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                                  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) September 17, 2004
                                                        ------------------


                          BERKSHIRE HILLS BANCORP, INC.
                          -----------------------------
             (Exact name of registrant as specified in its charter)

      Delaware                        1-15781                04-3510455
      --------                        ---------              ----------
(State or other jurisdiction of      (Commission            (IRS Employer
    incorporation)                   File Number)          Identification No.)

      24 North Street, Pittsfield, Massachusetts          01201
      ------------------------------------------          -----
      (Address of principal executive offices)            (Zip Code)

      Registrant's telephone number, including area code: (413) 443-5601
                                                          --------------

                                 Not Applicable
                                 --------------
          (Former name or former address, if changed since last report)



Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)

[ ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))




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ITEM 7.01   REGULATION FD DISCLOSURE.
            ------------------------

      On September 17, 2004, Berkshire Hills Bancorp, Inc. (the "Company"),  the
holding  company for  Berkshire  Bank,  announced it expected to issue its third
quarter  earnings  release on October  27,  2004.  The  Company  will  conduct a
conference  call at 10:00 a.m.  eastern  time on October 28, 2004 to discuss the
results for the quarter ended September 30, 2004.  Instructions on how to access
the call  and an  investor  presentation  that  will  supplement  the call  were
contained in the press  release.  A copy of the  Company's  press  release dated
September  17,  2004 is  attached  as Exhibit  99.1 and  incorporated  herein by
reference.

ITEM 9.01   FINANCIAL STATEMENTS AND EXHIBITS.
            ---------------------------------

      (a)   Financial Statements of Businesses Acquired: Not applicable

      (b)   Pro Forma Financial Information: Not applicable

      (c)   Exhibits

            Number            Description
            ------            -----------

            99.1              Press Release Dated September 17, 2004




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                                   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.

                                         BERKSHIRE HILLS BANCORP, INC.


Dated: September 20, 2004                By: /s/ Wayne F. Patenaude
                                             -----------------------------------
                                             Wayne F. Patenaude
                                             Senior Vice President and
                                                Chief Financial Officer



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