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SEC FORM 4/A 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 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
GOEHRING RALPH J
(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)
Executive VP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
11/02/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
11/06/2007 		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 11/02/2007 M 15,000 A $9.97 80,474 D
Class A Common Stock 11/02/2007 S 200 D $45.59 80,274 D
Class A Common Stock 11/02/2007 S 100 D $45.55 80,174 D
Class A Common Stock 11/02/2007 S 100 D $45.51 80,074 D
Class A Common Stock 11/02/2007 S 300 D $45.5 79,774 D
Class A Common Stock 11/02/2007 S 400 D $45.49 79,374 D
Class A Common Stock 11/02/2007 S 1,200 D $45.48 78,174 D
Class A Common Stock 11/02/2007 S 600 D $45.47 77,574 D
Class A Common Stock 11/02/2007 S 300 D $45.46 77,274 D
Class A Common Stock 11/02/2007 S 1,400 D $45.44 75,874 D
Class A Common Stock 11/02/2007 S 1,009 D $45.43 74,865 D
Class A Common Stock 11/02/2007 S 300 D $45.42 74,565 D
Class A Common Stock 11/02/2007 S 900 D $45.41 73,665 D
Class A Common Stock 11/02/2007 S 100 D $45.4 73,565 D
Class A Common Stock 11/02/2007 S 200 D $45.39 73,365 D
Class A Common Stock 11/02/2007 S 3,100 D $45.38 70,265 D
Class A Common Stock 11/02/2007 S 100 D $45.36 70,165 D
Class A Common Stock 11/02/2007 S 200 D $45.34 69,965 D
Class A Common Stock 11/02/2007 S 300 D $45.33 69,665 D
Class A Common Stock 11/02/2007 S 700 D $45.32 68,965 D
Class A Common Stock 11/02/2007 S 345 D $45.31 68,620 D
Class A Common Stock 11/02/2007 S 3,146 D $45.3 65,474 D
Class A Common Stock 11/02/2007 J V 35(7) D $0 4,947 I Held in 401(k) Plan
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 $21.58 11/23/2005 11/23/2014 Class A Common Stock 70,000 70,000 D
Nonstatutory Stock Option $30.645 12/15/2006 12/15/2015 Class A Common Stock 40,000 40,000 D
Restricted Stock Units $0(1) (2) (3) Class A Common Stock 7,500 7,500 D
Nonstatutory Stock Option $32.565 12/15/2007 12/14/2016 Class A Common Stock 40,000 40,000 D
Restricted Stock Units $0(4) (5) (6) Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Option $9.97 11/02/2007 M 15,000 12/05/2004 12/05/2013 Class A Common Stock 15,000 $0 45,000 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. Changes in the number of shares of Common Stock held in the individuals 401(k) account due to required maintenance of cash position. All transactions were at market and non-discretionary.
Remarks:
This amended Form 4 is being filed to correct the Number of Derivative Securities Beneficially Owned Following Reported Transaction for this date. The original filing showed 30,000 and it should have shown 45,000.
Kenneth A Olson under POA for Ralph Goehring 11/07/2007
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.