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*
BUSCH RALPH B III
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
 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 144,078 D
Class A Common Stock 90,000 I As Co-Trustee of Charitable Trust
Class A Common Stock 7,500 I Busch Family Foundation
Class A Common Stock 10/31/2007 S 100 D $48.4962 127,165 I As Co-Trustee of Union Bank Trust Shares
Class A Common Stock 11/01/2007 S 100 D $45.9275 127,065 I As Co-Trustee of Union Bank Trust Shares
Class A Common Stock 11/02/2007 S 100 D $45.75 126,965 I As Co-Trustee of Union Bank Trust Shares
Class A Common Stock 11/06/2007 S 100 D $46.9 126,865 I As Co-Trustee of Union Bank Trust Shares
Class A Common Stock 11/06/2007 S 100 D $46.7081 126,765 I As Co-Trustee of Union Bank Trust Shares
Class A Common Stock 11/07/2007 S 100 D $47 126,665 I As Co-Trustee of Union Bank Trust Shares
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 Options $7.8438 12/02/2000 12/02/2010 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Options $7.725 12/02/2001 12/02/2011 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Options $8.07 12/02/2002 12/02/2012 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Options $9.61 12/02/2003 12/02/2013 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Options $21.77 12/02/2004 12/02/2014 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Option $30.645 12/15/2005 12/15/2015 Class A Common Stock 10,000 10,000 D
Phantom Stock Units(1) $0(2) 08/08/1988(3) 08/08/1988(4) Class A Common Stock 14,698 14,698(5) D
Nonstatutory Stock Option $32.565 12/15/2006 12/14/2016 Class A Common Stock 10,000 10,000 D
Explanation of Responses:
1. 1 for 1
2. 1 for 1
3. Phantom Stock Units acquired under the Company's Non-Employee Director Deferred Compensation Plan in a transaction exempt under Rule 16b-3(c). Shares of Common Stock are issued under terms of the Plan upon resignation from the board of directors.
4. Phantom Stock Units acquired under the Company's Non-Employee Director Deferred Compensation Plan in a transaction exempt under Rule 16b-3(c). Shares of Common Stock are issued under terms of the Plan upon resignation from the board of directors.
5. Phantom Stock Units acquired under the Company's Non-Employee Director Deferred Compensation Plan in a transaction exempt under Rule 16b-3(c). Shares of Common Stock are issued under terms of the Plan upon resignation from the board of directors.
Remarks:
This Form 4 is being filed late to report the sale of shares over 5 days that Mr. Busch has indirect ownership on his Form 4 but does not control. Mr. Busch was not notified in a timely manner that these sales had taken place.
Kenneth A Olson under POA for Ralph Busch 11/30/2007
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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