8-K

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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) February 23, 2006
                                                        -----------------


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

          Delaware                     0-51584               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 8.01     OTHER EVENTS.
              ------------

      On February 23, 2006, Berkshire Hills Bancorp, Inc. (the "Company")
announced that it completed a 150,000 share repurchase program at an average
cost of $32.67 per share. The Company also announced that its board of directors
authorized the repurchase of an additional 300,000 shares, or approximately
3.5%, 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.

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


      (d)     Exhibits

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

              99.1              Press Release Dated February 23, 2006



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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: February 24, 2006                By: /s/ Wayne F. Patenaude
                                            ------------------------------------
                                            Wayne F. Patenaude
                                            Senior Vice President and
                                              Chief Financial Officer

EX-99.1

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                                                           FOR IMMEDIATE RELEASE


             BERKSHIRE HILLS BANCORP, INC. ANNOUNCES THE COMPLETION
                  OF STOCK REPURCHASE PROGRAM AND THE APPROVAL
                      OF A 300,000 SHARE REPURCHASE PROGRAM


PITTSFIELD, MA - February 23, 2006 - Berkshire Hills Bancorp, Inc. (the
"Company"), (NASDAQ:BHLB), the holding company for Berkshire Bank (the "Bank"),
announced today that it has completed the repurchase of 150,000 shares, or
approximately 1.7% of its outstanding common stock at an average price of $32.67
per share. Upon completion of the repurchase program the Company had 8,583,395
shares outstanding.

The Company also announced today that its Board of Directors has approved a new
stock repurchase program (the "Repurchase Program") authorizing the Company to
repurchase up to 300,000 shares, or approximately 3.5% of its outstanding common
stock. The Repurchase Program will commence following this announcement and will
continue until the Repurchase Program is completed. The repurchases, which will
be conducted through open market purchases or privately negotiated purchases,
will be made from time to time, subject to market conditions, at the discretion
of management of the Company.

The Company intends to hold the shares repurchased 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 the largest banking institution based in Western
Massachusetts. The Bank is headquartered in Pittsfield, Massachusetts, with
branch offices serving communities throughout Western Massachusetts and
Northeastern New York. The Bank is committed to continuing to operate as an
independent super community 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 contain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.
These statements are based on the beliefs and expectations of management, as
well as the assumptions made using information currently available to
management. Since these statements reflect the views of management concerning
future events, these statements involve risks, uncertainties and assumptions.
These risks and uncertainties include among others: changes in market interest
rates and general and regional economic conditions; changes in government
regulations; changes in accounting principles; the quality or composition of the
loan and investment portfolios; and the achievement of anticipated future
earnings benefits from recent acquisitions. Additionally, other risks and
uncertainties may be described in the Company's quarterly reports on Form 10-Q
for the quarters ended March 31, June 30 and September 30 and in its annual
report on Form 10-K, each filed with the Securities and Exchange Commission,
which are available at the Securities and Exchange Commission's internet website
(www.sec.gov) and to which reference is hereby made. Therefore, actual future
results may differ significantly from results discussed in these forward-looking
statements and undue reliance should not be placed on such statements. The
Company assumes no obligation to update any forward-looking statements.


                                      # # #

Media contact:
Berkshire Hills Bancorp, Inc.
Wayne F. Patenaude, 413-236-3195
Sr. Vice President, Treasurer and CFO
wpatenaude@berkshirebank.com
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