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<SEC-DOCUMENT>0000902664-11-000161.txt : 20110209
<SEC-HEADER>0000902664-11-000161.hdr.sgml : 20110209
<ACCEPTANCE-DATETIME>20110209111445
ACCESSION NUMBER:		0000902664-11-000161
CONFORMED SUBMISSION TYPE:	SC 13G/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20110209
DATE AS OF CHANGE:		20110209

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CUMBERLAND ASSOCIATES LLC
		CENTRAL INDEX KEY:			0000351262
		STANDARD INDUSTRIAL CLASSIFICATION:	UNKNOWN SIC - 0000 [0000]
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G/A

	BUSINESS ADDRESS:	
		STREET 1:		1114 AVENUE OF THE AMERICAS
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10036
		BUSINESS PHONE:		2125750900

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			HARVEST NATURAL RESOURCES, INC.
		CENTRAL INDEX KEY:			0000845289
		STANDARD INDUSTRIAL CLASSIFICATION:	CRUDE PETROLEUM & NATURAL GAS [1311]
		IRS NUMBER:				770196707
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-40996
		FILM NUMBER:		11585320

	BUSINESS ADDRESS:	
		STREET 1:		1177 ENCLAVE PARKWAY
		STREET 2:		STE 300
		CITY:			HOUSTON
		STATE:			TX
		ZIP:			77077
		BUSINESS PHONE:		281-899-5700

	MAIL ADDRESS:	
		STREET 1:		1177 ENCLAVE PARKWAY
		STREET 2:		STE 300
		CITY:			HOUSTON
		STATE:			TX
		ZIP:			77077

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	HARVEST NATURAL RESOURCES INC
		DATE OF NAME CHANGE:	20020805

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	BENTON OIL & GAS CO
		DATE OF NAME CHANGE:	19920703
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G/A
<SEQUENCE>1
<FILENAME>p11-0227sc13ga.txt
<DESCRIPTION>HARVEST NATURAL RESOURCES, INC.
<TEXT>



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                ----------------

                                 SCHEDULE 13G/A
                                 (Rule 13d-102)

                               (Amendment No. 7)*
                                ----------------

              INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO
                   RULES 13d-1(b), (c) AND (d) AND AMENDMENTS
                    THERETO FILED PURSUANT TO 13d-2 UNDER THE
                         SECURITIES EXCHANGE ACT OF 1934

                         Harvest Natural Resources, Inc.
                                (Name of Issuer)

                     Common Stock, par value $0.01 a share
                         (Title of Class of Securities)

                                    41754V103

                                 (CUSIP Number)

                                December 31, 2010
             (Date of Event Which Requires Filing of this Statement)


     Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
     [X]  Rule 13d-1(b)
     [ ]  Rule 13d-1(c)
     [ ]  Rule 13d-1(d)

                               (Page 1 of 6 Pages)
- -----------

     * The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.


     The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).



<PAGE>

Schedule 13G/A                                             PAGE 2 OF 6
CUSIP No.  41754V103



     (1)  NAME OF REPORTING PERSON
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
            Cumberland Associates LLC
- ------------------------------------------------------------------------
     (2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                               (a)  [ ]
                                                               (b)  [X]
- ------------------------------------------------------------------------
     (3)  SEC USE ONLY

- ------------------------------------------------------------------------
     (4)  CITIZENSHIP OR PLACE OF ORGANIZATION
             New York
- ------------------------------------------------------------------------

NUMBER OF      (5)  SOLE VOTING POWER
                    1,722,096
SHARES         ---------------------------------------------------------

BENEFICIALLY   (6)  SHARED VOTING POWER
                    0
OWNED BY       ---------------------------------------------------------

EACH           (7)  SOLE DISPOSITIVE POWER
                    1,722,096
REPORTING      ---------------------------------------------------------

PERSON WITH    (8)  SHARED DISPOSITIVE POWER
                    0
- ------------------------------------------------------------------------
     (9)  AGGREGATE AMOUNT BENEFICIALLY OWNED
          BY EACH REPORTING PERSON
          1,722,096
- ------------------------------------------------------------------------
    (10)  CHECK BOX IF THE AGGREGATE AMOUNT
          IN ROW (9) EXCLUDES CERTAIN SHARES                        [X]
          See Item 2(a)
- ------------------------------------------------------------------------
    (11)  PERCENT OF CLASS REPRESENTED
          BY AMOUNT IN ROW (9)
            5.1%
- ------------------------------------------------------------------------
    (12)  TYPE OF REPORTING PERSON
            OO, IA
- ------------------------------------------------------------------------



<PAGE>

Schedule 13G/A                                             PAGE 3 OF 6
CUSIP No.  41754V103



ITEM 1(a).  NAME OF ISSUER:
              Harvest Natural Resources, Inc. (the "Issuer")

ITEM 1(b).  ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
                      1177 Enclave Parkway, Suite 300
                             Houston, TX 77077

ITEM 2(a).  NAME OF PERSON FILING:
              This statement is being filed by Cumberland Associates LLC
              (the "Reporting Person").

              Cumberland Associates LLC is engaged in the business of managing,
              on a discretionary basis, three securities accounts (the
              "Accounts"), the principal one of which is Cumberland Partners.
              Gary G. Tynes, Andrew M. Wallach, Barry A. Konig, Jesse C. Chen
              and Robert J. Wall are the members (the "Members") of Cumberland
              Associates LLC. The number of shares beneficially owned by
              Cumberland Associates LLC set forth herein does not include
              32,455 shares beneficially owned by one or more Members in
              individual personal accounts.

ITEM 2(b).  ADDRESS OF PRINCIPAL OFFICE OR, IF NONE, RESIDENCE: The
              address of the principal business and office of Cumberland
              Associates LLC and each of the Members is 767 Third Avenue,
              39th Fl., New York, New York 10017.

ITEM 2(c).  CITIZENSHIP:
              Cumberland Associates LLC is a limited liability company
              organized under the laws of New York. Each of the Members is a
              citizen of the United States.

ITEM 2(d).  TITLE OF CLASS OF SECURITIES:
              Common Stock, par value $0.01 a share

ITEM 2(e).  CUSIP NUMBER:
              41754V103

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO 13d-1(b) OR 13d-2(b) OR (c),
CHECK WHETHER THE PERSON FILING IS A:

           (a) [ ] Broker or dealer registered under Section 15 of the Act

           (b) [ ] Bank as defined in Section 3(a)(6) of the Act

           (c) [ ] Insurance Company as defined in Section 3(a)(19) of the
                   Act

           (d) [ ] Investment Company registered under Section 8 of the
                   Investment Company Act of 1940

<PAGE>

Schedule 13G/A                                             PAGE 4 OF 6
CUSIP No.  41754V103


           (e) [X] Investment Adviser registered under Section 203 of the
                   Investment Advisers Act of 1940: see Rule 13d-
                   1(b)(1)(ii)(E)

           (f) [ ] Employee Benefit Plan, Pension Fund which is subject to
                   the provisions of the Employee Retirement Income Security
                   Act of 1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F)

           (g) [ ] Parent Holding Company, in accordance with Rule 13d-
                   1(b)(ii)(G);

           (h) [ ] Savings Associations as defined in Section 3(b) of the
                   Federal Deposit Insurance Act;

           (i) [ ] Church Plan that is excluded from the definition of an
                   investment company under Section 3(c)(14) of the Investment
                   Company Act of 1940;

           (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

         IF THIS STATEMENT IS FILED PURSUANT TO Rule 13d-1(c),
         CHECK THIS BOX.                                           [ ]

ITEM 4.  OWNERSHIP.

     The percentages used herein and in the rest of this Schedule 13G are
calculated based upon the 33,838,025 shares of Common Stock outstanding as of
November 2, 2010 as reported in the Issuer's Quarterly Report on Form 10Q for
the fiscal quarter ending September 30, 2010.

          (a) Amount beneficially owned: 1,722,096
          (b) Percent of class: 5.1%
          (c)(i) Sole power to vote or direct the vote: 1,722,096
            (ii) Shared power to vote or direct the vote: 0
           (iii) Sole power to dispose or direct the disposition: 1,722,096
            (iv) Shared power to dispose or direct the disposition: 0

ITEM 5.   OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is
          being filed to report the fact that as of the date hereof the
          reporting person has ceased to be the beneficial owner of more than
          five percent of the class of securities, check the following. [ ]

ITEM 6.   OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
          The beneficial owners of the Accounts have the right to participate in
          the receipt of dividends from, or proceeds from the sale of, the
          shares held for each Account in accordance with their ownership
          interests in each such Account.

<PAGE>

Schedule 13G/A                                             PAGE 5 OF 6
CUSIP No.  41754V103


ITEM 7.   IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
          THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
            Not applicable.

ITEM 8.   IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
            Not applicable.

ITEM 9.   NOTICE OF DISSOLUTION OF GROUP.
            Not applicable.

ITEM 10.  CERTIFICATION.

             By signing below the Reporting Person certifies that, to the best
             of its knowledge and belief, the securities referred to above
             were acquired and are held in the ordinary course of business and
             were not acquired and are not held for the purpose of or with the
             effect of changing or influencing the control of the issuer of
             the securities and were not acquired and are not held in
             connection with or as a participant in any transaction having
             that purpose or effect.


<PAGE>

Schedule 13G/A                                             PAGE 6 OF 6
CUSIP No.  41754V103


                                    SIGNATURE

      After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.

DATED:  February 7, 2011

                               CUMBERLAND ASSOCIATES LLC


                               By:  /s/ Gary G. Tynes
                               ---------------------------------
                               Name:   Gary G. Tynes
                               Title:  Managing Member/Chief
                                       Operating Officer/Chief Financial Officer



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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