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) October 17, 2002
                                                         ----------------

                          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



ITEMS 1, 2, 3, 4, 6, 8 AND 9.   NOT APPLICABLE.

ITEM 5.  OTHER EVENTS.
         ------------

      On October 17, 2002,  Berkshire Hills Bancorp,  Inc. (the "Company"),  the
holding company for Berkshire Bank (the "Bank"), announced that Michael P. Daly,
who  previously  served as Executive Vice President of the Company and the Bank,
was appointed to serve as President,  Chief Executive  Officer and a Director of
the  Company  and the  Bank  and that  Lawrence  A.  Bossidy  was  appointed  as
Non-Executive Chairman of the Board of Directors of the Company.

      On October 17, 2002, the Company also announced that James A.  Cunningham,
Jr. resigned as President, Chief Executive Officer and a Director of the Company
and the Bank,  effective  October 16, 2002. In connection with his  resignation,
the Company,  the Bank and Mr. Cunningham entered into a severance  agreement to
resolve  the  obligation  owed Mr.  Cunningham  under  his  existing  employment
agreements.  A copy of the  severance  agreement is attached as Exhibit 10.1 and
incorporated herein by reference.

      A copy of the  Company's  press release dated October 17, 2002 is attached
as Exhibit 99.1 and incorporated herein by reference.


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

      (a)   Financial Statements of Businesses Acquired:  Not applicable

      (b)   Pro Forma Financial Information:  Not applicable

      (c)   Exhibits

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

            10.1         Severance Agreement, dated October 16, 2002, by and
                         among James A. Cunningham, Jr., Berkshire Hills
                         Bancorp, Inc. and Berkshire Bank

            99.1         Press Release Dated October 17, 2002



                                        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: October 18, 2002                By: Michael P. Daly
                                           -------------------------------------
                                           Michael P. Daly
                                           President and Chief Executive Officer






                                        3