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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) June 24, 2004


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

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

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

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

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







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ITEM 7.     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 June 24, 2004

ITEM 9.     REGULATION FD DISCLOSURE.
            ------------------------

      On June 24, 2004,  Berkshire  Hills  Bancorp,  Inc. (the  "Company"),  the
holding  company for Berkshire  Bank,  announced it expected to issue its second
quarter earnings release on July 22, 2004. The Company will conduct a conference
call at 10:00 a.m. on July 23, 2004 to discuss the results for the quarter ended
June  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 June 24, 2004 is attached as Exhibit
99.1 and incorporated herein by reference.



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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: June 24, 2004                      By: Wayne F. Patenaude
                                              ----------------------------------
                                              Wayne F. Patenaude
                                              Senior Vice President and
                                                 Chief Financial Officer


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