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):
                                May 31, 2005


                          Berkshire Hills Bancorp, Inc.
             (Exact name of registrant as specified in its charter)

    DELAWARE                      1-15781                        04-3510455
 (State or other           (Commission File Number)            (IRS Employer
  jurisdiction                                               Identification No.)
of incorporation)

            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 June 1, 2005, Berkshire Hills Bancorp, Inc. issued a press
release to announce the completion of its acquisition of Woronoco Bancorp, Inc.,
a copy of which press release is attached hereto and incorporated herein by 
reference.


Item 9.01.                 Financial Statements and Exhibits

(c) Exhibits.

               99.1     Press release, dated June 1, 2005, issued by Berkshire
                        Hills Bancorp, Inc.









                                    SIGNATURE

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:        June 1, 2005                       By: /s/ Gerald A. Denmark
                                              ----------------------------------
                                                  Name:  Gerald A. Denmark
                                                  Title: Secretary