Washington, D.C. 20549


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 Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Vazales Kaj

(Last) (First) (Middle)
16000 N. DALLAS PKWY, STE 100


(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
3. Issuer Name and Ticker or Trading Symbol
Berry Petroleum Corp [ BRY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
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)
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
Explanation of Responses:
This Form 3 is being filed in connection with the effectiveness of the Registration Statement on Form S-1 (Registration No. 333- 226011) of Berry Petroleum Corporation. See attached for Exhibit 24 - Power of Attorney.
No securities are beneficially owned.
/s/ Kaj Vazales, by Kendrick Royer, as Attorney-in-Fact 07/25/2018
** 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.
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.
                               POWER OF ATTORNEY

The undersigned hereby constitutes and appoints Kendrick F. Royer and Jordan D.
Scott or either of them acting without the other, with full power of
substitution, as the undersigned's true and lawful attorney-in-fact to:

    1.  prepare, execute in the undersigned's name and on the undersigned's
        behalf, and submit to the U.S. Securities and Exchange Commission (the
        "SEC") a Form ID, including amendments thereto, and any other documents
        necessary or appropriate to obtain codes and passwords enabling the
        undersigned to make electronic filings with the SEC of reports required
        by Section 16(a) of the Securities Exchange Act of 1934, as amended (the
        "Exchange Act") or any rule or regulation of the SEC;

    2.  execute for and on behalf of the undersigned any Form 3, Form 4 and Form
        5 in accordance with Section 16(a) of the Exchange Act, and the rules
        thereunder, and Form 144 in accordance with Rule 144 under the
        Securities Act of 1933 (including any amendments, corrections,
        supplements or other changes thereto) but only to the extent each form
        or schedule relates to the undersigned's beneficial ownership of
        securities of Berry Petroleum Corporation or any of its subsidiaries;

    3.  do and perform any and all acts for and on behalf of the undersigned
        that may be necessary or desirable to complete and execute any Form 3,
        Form 4, Form 5 or Form 144 (including any amendments, corrections,
        supplements or other changes thereto) and timely file the forms or
        schedules with the SEC and any stock exchange or quotation system, self-
        regulatory association or any other authority, and provide a copy as
        required by law or advisable to such persons as the attorney-in-fact
        deems appropriate; and

    4.  take any other action in connection with the foregoing that, in the
        opinion of the 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 the attorney-in-fact on behalf of the
        undersigned pursuant to this Power of Attorney shall be in the form and
        shall contain the terms and conditions as the attorney-in-fact may
        approve in the attorney-in-fact's discretion.

The undersigned hereby grants to the attorney-in-fact full power and authority
to do and perform all and every act 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 the attorney-in-fact shall lawfully do or cause to be done by virtue of
this Power of Attorney and the rights and powers granted herein.  The
undersigned acknowledges that the attorneys-in-fact, in serving in such capacity
at the request of the undersigned, are not assuming (nor is Berry Petroleum
Corporation assuming) any of the undersigned's responsibilities to comply with
Section 16 of the Exchange Act.

The undersigned agrees that the attorney-in-fact may rely entirely on
information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Form 3, Form 4, Form 5 and Form 144
(including any amendments, corrections, supplements or other changes thereto)
with respect to the undersigned's holdings of and transactions in securities
issued by Berry Petroleum Corporation, unless earlier revoked by the undersigned
in a signed writing delivered to the attorney-in-fact.  This Power of Attorney
does not revoke any other power of attorney that the undersigned has previously

                             [Signature page follows.]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.

/s/ Kaj Vazales

Kaj Vazales
Type or Print Name

July 9, 2018