EXHIBIT 31.2


                                  CERTIFICATION

I, Wayne F. Patenaude, certify that:

        1.     I have reviewed this annual report on Form 10-Q of Berkshire
               Hills Bancorp, Inc.;

        2.     Based on my knowledge, this report does not contain any untrue
               statement of a material fact or omit to state a material fact
               necessary to make the statements made, in light of the
               circumstances under which such statements were made, not
               misleading with respect to the period covered by this report;

        3.     Based on my knowledge, the financial statements, and other
               financial information included in this report, fairly present in
               all material respects the financial condition, results of
               operations and cash flows of the registrant as of, and for, the
               periods presented in this report;

        4.     The registrant's other certifying officers and I are responsible
               for establishing and maintaining disclosure controls and
               procedures (as defined in Exchange Act Rules 13a-15(e) and
               15d-15)(e) for the registrant and have:

                 a.    Designed such disclosure controls and procedures, or
                       caused such disclosure controls and procedures to be
                       designed under our supervision, to ensure that material
                       information relating to the registrant, including its
                       consolidated subsidiaries, is made known to us by others
                       within those entities, particularly during the period in
                       which this annual report is being prepared;

                 b.    Evaluated the effectiveness of the registrant's
                       disclosure controls and procedures and presented in this
                       report our conclusions about the effectiveness of the
                       disclosure controls and procedures, as of the end of the
                       period covered by this report based on such evaluation;
                       and

                 c.    Disclosed in this report any change in the registrant's
                       internal control over financial reporting that occurred
                       during the registrant's most recent fiscal quarter (the
                       registrant's fourth fiscal quarter in the case of an
                       annual report) that has materially affected, or is
                       reasonably likely to materially affect, the registrant's
                       internal control over financial reporting; and

        5.     The registrant's other certifying officer and I have disclosed,
               based on our most recent evaluation of internal control over
               financial reporting, to the registrant's auditors and the audit
               committee of registrant's board of directors (or persons
               performing the equivalent functions):

                 a.    All significant deficiencies and material weakness in
                       the design or operation of internal control over
                       financial reporting which are reasonably likely to
                       adversely affect the registrant's ability to record,
                       process, summarize and report financial information; and

                 b.    Any fraud, whether or not material, that involves
                       management or other employees who have a significant role
                       in the registrant's internal control over financial
                       reporting.



Date:  November 5, 2004                /s/ Wayne F. Patenaude
                                       -----------------------------------------
                                       Wayne F. Patenaude
                                       Senior Vice President, Chief Financial
                                       Officer and Treasurer