Washington, D.C.  20549

                              FORM 8-K

                           CURRENT REPORT

              Pursuant to Section 13 or 15(d) of the
                 Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)    May 8, 2003

                     Berry Petroleum Company
    (Exact name of registrant as specified in its charter)

  Delaware                    1-9735                  77-0079387
(State or other           (Commission File          IRS Employer
jurisdiction of               Number)            Identification No.

       5201 Truxtun Avenue, Suite 300 Bakersfield, CA  93309
            (Address of principal executive offices)

Registrant's telephone number, including area code (661) 616-3900

(Former name or former address, if changed since last report)

Item 5. Other Events

     On May 8, 2003, Berry Petroleum Company, a Delaware
corporation, issued a press release, a copy of which is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 7.  Financial Statements, Proforma Financial Information
and Exhibits

     (c)  Exhibits

     99.1   Press Release of Berry Petroleum Company dated
            May 8, 2003.


Pursuant to the requirements of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly

                              BERRY PETROLEUM COMPANY

                          By     /s/ Kenneth A. Olson
                          Name:    Kenneth A. Olson
                          Title:   Corporate Secretary
                                   and Treasurer

     May 8, 2003

                          News Release

Berry Petroleum Company
5201 Truxtun Avenue, Suite 300
Bakersfield, California 93309-0640
  Phone (661) 616-3900
  Internet:                           NYSE:BRY

         Contacts:         Jerry V. Hoffman, Chairman, President
                           and Chief Executive Officer
                           Ralph J. Goehring, Sr. Vice President
                           and Chief Financial Officer

May 8, 2003                                For Immediate Release

                      IN FIRST QUARTER 2003

     Bakersfield, California - Berry Petroleum Company (NYSE:BRY)
today announced net income for the first quarter ended March  31,
2003  of  $9.2 million, or $.42 per share, on revenues  of  $47.3
million, up 7% from net income of $8.6 million, or $.40 per share
in  the first quarter of 2002 and up 31% from net income of  $7.0
million,  or  $.32  per  share in the  fourth  quarter  of  2002.
Results in the first quarter of 2003 included the pre-tax  write-
off  of  $2.5  million  for  the cost  of  a  pilot  project  and
associated  leasehold acreage, while the first  quarter  of  2002
included  the  pre-tax gain from the recovery of a  $3.6  million
receivable  for electricity sales which had been written  off  by
the Company in 2001.

      Jerry  Hoffman,  Chairman, President  and  Chief  Executive
Officer,  stated,  "The  first quarter of 2003  showed  continued
improvement,  with  increased production and solid  results.   On
April  8,  2003 the Company announced that the Board of Directors
had  approved  a  special one-time dividend of  $.04  per  share,
payable May 2, 2003, and a 10% increase in future dividends  from
$.10  to  $.11  per share per quarter.  The Board  determined  an
adjustment  to  the  dividend  level  was  warranted   based   on
consistently improved operational results."

     Oil and gas production on a BOE/day basis averaged 15,736 in
the first quarter of 2003, which was 3% higher than 15,208 in the
fourth quarter of 2002, and 14% higher than the first quarter  of
2002   average  of  13,799.   Management  has  targeted   average
production for calendar year 2003 of approximately 16,400 BOE/day
before any impact from 2003 acquisitions.

      Ralph  Goehring, Senior Vice President and Chief  Financial
Officer,  stated, "Operating income from oil and gas  operations,
at  $14.3  million  for the quarter, compared very  favorably  to
$7.7  million in the first quarter of 2002 and $10.5  million  in
the fourth quarter of 2002."

      Mr.  Goehring  continued,  "World  crude  oil  prices  were
significantly higher in the 2003 first quarter compared  to  2002
and  our  average selling price for our heavy crude oil increased
53%  to $24.23 per BOE from $15.87 in the first quarter of  2002.
However,  the  average  posting  for  our  heavy  crude  oil  has
subsequently declined to approximately $19.75/Bbl on May 6,  2003
from $24.00/Bbl at March 31, 2003.  Natural gas prices spiked  in
the  first  quarter  of 2003 with fuel cost per  MMBtu  averaging
$5.40  versus $2.49 for the first quarter of 2002.   The  Company
has  hedged  a  portion  of its natural  gas  demand  to  protect
ourselves from future natural gas price increases."

     Mr.  Hoffman  added, "The fundamentals of our business  have
continued  to  improve,  so  we  continue  to  vigorously  pursue
opportunities  for significant growth. The Company is  proceeding
with  a  capital  budget  plan for 2003  of  approximately  $27.6
million.  This plan includes the drilling of 98 new  wells,  of
which 13 will be horizontal.  We anticipate  that most  of  these
new wells will be online by the end of the third quarter and
should allow the Company to achieve an exit rate for 2003 of
approximately 17,700 BOE/day.  As of March 31, 2003, five new
wells have been drilled, three


Berry Petroleum Company News Release - May 8, 2003    Page 2 of 4

of which were horizontal.  On the acquisition front, in the first
quarter of 2003, the Company completed the acquisition of a  Poso
Creek  area property in Kern County, California for $2.5 million.
We estimate that this property includes approximately 2.5 million
barrels  of  proved reserves.  This property, which  has  minimal
current production, will be developed in late 2003 and throughout

     Mr.  Hoffman continued, "In April 2003, the Company  entered
into  a  Purchase  and  Sale Agreement for the  acquisition,  for
approximately $49 million, of producing properties and  leasehold
acreage in the Brundage Canyon field in the Uinta Basin in  Utah.
The  Company anticipates the acquisition will close in the  third
quarter  of  2003.   The  Brundage Canyon properties  consist  of
approximately  43,500  net  acres, and  are  currently  producing
approximately  2,200 net BOE/day of light crude oil  and  natural
gas  and we estimate the proved reserves at 8.6 million BOE  (75%
light  oil and 25% natural gas).  The Company believes the  Uinta
Basin  and the surrounding area offer numerous opportunities  for
the Company to achieve its growth goals."

     Mr.  Hoffman  further commented, "We are encouraged  by  the
increased activity by other operators in the general area of  our
208,000  acres in Kansas and the opportunities our land  position
may  offer.   We are discouraged by the low water production  and
associated gas in our first pilot in Kansas which resulted in the
write-off of this pilot and associated leased acreage.   However,
we  are  continuing  to  evaluate the  locations  and  method  of
drilling  additional  test  wells on  our  substantial  remaining
leasehold position in Kansas.  As anticipated, our Illinois pilot
continues to dewater and the results are not yet conclusive."

     In 2003, the Company plans to spend approximately $1 million
for  improvements at its Poso Creek, California property and  may
spend  up to $15.5 million in Utah to drill up to 26 development,
step-out and exploitation wells, if that acquisition is completed
early enough in 2003.  These expenditures will be in addition  to
the  $27.6 million capital budget approved earlier.  The  Company
anticipates  funding  property acquisitions and  related  capital
projects   through  both  cash  generated  from  operations   and
borrowings from its credit facility.

     An earnings conference call will be held Friday, May 9, 2003
at   8:00   a.m.   PT.   Dial  1-800-240-4186   to   participate.
International  callers  may  dial 303-205-0033.   For  a  digital
replay  available  until  May 23, dial  1-800-405-2236  (passcode
536586#). Transcripts of this and previous calls may be viewed at

     Berry Petroleum Company is a publicly traded independent oil
and gas production and exploitation   company  with  its
headquarters in Bakersfield, California.

"Safe  harbor under the Private Securities Litigation Reform  Act
of  1995":   With  the exception of historical  information,  the
matters  discussed  in  this  news  release  are  forward-looking
statements  that involve risks and uncertainties.   Although  the
Company  believes that its expectations are based  on  reasonable
assumptions,  it  can give no assurance that its  goals  will  be
achieved.   Important factors that could cause actual results  to
differ  materially  from those in the forward-looking  statements
herein include, but are not limited to, the timing and extent  of
changes  in  commodity prices for oil, gas and  electricity,  gas
transportation  availability,  the  non-existence  of  a   liquid
marketplace   for   electricity  purchases   and   sales   within
California,   competition,   environmental   risks,    litigation
uncertainties,   drilling,  development  and   operating   risks,
uncertainties  about  the estimates of reserves,  the  prices  of
goods  and services, the availability of drilling rigs and  other
support services, legislative and/or judicial decisions and other
government regulation.


Berry Petroleum Company News Release - May 8, 2003    Page 3 of 4

              (In thousands, except per share data)
                                     Three Months Ended

                                   3/31/03          3/31/02
  Sales of oil and gas            $  34,354        $  19,678
  Sales of electricity               12,880            7,314
  Interest and other income, net         20              378
                                   --------         --------
    Total                            47,254           27,370
  Operating costs - oil and gas
   operations                        13,184            8,086
  Operating costs - electricity
   generation                        12,880            6,983
  Depreciation, depletion &
   amortization                       4,454            3,992
  General and administrative          2,257            1,862
  Recovery of electricity
   receivables                            -           (3,631)
  Dry hole and abandonment            2,487                -
  Interest                              209              423
                                   --------         --------
    Total                            35,471           17,715

Income before income taxes           11,783            9,655
Provision for income taxes            2,606            1,035
                                   --------         --------
Net income                        $   9,177        $   8,620
                                   ========         ========

Basic and diluted net income per
 share                            $     .42        $     .40
Cash dividends per share          $     .10        $     .10
Weighted average common shares:
  Basic                              21,758           21,732
  Diluted                            21,920           21,811

                    CONDENSED BALANCE SHEETS
                         (In thousands)

                                   3/31/03         12/31/02
  Current assets                  $  35,020        $  28,705
  Property, buildings &
   equipment, net                   226,814          228,475
  Other assets                          876              893
                                   --------         --------
                                  $ 262,710        $ 258,073
                                   ========         ========
Liabilities & Shareholders' Equity
  Current liabilities             $  28,235        $  32,394
  Deferred taxes                     34,779           33,866
  Long-term debt                     15,000           15,000
  Other long-term liabilities
  Shareholders' equity                5,187            4,755
                                    179,509          172,058
                                   --------         --------
                                  $ 262,710        $ 258,073
                                   ========         ========


Berry Petroleum Company News Release - May 8, 2003    Page 4 of 4

                         (In thousands)
                                        Three Months Ended
                                   3/31/03          3/31/02
Cash flows from operating
  Net income                      $  9,177         $  8,620
  Depreciation, depletion &
   amortization                      4,454            3,992
  Dry hole and abandonment           2,487                -
  Other, net                           972              246
  Net changes in operating assets
   and liabilities                  (8,731)           3,629
                                   -------          -------
  Net cash provided by operating
   activities                        8,359           16,487

Net cash used in investing
 activities                         (4,871)          (4,333)
Net cash used in financing
 activities                         (2,175)          (7,173)
                                   -------          -------
Net increase in cash and cash
 equivalents                         1,313            4,981

Cash and cash equivalents at
 beginning of year                   9,866            7,238
                                   -------          -------
Cash and cash equivalents at
 end of period                    $ 11,179         $ 12,219
                                   =======          =======


                                      Three Months Ended
                                 3/31/03      3/31/02   Change
Oil and gas:
  Net production - BOE/day        15,736       13,799    14%
  Per BOE:
  Average sales price            $ 24.23      $ 15.87    53%
  Operating costs                   8.78         5.95    48%
  Production taxes                   .53          .56    (5%)
    Total operating costs           9.31         6.51    43%
  Depreciation, depletion and
   amortization                     3.15         3.21    (2%)
  General and administrative
   expenses                         1.59         1.50     6%
  Interest expense                   .15          .34   (56%)
 Electric power produced - Mwh/day 2,137        2,051     4%
 Electric power sold - Mwh/day     1,951        1,890     3%
 Average sales price - $/Mwh     $ 73.39      $ 36.35   102%
 Fuel gas cost - $/MMBtu            5.40         2.49   117%

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