8-K

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): October 14, 2008

BERKSHIRE HILLS BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	0-51584	04-3510455
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(I.R.S. Employer 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 (see General Instruction A.2. below):

¨ 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))

Item 8.01 Other Events

On October 14, 2008, Berkshire Hills Bancorp, Inc. issued a press release announcing that it has completed its offering of 1,500,000 shares of its common stock, generating net proceeds of approximately $33.5 million. The underwriters have an unexercised thirty day over-allotment option to purchase an additional 225,000 shares. A copy of the press release dated October 14, 2008 is filed as Exhibit 99.1 to this Report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit	Description
99.1	Press Release, dated October 14, 2008

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.
Date: October 15, 2008	By:	/s/    Kevin P. Riley
		Kevin P. Riley,
		Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

BERKSHIRE HILLS COMPLETES SUCCESSFUL $36 MILLION STOCK OFFERING

PITTSFIELD, MA, October 14, 2008 – Berkshire Hills Bancorp, Inc. (NASDAQ: BHLB) has raised $36 million through its previously announced public stock offering. The company has issued 1.5 million shares of common stock and will record net proceeds from the offering of approximately $33.5 million. Additionally, the underwriters have an unexercised thirty day over-allotment option to purchase an additional 225,000 shares. Sandler O’Neill + Partners, L.P. acted as lead book-running manager and Keefe, Bruyette & Woods, Inc. was a co-manager for the offering.

Berkshire’s President and CEO Michael P. Daly stated, “Due to strong investor demand, we increased the amount of the offering by 20%. The offering proceeds will bolster our balance sheet and position us well to continue to support our markets with loans and deposits, and to take advantage of growth opportunities that may develop as a result of current events.”

BACKGROUND

Berkshire Hills Bancorp is headquartered in Pittsfield, Massachusetts. It has approximately $2.5 billion in assets and is the parent of Berkshire Bank – America’s Most Exciting Bank^SM. Berkshire provides business and consumer banking, insurance, investment, and wealth management services through 48 banking and insurance offices in Western Massachusetts, Northeastern New York, and Southern Vermont. For more information, visit www.berkshirebank.com or call 800-773-5601.

FORWARD LOOKING STATEMENTS

Statements in this release regarding Berkshire Hills Bancorp that are not historical facts are “forward-looking statements”. These statements reflect management’s views of future events, and involve risks and uncertainties. For a discussion of factors that could cause actual results to differ materially from expectations, see “Forward Looking Statements” in the Company’s 2007 Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available at the Securities and Exchange Commission’s Internet website (www.sec.gov) and to which reference is hereby made. Actual future results may differ significantly from results discussed in these forward-looking statements, and undue reliance should not be placed on such statements. Except as required by law, the Company assumes no obligation to update any forward-looking statements.

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Contact:

David H. Gonci

Corporate Finance Officer

413-281-1973

Berkshire Hills Bancorp (BHLB) www.berkshirebank.com