News Details

Berkshire Hills Reports Improved EPS in Third Quarter; Opens Springfield Regional Headquarters; Plans Shelf Registration Filing

October 27, 2009

Dividend Declared

PITTSFIELD, Mass.--(BUSINESS WIRE)-- Berkshire Hills Bancorp (BHLB) reported third quarter 2009 net income of $1.9 million, or $0.14 per share. Included in the quarter's results was a charge of $0.08 per share after tax resulting from the Company's decision to accelerate the disposition of a nonperforming loan. The Company's earnings per share were $0.22 before this charge. Quarterly earnings were also net of a $0.05 per share charge after tax related to an increase in the loan loss allowance to 1.22% of total loans from 1.16% during the quarter.

Third quarter earnings per share increased from the prior quarter results, which included charges of $1.3 million representing a special FDIC industry-wide assessment and $3.3 million in non-recurring preferred stock dividends. These dividends consisted mostly of a one-time deemed dividend which was non-cash and had no impact on stockholders' equity, and which was related to the prepayment of preferred stock held by the U.S. Treasury. For the first nine months of the year, Berkshire reported net income of $8.1 million, or $0.63 per share before these charges. Including these charges, nine month 2009 GAAP earnings per share totaled $0.32.

THIRD QUARTER HIGHLIGHTS

    --  Strong quarterly growth in targeted loans and deposits
        o 12% annualized commercial loan growth
        o 16% annualized non-maturity deposit growth
    --  Significant linked quarter revenue growth
        o 11% annualized growth in net interest income compared to linked
          quarter, with the net interest margin improving to 2.96% from 2.91%
          and reaching 3.03% in September
        o 36% increase in fee income related to deposits, loans, interest rate
          swaps, and wealth management compared to linked quarter
    --  Continuing solid loan performance
        o 0.60% nonperforming assets/assets excluding the above mentioned loan
          targeted for liquidation; 0.85% including this loan
        o 0.42% accruing delinquent loans/loans
        o 0.59% annualized net charge-offs to average loans in third quarter;
          0.52% for the year-to-date
        o 1.22% allowance/loans, increased from 1.16% during the quarter

Michael P. Daly, President and Chief Executive Officer, stated, "We produced broad-based revenue increases in the third quarter, together with strong growth in targeted loans and deposits. Our franchise is well positioned to serve the needs of our markets, as we increase our market share by providing solutions in place of national providers who are less active in our region. Through careful pricing, we have begun to increase our net interest margin and we are benefiting from improved market conditions in our wealth management business. Our regional teams are seeing the benefit of community outreach over the past year, and we are pleased with the initial contributions from the new leadership that joined us in our attractive New York region in the second quarter."

Mr. Daly continued, "Our basic operations strengthened and moved forward in the third quarter. In that context, we made a decision to accelerate the disposition of the previously mentioned secured nonperforming loan, which we hope to liquidate at a 22% discount in the fourth quarter. Our provision included a $1.9 million charge related to this loan, which was written down to $6.6 million. The performance of our other loans remained strong, and our total loan charge-offs have remained moderate. Nonetheless, we believe that the accumulating impacts of the recession and unemployment are a growing burden on many of our commercial and non-profit customers. We are expanding our portfolio monitoring as we obtain updated financial information from our customers, and we will be assessing risk management strategies actively as we evaluate the economic and financial conditions in our markets."

Mr. Daly concluded, "We opened our new Pioneer Valley regional headquarters in Springfield last week. This well located facility will provide a convenient base for our growing team to service this market, along with other business opportunities through our relationship connections in Massachusetts and Connecticut. We also will continue to maintain a strong regional presence in our Westfield facility to service our longstanding customer base. We will be opening our new branch in our Springfield headquarters in November, and this will be a model of improvements that we are designing into our retail service delivery as America's Most Exciting BankSM."

SPRINGFIELD REGION HEADQUARTERS

Berkshire's new Springfield region headquarters will service the Company's 15 banking and insurance offices in its Pioneer Valley, Massachusetts region. The headquarters is located at 1259 East Columbus Avenue, and has immediate North and South-bound access to Interstate-91 from a convenient address in Springfield's downtown business district. Springfield is among the top six metropolitan statistical areas in New England, and the Hartford-Springfield market is the second largest metro area in the region. Springfield is strategically located at the intersection of Interstate-91 which runs the length of New England and Interstate-90 which runs across New England. This headquarters will provide Berkshire with more convenient access to its customers in adjacent markets, including Hartford and Worcester. The Springfield area is an educational hub for more than 100,000 students in 29 colleges and universities. The area enjoys an attractive cost-of-living, ready airport access, and is at the crossroads of major regional and national telecommunications backbones. A public/private collaborative recently announced plans to build a green world class high performance computing facility in the region. Berkshire's team in the region is led by Senior Vice President Thomas Creed and includes retail and commercial banking, insurance, and wealth management professionals.

SHELF REGISTRATION FILING

The Company plans to file a $150 million universal shelf registration with the SEC during the fourth quarter. This replaces the prior $125 million shelf registration which expired in September and which was used for common and preferred stock issuances over the last twelve months. The Company has no current plans to issue securities under this registration, but it will be available to facilitate capital offerings over the next three years as Berkshire continues to pursue attractive growth opportunities through de novo and acquisition initiatives as it increases the breadth and depth of its footprint in the attractive New England and northeastern New York financial services markets.

DIVIDEND DECLARED

The Board of Directors maintained the cash dividend on Berkshire's common stock, declaring a dividend of $0.16 per share to stockholders of record at the close of business on November 12, 2009 and payable on November 25, 2009.

FINANCIAL CONDITION

Total assets have remained steady at $2.7 billion during 2009. A $58 million increase in securities since year-end has been funded through the utilization of short-term investments and cash flow from the planned run-off of indirect auto loans. A $137 million increase in deposits was used to reduce borrowings and short term liabilities. A second quarter common stock issuance raised $32 million which was the primary source of funds to repay $40 million of U.S. Treasury preferred stock. The Company currently has no funded participation in any federal stimulus programs; it continues to voluntarily purchase unlimited FDIC transaction account deposit insurance.

Total securities increased by $30 million in the third quarter and by $58 million for the first nine months of 2009. Berkshire has purchased high grade short duration debt securities with the expectation that funds will gradually be re-invested in loan growth. Loans totaled $2.0 billion at the most recent quarter-end, increasing by $17 million in the third quarter and decreasing by $21 million for the year-to-date. Auto loans decreased by $46 million for the year-to-date due to the planned run-off of the Company's indirect auto portfolio. Loan growth has been concentrated mainly in commercial loans, where loan growth totaled $30 million in the third quarter (12% annualized) and $52 million for the year-to date (7% annualized). Most of this growth has been in commercial mortgages; the origination pace has picked up since the markets began to recover in the second quarter from the previous steep drop-off in activity. New York commercial originations have also benefited from the new commercial leadership which was recruited in the second quarter. Commercial loan growth offset a decline in residential mortgages, which had decreased by $49 million during the first six months due to the high volume of loan refinancing into low fixed rate loans which were sold to government agencies. The Company held more mortgages in portfolio in the third quarter and promoted jumbo mortgage originations; as a result the portfolio only declined by $2 million during the quarter. Home equity and other consumer loan outstandings increased at a 15% annualized rate during the first nine months primarily due to home equity promotions in the first half of the year.

Excluding the $6.6 million balance of the nonperforming loan which is expected to be liquidated, nonperforming assets measured 0.60% of total assets at September 30, 2009. Including this loan, this ratio stood at 0.85%. This is an increase from 0.42% at mid-year and 0.48% at the prior year-end. This increase is due to two condominium construction loans that became nonperforming in the most recent quarter. One of these loans is targeted for liquidation as noted above; the other loan is carried at $5.1 million, and unit sales in this project have resumed following a homeowner dispute resolution in September. Accruing delinquent loans decreased to 0.42% of total loans at quarter-end, compared to 0.66% at the prior quarter-end, due primarily to the resolution of two commercial loans which became current during the quarter. Annualized net loan charge-offs measured 0.59% in the third quarter and 0.52% for the year-to-date. Net loan charge-offs of $2.9 million in the most recent quarter included $2.3 million related to the above two construction loans. The loan loss allowance was 1.22% of total loans at quarter-end, increasing from 1.16% at the start of the quarter. The allowance provided 152% coverage of nonperforming loans at quarter-end, excluding the construction loan targeted for liquidation. Despite the generally favorable continuing performance of the loan portfolio, management believes that portfolio risk may be increasing due to the accumulating impacts of the recession, and this will be monitored as updated information is received from borrowers.

Total deposits were $2.0 billion at September 30, 2009, increasing by $15 million (at a 3% annualized rate) in the most recent quarter and by $137 million (at a 10% annualized rate) for the year-to-date. Growth was concentrated in non-maturity deposits, which grew at a 14% annualized rate for the year-to-date, including the benefit of 18% annualized demand deposit growth. The Company repriced maturing time deposits in the third quarter reflecting current market conditions, and this contributed to the $32 million decrease in these balances. By emphasizing lower cost non-maturity deposits and lowering time deposit costs, Berkshire has reduced the cost of its deposits in order to offset the impact of lower asset yields in the current low interest rate environment. Much of the year-to-date deposit growth has been concentrated in the Berkshire's New York market, reflecting ongoing market share growth resulting from Berkshire's de novo expansion in this attractive region.

Total stockholders' equity was $410 million at September 30, 2009, increasing from $408 million at the start of the year. Berkshire's equity benefited by $8 million due to an increase in the market values for the Company's securities and derivatives contracts. During the second quarter, Berkshire raised $32 million in net proceeds from a public common stock offering and repaid $40 million in preferred stock previously issued to the U.S. Treasury. The ratio of tangible common equity to assets improved to a strong 9.3% at September 30, 2009, while the ratio of total equity to assets measured 15.3%. Tangible book value per common share improved to $16.76 from $15.73 at the start of the year. Quarter-end total book value per share measured $29.46, compared to $30.33 at the start of the year. These changes included the impact of the second quarter common stock offering, which was issued at an offering price of $21.50 per share.

RESULTS OF OPERATIONS

Third quarter 2009 net income was $1.9 million, compared to $5.3 million in the third quarter of 2008. For the first nine months of 2009, net income was $8.1 million, compared to $17.0 million in the same period of 2008. The decrease in income in 2009 was primarily related to lower net interest income, higher FDIC insurance premiums, and an increase in the loan loss provision. Earnings per share also decreased, including the impact of additional common and preferred shares issued over the last twelve months.

The net interest margin rebounded in the most recent quarter, increasing to 2.96% from 2.91% in the prior quarter due to the benefit of commercial loan growth and deposit gathering strategies. The year-to-year decline in net interest income was due to margin compression from 3.48% in the third quarter of 2008. The low interest rate environment has negatively impacted the Company's asset sensitive net interest income, as management has chosen to sacrifice current yield to protect earnings in the event of future rate increases. Market deposit interest rate floors and runoff of mortgage and auto loans have also pressured margins. Income was also reduced by the elimination in 2009 of dividends from the Federal Home Loan Bank of Boston; these dividends totaled $0.7 million in the first nine months of 2008.

Quarterly non-interest income also rebounded, increasing year-to-year in the third quarter. There was also a 36% increase in fees in the most recent quarter related to deposits, loans, interest rate swaps, and wealth management fees compared to the linked quarter. Berkshire has benefited from volume growth of deposit accounts, along with the benefit of mortgage origination fees and interest rate swap fees. Wealth management fees increased due to a rebound in stock prices in the most recent quarter; assets under management increased at a 10% annualized rate for the year-to-date. Insurance fees year-to-date decreased primarily due to lower contingency income and ongoing tighter pricing conditions in the consumer and commercial markets. Insurance fee income is seasonal, with most contingency income received in the first half of the year. Non-recurring income totaled $1.2 million in 2009, primarily due to $1.0 million in fees related to the June termination of the merger agreement with CNB Financial Corp.

The loan loss provision increased in 2009, exceeding net loan charge-offs and resulting in an increase in the allowance for loan losses to 1.22% of total loans from 1.16% during the third quarter. Net loan charge-offs measured 0.52% for the year-to-date in 2009, increasing from 0.16% in the first nine months of 2008 primarily due to higher commercial loan charge-offs. Commercial loan losses annualized measured 0.75% of average loans for the current year-to-date, including 0.24% related to decisions to accelerate the disposition of problem loans.

Third quarter non-interest expense increased from year-to-year primarily due to the impact of higher FDIC premiums. The FDIC has raised its industry premium rates in 2009. Excluding these charges, all other expenses were up 4% year-to-year in the third quarter. Linked quarter compensation expense increased due primarily to higher mortgage department costs recorded as compensation expense, along with higher compensation for the expanded New York commercial team. Year-to-date expense included a $1.3 million second quarter FDIC special industry assessment ($0.06 per share after tax), as well as $0.6 million in non-core second quarter charges related to the terminated CNB merger agreement and restructuring charges. The Company recorded a $0.7 million income tax benefit in the most recent quarter, resulting in a year-to date effective tax rate of 15%. This rate was down from 29% in the same period of 2008 due to the lower level of pretax income in 2009.

CONFERENCE CALL

Berkshire will conduct a conference call/webcast at 9:00 A.M. eastern time on Wednesday, October 28, 2009 to discuss the results for the quarter and guidance about expected future results. Information about the conference call follows:

Dial-in: 800-860-2442

Webcast: www.berkshirebank.com (Investor Relations link)

A telephone replay of the call will be available through November 4, 2009 by calling 877-344-7529 and entering conference number: 434382. The webcast and a podcast will be available at Berkshire's website above for an extended period of time.

BACKGROUND

Berkshire Hills Bancorp is headquartered in Pittsfield, Massachusetts. It has $2.7 billion in assets and is the parent of Berkshire Bank -- America's Most Exciting BankSM. The Company provides personal and business banking, insurance, investment, and wealth management services through 46 financial centers in western Massachusetts, northeastern New York, and southern Vermont. Berkshire Bank provides 100% deposit insurance protection, regardless of amount, based on a combination of FDIC insurance and the Depositors Insurance Fund (DIF). For more information, visit www.berkshirebank.com or call 800-773-5601.

FORWARD LOOKING STATEMENTS

Statements in this news 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 2008 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.

NON-GAAP FINANCIAL MEASURES

This news release contains certain non-GAAP financial measures in addition to results presented in accordance with Generally Accepted Accounting Principles ("GAAP"). These non-GAAP measures provide supplemental perspectives on operating results, performance trends, and financial condition. They are not a substitute for GAAP measures; they should be read and used in conjunction with the Company's GAAP financial information. A reconciliation of non-GAAP financial measures to GAAP measures is included in the accompanying financial tables. In all cases, it should be understood that non-GAAP per share measures do not depict amounts that accrue directly to the benefit of shareholders. The Company utilizes the non-GAAP measure of core earnings in evaluating operating trends, including components for core revenue and expense. These measures exclude amounts which the Company views as unrelated to its normalized operations, including merger costs and restructuring costs. Similarly, the efficiency ratio is also adjusted for these non-core items. Additionally, the Company adjusts core income to exclude amortization of intangibles to arrive at a measure of the underlying operating cash return for the benefit of stockholders. The Company also adjusts certain equity related measures to exclude intangible assets due to the importance of these measures to the investment community. In the first quarter of 2009, the Company adjusted core earnings per share and core return on tangible common equity to be net of preferred stock dividends. These measures were not adjusted in this manner in the second quarter of 2009. The second quarter deemed dividend was a nonrecurring non-cash charge with no impact on stockholders' equity and did not reflect a core economic event in the Company's view. Additionally, the Company held cash at near-zero interest rates in the second quarter while it awaited the approval of the U.S. Treasury to repay the preferred stock. Accordingly, the preferred stock cash dividend and accretion charges were viewed by the Company as non-core one-time charges against income available to common stockholders related to the process of repaying the preferred stock.

BERKSHIRE HILLS BANCORP, INC.

CONSOLIDATED BALANCE SHEETS - UNAUDITED

                                     September 30,  June 30,       December 31,

(In thousands)                       2009           2009           2008

Assets

Total cash and cash equivalents      $ 21,857       $ 30,746       $ 26,582

Federal funds sold and short-term      4,598          36,037         18,216
investments

Trading security                       16,641         16,247         18,144

Securities available for sale, at      328,446        303,546        274,380
fair value

Securities held to maturity, at        31,535         26,851         25,872
amortized cost

Federal Home Loan Bank stock and       23,120         23,120         23,120
other restricted securities

Total securities                       399,742        369,764        341,516

Loans held for sale                    1,500          8,901          1,768

Residential mortgages                  625,864        627,958        677,254

Commercial mortgages                   857,884        833,598        805,456

Commercial business loans              178,337        172,341        178,934

Consumer loans                         324,099        334,882        345,508

Total loans                            1,986,184      1,968,779      2,007,152

Less: Allowance for loan losses        (24,297   )    (22,917   )    (22,908   )

Net loans                              1,961,887      1,945,862      1,984,244

Premises and equipment, net            36,062         36,197         37,448

Goodwill                               161,725        161,725        161,178

Other intangible assets                15,155         15,987         17,652

Cash surrender value of life           36,569         36,267         35,668
insurance policies

Derivative assets                      4,181          2,765          3,741

Other assets                           37,358         36,835         38,716

Total assets                         $ 2,680,634    $ 2,681,086    $ 2,666,729

Liabilities and stockholders' equity

Demand deposits                      $ 264,827      $ 257,133      $ 233,040

NOW deposits                           195,496        176,238        190,828

Money market deposits                  522,901        506,100        448,238

Savings deposits                       212,683        209,232        211,156

Total non-maturity deposits            1,195,907      1,148,703      1,083,262

Time deposits                          770,911        802,691        746,318

Total deposits                         1,966,818      1,951,394      1,829,580

Borrowings                             259,559        281,860        359,157

Junior subordinated debentures         15,464         15,464         15,464

Derivative liabilities                 17,991         13,838         24,068

Other liabilities                      10,497         10,980         30,035

Total liabilities                      2,270,329      2,273,536      2,258,304

Total preferred stockholders' equity   -              -              36,822

Total common stockholders' equity      410,305        407,550        371,603

Total stockholders' equity             410,305        407,550        408,425

Total liabilities and stockholders'  $ 2,680,634    $ 2,681,086    $ 2,666,729
equity



BERKSHIRE HILLS BANCORP, INC.

CONSOLIDATED LOAN & DEPOSIT ANALYSIS - UNAUDITED

LOAN ANALYSIS

                 September  June 30,  December  Annualized Growth %
                 30, 2009   2009      31, 2008

(Dollars in                                     Quarter ended
millions)        Balance    Balance   Balance   September 30,   Year to date
                                                2009

Total
residential      $ 626      $ 628     $ 677     (1  )         % (10 )        %
mortgages

Commercial
mortgages:

Construction       128        135       130     (21 )           (2  )

Single and         81         67        70      83              21
multi-family

Commercial real    649        632       605     11              10
estate

Total commercial   858        834       805     11              9
mortgages

Commercial         178        172       179     14              (1  )
business loans

Total commercial   1,036      1,006     984     12              7
loans

Consumer
loans:

Auto               87         101       133     (55 )           (46 )

Home equity        237        234       213     5               15
and other

Total
consumer           324        335       346     (13 )           (8  )
loans

Total loans      $ 1,986    $ 1,969   $ 2,007   3             % (1  )        %

DEPOSIT ANALYSIS

                 September  June 30,  December  Annualized Growth %
                 30, 2009   2009      31, 2008

(Dollars in                                     Quarter ended
millions)        Balance    Balance   Balance   September 30,   Year to date
                                                2009

Demand           $ 265      $ 257     $ 233     12            % 18           %

NOW                195        176       191     43              3

Money market       523        506       448     13              22

Savings            213        209       211     8               1

Total
non-maturity       1,196      1,148     1,083   16              14
deposits

Time less than     385        403       395     (17 )           (3  )
$100,000

Time $100,000 or   386        400       351     (14 )           13
more

Total time         771        803       746     (16 )           4
deposits

Total            $ 1,967    $ 1,951   $ 1,829   3             % 10           %
deposits



BERKSHIRE HILLS BANCORP, INC.

CONSOLIDATED STATEMENTS OF INCOME - UNAUDITED

                                   Three Months Ended    Nine Months Ended

                                   September 30,         September 30,

(In thousands, except per share    2009        2008      2009        2008
data)

Interest and dividend income

Loans                              $ 25,034    $ 30,078  $ 76,836    $ 91,224

Securities and other                 3,426       3,014     10,269      9,225

Total interest and dividend income   28,460      33,092    87,105      100,449

Interest expense

Deposits                             8,045       9,676     25,195      32,485

Borrowings and junior subordinated   3,250       4,087     10,310      11,694
debentures

Total interest expense               11,295      13,763    35,505      44,179

Net interest income                  17,165      19,329    51,600      56,270

Non-interest income

Deposit, loan and interest rate      3,286       3,079     8,220       8,185
swap fees

Insurance commissions and fees       2,337       2,640     10,180      11,480

Wealth management fees               1,369       1,338     3,671       4,533

Total fee income                     6,992       7,057     22,071      24,198

Other                                272         174       1,092       1,042

(Loss) gain on sale of securities,   (5     )    4         (4     )    (22     )
net

Non-recurring income                 1           -         1,178       -

Total non-interest income            7,260       7,235     24,337      25,218

Total net revenue                    24,425      26,564    75,937      81,488

Provision for loan losses            4,300       1,250     9,000       3,180

Non-interest expense

Salaries and employee benefits       9,757       9,796     28,011      29,294

Occupancy and equipment              2,674       2,760     8,661       8,502

Marketing, data processing, and      2,574       2,121     6,897       6,423
professional services

FDIC premiums and special            669         118       3,748       226
assessment

Non-recurring expenses               -           -         601         683

Amortization of intangible assets    833         889       2,499       2,992

Other                                2,437       2,053     6,958       6,323

Total non-interest expense           18,944      17,737    57,375      54,443

Income before income taxes           1,181       7,577     9,562       23,865

Income tax (benefit) expense         (741   )    2,301     1,426       6,827

Net income                         $ 1,922     $ 5,276   $ 8,136     $ 17,038

Less: Cumulative preferred stock     -           -         1,030       -
dividend and accretion

Less: Deemed dividend resulting      -           -         2,954       -
from preferred stock repayment

Net income available to common     $ 1,922     $ 5,276   $ 4,152     $ 17,038
stockholders

Basic earnings per common share    $ 0.14      $ 0.51    $ 0.32      $ 1.65

Diluted earnings per common share  $ 0.14      $ 0.51    $ 0.32      $ 1.64

Weighted average common shares
outstanding

Basic                                13,806      10,303    12,977      10,330

Diluted                              13,857      10,400    13,145      10,421



BERKSHIRE HILLS BANCORP, INC.

CONSOLIDATED STATEMENTS OF INCOME - UNAUDITED

                         Quarters Ended

                         Sept. 30,   June 30,    Mar. 31,    Dec. 31,  Sept. 30,

(In thousands, except    2009        2009        2009        2008      2008
per share data)

Interest and dividend
income

Loans                    $ 25,034    $ 25,370    $ 26,432    $ 29,343  $ 30,078

Securities and other       3,426       3,395       3,448       3,419     3,014

Total interest and         28,460      28,765      29,880      32,762    33,092
dividend income

Interest expense

Deposits                   8,045       8,677       8,473       9,248     9,676

Borrowings and junior      3,250       3,364       3,696       4,044     4,087
subordinated debentures

Total interest expense     11,295      12,041      12,169      13,292    13,763

Net interest income        17,165      16,724      17,711      19,470    19,329

Non-interest income

Deposit, loan and          3,286       2,307       2,627       2,826     3,079
interest rate swap fees

Insurance commissions      2,337       3,274       4,569       2,139     2,640
and fees

Wealth management fees     1,369       1,113       1,189       1,171     1,338

Total fee income           6,992       6,694       8,385       6,136     7,057

Other                      272         468         352         241       174

(Loss) gain on sale of     (5     )    3           (2     )    -         4
securities, net

Non-recurring income       1           1,240       (63    )    -         -
(loss)

Total non-interest         7,260       8,405       8,672       6,377     7,235
income

Total net revenue          24,425      25,129      26,383      25,847    26,564

Provision for loan         4,300       2,200       2,500       1,400     1,250
losses

Non-interest expense

Salaries and employee      9,757       8,902       9,352       8,988     9,796
benefits

Occupancy and equipment    2,674       2,859       3,128       2,736     2,760

Marketing, data
processing, and            2,574       2,233       2,090       1,803     2,003
professional services

FDIC premiums and          669         2,387       692         535       118
special assessment

Non-recurring expenses     -           601         -           -         -

Amortization of            833         833         833         838       889
intangible assets

Other                      2,437       2,163       2,358       2,356     2,171

Total non-interest         18,944      19,978      18,453      17,256    17,737
expense

Income before income       1,181       2,951       5,430       7,191     7,577
taxes

Income tax (benefit)       (741   )    620         1,547       1,985     2,301
expense

Net income               $ 1,922     $ 2,331     $ 3,883     $ 5,206   $ 5,276

Less: Cumulative
preferred stock dividend   -           393         637         -         -
and accretion

Less: Deemed dividend
resulting from preferred   -           2,954       -           -         -
stock repayment

Net income available to  $ 1,922     $ (1,016 )  $ 3,246     $ 5,206   $ 5,276
common stockholders

Basic earnings per       $ 0.14      $ (0.08  )  $ 0.27      $ 0.44    $ 0.51
common share

Diluted earnings per     $ 0.14      $ (0.08  )  $ 0.27      $ 0.44    $ 0.51
common share

Weighted average common
shares outstanding

Basic                      13,806      12,946      12,164      11,804    10,303

Diluted                    13,857      12,946      12,247      11,892    10,400



BERKSHIRE HILLS BANCORP AND SUBSIDIARIES

ASSET QUALITY ANALYSIS

                      At or for the Quarters Ended

                      Sept. 30,   June 30,    Mar. 31,    Dec. 31,    Sept. 30,

(Dollars in           2009        2009        2009        2008        2008
thousands)

NON-PERFORMING
ASSETS

Non-accruing loans:

Residential           $ 2,399     $ 2,396     $ 2,740     $ 1,646     $ 1,315
mortgages

Commercial              17,077      6,087       7,276       7,738       6,178
mortgages

Commercial business     2,041       1,442       1,861       1,921       2,210
loans

Consumer loans          1,089       1,326       587         866         650

Total non-accruing      22,606      11,251      12,464      12,171      10,353
loans

Other real estate       130         130         371         498         941
owned

Total
non-performing        $ 22,736    $ 11,381    $ 12,835    $ 12,669    $ 11,294
assets

Total non-accruing      1.14   %    0.57   %    0.63   %    0.61   %    0.52   %
loans/total loans

Total
non-performing          0.85   %    0.42   %    0.47   %    0.48   %    0.44   %
assets/total assets

PROVISION AND
ALLOWANCE FOR LOAN
LOSSES

Balance at            $ 22,917    $ 22,903    $ 22,908    $ 22,886    $ 22,581
beginning of period

Charged-off loans       (2,955 )    (2,291 )    (2,643 )    (1,474 )    (1,331 )

Recoveries on           35          105         138         96          386
charged-off loans

Net loans               (2,920 )    (2,186 )    (2,505 )    (1,378 )    (945   )
charged-off

Provision for loan      4,300       2,200       2,500       1,400       1,250
losses

Balance at end of     $ 24,297    $ 22,917    $ 22,903    $ 22,908    $ 22,886
period

Allowance for loan
losses/non-accruing     107    %    204    %    184    %    188    %    221    %
loans

Allowance for loan      1.22   %    1.16   %    1.16   %    1.14   %    1.15   %
losses/total loans

NET LOAN
CHARGE-OFFS

Residential           $ -         $ (27    )  $ (117   )  $ -         $ (119   )
mortgages

Commercial              (2,348 )    (755   )    (1,448 )    (900   )    (63    )
mortgages

Commercial business     (72    )    (795   )    (150   )    (10    )    (265   )
loans

Consumer loans          (500   )    (609   )    (790   )    (468   )    (498   )

Total, net            $ (2,920 )  $ (2,186 )  $ (2,505 )  $ (1,378 )  $ (945   )

Net charge-offs
(current quarter        0.59   %    0.45   %    0.51   %    0.27   %    0.19   %
annualized)/average
loans

Net charge-offs
(YTD                    0.52   %    0.48   %    0.51   %    0.19   %    0.16   %
annualized)/average
loans

DELINQUENT
LOANS/TOTAL LOANS

30-89 Days              0.34   %    0.63   %    0.45   %    0.46   %    0.45   %
delinquent

90+ Days delinquent     0.08   %    0.03   %    0.01   %    0.05   %    0.03   %
and still accruing

Total accruing          0.42   %    0.66   %    0.46   %    0.51   %    0.48   %
delinquent loans

Non-accruing loans      1.14   %    0.57   %    0.63   %    0.61   %    0.52   %

Total delinquent        1.56   %    1.23   %    1.09   %    1.12   %    1.00   %
loans



BERKSHIRE HILLS BANCORP AND SUBSIDIARIES

SELECTED FINANCIAL HIGHLIGHTS

                         At or for the Quarters Ended

                         Sept. 30,   June 30,    Mar. 31,    Dec.      Sep.
                                                             31,       30,

                         2009        2009        2009        2008      2008

PERFORMANCE RATIOS

     Core return on        0.44    %   0.45    %   0.77    %   0.98  %   1.03  %
     tangible assets

     Return on total       0.29        0.35        0.59        0.79      0.82
     assets

     Core return on
     tangible common       4.70        5.23        8.54        12.70     15.85
     equity

     Return on total       1.86        2.38        3.52        5.62      6.26
     common equity

     Net interest
     margin, fully         2.96        2.91        3.11        3.41      3.48
     taxable equivalent

     Core tangible
     non-interest income   1.16        1.15        1.42        1.04      1.21
     to tangible assets

     Non-interest income   1.08        1.26        1.32        0.97      1.13
     to assets

     Core tangible
     non-interest          2.88        2.97        2.86        2.68      2.82
     expense to tangible
     assets

     Non-interest          2.82        2.99        2.80        2.62      2.76
     expense to assets

     Efficiency ratio      72.49       75.85       65.23       62.24     62.18

GROWTH

     Total loans,
     year-to-date          (1    ) %   (4    ) %   (8    ) %   3     %   3     %
     (annualized)

     Total deposits,
     year-to-date          10          13          24          -         1
     (annualized)

     Total net revenues,
     year-to-date,         (7    )     (6    )     (5    )     21        29
     compared to prior
     year

FINANCIAL DATA (In
millions)

     Total               $ 2,681     $ 2,681     $ 2,724     $ 2,667   $ 2,566
     assets

     Total                 1,986       1,969       1,969       2,007     1,922
     loans

     Total intangible      177         178         179         179       180
     assets

     Total deposits        1,967       1,951       1,938       1,830     1,837

     Total common
     stockholders'         410         408         376         372       333
     equity

     Total core income     1.9         2.0         3.9         5.2       5.3

     Total net income      1.9         2.3         3.9         5.2       5.3

ASSET QUALITY RATIOS

     Net charge-offs
     (current quarter      0.59    %   0.45    %   0.51    %   0.27  %   0.19  %
     annualized)/average
     loans

     Non-performing        0.85        0.42        0.47        0.48      0.44
     assets/total assets

     Allowance for loan    1.22        1.16        1.16        1.14      1.15
     losses/total loans

     Allowance for loan
     losses/non-accruing   1.07    x   2.04    x   1.84    x   1.88  x   2.21  x
     loans

PER COMMON SHARE DATA

     Core earnings,      $ 0.14      $ 0.15      $ 0.27      $ 0.44    $ 0.51
     diluted

     Net earnings,         0.14        (0.08 )     0.27        0.44      0.51
     diluted

     Tangible common       16.76       16.52       16.02       15.73     14.58
     book value

     Total common book     29.46       29.29       30.54       30.33     31.71
     value

     Market price at       21.94       20.78       22.92       30.86     32.00
     period end

     Dividends             0.16        0.16        0.16        0.16      0.16

CAPITAL RATIOS

     Common
     stockholders'         15.31   %   15.20   %   13.80   %   13.82 %   12.97 %
     equity to total
     assets

     Tangible common
     stockholders'         9.32        9.18        7.74        7.62      6.41
     equity to tangible
     assets

(1)
     Reconciliations of Non-GAAP financial measures, including all references to
     core and tangible amounts, appear on pages F-9 and F-10. Tangible assets
     are total assets less total intangible assets.


(2)  All performance ratios are annualized and are based on average balance
     sheet amounts, where applicable.



BERKSHIRE HILLS BANCORP AND SUBSIDIARIES

AVERAGE BALANCES

                     Quarters Ended

                     Sept. 30,    June 30,     Mar. 31,     Dec. 31,     Sept. 30,

(In thousands)       2009         2009         2009         2008         2008

Assets

Loans

Residential          $ 621,632    $ 637,232    $ 675,905    $ 679,000    $ 672,363
mortgages

Commercial mortgages   832,716      810,421      804,109      808,308      787,543

Commercial business    177,720      173,486      173,055      185,434      192,065
loans

Consumer loans         329,177      338,506      343,296      343,894      346,068

Total loans            1,961,245    1,959,645    1,996,365    2,016,636    1,998,039

Securities             384,204      346,274      335,414      304,466      266,720

Federal funds sold
and short-term         30,956       73,874       49,966       15,345       4,384
investments

Total earning assets   2,376,405    2,379,793    2,381,745    2,336,447    2,269,143

Goodwill and other     177,233      178,164      178,711      179,187      180,387
intangible assets

Other assets           115,223      125,446      113,471      105,097      105,937

Total assets         $ 2,668,861  $ 2,683,403  $ 2,673,927  $ 2,620,731  $ 2,555,467

Liabilities and
stockholders' equity

Deposits

NOW                  $ 179,837    $ 187,174    $ 193,038    $ 196,326    $ 193,192

Money market           511,191      483,302      462,518      453,977      447,184

Savings                213,016      210,678      213,074      220,565      221,746

Time                   781,732      795,155      762,940      746,913      734,195

Total
interest-bearing       1,685,776    1,676,309    1,631,570    1,617,781    1,596,317
deposits

Borrowings and         287,812      310,323      365,833      382,015      380,453
debentures

Total
interest-bearing       1,973,588    1,986,632    1,997,403    1,999,796    1,976,770
liabilities

Non-interest-bearing   261,592      251,565      232,480      229,175      232,762
demand deposits

Other liabilities      23,716       30,146       32,960       17,566       10,804

Total liabilities      2,258,896    2,268,343    2,262,843    2,246,537    2,220,336

Total stockholders'    409,965      392,321      374,207      368,991      335,131
common equity

Total stockholders'    -            22,739       36,877       5,203        -
preferred equity

Total stockholders'    409,965      415,060      411,084      374,194      335,131
equity

Total liabilities
and stockholders'    $ 2,668,861  $ 2,683,403  $ 2,673,927  $ 2,620,731  $ 2,555,467
equity

Supplementary data

Total non-maturity   $ 1,165,636  $ 1,132,719  $ 1,101,110  $ 1,100,043  $ 1,094,884
deposits

Total deposits         1,947,368    1,927,874    1,864,050    1,846,956    1,829,079

Fully taxable
equivalent income      555          562          566          532          532
adj.

(1) Average balances for securities available-for-sale are based on amortized cost.
Total loans include non-accruing loans.



BERKSHIRE HILLS BANCORP AND SUBSIDIARIES

AVERAGE YIELDS (Fully Taxable Equivalent - Annualized)

                       Quarters Ended

                       Sept. 30,   June 30,   Mar. 31,   Dec. 31,   Sept. 30,

                       2009        2009       2009       2008       2008

Earning assets

Loans

Residential mortgages  5.38      % 5.46     % 5.56     % 5.64     % 5.65      %

Commercial mortgages   5.02        5.17       5.39       6.01       6.24

Commercial business    5.53        5.76       5.96       5.99       6.41
loans

Consumer loans         4.33        4.46       4.64       5.46       5.86

Total loans            5.06        5.19       5.37       5.79       5.99

Securities             4.11        4.58       4.85       5.14       5.27

Federal funds sold and

short-term investments 0.24        0.24       0.17       0.54       1.45

Total earning assets   4.84        4.94       5.18       5.67       5.89

Funding liabilities

Deposits

NOW                    0.36        0.45       0.40       0.52       0.64

Money Market           1.25        1.42       1.40       1.73       1.86

Savings                0.31        0.34       0.44       0.68       0.61

Time                   3.10        3.32       3.43       3.54       3.76

Total interest-bearing 1.89        2.08       2.11       2.27       2.41
deposits

Borrowings and         4.48        4.35       4.10       4.21       4.27
debentures

Total interest-bearing 2.27        2.43       2.47       2.64       2.77
liabilities

Net interest spread    2.57        2.51       2.71       3.03       3.12

Net interest margin    2.96        2.91       3.11       3.41       3.48

Cost of funds          2.00        2.16       2.21       2.37       2.48

Cost of deposits       1.64        1.81       1.84       1.99       2.10

(1) Average balances and yields for securities available-for-sale are based on
amortized cost.

(2) Cost of funds includes all deposits and borrowings.



BERKSHIRE HILLS BANCORP AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

                    At or for the Quarters Ended

                    Sept. 30,    June 30,     Mar. 31,     Dec. 31,     Sept. 30,

(Dollars in         2009         2009         2009         2008         2008
thousands)

Net income          $ 1,922      $ 2,331      $ 3,883      $ 5,206      $ 5,276

Adj: Loss
(gain) on
sale of               5            (3     )     2            -            (4     )
securities,
net

Less: Merger
termination           -            (970   )     -            -            -
fee

Less: Other
non-recurring         (1     )     (270   )     63           -            -
income

Plus: Merger
related               -            215          -            -            -
expenses

Plus: Other
non-recurring         -            386          -            -            -
expense

Adj: Income           (2     )     269          (27    )     -            2
taxes

Total core    (A)   $ 1,924      $ 1,958      $ 3,921      $ 5,206      $ 5,274
income

Plus:
Amortization          833          833          833          838          889
of intangible
assets

Total
tangible core (B)   $ 2,757      $ 2,791      $ 4,754      $ 6,044      $ 6,163
income

Total
non-interest        $ 7,260      $ 8,405      $ 8,672      $ 6,377      $ 7,235
income

Adj: Loss
(gain) on
sale of               5            (3     )     2            -            (4     )
securities,
net

Less:
Non-recurring         (1     )     (1,240 )     63           -            -
income

Total core
non-interest  (C)     7,264        7,162        8,737        6,377        7,231
income

Net interest          17,165       16,724       17,711       19,470       19,329
income

Total core    (D)   $ 24,429     $ 23,886     $ 26,448     $ 25,847     $ 26,560
revenue

Total
non-interest        $ 18,944     $ 19,978     $ 18,453     $ 17,256     $ 17,737
expense

Less:
Non-recurring         -            (601   )     -            -            -
expense

Core
non-interest  (E)     18,944       19,377       18,453       17,256       17,737
expense

Less:
Amortization          (833   )     (833   )     (833   )     (838   )     (889   )
of intangible
assets

Total core
tangible      (F)   $ 18,111     $ 18,544     $ 17,620     $ 16,418     $ 16,848
non-interest
expense

(Dollars in
millions,
except per
share data)

Total average       $ 2,669      $ 2,683      $ 2,674      $ 2,621      $ 2,555
assets

Less: Average
intangible            (177   )     (178   )     (179   )     (179   )     (180   )
assets

Total average
tangible      (G)   $ 2,492      $ 2,505      $ 2,495      $ 2,442      $ 2,375
assets

Total average
stockholders'       $ 410        $ 415        $ 411        $ 374        $ 335
equity

Less: Average
intangible            (177   )     (178   )     (179   )     (179   )     (180   )
assets

Total average
tangible              233          237          232          195          155
stockholders'
equity

Less: Average
preferred             -            (23    )     (37    )     (6     )     -
equity

Total average
tangible
common        (H)   $ 233        $ 214        $ 195        $ 189        $ 155
stockholders'
equity

Total
stockholders'       $ 410        $ 408        $ 413        $ 408        $ 335
equity,
period-end

Less:
Intangible            (177   )     (178   )     (179   )     (179   )     (180   )
assets,
period-end

Total
tangible
stockholders'         233          230          234          229          155
equity,
period-end

Less:
Preferred             -            -            (37    )     (37    )     -
equity,
period-end

Total
tangible
common        (I)   $ 233        $ 230        $ 197        $ 192        $ 155
stockholders'
equity,
period-end

Total common
shares
outstanding,  (J)     13,928       13,916       12,306       12,253       10,493
period-end
(thousands)

Average
diluted
common shares (K)     13,857       12,946       12,247       11,892       10,400
outstanding
(thousands)

Core earnings
per common    (A/K) $ 0.14       $ 0.15       $ 0.27       $ 0.44       $ 0.51
share,
diluted (1)

Tangible book
value per     (I/J) $ 16.76      $ 16.52      $ 16.02      $ 15.73      $ 14.58
common share,
period-end

Core return
on tangible   (B/G)   0.44     %   0.45     %   0.77     %   0.98     %   1.03     %
assets

Core return
on tangible   (B/H)   4.70         5.23         8.54         12.70        15.85
common equity
(1)

Core tangible
non-interest
income to     (C/G)   1.16         1.15         1.42         1.04         1.21
tangible
assets

Core tangible
non-interest
expense to    (F/G)   2.88         2.97         2.86         2.68         2.82
tangible
assets

Efficiency            72.49        75.85        65.23        62.24        62.18
ratio (2)

(1) March 31, 2009 EPS and ratios include a $637,000 reduction in core income and
tangible core income related to cumulative preferred stock dividend and accretion.
Preferred dividend charges recorded in Q2 were deemed non-core due to preferred
stock repayment.

(2) Efficiency ratio is computed by dividing total tangible core non-interest
expense by the sum of total net interest income on a fully taxable equivalent basis
and total core non-interest income. The Company uses this non-GAAP measure, which is
used widely in the banking industry, to provide important information regarding its
operational efficiency.

(3) Ratios are annualized and based on average balance sheet amounts, where
applicable.

(4) Quarterly data may not sum to year-to-date data due to rounding.



BERKSHIRE HILLS BANCORP AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

                                                 At or for the Nine Months Ended

                                                 September 30, September 30,

(Dollars in thousands)                           2009          2008

Net income                                       $ 8,136       $ 17,038

Adj: Loss (gain) on sale of securities,            4             22
net

Less: Merger termination fee                       (970   )      -

Less: Other non-recurring income                   (208   )      -

Plus: Merger related expenses                      215           -

Plus: Other non-recurring expense                  386           683

Adj: Income taxes                                  240           (699   )

Total core income                          (A)   $ 7,803       $ 17,044

Plus: Amortization of intangible assets            2,499         2,992

Total tangible core income                 (B)   $ 10,302      $ 20,036

Total non-interest income                        $ 24,337      $ 25,218

Adj: Loss (gain) on sale of securities,            4             22
net

Less: Non-recurring income                         (1,178 )      -

Total core non-interest income             (C)     23,163        25,240

Net interest income                                51,600        56,270

Total core revenue                         (D)   $ 74,763      $ 81,510

Total non-interest expense                       $ 57,375      $ 54,443

Less: Non-recurring expense                        (601   )      (683   )

Core non-interest expense                  (E)     56,774        53,760

Less: Amortization of intangible assets            (2,499 )      (2,992 )

Total core tangible non-interest expense   (F)   $ 54,275      $ 50,768

(Dollars in millions, except per share
data)

Total average assets                             $ 2,675       $ 2,528

Less: Average intangible assets                    (178   )      (181   )

Total average tangible assets              (G)   $ 2,497       $ 2,347

Total average stockholders' equity               $ 412         $ 331

Less: Average intangible assets                    (178   )      (182   )

Total average tangible stockholders'               234           149
equity

Less: Average preferred equity                     (20    )      -

Total average tangible common              (H)   $ 214         $ 149
stockholders' equity

Total stockholders' equity, period-end           $ 410         $ 335

Less: Intangible assets, period-end                (177   )      (180   )

Total tangible stockholders' equity,               233           155
period-end

Less: Preferred equity, period-end                 -             -

Total tangible common stockholders'        (I)   $ 233         $ 155
equity, period-end

Total common shares outstanding,           (J)     13,928        10,493
period-end (thousands)

Average diluted common shares outstanding  (K)     13,145        10,421
(thousands)

Core earnings per common share, diluted    (A/K) $ 0.55        $ 1.64
(1)

Tangible book value per common share,      (I/J) $ 16.73       $ 14.58
period-end

Core return on tangible assets             (B/G)   0.55     %    1.14     %

Core return on tangible common equity (1)  (B/H)   6.14          17.61

Core tangible non-interest income to       (C/G)   1.24          1.44
tangible assets

Core tangible non-interest expense to      (F/G)   2.91          2.89
tangible assets

Efficiency ratio (2)                               71.00         61.12

(1) September 30, 2009 EPS and ratios include a $637,000 reduction in core
income and tangible core income for cumulative preferred stock dividend and
accretion accumulated during Q1 2009. Preferred dividend charges recorded in Q2
were deemed non-core due to preferred stock repayment.

(2) Efficiency ratio is computed by dividing total tangible core non-interest
expense by the sum of total net interest income on a fully interest income on a
fully taxable equivalent basis and total core non-interest income. The Company
uses this non-GAAP measure, which is used widely in the banking industry, to
provide important information regarding its operational efficiency.

(3) Ratios are annualized and based on average balance sheet amounts,
where applicable.

(4) Quarterly data may not sum to year-to-date data due to rounding.



    Source: Berkshire Hills Bancorp
Contact: Berkshire Hills Bancorp Investor Relations Contact David H. Gonci, 413-281-1973 Capital Markets Officer or Media Contact Fedelina Madrid, 413-236-3733 Vice President - Marketing