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 18, 2002


                          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 the close of business on October 16, 2002, The Peoples Holding
          Company issued a press release concerning its earnings and results for
          the third quarter of 2002.

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

          Not applicable

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

          99.1  Press Release, dated October 16, 2002, issued by The Peoples
                Holding Company.

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

          Not applicable

ITEM 9:   REGULATION FD DISCLOSURE.
          -------------------------

          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 fluctuation, regulatory changes,
          portfolio  performance  and  other  factors  discussed  in our  recent
          filings with the Securities and Exchange Commission (SEC).




                                  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/  E. Robinson McGraw
                                   ---------------------------
                                        E. Robinson McGraw
                               President & Chief Executive Officer


DATE:     October 18, 2002