SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Wheat Jamie L

(Last) (First) (Middle)
1999 BROADWAY, SUITE 3700

(Street)
DENVER CO 80202

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/25/2010
3. Issuer Name and Ticker or Trading Symbol
BERRY PETROLEUM CO [ BRY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Controller
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 263 D
Class A Common Stock 50 I Held in 401(k) Account
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
2009 Restricted Stock Units(1) 12/11/2010(2) 12/11/2019 Class A Common Stock 1,867 0 D
2008 Restricted Stock Units(3) 12/11/2009(4) 12/11/2018 Class A Common Stock 1,125 0 D
RSU 8-25-08(5) 08/25/2011(6) 08/24/2018 Class A Common Stock 940 0 D
Explanation of Responses:
1. 1 for 1
2. Restricted Stock Units vest 25% per year from date of grant.
3. 1 for 1
4. Restricted Stock Units vest 25% per year from date of grant.
5. 1 for 1
6. Restricted Stock Units vest 100% three years from date of grant. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.
Kenneth A. Olson Under POA for Jamie L. Wheat 03/25/2010
** 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 5 (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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POWER OF ATTORNEY

     Known all by these present, that the undersigned hereby constitutes
and appointsthe 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 16th day of March 2010.

/s/ Jamie L. Wheat
      Signature


  01/15/2013      		Jamie L. Wheat
Expiration Date                    Print Name