SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
CRAWFORD GEORGE T
(Last) (First) (Middle)
C/O BERRY PETROLEUM COMPANY 5201 TRUXTUN
(Street)
BAKERSFIELD CA 93309
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BERRY PETROLEUM CO [ BRY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP of CA Production
3. Date of Earliest Transaction (Month/Day/Year)
11/05/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
11/07/2007 		6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 11/05/2007 M 10,000 A $6.25 15,653 D
Class A Common Stock 11/05/2007 M 40,000 A $7.8438 55,653 D
Class A Common Stock 11/05/2007 M 3,600 A $8.15 59,253 D
Class A Common Stock 11/05/2007 J V 8(7) A $0 2,333 I Held in 401(k) Plan
Class A Common Stock 11/05/2007 S 5,653 D $45.75 53,600 D
Class A Common Stock 11/05/2007 S 50,000 D $46 3,600 D
Class A Common Stock 11/05/2007 S 3,600 D $46.5 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Nonstatutory Stock Option $8.25 12/06/2003 12/06/2012 Class A Common Stock 30,000 30,000 D
Nonstatutory Stock Option $9.97 12/05/2004 12/05/2013 Class A Common Stock 40,000 40,000 D
Nonstatutory Stock Option $21.58 11/23/2005 11/23/2014 Class A Common Stock 40,000 40,000 D
Nonstatutory Stock Option $30.645 12/15/2006 12/15/2015 Class A Common Stock 20,000 20,000 D
Restricted Stock Units $0(1) (2) (3) Class A Common Stock 3,750 3,750 D
Nonstatutory Stock Option $32.565 12/15/2007 12/14/2016 Class A Common Stock 20,000 20,000 D
Restricted Stock Units $0(4) (5) (6) Class A Common Stock 6,000 6,000 D
Nonstatutory Stock Option $6.25 11/05/2007 M 10,000 12/04/1999 12/04/2008 Class A Common Stock 10,000 $0 0 D
Nonstatutory Stock Option $7.8438 11/05/2007 M 40,000 12/02/2001 12/01/2010 Class A Common Stock 40,000 $0 0 D
Nonstatutory Stock Option $8.15 11/05/2007 M 3,600 12/07/2002 12/07/2011 Class A Common Stock 3,600 $0 36,400 D
Explanation of Responses:
1. Each RSU represents a contingent right to receive one share of Berry Petroleum Company Class A Common Stock
2. The restricted stock units vests in four equal annual installments beginning December 15, 2006. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.
3. The restricted stock units vests in four equal annual installments beginning December 15, 2006. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.
4. Each RSU represents a contingent right to receive one share of Berry Petroleum Company Class A Common Stock
5. The restricted stock units vests in four equal annual installments beginning December 15, 2007. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.
6. The restricted stock units vests in four equal annual installments beginning December 15, 2007. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.
7. Shares of Common Stock acquired by the reporting person in the Company's 401(k) Plan. All transactions were at market and were non-discretionary.
Remarks:
The original Form 4 filing reflected the derivative security holdings for the 12/07/02 vesting at $8.15 at zero shares after the transaction. The correct number was 36,400. This filing corrects that error.
Kenneth A Olson under POA for George Crawford 11/08/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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