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


July 21, 2004


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 Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)


209 Troy Street, Tupelo, Mississippi 38802-0709


(Address of Principal Executive Offices)(Zip Code)



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




ITEM 5: OTHER EVENTS AND REQUIRED FD DISCLOSURE.

At the close of business on July 21, 2004, The Peoples Holding Company issued a press release announcing second quarter earnings for 2004. The press release is filed as Exhibit 99.1 to this Form 8-K.

ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(c) The following exhibit is filed herewith:
99.1 Press Release, dated July 21, 2004, issued by The Peoples Holding Company

ITEM 12: RESULTS OF OPERATIONS AND FINANCIAL CONDITION

At the close of business on July 21, 2004, The Peoples Holding Company issued a press release announcing second quarter earnings for 2004. The press release is furnished 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  
     
     
DATE: July 21, 2004 /s/ E. Robinson McGraw
 
  E. Robinson McGraw
  President & Chief Executive Officer





EXHIBIT INDEX
EXHIBIT NUMBER
DESCRIPTION
99.1      Press Release, dated July 21, 2004, issued by The Peoples Holding Company.