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

                         Date of Report October 2, 2000

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

               Mississippi         1-13253        64-0676974
               -----------         -------        ----------
               (State or           (Commission    (I.R.S. Iden-
               other                file          tification
               jurisdiction)        number)       number)

                209 Troy Street, Tupelo, Mississippi 38802-0709
                ------------------------------------ ----------
              (Address of principal executive officers) (Zip Code)

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

ITEM 1:   CHANGES IN CONTROL OF REGISTRANT.
          ---------------------------------

          Not applicable

ITEM 2:   ACQUISITION OR DISPOSITION OF ASSETS.
          -------------------------------------

          Not applicable

ITEM 3:   BANKRUPTCY OR RECEIVERSHIP.
          ---------------------------

          Not applicable

ITEM 4:   CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS.
          -----------------------------------------------

          Not applicable

ITEM 5:   OTHER EVENTS.
          -------------

          At a special called meeting Friday, September 22, 2000, the Board of
          Directors of The Peoples Holding Company (the Company) elected
          Robinson McGraw President and Chief Executive Officer of The Peoples
          Holding Company and its subsidiary, The Peoples Bank and Trust
          Company (the Bank).  Mr. McGraw will succeed John W. Smith, 65, who
          is retiring October 31, 2000, after 29 years of service with the
          Bank, the last seven as President and Chief Executive Officer.
          Mr. Smith will remain on the Board of Directors of both the Company
          and the Bank.  Mr. McGraw has been with the Bank since 1974,
          serving as Executive Vice President since 1993.  The transition will
          start immediately and Mr. McGraw will assume the responsibilities of
          the office November 1, 2000.

ITEM 6:   RESIGNATION OF REGISTRANT'S DIRECTORS.
          --------------------------------------

          Not applicable

ITEM 7:   FINANCIAL STATEMENTS AND EXHIBITS.
          ----------------------------------

          Not applicable

ITEM 8:   CHANGE IN FISCAL YEAR.
          ----------------------

          Not applicable

ITEM 9:   SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S.
          ----------------------------------------------------

          Not applicable

                                    SIGNATURE

Pursuant  to the  requirements  of The  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report to be  signed  on it's  behalf by the
undersigned thereunto duly authorzied.

                                   THE PEOPLES HOLDING COMPANY
                                   ---------------------------
                                           Registrant

                                   /s/    John W. Smith
                                   ---------------------------
                                          John W. Smith
                               President & Chief Executive Officer

DATE:     October 2, 2000