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 (date of earliest event reported):   APRIL 21, 2003


                    PEOPLES BANCORP OF NORTH CAROLINA, INC.
                  --------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)



       NORTH CAROLINA               000-27205               56-2132396
       --------------               ---------               ----------
(State or Other Jurisdiction   (Commission File No.)      (IRS Employer
      of Incorporation)                                 Identification No.)



     518  WEST  C  STREET
     NEWTON,  NORTH  CAROLINA                               28658
     ------------------------                               -----
     (Address  of  Principal  Executive  Offices)         (Zip Code)




                                 (828) 464-5620
                                ---------------
              (Registrant's Telephone Number, Including Area Code)



                     Peoples Bancorp of North Carolina, Inc.

                                      INDEX
                                      -----

                                                                            Page
                                                                            ----
Item  7  -  Financial Statements and Exhibits                                 3

Item  9  -  Regulation FD Disclosure (disclosure pursuant to Item 12,         3
             Results of Operations and Financial Condition)

Signatures                                                                    4

Exhibit 99(a) Press Release dated April 21, 2003                              5


                                        2

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

     (c)      Exhibits

     (99)(a)  Press  Release,  dated  April  21,  2003

ITEM 9. REGULATION FD DISCLOSURE (disclosing information pursuant to Item 12,
        Results of Operations and Financial Condition)

     (a)     On April 21, 2003, Peoples Bancorp of North Carolina, Inc. issued a
press  release  announcing  first  quarter  earnings.

A copy of the press release is attached hereto as Exhibit (99)(a) and is
incorporated by reference herein.

DISCLOSURE  ABOUT  FORWARD-LOOKING  STATEMENTS

     This Form 8-K contains forward-looking statements.  These statements are
subject to certain risks and uncertainties that could cause actual results to
differ materially from those anticipated in the forward-looking statements.
Factors that might cause such a difference include, but are not limited to,
changes in interest rate environment, management's business strategy, national,
regional, and local market conditions and legislative and regulatory conditions.
     Readers  should  not  place  undue  reliance on forward-looking statements,
which  reflect  management's  view  only  as  of  the  date hereof.  The Company
undertakes  no obligation to publicly revise these forward-looking statements to
reflect  subsequent  events  or  circumstances.  Readers  should  also carefully
review the risk factors described in other documents the Company files from time
to  time  with  the  Securities  and  Exchange  Commission.


                                        3



                                   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  hereunto  duly  authorized.

                                         PEOPLES BANCORP OF NORTH CAROLINA, INC.


Date:  April  24,  2003                  By:  /s/  A.  Joseph  Lampron
                                            -----------------------------------
                                            A. Joseph Lampron
                                            Executive Vice President and
                                            Chief Financial Officer


                                        4