EXHIBIT 5


                      [LETTERHEAD OF PEOPLES BANCORP INC.]








                                 April 15, 2002


Board of Directors
Peoples Bancorp Inc.
138 Putnam Street
Marietta, OH  45750

Gentlemen:

         I am familiar with the proceedings taken and proposed to be taken by
Peoples Bancorp Inc., an Ohio corporation (the "Company"), in connection with
the institution of the Peoples Bancorp Inc. 2002 Stock Option Plan (the "Plan"),
the granting of options to purchase common shares, without par value (the
"Common Shares"), of the Company pursuant to the Plan, and the issuance and sale
of Common Shares of the Company upon the exercise of options granted and to be
granted under the Plan, all as described in the Registration Statement on Form
S-8 (the "Registration Statement") to be filed with the Securities and Exchange
Commission on the date hereof. The purpose of the Registration Statement is to
register the 425,000 Common Shares reserved for issuance under the Plan pursuant
to the provisions of the Securities Act of 1933, as amended (the "Act"), and the
rules and regulations promulgated thereunder (the "Rules and Regulations").

         In connection with this opinion, I have examined, among other things,
such records and documents as I have deemed necessary in order to express the
opinion hereinafter set forth.

         Based upon and subject to the foregoing and the further qualifications
and limitations set forth below, as of the date hereof, I am of the opinion that
after the 425,000 Common Shares of the Company to be registered under the
Registration Statement have been issued and delivered by the Company, upon the
exercise of options granted under the Plan, against payment of the purchase
price therefor, in accordance with the terms of the Plan, said Common Shares
will be validly issued, fully paid and non-assessable, assuming compliance with
applicable federal and state securities laws.

         I am a member of the Bar of the State of Ohio and do not purport to be
an expert in the laws of any jurisdiction other than the laws of the State of
Ohio, including the applicable provisions of the Ohio Constitution and the
reported judicial decisions interpreting these laws.

         This opinion is furnished by me solely for the benefit of the Company
in connection with the offering of the Common Shares pursuant to the Plan and
the filing of the Registration Statement and any amendments thereto. This
opinion may not be relied upon by any other person or assigned, quoted or
otherwise used without my specific written consent. Notwithstanding the
foregoing, I consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to me therein. By giving such
consent, I do not admit that I come within the category of persons whose consent
is required under Section 7 of the Act or the Rules and Regulations.

                                                Very truly yours,

                                                /s/Charles R. Hunsaker

                                                Charles R. Hunsaker
                                                General Counsel