Undertaking to Furnish Debt Instruments to SEC – Peoples Bancorp Inc. (March 3, 2009)

Summary

Peoples Bancorp Inc. agrees to provide the Securities and Exchange Commission (SEC), upon request, with copies of agreements that define the rights of holders of its long-term debt or that of its consolidated subsidiaries. This commitment applies to debt instruments not filed with the company's 2008 Annual Report on Form 10-K, as long as the related debt does not exceed 10% of the company's total consolidated assets. The letter is signed by the company's Chief Financial Officer.

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EX-4.1 3 exhibit4-1.htm exhibit4-1.htm

EXHIBIT 4.1

PEOPLES BANCORP INC.
138 Putnam Street
Marietta, OH  45750
(740) 373-3155






March 3, 2009


Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C.  20549


RE:  Peoples Bancorp Inc. – Annual Report on Form 10-K for the fiscal year ended December 31, 2008


Ladies and Gentlemen:

Peoples Bancorp Inc., an Ohio corporation, is today filing its Annual Report on Form 10-K for the fiscal year ended December 31, 2008 (the “Form 10-K”), as executed on March 3, 2009.

Pursuant to the provisions of Item 601(b)(4)(iii) of SEC Regulation S-K, Peoples Bancorp Inc. hereby agrees to furnish to the SEC, upon request, copies of instruments and agreements defining (i) the rights of holders of Peoples Bancorp Inc.’s long-term debt or (ii) the rights of holders of the long-term debt of one of its consolidated subsidiaries, not being filed or incorporated by reference as an exhibit to the Form 10-K.  Such long-term debt does not exceed 10% of the total assets of Peoples Bancorp Inc. and its subsidiaries on a consolidated basis.

Very truly yours,

Peoples Bancorp Inc.

/s/ EDWARD G. SLOANE
Edward G. Sloane
Executive Vice President,
Chief Financial Officer and Treasurer