UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D. C.  20549
                           FORM 10-Q 
                                
           QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934

              For the quarter ended March 31, 1994
                 Commission File Number 0-12154

                   THE PEOPLES HOLDING COMPANY
   (Exact name of the registrant as specified in its charter)

               MISSISSIPPI                    64-0676974
(State of Incorporation)  (I.R.S. Employer Identification Number)

   209 Troy Street, P. O. Box 709, Tupelo, Mississippi  38801
            (Address of principal executive offices)

 Registrant's telephone number including area code 601-680-1001

Indicate by check 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, and (2) has
been subject to such filing requirements for the past 90 days.
                          YES__X__NO_____

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as to the latest practicable date.

Common stock, $5 Par Value, 2,417,829 shares outstanding 
                 as of April 29, 1994

THE PEOPLES HOLDING COMPANY INDEX PART 1. FINANCIAL INFORMATION PAGE Item 1. FINANCIAL STATEMENTS (UNAUDITED) Consolidated Balance Sheets - March 31, 1994 and December 31, 1993...............3 Consolidated Statements of Income - Three Months Ended March 31, 1994 and 1993......................5 Consolidated Statements of Cash Flows Three Months Ended March 31, 1994 and 1993.........7 Notes to Consolidated Financial Statements..............9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations...............11 PART II. OTHER INFORMATION Item 1. Legal Proceedings..................................23 Item 6.(b) Reports on Form 8-K..............................23 Signatures..................................................24

THE PEOPLES HOLDING COMPANY AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS [CAPTION] MARCH 31 DECEMBER 31 1994 1993 ____________ ___________ (Unaudited) (Note 1) [S] [C] [C] Assets Cash and due from banks $ 44,200,743 $ 35,956,431 Federal Fund Sold 13,000,000 8,000,000 ----------- ----------- 57,200,743 43,956,431 Interest bearing balances with banks 275,361 77,887 Securities (Market value- $246,820,927 and $234,979,483 at March 31, 1994 and December 31, 1993) 246,366,374 230,904,295 Loans 436,417,193 427,416,747 Unearned Income ( 9,657,851) ( 9,835,772) Allowance for loan losses ( 6,561,133) ( 6,216,854) ----------- ----------- Net Loans 420,198,209 411,364,121 Bank premises and equipment 15,443,252 15,537,825 Other assets 17,432,343 16,669,428 ___________ ___________ Total Assets $ 756,916,282 $ 718,509,987 =========== =========== [S] [C] [C] Liabilities Deposits: Non-interest bearing 131,965,607 99,140,347 Interest bearing 538,618,567 537,598,201 ----------- ----------- Total Deposits 670,584,174 636,738,548 Treasury tax and loan account 3,125,607 4,000,000 Notes and debentures payable 5,173,578 59,797 Other liabilities 7,046,055 7,787,929 ----------- ----------- Total Liabilities $ 685,929,414 $ 648,586,274 Shareholders' Equity Common Stock, $5 par value- 4,200,000 shares authorized 2,417,829 shares issued and outstanding at March 31, 1994 and December 31, 1993 12,089,145 12,089,145 Capital surplus 30,000,000 30,000,000 Retained earnings 29,204,724 27,834,568 Adjustment to unrealized losses on available-for-sale securities, net of tax (307,001) 0 ----------- ----------- Total Shareholders' Equity 70,986,868 69,923,713 ----------- ----------- Total Liabilities and Shareholders' Equity $ 756,916,282 $ 718,509,987 =========== =========== [FN] See Notes to Consolidated Financial Statements

THE PEOPLES HOLDING COMPANY AND SUBSIDIARY CONSOLIDATED STATEMENT OF INCOME [CAPTION] THREE MONTHS ENDED MARCH 31 1994 1993 ---- ---- (Unaudited) [S] [C] [C] Interest Income Interest and fees on loans $ 8,470,392 $ 8,303,468 Interest on balances with banks 21,388 25,351 Interest on federal funds sold 170,142 207,360 Interest on investment securities: Taxable 2,374,123 2,369,740 Tax-exempt 631,164 553,600 ---------- ---------- Total interest income 11,667,209 11,459,519 Interest Expense Interest on time deposits of $100,000 or more 513,469 407,388 Interest on other deposits 3,630,176 3,542,035 Interest on borrowed funds 70,045 30,276 ---------- ---------- Total interest expense 4,213,690 3,979,699 ---------- ---------- Net interest income 7,453,519 7,479,820 Provision for possible loan losses 491,851 1,158,993 ---------- ---------- Net interest income after provision for possible loan losses 6,961,668 6,320,827 Other income Service charges 1,345,036 1,145,855 Fees and commission 378,557 352,319 Trust department income 114,420 107,145 Trading account income 0 135,719 Net investment security gains 2,790 600 Other operating income 599,652 351,691 ---------- ---------- Total other income 2,440,455 2,093,329 Other Expenses Salaries and employee benefits 3,858,262 3,614,074 Occupancy of bank premises 495,364 459,477 Furniture and equipment depreciation, rental cost, servicing, etc.. 296,025 255,235 Other operating expense 2,440,110 2,106,240 ---------- ---------- Total other expenses $ 7,089,761 $ 6,432,026 ----------- ----------- Income before income taxes 2,312,362 1,982,130 Income taxes 386,114 633,763 ---------- ---------- Income before cumulative effect of changes in accounting principles 1,926,248 1,348,367 Cumulative effect of changes in accounting principle, net of income taxes 0 522,518 ---------- ---------- Net income $ 1,926,248 $ 1,870,885 ========== ========== [CAPTION] 1994 1993 ---- ---- [S] [C] [C] Earnings per share: Income before cumulative effect of changes in accounting principles $ .80 $ .55 Cumulative effect of changes in accounting principles .00 .22 ---- ---- Total earnings per share $ .80 $ .77 Cash dividend per share $ .23 $ .22 Earnings per share data for 1994 and 1993 are based on 2,417,829 shares outstanding. Cash dividend per share is based on actual amounts declared. [FN] See Notes to Consolidated Financial Statements.

THE PEOPLES HOLDING COMPANY AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS [CAPTION] THREE MONTHS ENDED MARCH 31 1994 1993 ---- ---- (Unaudited) [S] [C] [C] Operating Activities Net Income $ 1,926,248 $ 1,870,885 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 491,851 1,158,993 Provision for depreciation and amortization 384,428 322,483 Net amortization accretion of securities' premiums/discounts 595,354 194,451 Increase (decrease) in interest receivable ( 528,095) 326,913 Increase in interest payable 44,175 228,563 Gain on sale of trading securities 0 (135,719) Proceeds from sales of trading securities 0 5,075,625 Gain on sale/call of securities (2,791) (600) Increase (decrease)in other liab. (786,049) 1,130,505 Deferred income tax (228,703) (1,307,076) Gain on sale of fixed assets (653) (2,575) (Increase) decrease in other assets 133,530 (1,132,232) ------------ ------------ Net Cash Provided by Operating Activities 2,029,295 7,730,216 Investment Activities Net increase in balances with other banks (197,474) (22,370) Proceeds from maturities/calls of investment securities 24,310,185 25,552,866 Purchase of investment securities (40,829,980) (43,789,976) Net increase in loans (9,396,139) 1,117,946 Proceeds from sale of fixed assets 1,314 10,207 Purchase of premises and equipment (201,802) (144,229) ----------- ---------- Net cash used in Investment Activities ( 26,313,896) ( 17,275,556) [CAPTION] 1994 1993 ---- ---- [S] [C] [C] Financing Activities Net increase in demand and savings deposits 35,799,726 16,884,782 Net increase (decrease) in time deposits (1,954,100) (9,956,122) Net increase (decrease) in short- term borrowed funds (874,393) 335,303 Increase (decrease) in long-term debt 5,113,781 (22,437) Cash dividends paid (556,101) (531,922) ------------ ----------- Net Cash Provided by Financing Activities 37,528,913 6,709,604 ------------ ----------- Increase (decrease) in Cash and Cash Equivalents 13,244,312 (2,835,736) Cash and Cash Equivalents at beginning of period 43,956,431 57,062,966 ----------- ----------- Cash and Cash Equivalents at end of period $ 57,200,743 $ 54,227,230 =========== =========== Cash paid for: Interest expense $ 4,169,515 $ 3,751,136 Income taxes 315,000 300,000 Non-cash transactions: Transfer of loans to other real estate $ 70,200 Unrealized loss on securities held as available for sale: Decrease in securities $ 465,153 Increase in deferred taxes $ 158,152 Decrease in equity $ 307,001 [FN] See Notes to Consolidated Financial Statements

THE PEOPLES HOLDING COMPANY AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1 Basis of Presentation The consolidated balance sheet at December 31, 1993, has been derived from the audited financial statements at that date. The accompanying unaudited consolidated financial statements reflect all adjustments (consisting only of normally recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. The statements should be read in conjunction with the summary of accounting policies and notes to financial statements included in the Registrant's annual report for the year ended December 31, 1993. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted in accordance with the rules of the Securities and Exchange Commission. Note 2 Changes in Accounting Methods In May 1993, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities", effective for fiscal years beginning after December 15, 1993. Under the new rules, debt securities that the Company has both the positive intent and ability to hold to maturity are carried at amortized cost. Debt securities that the Company does not have the positive intent and ability to hold to maturity and all marketable equity securities are classified as available-for-sale or trading and carried at fair value. Unrealized holding gains and losses on securities classified as available-for-sale are carried as a separate component of shareholders' equity. Unrealized holding gains and losses on securities classified as trading are reported in earnings. [CAPTION] Securities are summarized as follows at March 31, 1994: [S] [C] Held to maturity (amortized cost) $ 43,033,280 Available for sale (estimated fair value) 203,333,094 ------------- Total securities $ 246,366,374 ============= The amortized cost of securities held to maturity at March 31, 1994 was $43,487,833.

Note 3 Acquisition During April, 1994, the Company entered into an agreement with The Resolution Trust Corporation to purchase selected assets and assume certain liabilities of the New Albany, Southaven and Hernando branches of the Security Federal Savings and Loan Association. The acquisition was approved by regulatory authorities and consummated on April 15, 1994. Total deposit acquired were approximately $32 million. Note 4 Income Taxes [CAPTION] Federal income taxes payable (receivable were as follows: [S] [C] Current $ 391,804 Deferred (1,627,651) ----------- $ (1,235,847) =========== [CAPTION] The components of income tax expense (credits) are presented below: [S] [C] Current $ 483,890 Deferred ( 97,776) --------- $ 386,114 ========= [CAPTION] The difference between income tax expense and the amount computed by applying the statutory federal income tax rate to operating earnings results from the following: [S] [C] Federal tax expense at statutory rate $ 786,204 Add (deduct) effect of: Tax-exempt interest income ( 214,596) Amortization of intangible assets 14,227 Dividends received deduction ( 6,022) Other items-net ( 193,699) ---------- $ 386,114 ========== Deferred tax assets resulted largely from temporary differences arising from loan loss provision. Effective January 1, 1993, the Company adopted FASB No. 109, which resulted in a deferred tax rate of 34%. Historically, the Company has produced taxable income which can fully utilize the deferred tax asset.

THE PEOPLES HOLDING COMPANY AND SUBSIDIARY MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Financial Condition Total assets of The Peoples Holding Company grew from $718,509,987 on December 31, 1993, to $756,916,282 on March 31, 1994, or 5.35% for the three month period. Loans, less unearned income, increased $9,178,367 or 2.20%. Cash and Due From Banks was up from $35,956,431 on December 31, 1993, to $44,200,743 on March 31, 1994, or an increase of $8,244,312. Securities grew from $246,364,206 on December 31, 1993, to $246,754,426 on March 31, 1994. Transaction deposit accounts, which require a 10% reserve balance in cash or on deposit at the Federal Reserve Bank, were up from $260,709,000 on December 31, 1993, to $282,977,000 on March 31, 1994. Total deposits for the first three months of 1993 grew from $636,738,548 on December 31, 1993 to $670,584,174 on March 31, 1994, or an increase of $33,845,626. The equity capital to total assets ratio was 9.73% and 9.38% for December 31, 1993 and March 31, 1994, respectively. Results of Operations-Quarter Ended March 31, 1994 compared to 1993 Total interest income was $11,667,209 for the quarter ended March 31, 1994, compared to $11,459,519 for the same quarter in 1993, or an increase of $207,690. Interest and fees on loans were $8,470,392 for 1994 compared to $8,303,468 for 1993, or an increase of $166,924. Average loans were $416,795,219 and $385,243,713 for 1994 and 1993, respectfully. This amounted to a 8.19% increase. Average yield on loans was 8.24% for 1994 compared to 8.74% for 1993. Average investments were $235,828,420 for 1994 compared to $193,664,096 for 1993. This amounted to a 21.77% increase. Total interest expense was $4,213,690 for 1994, compared to $3,979,699 for 1993 or an increase of $233,991. Average total interest bearing deposits was $562,338,032 for 1994 compared to $515,311,701 for 1993. Interest rates paid on interest bearing deposits were 2.95% for 1994 compared to 3.11% for 1993. Interest on borrowed funds was $70,045 for 1994 compared to $30,276 for 1993. The net interest spread was 4.05% for 1994 compared to 4.58% for 1993.

Provision for possible loan losses was $491,851 for 1994 compared to $1,158,993 for 1993. The allowance for loan losses was 1.54% and 1.88% to total loans outstanding, net of unearned discount, on March 31, 1994 and 1993, respectively. Total non-performing loans was $3,987,660 on March 31, 1994, compared to $6,207,491 for March 31, 1993. Management felt that with the decrease in non-performing loans the allowance for loan losses could be decreased also. The allowance for loan losses was $7,294,158 on March 31, 1993, compared to $6,561,133 on March 31, 1994. Allowance for Loan Losses: [CAPTION] March March 1994 1993 --------- --------- [S] [C] [C] Balance, January 1 $ 6,216,854 $ 6,462,925 Provision for Loan losses 491,851 1,158,993 --------- --------- 6,708,705 7,621,918 --------- --------- Charge-offs ( 241,782) ( 407,553) Recoveries 94,210 79,793 ---------- ---------- ( 147,572) ( 327,760) ---------- ---------- Balance March 31 $ 6,561,133 $ 7,294,158 ========= ========= [CAPTION] March March 1994 1993 ----------- ----------- [S] [C] [C] Loan Loss Analysis: Net loans-Average $ 416,795,219 $385,243,713 Net loans-Quarter End 426,759,342 387,305,898 Net Charge-Offs 147,572 327,760 Allowance for Loan Losses 6,561,133 7,294,158 Ratios: Net Charge-Offs to: Net Loans-Average 0.04% 0.09% Allowance for Loan Losses 2.25% 4.49% Allowance for Loan Losses to: Net Loans-Quarter End 1.54% 1.88% Non-Performing Loans 164.54% 117.51% Non-Performing Loans to: Net Loans-Quarter End 0.93% 1.60% Net Loans-Average 0.96% 1.61% [CAPTION] The following table shows the principal amounts of nonaccrual loans at June 30 for the years indicated. March March 1994 1993 [S] [C] [C] Non-Performing Loans Non-Accruing 1,117,766 1,055,365 Accruing Loans Past Due 2,869,894 5,152,126 90 Days or More ----------- ----------- Total Non-Performing Loans $ 3,987,660 $ 6,207,491 =========== =========== Other income, net of investment security gains and losses and trading account income was $2,437,665 for 1994 compared to $1,957,010 for 1993, or an increase of $480,655. This amounted to 24.56%. Service charges were up $199,181, fees and commissions were up $26,238, trust department income was up $7,275 while other operating income was up $247,961. Other operating income included $165,388 in life insurance proceeds for 1994. Other expenses were $7,089,761 for 1994 compared to $6,432,026 for 1993, or an increase of $657,735. This amounted to a 10.23% increase. Salaries and employee benefits were up $244,188, occupancy of bank premises was up $35,887, furniture and equipment depreciation, rental cost, servicing, etc. were up $40,790 and other operating expense was up $333,870. Income tax expense was $386,114 for 1994 compared to $633,763 for 1993.

Statistical Summary March 31, 1994 [CAPTION] 1994 AVERAGE INCOME BALANCE OR SHEET YIELDS/ EXPENSE AMOUNTS RATES ------- ------- ------- [S] [C] [C] [C] Earnings Assets Loans and leases, net of unearned income 8,470,392 416,795,219 8.24% Interest bearing bank balances and federal funds sold 191,530 25,079,065 3.05% Taxable investment/trading securities 2,374,123 193,314,300 4.91% Nontaxable investment securities 631,164 42,514,120 9.00%TE ---------- ----------- ------ Total investment and trading securities 3,005,287 235,828,420 5.65%TE Total earning assets 11,667,209 677,702,704 7.08%TE Cash and due from banks 43,672,537 Other assets, less allowance for loan losses 22,423,852 ----------- Total assets 743,799,083 =========== [S] [C] [C] [C] Interest bearing liabilities: Interest bearing demand deposit accounts 961,605 177,531,010 2.17% Savings accounts 532,018 96,362,729 2.29% Time Deposits 2,650,022 288,444,293 3.67% ---------- ----------- ------- Total interest bearing deposits 4,143,645 562,338,032 2.95% 1994 AVERAGE INCOME BALANCE OR SHEET YIELDS/ EXPENSE AMOUNTS RATES ------- ------- ------- Other costing liabilities 70,045 6,193,148 4.52% ---------- ----------- ------- Total interest bearing liabilities 4,213,690 568,531,180 2.96% [S] [C] Non-interest bearing sources: Non-interest bearing deposits 98,242,851 Other liabilities 6,993,236 Shareholders' equity 70,031,816 ----------- Total liabilities and shareholders' equity 743,799,083 =========== [S] [C] [C] Net interest income/Net interest margin 7,453,519 4.65%TE

Statistical Summary March 31, 1994 [CAPTION] 1993 AVERAGE INCOME BALANCE OR SHEET YIELDS/ EXPENSE AMOUNTS RATES ------- ------- ------- [S] [C] [C] [C] Earnings Assets Loans and leases, net of unearned income 8,303,468 385,243,713 8.74% Interest bearing bank balances and federal funds sold 232,711 32,323,951 2.92% Taxable investment/trading securities 2,369,740 159,408,025 5.95% Nontaxable investment securities 553,600 34,256,071 9.79%TE ---------- ----------- Total investment and trading securities 2,923,340 193,664,096 6.63%TE Total earning assets 11,459,519 611,231,760 7.69%TE Cash and due from banks 41,876,419 Other assets, less allowance for loan losses 21,989,737 ----------- Total assets 675,097,916 =========== Interest bearing liabilities: Interest bearing demand deposit accounts 1,006,939 174,730,413 2.34% Savings accounts 451,310 77,813,492 2.35% Time Deposits 2,491,174 262,767,796 3.84% ---------- ----------- ------- Total interest bearing deposits 3,949,423 515,311,701 3.11%

Statistical Summary March 31, 1994 [CAPTION] 1993 AVERAGE INCOME BALANCE OR SHEET YIELDS/ EXPENSE AMOUNTS RATES ------- ------- ------- [S] [C] [C] [C] Other costing liabilities 30,276 3,334,207 3.68% ---------- ----------- ------- Total interest bearing liabilities 3,979,699 518,645,908 3.11% [S] [C] [C] [C] Non-interest bearing sources: Non-interest bearing deposits 84,211,304 Other liabilities 6,775,392 Shareholders' equity 65,465,312 ----------- Total liabilities and shareholders' equity 675,097,916 =========== Net interest income/Net interest margin 7,479,820 5.15%TE

Liquidity and Interest Rate Sensitivity Management The primary functions of asset/liability management are to assure adequate liquidity and maintain an appropriate balance between interest sensitive earning assets and interest bearing liabilities. Liquidity management involves the ability to meet the cash flow requirements of customers who may be either depositors wanting to withdraw or borrowers needing assurance that sufficient funds will be available to meet their credit needs. Interest rate sensitivity management seeks to avoid fluctuating net interest margins and to provide for a consistent growth of net interest income through periods of changing interest rates. Available for sale securities, particularly those of shorter maturities, are the principal source of asset liquidity. Securities maturing in one year or less amounted to $54,912,000 at March 31, 1994, representing 22.25% of the investment securities portfolio. Other types of assets such as federal funds sold and interest bearing deposits in other banks are sources of liquidity. Loans maturing within one year represented 65.94% of the total loans, net of unearned income, for March 31, 1994. On March 31, 1994, there were $349,412,000 in interest earning assets which will mature within one year while $473,103,000 in interest bearing liabilities will mature or will be repriced within one year, which results in a negative interest sensitivity gap.

Rate Sensitive Balance Sheet March 31, 1994 [CAPTION] (In Thousands) ONE YEAR OVER LESS THAN TO FIVE FIVE ONE YEAR YEARS YEARS TOTAL --------- --------- ----- ----- [S] [C] [C] [C] [C] ASSETS Securities 54,912 112,972 77,480 246,364 Loans 281,422 125,934 19,403 426,759 Federal Funds Sold 13,000 13,000 Interest Bearing Balances with Banks 78 78 Other Assets 70,715 70,715 ------- ------- ------- ------- Total Assets 349,412 239,906 167,598 756,916 ======= ======= ======= ======= LIABILITIES Non-Interest Bearing Transaction Accounts 131,965 131,965 Interest Bearing Transaction Accounts 151,012 151,012 Money Market and Savings 102,348 102,348 Certificates of Deposit <100,000 143,221 37,625 130 180,976 Certificates of Deposit >100,000 54,289 9,074 330 63,693 Individual Retirement Account 18,295 21,771 524 40,590 Other Borrowed Funds 3,938 3,751 610 8,299 Other Liabilities 7,046 7,046 Equity 71,243 71,243 ------- ------- ------- ------- Total Liabilities and Equity 473,103 72,221 211,848 757,172 ======= ======= ======= ======= GAP (123,691) 167,685 (44,250) 0 GAP/Assets (35.40%) 69.90% (26.48%) 0.00% Cumulative GAP (123,691) 43,994 0 0 Cumulative GAP/Assets -35.40% 18.34% 0.00 0.00%

Historically, the overall liquidity of the Company has been enhanced by a significant aggregate of core deposits. The Company's deposit base has changed from a significant dependence on negotiable certificates of deposit to increased dependence on short-term interest bearing accounts which tends to increase the Company's negative GAP position. As a result of this shift in types of deposits, the Company is attempting to shorten the maturity of investments and convert loans, where possible, to a floating rate. Interest rate sensitivity varies with different types of interest earning assets and interest bearing liabilities. Overnight federal funds on which rates change daily and loans which are tied to the prime lending rate differ considerably from long-term investment securities and fixed rate loans. Similarly, time deposits over $100,000 and money market certificates are much more interest rate sensitive than savings accounts. The shorter-term interest rate sensitivities are the key to mesurement of the interest rate sensitivity gap, or excess interest sensitive earning assets over interest bearing liabilities.

Capital Resources Retained earnings through operations have been the primary source of capital over the past three months. The ratio of shareholders equity to total assets was 9.38% as of March 31, 1994, compared to 9.73% as of December 31, 1993, and 9.22% as of March 31, 1993. Total shareholders' equity of the Company was $70,986,868 and $69,923,713 for March 31, 1994 and December 31, 1993, respectively. This represented an increase of $1,063,155 or 1.52%. Guidelines define a well capitalized bank as one whose capital to risk-based assets is at least 10%, or 6% Tier 1 capital ratio, and a 5% leverage ratio. The table below shows the capital ratios of the Company at the dates indicated. [CAPTION] (In Thousands) March 31 December 31 1994 1993 ------- -------- [S] [C] [C] Total Tier 1 Capital $ 68,192 $ 63,425 Total Tier 2 Capital 5,379 5,355 ------ ------ Total Qualifying Capital 73,571 68,780 ====== ====== Risk-weighted assets on balance sheet, net of intangibles 429,480 426,964 Excess allowance for loan losses (1,182) ( 1,108) Risk-weighted off balance sheet exposure 860 1,422 ------- ------- Total Risk-Weighted Assets Inclusive of Off Balance Sheet Exposure and Net of Allowance 429,158 427,278 ======= ======= Tier 1 Capital Ratio 15.88% 14.84% Total Capital Ratio 17.14% 16.10% Leverage Ratio 9.20% 9.48% Management recognizes the importance of maintaining a strong capital base. As the above ratios indicate, the Company exceeds the requirements for a well capitalized bank. Book value per share was $29.47 and $27.25 at March 31, 1994 and 1993, respectively. Cash dividends were raised to $.23 per quarter, up from $.22 per share during the same quarter in 1993. The Company's capital policy is to evaluate future needs based on growth, earnings trends and anticipated acquisitions. Part II. OTHER INFORMATION Item 1. Legal Proceedings There were no material proceedings pending at March 31 1994, against the registrant or its subsidiary. Item 6(b) Reports on Form 8-K No Form 8-K was filed during the quarter ended March 31, 1994.

SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE PEOPLES HOLDING COMPANY --------------------------- Registrant --------------------------- DATE: May 13, 1994 John W. Smith President & Chief Executive Officer --------------------------- DATE: May 13, 1994 E. W. Conwill Vice President