SECURITIES AND EXCHANGE COMMISSION
                        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)    August 28, 2003

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

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


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

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


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







                       1



Item 9.  Regulation FD Disclosure

     On August 28, 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.


     (c)  Exhibits

     99.1  Press Release of Berry Petroleum Company dated
           August 28, 2003.



                     SIGNATURE

    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 authorized.

                            BERRY PETROLEUM COMPANY



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

     August 28, 2003

                     2

News Release

Berry Petroleum Company                          E-mail:  ir@bry.com
5201 Truxtun Avenue, Suite 300                  Phone (661) 616-3900
Bakersfield, California 93309-0640            Internet:  www.bry.com


Contacts:  Jerry V. Hoffman, Chairman, President and CEO
           Ralph J. Goehring, SVP & CFO


   BERRY PETROLEUM COMPLETES SALE OF AN INTEREST IN KANSAS ACREAGE

Bakersfield,  CA  -  August  28,  2003  -  Berry  Petroleum   Company
(NYSE:BRY)  announced it closed the sale of approximately 43,000  net
acres   of   non-producing  leases  to  Evergreen   Resources,   Inc.
(NYSE:EVG).   The  acreage, which contains coalbed methane  potential
and  is located in the Forest City Basin of eastern Kansas, was  sold
for  an  undisclosed amount. Under the terms of the sale, Berry  will
retain an overriding royalty interest.

      In  a separate transaction, Berry purchased approximately 2,200
net  acres  in  the  northern portion of the  Green  River  Basin  in
Sublette County, Wyoming, from a private party.   The acreage  is  in
the  Mickleson Creek Field and Berry intends to develop this  acreage
to  increase  its  natural gas production through its  2004  drilling
program.  Terms were not disclosed.

     Berry Petroleum Company is an independent oil and gas production
and  exploitation  company headquartered in Bakersfield,  California.
Berry  has  other coalbed methane interests in Kansas,  Illinois  and
Wyoming  and  recently established an office in Denver to  develop  a
portfolio of oil and gas assets in the Rockies.

     "Safe harbor under the Private Securities Litigation Reform  Act
of  1995:"  This  release may contain descriptions of  the  Company's
expectations  regarding future business activities.   These  forward-
looking  statements are made in reliance upon safe harbor  provisions
of the Private Securities Litigation Reform Act of 1995. Accordingly,
actual  results may differ materially from those contemplated by  the
forward-looking statements.

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