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) April 23, 2003
                                                         --------------


                          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)

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

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







 2



ITEM 7.   FINANCIAL STATEMENTS AND OTHER EXHIBITS
          ---------------------------------------

      Exhibit 99.1    Press Release Dated April 23, 2003

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

      On April 23, 2003, Berkshire Hills Bancorp, Inc. (the "Company") announced
its financial  results for the quarter  ended March 31, 2003.  The press release
announcing  financial  results for the quarter  ended March 31, 2003 is filed as
Exhibit 99.1 and incorporated herein by reference.

      This information is being furnished pursuant to Item 12 of Form 8-K and is
being presented under Item 9 as provided in the  Commission's  interim  guidance
regarding  Form  8-K  Item  11 and  Item 12  filing  requirements  (Release  No.
34-47583).

      Additionally, as  disclosed  on the conference call held on April 24,2003,
because of recent  legislation in  Massachusetts  which eliminated the state tax
deduction of dividends  Berkshire Bank received from its real estate  investment
trust  subsidiary,  the Company  expects to incur an  additional  tax expense of
$0.02 per share per  quarter  for 2003.  As a result,  the  Company  updated its
earnings  guidance for the 2003 fiscal year  announcing  that it expects to meet
and hopefully exceed net earnings of $1.32 per diluted share for the 2003 fiscal
year. For more  information,  stockholders  can access replays of the conference
call through May 2, 2003 at 12:00 a.m. (ET) by dialing  1-888-203-1112 and using
access  code  631974.  Additionally,  the  tables and  graphs  discussed  in the
conference  call will be  available at  www.berkshirebank.com  for the same time
period.



 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: April 24, 2003                     By: /s/ Wayne F. Patenaude
                                              ----------------------------------
                                              Wayne F. Patenaude
                                              Senior Vice President and
                                               Chief Financial Officer