8-K

 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) June 3, 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 June 3, 2003

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

      On June 3, 2003,  Berkshire Hills Bancorp,  Inc. (the "Company") announced
that it  completed  a 312,516  share  repurchase  program at an average  cost of
$23.08  per  share.  The  Company  also  announced  that its board of  directors
authorized the repurchase of an additional  300,000 shares, or approximately 5%,
of the Company's outstanding shares.

      The press release  announcing the completion of the repurchase program and
the authorization of an additional  repurchase  program is filed as Exhibit 99.1
and incorporated herein by reference.





 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: June 3, 2003                    By: /s/ Michael P. Daly
                                           -------------------------------------
                                           Michael P. Daly
                                           President and Chief Executive Officer

EX-99.1

                                                           FOR IMMEDIATE RELEASE



             BERKSHIRE HILLS BANCORP, INC. ANNOUNCES THE COMPLETION
            OF ITS FIFTH 5% STOCK REPURCHASE PROGRAM AND THE APPROVAL
                     OF A SIXTH 5% STOCK REPURCHASE PROGRAM


PITTSFIELD,  MA - June 3, 2003 - Berkshire Hills Bancorp,  Inc. (the "Company"),
(AMEX:  BHL),  the holding  company for Berkshire  Bank (the "Bank"),  announced
today that it has  completed  the  repurchase  of 312,516  shares,  or 5% of its
outstanding  common  stock  at an  average  price  of  $23.08  per  share.  Upon
completion of the fifth  repurchase  program,  the Company had 5,977,716  shares
outstanding.

The Company also announced today that the Board has approved the commencement of
a sixth stock repurchase program ("Repurchase Program") of up to 300,000 shares,
or  approximately  5% of its 5,977,716  outstanding  shares of common stock. The
Repurchase  Program will commence  immediately  following this  announcement and
will continue until  completion.  The repurchases may be made from time to time,
subject to market conditions, at the discretion of Company management.

The  Company  intends to hold the  repurchased  shares as treasury  shares.  The
Company may utilize such shares to fund any stock benefit or compensation  plan,
or for any other purpose the Board of Directors of the Company  deems  advisable
in compliance with applicable law.

Berkshire  Hills  Bancorp,  Inc. is the  holding  company  for  Berkshire  Bank.
Established in 1846, Berkshire Bank is one of Massachusetts'  oldest and largest
independent  banks  and is the  largest  banking  institution  based in  western
Massachusetts.  The Bank is headquartered in Pittsfield,  Massachusetts  with 11
branch offices serving  communities  throughout  Berkshire  County.  The Bank is
committed  to  continuing  to  operate  as  an  independent   bank,   delivering
exceptional  customer service and a broad array of  competitively  priced retail
and commercial products to its customers.

Statements  contained in this news release,  which are not historical facts, are
forward-looking  statements  as that term is defined in the  Private  Securities
Legislation Reform Act of 1995. Such  forward-looking  statements are subject to
risks and  uncertainties,  which could cause actual results to differ materially
from those currently anticipated due to a number of factors,  which include, but
are not limited to, factors discussed in documents filed by the Company with the
Securities and Exchange Commission from time to time.





News contact:  Wayne F. Patenaude (413) 236-3195