UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
                       Pursuant to Section 13 or 15 (d) of
                       The Securities Exchange Act of 1934


                                 April 16, 2003
                        ---------------------------------
                Date of Report (Date of Earliest Event Reported)


                           THE PEOPLES HOLDING COMPANY
                           ---------------------------
             (Exact Name of Registrant as Specified in its Charter)


                   Mississippi        1-13253        64-0676974
                 ---------------    -----------    -------------
                 (State or Other    (Commission    (I.R.S. Iden-
                 Jurisdiction of     File          tification
                 Incorporation)      Number)       Number)


                 209 Troy Street, Tupelo, Mississippi 38802-0709
                ------------------------------------- ----------
               (Address of Principal Executive Office) (Zip Code)

                  Registrant's Telephone Number: (662)680-1001

ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. ------------------------------------------------------------------- (a) The following exhibit is filed herewith: 99.1 Press Release, dated April 16, 2003, issued by The Peoples Holding Company. ITEM 9: REGULATION FD DISCLOSURE. ------------------------- At the close of business on April 16, 2003, The Peoples Holding Company issued a press release announcing first quarter earnings for 2003. The press release is filed as Exhibit 99.1 to this Form 8-K. SIGNATURE 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 hereunto duly authorized. THE PEOPLES HOLDING COMPANY --------------------------- Registrant /s/ E. Robinson McGraw --------------------------- E. Robinson McGraw President & Chief Executive Officer DATE: April 17, 2003

EXHIBIT INDEX ------------- EXHIBIT NUMBER DESCRIPTION -------------- ------------------------------------------- 99.1 Press Release, dated April 16, 2003, issued by The Peoples Holding Company.

Exhibit 99.1

                          THE PEOPLES HOLDING COMPANY

Contact: Jim Gray                            Stuart Johnson
         Executive Vice President            Executive Vice President & CFO
         (662) 680-1217                      (662) 680-1001
         jimg@thepeopleplace.com             stuartj@thepeopleplace.com



                      THE PEOPLES HOLDING COMPANY ANNOUNCES
                              FIRST QUARTER RESULTS


TUPELO,  Miss.  (April 16, 2003) - The Peoples Holding Company  (AMEX:PHC) today
announced results for the first quarter ended March 31, 2003. Earnings per share
for the  first  quarter  increased  13.89%  to  $0.82  from  $0.72,  before  the
cumulative  effect of an  accounting  change  recognized in the first quarter of
2002.  Net income for the first  quarter  increased  11.98% to  $4,552,000  from
$4,065,000  before the effect of the  accounting  change in the first quarter of
2002.  Net income for the first  quarter  of 2002 was  $2,765,000,  or $0.49 per
share.

Net  interest  income  for the  first  quarter  of 2003  was up  slightly  while
non-interest income grew 14.62%.  These results produced an annualized return on
average equity of 13.15% compared with 12.29% before the cumulative effect of an
accounting  change  for the first  quarter  of 2002.  The  annualized  return on
average  assets for the first  quarter was 1.29%  compared with 1.19% before the
cumulative effect of an accounting change for the prior-year period.

"We are pleased to start 2003 with  another  solid  quarter,"  said E.  Robinson
McGraw,  President and Chief Executive  Officer of The Peoples Holding  Company.
"Our overall  operations  performed well in a very sluggish  economy.  Growth in
non-interest income coupled with moderate expense growth more than offset slower
loan  growth  and a  narrowing  of our net  interest  margin.  Once  again,  the
diversity of our revenue stream produced another quarter of consistent growth in
earnings."

Stock Price and Dividends

The market price of The Peoples  Holding  Company shares was $42.60 per share at
March 31, 2003, an increase of 11.52% from $38.20 at March 31, 2002.

Quarterly  dividends  per share remain at $0.27,  with the most recent  dividend
increase  having  occurred  in  November  2002,  the  16th  consecutive  year of
quarterly increases.

Financial Details

McGraw  added,  "A  continuation  of record low  interest  rates  caused our net
interest  margin on a tax  equivalent  basis for the  first  quarter  of 2003 to
decline to 4.39% from 4.59% for the comparable period in 2002."


                                       1

McGraw said, however, that loan quality continued to improve despite the slow economy as evidenced by an almost 32% reduction in the provision for loan losses from $1,125,000 in the first quarter of 2002 to $767,000 in the first quarter of 2003. The allowance for loan losses as a percentage of loans was 1.48% at the end of the first quarter of 2003 compared with 1.44% at March 31, 2002. Net charge-offs as a percentage of average loans decreased to .04% during the first quarter 2003, from 0.08% in the prior-year period. Non-performing loans as a percentage of total loans decreased to 0.32% at March 31, 2003, from 0.70% at March 31, 2002. The non-performing loan coverage ratio was 455.28% at March 31, 2003 compared with 207.23% at March 31, 2002. As a result of strong growth in service charges, fees related to the sale of insurance products, loan origination, and debit card usage, non-interest income increased 14.62% to $7,575,000 in 2003 from $6,609,000 in the first quarter of 2002. "The increase in non-interest income demonstrates the breadth of our financial services and our success in meeting the diverse financial needs of our customers," McGraw said. At March 31, 2003, non-interest income represented 37.77% of net operating revenue. Non-interest expense increased 4.33% for the first quarter of 2003. This increase was primarily due to fees related to technology enhancements, normal salary increases and insurance. For the first quarter 2003, non-interest income growth of $966,000 outpaced non-interest expense growth of $532,000. Non-interest expense as a percentage of average assets improved to 3.79% for the first quarter of 2003 from 3.82% for the comparable period in 2002. The efficiency ratio improved from 62.03% for the first quarter of 2002 to 61.49% for the first quarter of 2003. Conference Call Information A live audio webcast of a conference call with analysts will be available beginning at 10:00 a.m. Eastern time on Thursday, April 17, 2003, through the Investor Relations page of the Company's website: www.thepeoplesbankandtrust.com, and through www.companyboardroom.com, or any of CCBN's distribution network. The event will be archived for 30 days. If Internet access is unavailable, the conference may also be heard live (listen-only) via telephone by dialing (800) 289-0496. A telephonic replay of the conference call will be available approximately two hours after the call ends and runs through the end of the business day on April 24. To listen to the replay, dial (719) 457-0820, and enter 354571 when prompted for the access code. About The Peoples Holding Company The Peoples Holding Company is the parent of Mississippi's fourth largest commercial bank headquartered in the state. Through its wholly owned subsidiary, The Peoples Bank & Trust Company, the Company also is parent of The Peoples Insurance Agency, Inc. The Peoples Bank has assets of approximately $1.4 billion and operates 40 community bank offices in 27 north and north-central Mississippi cities. 2

Note To Investors This news release contains forward-looking statements regarding The Peoples Holding Company. All forward-looking statements involve risk and uncertainty and a number of factors could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements. Those factors include, but are not limited to, interest rate fluctuations, regulatory changes, portfolio performance and other factors discussed in our recent filings with the Securities and Exchange Commission. THE PEOPLES HOLDING COMPANY Summary Financial Highlights (Unaudited) (Dollars in thousands, except per share amounts) Three Months Ended March 31, --------------------------- Earnings Summary 2003 2002 ------------ ------------ Net interest income ............................... $ 12,481 $ 12,439 Provision for loan losses ......................... 767 1,125 ------------ ------------ Net interest income after provision for loan losses ................................. 11,714 11,314 Noninterest income ................................ 7,575 6,609 Noninterest expenses .............................. 12,830 12,298 ------------ ------------ Income before provision for income taxes and cumulative effect of accounting change .......... 6,459 5,625 Provision for income taxes ........................ 1,907 1,560 ------------ ------------ Income before cumulative effect of accounting change ............................... 4,552 4,065 Cumulative effect of accounting change ............ -- (1,300) ------------ ------------ Net income ........................................ $ 4,552 $ 2,765 ============ ============ Basic and diluted earnings per share: Income before cumulative effect of accounting change ............................. $ 0.82 $ 0.72 Cumulative effect of accounting change .......... -- (0.23) ------------ ------------ Net income ...................................... $ 0.82 $ 0.49 ============ ============ Weighted average shares outstanding - Basic ....... 5,573,528 5,657,726 Weighted average shares outstanding - Diluted ..... 5,579,515 5,660,727 Selected Ratios Net interest rate spread .......................... 4.06% 4.17% Net interest margin ............................... 4.39% 4.59% Noninterest expense ratio ......................... 3.79% 3.82% Net overhead ratio ................................ 1.65% 1.88% Efficiency ratio .................................. 61.49% 62.03% Return on average assets .......................... 1.29% 1.09% Return on average equity .......................... 13.15% 11.37% March 31, Dec. 31, Balance Sheet Summary: 2003 2002 ------------ ------------ Total assets ...................................... $ 1,392,887 $ 1,344,512 Loans, net ........................................ 857,004 863,308 Deposits .......................................... 1,158,559 1,099,048 Shareholders' equity .............................. 135,053 132,778 Book value per common share ....................... 24.23 23.82 Financial information contained in this news release is derived from the unaudited Condensed Balance Sheets and unaudited Condensed Statements of Income for the indicated periods. Additional financial information is available on the Company's website (www.thepeoplesbankandtrust.com) under the Financial Releases section of Investor Relations. 3