1


                                  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) January 11, 2005
                                                         ----------------


                          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))




 2




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

      On January 11, 2005,  Berkshire Hills Bancorp,  Inc. (the "Company"),  the
holding  company for Berkshire  Bank,  announced it expected to issue its fourth
quarter  earnings  release on January  26,  2005.  The  Company  will  conduct a
conference  call at 10:00 a.m.  eastern  time on January 27, 2005 to discuss the
results for the quarter and full year ended December 31, 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  January 11, 2005 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 January 11, 2005




                                        2

 3


                                   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: January 11, 2005                 By: /s/ Wayne F. Patenaude
                                            ------------------------------------
                                            Wayne F. Patenaude
                                            Senior Vice President and
                                               Chief Financial Officer