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*
YOUNG MARTIN H JR
(Last) (First) (Middle)
C/O BERRY PETROLEUM COMPANY
1999 BROADWAY, SUITE 3700
(Street)
DENVER CO 80202
(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)
06/16/2011
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 06/16/2011 M 10,000 A $8.07 50,000 D
Class A Common Stock 06/16/2011 S 100 D $45.5 49,900 D
Class A Common Stock 06/16/2011 S 100 D $45.6 49,800 D
Class A Common Stock 06/16/2011 S 700 D $45.69 49,100 D
Class A Common Stock 06/16/2011 S 100 D $45.705 49,000 D
Class A Common Stock 06/16/2011 S 400 D $45.71 48,600 D
Class A Common Stock 06/16/2011 S 200 D $45.72 48,400 D
Class A Common Stock 06/16/2011 S 100 D $45.7275 48,300 D
Class A Common Stock 06/16/2011 S 200 D $45.73 48,100 D
Class A Common Stock 06/16/2011 S 300 D $45.74 47,800 D
Class A Common Stock 06/16/2011 S 100 D $45.755 47,700 D
Class A Common Stock 06/16/2011 S 423 D $45.76 47,277 D
Class A Common Stock 06/16/2011 S 500 D $45.77 46,777 D
Class A Common Stock 06/16/2011 S 377 D $45.82 46,400 D
Class A Common Stock 06/16/2011 S 100 D $45.8225 46,300 D
Class A Common Stock 06/16/2011 S 2,300 D $45.8685 44,000 D
Class A Common Stock 06/16/2011 S 148 D $45.873 43,852 D
Class A Common Stock 06/16/2011 S 300 D $45.88 43,552 D
Class A Common Stock 06/16/2011 S 200 D $45.9 43,352 D
Class A Common Stock 06/16/2011 S 1,200 D $45.9067 42,152 D
Class A Common Stock 06/16/2011 S 852 D $45.907 41,300 D
Class A Common Stock 06/16/2011 S 200 D $45.96 41,100 D
Class A Common Stock 06/16/2011 S 1,100 D $45.9945 40,000 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
Phantom Stock Units(1) $0(2) 08/08/1988(3) 08/08/1988(4) Class A Common Stock 84,260 84,260 D
Nonstatutory Stock Options 12-2-03 $9.61 12/02/2003 12/02/2013 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Options 12-2-04 $21.77 12/02/2004 12/02/2014 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Option 12-15-05 $30.645 12/15/2005 12/15/2015 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Option 12-15-06 $32.565 12/15/2006 12/14/2016 Class A Common Stock 10,000 10,000 D
2007 Restricted Stock Unit(5) $0 01/01/2008(6) 12/13/2017(7) Class A Common Stock 1,319 1,319 D
NSO 2007 $43.61 12/14/2007 12/13/2017 Class A Common Stock 3,956 3,956 D
March 2011 Director RSU $0 03/02/2011 03/02/2021 Class A Common Stock 2,499 2,499 D
Nonstatutory Stock Options 12-2-02 $8.07 06/16/2011 M 10,000(8) 12/02/2002 12/02/2012 Class A Common Stock 10,000 $0 0 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. 1 for 1
6. The RSU granted is 100% vested at the date of grant but the receipt of shares are subject to a deferral period which is generally at least four years from the grant date as per the deferral election.
7. The RSU is subject to a deferral election. Shares of Class A Common Stock will be delivered to the reporting person as per the terms of the deferral election.
8. Options exercised and shares sold under a 10b5-1 Plan established by filer.
Remarks:
Options exercised and shares sold under a pre-established 10b5-1.
Kenneth A Olson under POA for Martin Young 06/17/2011
** 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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