................................                      26                      26
                                                                                                  ----------              ----------
Total interest expense .............................................................                   1,977                   1,220
                                                                                                  ----------              ----------

Net interest income ................................................................                   2,274                   1,670

PROVISION FOR LOAN LOSSES ..........................................................                     163                     119
                                                                                                  ----------              ----------

Net interest income after provision for loan losses ................................                   2,111                   1,551

NON-INTEREST INCOME
   Service fees and other income ...................................................                     465                     368
                                                                                                  ----------              ----------

NON-INTEREST EXPENSES
   Salaries and benefits ...........................................................                   1,048                     841
   Occupancy .......................................................................                      86                      62
   Equipment .......................................................................                     136                     106
   Other operating expenses ........................................................                     517                     478
                                                                                                  ----------              ----------
                                                                                                       1,787                   1,487
                                                                                                  ----------              ----------
   Income before income taxes ......................................................                     789                     432

PROVISION FOR INCOME TAXES .........................................................                     263                     147
                                                                                                  ----------              ----------

   Net income ......................................................................              $      526              $      285
                                                                                                  ==========              ==========

INCOME PER COMMON SHARE:
   BASIC ...........................................................................              $     0.18              $     0.10
                                                                                                  ==========              ==========
   DILUTED .........................................................................              $     0.17              $     0.09
                                                                                                  ==========              ==========

WEIGHTED AVERAGE COMMON SHARES:
   BASIC ...........................................................................               2,988,402               2,983,471
                                                                                                  ==========              ==========
   DILUTED .........................................................................               3,102,687               3,081,043
                                                                                                  ==========              ==========

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



                                       2
<PAGE>


                  Peoples Bancorporation, Inc. and Subsidiaries
           Consolidated Statements of Changes in Shareholders' Equity
               for the three months ended March 31, 2000 and 1999
                    (Amounts in thousands except share data)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                          Additional                   Accumulated         Total
                                                   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, 1998 ..............     2,764,016    $    4,616    $   17,092     $      811   $        (48)    $     22,471
Net Income ..............................                                                      285                             285
Other comprehensive income, net of
tax:
   Unrealized holding gains on
   securities available for sale ........                                                                     (80)             (80)
   Less reclassification
   adjustments for gains
   included in net income ...............                                                                      0                 0
                                                                                                                       -----------
Comprehensive income ....................                                                                                      205
Cash Dividends ..........................                                                     (100)                           (100)
Proceeds from stock options .............        77,385           129           214                                            343
                                            -----------    ----------    ----------     ----------   -------------    ------------
Balance, March 31, 1999 .................     2,841,401     $   4,745    $   17,306     $      996   $       (128)    $     22,919
                                            ===========    ==========    ==========     ==========   =============    ============

Balance, December 31, 1999 ..............     2,987,627    $    4,989    $   18,867     $        0   $       (510)    $     23,346
Net Income                                                                                     526                             526
Other comprehensive income, net of
tax:
   Unrealized holding losses on
   securities available for sale ........                                                                     (83)             (83)
   Less reclassification
   adjustments for gains
   included in net income ...............                                                                      0                 0
                                                                                                                       -----------
Comprehensive income                                                                                                           443
Cash Dividends ..........................                                                     (105)                           (105)
Proceeds from stock options .............           775             2             2                                              4
                                            -----------    ----------    ----------     ----------   -------------    ------------
Balance, March 31, 2000 .................     2,988,402    $    4,991    $   18,869     $      421   $       (593)    $     23,688
                                            ===========    ==========    ==========     ==========   =============    ============
</TABLE>

*5% stock  dividend  issued in January  2000 is  reflected  in December 31, 1999
data.






                                       3
<PAGE>




            Peoples Bancorporation, Inc. and Subsidiaries
                Consolidated Statements of Cash Flows
              (Amounts in thousands except share data)
<TABLE>
<CAPTION>
                                                                                                                  (Unaudited)
                                                                                                               Three Months Ended
                                                                                                                   March 31,
                                                                                                           2000                 1999
                                                                                                           ----                 ----
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                                                  <C>                   <C>
   Net Income ..........................................................................             $    526              $    285
   Adjustments to reconcile net income to net cash provided
     by operating activities
   Provision for loan losses ...........................................................                  163                   119
   Depreciation and amortization .......................................................                  124                    77
   Amortization and accretion (net) of premiums and
     discounts on securities ...........................................................                   11                    28
   Increase in accrued interest receivable .............................................                  (31)                 (183)
   (Increase) decrease in other assets .................................................                  109                  (346)
   Increase in accrued interest payable ................................................                  124                    67
   Decrease in other liabilities .......................................................                 (111)                 (168)
                                                                                                     --------              --------
     Net cash provided by (used in) operating activities ...............................                  915                  (121)
                                                                                                     --------              --------

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchases of securities held for investment .........................................                    0                  (101)
   Purchases of securities available for sale ..........................................               (3,780)               (6,588)
   Proceeds from the maturity of securities available for sale .........................                  878                 2,722
   Proceeds from the call of securities available for sale .............................                  133                 3,060
   Net increase in loans ...............................................................              (19,146)              (12,703)
   Purchase of premises and equipment ..................................................                 (243)               (1,219)
                                                                                                     --------              --------
     Net cash used in investing activities .............................................              (22,158)              (14,829)
                                                                                                     --------              --------

CASH FLOWS FROM FINANCING ACTIVITIES
   Net increase in deposits ............................................................               14,536                12,857
   Net increase in securities sold under repurchase
     agreements ........................................................................                  728                 1,926
    Net increase in Federal funds purchased ............................................                2,230                     0
   Net decrease in notes payable Federal Home Loan Bank ................................               (5,000)                    0
   Proceeds from stock options exercised ...............................................                    4                   343
   Cash dividend .......................................................................                 (113)                  (99)
                                                                                                     --------              --------
     Net cash provided by financing activities .........................................               12,385                15,027
                                                                                                     --------              --------
     Net increase (decrease) in cash and cash equivalents ..............................               (8,858)                   77
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR ...........................................               20,754                21,393
                                                                                                     --------              --------
CASH AND CASH EQUIVALENTS, END OF PERIOD ...............................................             $ 11,896              $ 21,470
                                                                                                     ========              ========

CASH PAID FOR
     Interest ..........................................................................             $  1,853              $  1,287
                                                                                                     ========              ========
     Income Taxes ......................................................................             $     42              $    162
                                                                                                     ========              ========
</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 1999  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 a cash dividend of $0.035 per common share
to shareholders of record March 23, 2000 payable April 6, 2000.

     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 2,988,402
at March 31, 2000 and 2,983,471 at March 31, 1999.  The weighted  average number
of common  shares  outstanding  for  diluted  net income  per  common  share was
3,102,687 at March 31, 2000 and 3,081,043 at March 31, 1999.

      The Company issued a  five-percent  common stock dividend in January 2000.
Per share data in 1999 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 of 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.





                                       5
<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 1999
Annual  Report  of  Peoples  Bancorporation,  Inc.  on  Form  10-K.  Results  of
operations for the three-month  period ending March 31, 2000 are not necessarily
indicative of the results to be attained for any other period.

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

                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

EARNINGS PERFORMANCE

Overview

     The  consolidated  Company's  net income for the first  quarter of 2000 was
$526,000,  or $0.17 per diluted share compared to $285,000, or $0.09 per diluted
share for the first  quarter  of 1999.  Return on  average  equity for the three
months  ended  March 31, 2000 was 8.76%  compared to 5.08% for the three  months
ended March 31, 1999.  Return on average assets for the three months ended March
31, 2000 was 0.96%  compared to 0.72% for the three months ended March 31, 1999.
The  increases in the Company's  net income,  earnings per fully diluted  share,
return on average equity,  and return on average assets in 2000 are attributable
to the diminished early operating  losses  associated with Seneca National Bank,
which  commenced  operations in February 1999,  the attainment of  profitability
associated with Bank of Anderson,  N. A., which commenced business operations in
September  1998, and increased  earnings at The Peoples  National Bank resulting
largely   from  an  increase   in   interest   income  from  a  larger  base  of
interest-earning assets. For the quarter ended March 31, 2000, Bank of Anderson,
N. A. recorded net earnings of $32,000 compared to a net loss of $56,000 for the
quarter ended March 31, 1999. Seneca National Bank recorded a net loss of $1,000
for the quarter  ended March 31, 2000  compared to a net loss of $98,000 for the
quarter ended March 31, 1999. The Peoples National Bank recorded net earnings of
$503,000  for the  quarter  ended March 31,  2000  compared  to net  earnings of
$417,000 for the quarter ended March 31, 1999.

                                       6
<PAGE>

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  $604,000,  or 36.2%,  to $2,274,000 in the
2000-quarter  compared to  $1,670,000  in the  1999-quarter.  The  Company's net
interest  margin was 4.51% for the  2000-quarter  compared to 4.57% for the 1999
quarter.  The  increase in the dollar  amount of net  interest  income  resulted
primarily from an increase in the amount of interest-earning  assets,  primarily
loans, at the Banks.  The decrease in the Company's net interest margin resulted
from an  increase  in rates paid on  interest-bearing  liabilities  at the Banks
resulting from an increase in market rates.

     The  Company's  total  interest  income  for the first  quarter of 2000 was
$4,251,000  compared to $2,890,000 for the first quarter of 1999, an increase of
$1,361,000, or 47.1%. Interest and fees on loans, the largest component of total
interest income, increased $1,341,000 in the first quarter of 2000 to $3,522,000
compared to $2,181,000 for the first quarter of 1999, an increase of 61.5%.  The
significant  increase  in  interest  and  fees on  loans  and the  corresponding
increase  in  total  interest  income  is  attributable  to  a  larger  base  of
outstanding loans in the 2000 period when compared to the 1999 period.

     The  Company's  total  interest  expense for the first  quarter of 2000 was
$1,977,000  compared to $1,220,000 for the first quarter of 1999, an increase of
$757,000, or 62.0%. Interest expense on deposits, the largest component of total
interest expense,  increased $633,000 in the first quarter of 2000 to $1,759,000
compared  to  $1,126,000  for the first  quarter of 1999,  an increase of 56.2%.
Interest  on Federal  funds  purchased  and  securities  sold  under  repurchase
agreements,  the second largest component of total interest  expense,  increased
$124,000 in the first  quarter of 2000 to  $192,000  compared to $68,000 for the
first quarter of 1999, an increase of 182.4%. The significant  increase in total
interest  expense and  corresponding  increases in interest expense on deposits,
Federal  funds  purchased and  securities  sold under  repurchase  agreements is
attributable  to  an  increase  in  the  dollar  amounts  outstanding  in  these
categories of liabilities  coupled with an increase in rates paid resulting from
an increase in market rates.

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 months
ended March 31, 2000 was  $163,000  compared  to $119,000  for the three  months
ended March 31, 1999. The increase in the Company's provision for loan losses in
the 2000 quarter is  attributable  to continued  strong loan growth  experienced
during the period by all three of the Company's banking subsidiaries. During the
2000 quarter,  Bank of Anderson,  N. A. made  provisions of $43,000  compared to
$52,000 for the 1999 quarter,  Seneca  National Bank made  provisions of $30,000
during the 2000 quarter compared to $42,000 for the 1999 quarter and The Peoples
National  Bank made  provisions  of $90,000  for the 2000  quarter  compared  to
provisions of $25,000 in the 1999 quarter.

Non-interest Income

     Non-interest  income increased $97,000, or 26.4%, to $465,000 for the first
quarter of 2000 compared to $368,000 for the 1999-quarter. A $21,000 increase in
origination  fees on mortgage  loans, a $31,000  increase in service  charges on
deposit  accounts  and a $17,000  increase in fees from the sale of  alternative
investment products were the main contributors to this increase. No gain or loss
was realized on the sale of available for sale securities during the first three
months of either 2000 or 1999.



                                       7
<PAGE>

Non-interest Expense

     Total  non-interest  expense  increased  $300,000  or 20.2%  for the  first
quarter  of 2000 over the first  quarter of 1999.  Salaries  and  benefits,  the
largest component of non-interest expense,  increased $207,000, or 24.6%, in the
2000-quarter compared to the 1999 quarter. The increase in salaries and benefits
is primarily  attributable  to the staffing of Seneca National Bank in the first
quarter of 1999,  additional  staffing  associated  with the Company's  mortgage
lending  activities  during the second and third  quarters  of 1999,  and normal
salary  increases  throughout  the Company.  Occupancy and  equipment  expenses,
combined,  increased $54,000,  or 32.1%, in the 2000 quarter due primarily to an
increase in depreciation  expense and maintenance  expenses on the equipment and
main office  buildings  of Bank of  Anderson,  N. A. and Seneca  National  Bank,
depreciation and maintenance expense associated with the new branch facility for
The Peoples  National  Bank which opened  during the fourth  quarter of 1999 and
depreciation  and maintenance  expenses  associated with the Company's Wide Area
Network.  Other operating expense increased  $39,000,  or 8.2%, and is primarily
attributable to increases in miscellaneous  other expense  categories  resulting
from a larger asset and deposit base.

BALANCE SHEET REVIEW

Loans

     Outstanding  loans  represent  the largest  component of earning  assets at
75.0% of total earning assets. As of March 31, 2000, the Company had total gross
loans outstanding of $157,870,000.  Loans increased $15,953,000,  or 11.2%, from
$141,917,000  in  total  gross  outstanding  loans  at  December  31,  1999  and
$57,162,000,  or 56.8% from  $100,708,000,  in total gross loans  outstanding at
March 31,  1999.  The  increase  resulted  from new loans  generated  by Bank of
Anderson and Seneca National Bank and strong internal 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, 2000 was 8.97%
compared to 9.34% for the quarter ended March 31, 1999.  Approximately  33.4% 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 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.  The Banks have
mortgage loan  originators  who originate and package loans that are pre-sold at
origination  to third  parties  and are  classified  as loans  held for sale for
reporting  purposes.  At March 31, 2000 the Company held  $9,800,000 of mortgage
loans held for sale  compared to  $6,662,000  at  December  31, 1999 and none at
March 31,  1999.  During  the first  quarter  of 2000,  the  Company  originated
$32,261,000 and sold $22,461,000 in mortgages held for sale.

     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 or corporate  borrowers,  and
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  consists of liens on  inventories,  receivables,
equipment and furniture and fixtures.  Unsecured  commercial loans are generally
short-term with emphasis on repayment strengths and low debt to worth ratios. At
March 31, 2000,  approximately  $11,913,000,  or 44.8%, 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.



                                       8
<PAGE>

     Management  believes 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, 2000 was $1,690,000, or 1.01% of
loans  outstanding  compared to  $1,581,000,  or 1.06% of loans  outstanding  at
December 31, 1999 and to $1,200,000,  or 1.19% of loans outstanding at March 31,
1999.  The  allowance  for loan  losses is based  upon  management's  continuing
evaluation of the  collectibility 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,  2000,  the Company had  $485,000 in  non-accruing  loans,  no
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 $628,000 in
non-accruing  loans,  $150,000 in restructured  loans, no loans more than ninety
days past due on which interest was still being  accrued,  and $219,000 in Other
Real Estate  Owned at December  31,  1999.  At March 31,  1999,  The Company had
$513,000 in non-accruing  loans,  $8,000 in restructured loans and no loans more
than ninety days past due and still accruing interest.  Non-performing  loans at
March 31, 2000  consisted of $69,000 in commercial  loans;  $388,000 in mortgage
loans; and $28,000 in consumer loans.  Non-performing  assets as a percentage of
loans and other real estate owned was 0.29%,  0.67% and 0.51% at March 31, 2000,
December 31, 1999 and March 31, 1999, respectively.

     Net  charge-offs  during  the first  three  months  of 2000  were  $54,000,
compared to net  charge-offs  of $12,000 for the first three months 1999 and net
charge-offs of $83,000 for the year ended December 31, 1999. All charge-offs are
attributable to The Peoples National Bank. Neither Bank of Anderson,  N. A., nor
Seneca  National  Bank  has  experienced   any  charge-offs   since   commencing
operations.  The  allowance  for loan losses as a percentage  of  non-performing
loans was 348%,  234% and 252%,  respectively,  as of March 31, 2000,  March 31,
1999 and December 31, 1999.

         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 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 March 31, 2000, March 31, 1999
and December 31, 1999 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 and to generate  income.  At March 31,  2000,
securities totaled $38,286,000. Securities increased $2,632,000 from $35,654,000
invested as of December 31, 1999 and $1,405,000 from $36,881,000  invested as of
March 31, 1999. The slight increase is due to increases in investment securities
held by Bank of Anderson, N. A.

         At March 31,  2000,  the  Company's  total  investments  classified  as
available  for  sale  had a book  value of  $35,210,000  and a  market  value of
$34,312,000  for an  unrealized  net loss of $898,000.  This  compares to a book
value of  $32,850,000  and a market value of  $32,655,000  for an unrealized net
loss of $195,000 on the Company's  investments  classified as available for sale
at March  31,  1999.  At  December  31,  1999 the  Company's  total  investments
classified  as available for sale had a book value of  $31,982,000  and a market
value of $31,209,000 for an unrealized net loss of $773,000.


                                       9
<PAGE>

Deposits

         The Bank's  primary  source of funds for loans and  investments  is its
deposits.  Deposits grew $50,353,000 or 37.9%, to $183,311,000 at March 31, 2000
from  $132,958,000  at March 31,  1999.  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 2000,  interest-bearing  deposits
averaged  $152,483,000  compared to  $109,314,000  for the first three months of
1999. The average interest rate paid on interest-bearing  deposits was 4.61% for
the 2000-quarter  compared to 4.18% for the  1999-quarter.  In pricing deposits,
the Company  considers its liquidity needs, the direction and levels of interest
rates and local market conditions.  At March 31, 2000 interest-bearing  deposits
comprised 86.2% of total deposits compared to 85.8% at March 31, 1999.

         The Company's  core deposit base  consists 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,  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  79.5% and 83.4% for the three months
ended March 31, 2000 and 1999,  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.

Short Term Borrowings

         The Company's  short-term  borrowings are comprised of securities  sold
under repurchase  agreements,  Federal funds purchased and short-term borrowings
from the  Federal  Home  Loan Bank of  Atlanta.  At March  31,  2000  short-term
borrowings totaled $18,392,000 and were comprised of $2,230,000 in Federal funds
purchased and $16,162,000 in securities  sold under  repurchase  agreements.  At
December 31, 1999 and March 31, 1999,  short-term borrowings totaled $15,434,000
and $7,906,000, respectively, and were comprised solely of securities sold under
repurchase  agreements.  The increase in short-term borrowings at March 31, 2000
is largely  attributable to the purchase of Federal funds, which wereto fund the
short-term cash needs of the Company.  The Company had no short-term  borrowings
from the  Federal  Home  Loan Bank of  Atlanta  at March 31,  2000  compared  to
$5,000,000 at December 31, 1999 and $2,000,000 at March 31, 1999.

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 March 31, 2000 The Peoples
National Bank had unused  borrowing  capacity from the Federal Home Loan Bank of
Atlanta  equal to sixteen  percent  (16%) of its total  assets or  approximately
$26,000,000.  The Company's  other two bank  subsidiaries,  Bank of Anderson and
Seneca National Bank have  established  secured lines of credit with the Federal
Home Loan Bank totaling ten percent (10%) of each respective bank's total assets
or  approximately  $6,500,000.  At March 31, 2000,  the Banks had unused federal
funds lines of credit totaling $11,300,000 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.

         During  the  first  quarter  of  2000,   the  Company  had  no  capital
expenditures other than through the normal course of business.  No large capital
expenditures are anticipated through the remainder of 2000.

         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.



                                       10
<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 Board of Governors of the Federal  Reserve  (the  "Federal  Reserve
Board") has adopted a risk-based  capital measure to assist in the assessment of
the  capital  adequacy  of  bank  holding  companies.   The  risk-based  capital
guidelines  establish  minimum  ratios  of  capital  to  risk-weighted   assets.
Generally, bank holding companies are expected to operate well above the minimum
risk-based ratios.  Under the requirements,  bank holding companies are required
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,  qualifying  non-cumulative  perpetual  preferred  stock,
qualifying  cumulative  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 (subject to
certain  limitations and  conditions),  the allowance for loan and lease losses;
perpetual  preferred  stock and related  surplus;  hybrid  capital  instruments,
perpetual debt and mandatory convertible debt securities; term subordinated debt
and intermediate-term preferred stock, including related surplus; and unrealized
holding gains on equity securities.  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.

         As a supplement to the risk-based capital measure,  the Federal Reserve
Board  has also  adopted a minimum  ratio of Tier 1 capital  to total  assets to
assist in the assessment of the capital adequacy of bank holding companies. This
measure is intended to  constrain  the  maximum  degree to which a bank  holding
company can leverage its equity  capital base. A minimum ratio of Tier 1 capital
to total assets of 3% is required for strong bank holding companies and for bank
holding companies that have implemented the Board's  risk-based  capital measure
for market risk. For all other bank holding companies, the minimum ratio of Tier
1 capital to total assets is 4%.

         Bank holding companies with  supervisory,  financial,  operational,  or
managerial  weaknesses,  as well  as  organizations  that  are  anticipating  or
experiencing  significant  growth,  are expected to maintain capital levels well
above the minimum  levels.  Furthermore,  the Federal  Reserve Board may require
higher  ratios for any bank  holding  company  if  warranted  by its  particular
circumstances  or risk  profile.  The Company has not been notified that it must
maintain capital levels above the regulatory minimums.



                                       11
<PAGE>

         The following  table sets forth the capital  ratios for the Company and
the Banks as of March 31, 2000:

                                 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 ...............         $25,971           15.23%      $17,053           10.00%      $13,642           8.00%
Tier 1 Risk-based Capital ..............          24,281           14.24        10,231            6.00         6,821           4.00
Leverage Ratio .........................          24,281           10.59        11,464            5.00         9,171           4.00

Peoples National Bank:
Total Risk-based Capital ...............         $13,884           11.74%      $11,826           10.00%      $ 9,461           8.00%
Tier 1 Risk-based Capital ..............          12,726           10.24         7,457            6.00         4,971           4.00
Leverage Ratio .........................          12,726            8.07         7,885            5.00         6,308           4.00

Bank of Anderson, N. A:
Total Risk-based Capital ...............         $ 5,488           17.12%      $ 3,206           10.00%      $ 2,564           8.00%
Tier 1 Risk-based Capital ..............           5,133           16.01         1,924            6.00         1,282           4.00
Leverage Ratio .........................           5,133           11.63         2,207            5.00         1,765           4.00

Seneca National Bank:
Total Risk-based Capital ...............         $ 3,423           24.34%      $ 1,406           10.00%      $ 1,125           8.00%
Tier 1 Risk-based Capital ..............           3,247           23.09           844            6.00           562           4.00
Leverage Ratio .........................           3,247           17.48           929            5.00           743           4.00
</TABLE>

EFFECTS OF REGULATORY ACTION

     The  managements  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.


Item 3.    QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT
           MARKET RISK

     Market risk is the risk of loss from adverse  changes in market  prices and
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 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/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  earning
liabilities. The relationship of rate sensitive earning assets to rate sensitive
liabilities,  is the principal  factor in projecting the effect that fluctuating
interest rates will have on future net interest  income.  Rate sensitive  assets
and  interest-bearing  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,  2000,  on a  cumulative  basis  through  12  months,  rate  sensitive
liabilities exceeded  rate-sensitive assets,  resulting in a liability sensitive
position  of  $68.5  million.  This  liability  sensitive  position  is  largely
attributable  to assuming that the  Company's NOW accounts,  which totaled $25.5
million at March 31, 2000,  will reprice within one year. This assumption may or
may not hold true as the Company  believes its NOW accounts  are  generally  not
price sensitive.


                                       12
<PAGE>

PART II.  OTHER INFORMATION

Item 1.       Legal Proceedings

               The  Company  is  involved  in various  claims and legal  actions
               arising in the normal  course of  business.  Management  believes
               that these  proceedings will not result in a material loss to the
               Company.

Item 2.       Changes in Securities and Use of Proceeds

               During the period  ended  March 31,  2000 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 Issued          Purchasers             Issued                Price
   -----------          ----------             ------                -----
    01/07/2000          Employees               775                 $3,666



                                       13
<PAGE>


Item 6.       Exhibits and Reports on Form 8-K

(a)      Exhibits.

          27. Financial Data Schedule

(b)      Reports on Form 8-K.

          No reports on Form 8-K were filed  during the quarter  ended March 31,
          2000.



                                       14
<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 1, 2000                    By:    /s/ Robert E. Dye
                                            -------------------
                                             Robert E. Dye
                                             President and Chairman of the Board


Dated:  May  1, 2000                   By:   /s/ William B. West
                                           ---------------------
                                             William B. West
                                             Sr. Vice President & CFO
                                             (principal financial officer)






                                       15
<PAGE>




                                  EXHIBIT INDEX


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

                 27                                  Financial Data Schedule