August 13, 2019

A. T. (Trem) Smith
President and Chief Executive Officer
Berry Petroleum Corporation
16000 N. Dallas Parkway, Suite 500
Dallas, TX 75248

       Re: Berry Petroleum Corporation
           Registration Statement on Form S-3
           Filed August 9, 2019
           File No. 333-233207

Dear Mr. Smith:

       This is to advise you that we have not reviewed and will not review your

        Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

       Please contact Karina Dorin, Staff Attorney, at (202) 551-3763 with any


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