POWER OF ATTORNEY



Known all by these present, that the undersigned hereby constitutes and appoints

the Corporate Secretary or any Assistant Corporate Secretary, as duly appointed by

the Board of Directors from time to time for Berry Petroleum Company, as the

undersigned's true and lawful attorney-in-fact to:



1. execute for and on behalf of the undersigned, in the undersigned's

capacity as an officer and/or director of Berry Petroleum Company (the "Company"),

Form 3, 4, 5, and Form 144 in accordance with Section 16(a) of the Securities

Exchange Act of 1934 and the rules thereunder;



2. do and perform any and all acts for and on behalf of the undersigned

which may be necessary or desirable to complete and execute any such

Form 3, 4, 5, and Form 144 and timely file such form with the United

States Securities and Exchange Commission and any stock exchange or

similar authority; and



3. take any other action of any type whatsoever in connection with the

foregoing which, in the opinion of such attorney-in-fact, may be of

benefit to, in the best interest of, or legally required of, the

undersigned, it being understood that the documents executed by such

attorney-in-fact on behalf of the undersigned pursuant to this Power

of Attorney shall be in such form as such attorney-in-fact may approve

in such attorney-in-fact's discretion.



The undersigned hereby grants to such attorney-in-fact full power and

authority to do and perform any and every act and thing whatsoever requisite,

necessary, or proper to be done in the exercise of any of the rights and

powers herein granted, as fully to all intents and purposes as the undersigned

might or could do if personally present, with full power of substitution or

revocation, hereby ratifying and confirming all that such attorney-in-fact,

or such attorney-in-fact's substitute or substitutes, shall lawfully do or

cause to be done by virtue of this power of attorney and the rights and powers

herein granted.  The undersigned acknowledges that the foregoing attorney-in-fact,

in serving in such capacity at the request of the undersigned, is not assuming,

nor is the Company assuming, any of the undersigned's responsibilities to comply

with Section 16 of the Securities Exchange Act of 1934 and further acknowledges

that the undersigned remains solely responsible for the facts disclosed in any

such form.



This Power of Attorney shall remain in full force and effect until the expiration

date noted below or until the undersigned is no longer required to file Forms 3, 4

and 5 with respect to the undersigned's holdings of securities issued or interest

in securities to be issued by the Company, unless earlier revoked by the undersigned

in a signed writing delivered to the foregoing attorney-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed

as of this 06 day of February 2006.



                                              /s/ John Frank Keller                                                    Signature







  01/01/2009                             John Frank Keller

Expiration Date                                         Print Name