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)    November 6, 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 7. Financial Statements and Exhibits (c) Exhibits 99 Press Release of Berry Petroleum Company dated November 6, 2003. Item 12. Results of Operations and Financial Condition The information in this Current Report, including the attached Exhibit,shall not be deemed "filed' for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended. On November 6, 2003, Berry Petroleum Company, a Delaware corporation, issued a press release announcing the Company's financial results for the three months and nine months ended September 30, 2003, a copy of which is attached as Exhibit 99. 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 November 7, 2003

2

News Release

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

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


      BERRY PETROLEUM EARNS $.36 PER SHARE IN THIRD QUARTER 2003

     Bakersfield,  CA - November 6, 2003 - Berry Petroleum  Company
(NYSE:BRY)  announced net income of $8 million, or  $.36  per  diluted
share  for the third quarter ended September 30, 2003, up 5%  compared
to net income of $7.6  million, or $.35 per diluted share for the same
period in 2002.  Earnings were higher due to increased production  and
higher crude oil prices.

Oil   and  gas  production,  including  the  recent  Brundage   Canyon
acquisition,  was  a record 16,482 barrels of oil equivalent  per  day
(BOE/day) in the third quarter of 2003, up 14% from 14,464 BOE/day  in
the same 2002 period. The third quarter production, before any benefit
from  Brundage  Canyon,  was 15,782 BOE/day, also  a  record,  and  up
slightly  from  the second quarter 2003 production of 15,397  BOE/day.
Berry  expects to average approximately 16,600 BOE/day for  the  year,
which is a 15% increase over 2002.

Jerry  V.  Hoffman,  Chairman, President and Chief Executive  Officer,
stated, "The third quarter results benefited from increased production
on  our  California properties and our first month of production  from
Brundage  Canyon. We anticipate an excellent fourth quarter  based  on
the  expected  results of our drilling program currently  underway  at
this  new  core  property,  with 11 of our 26  planned  wells  already
drilled as of October 26. The integration of the Brundage Canyon asset
is  going  well with current production at 2,100 BOE/day. Our  current
company-wide  production is 19,000 BOE/day. In 2004 we  are  targeting
average  production of above 20,000 BOE/day which approximates  a  20%
increase over 2003."

Total  operating costs in the third quarter were $10.90  per  BOE,  up
from  $8.57 per BOE in the same 2002 period, but down from $11.15  per
BOE  in the second quarter of 2003. Operating costs were higher in the
third  quarter  of 2003 compared to the same period  in  2002  due  to
higher  steam  costs caused by higher natural gas  prices  and  higher
injected  steam  volumes. Natural gas, the largest cost  component  of
steam  costs,  averaged $4.75 per MMBtu (millions of  British  thermal
unitss)  in  the third quarter of 2003, down slightly from the  second
quarter  of  2003, but 57% higher than the average cost of  $3.02  per
MMBtu  in  the  third quarter of 2002. The Company  expects  operating
costs  per BOE to decrease slightly in the fourth quarter and to trend
below  $10.00  in 2004 assuming natural gas prices remain  at  current
levels.

The  average sales price received, including hedging gains or  losses,
per  BOE  for  the third quarter of 2003, was $22.07, up 5%  from  the
$21.03 received in the comparable 2002 period.

Hoffman  added, "We are formulating our capital budget for  2004,  but
preliminarily, we anticipate a budget between $45 and $55 million  for
development and an unspecified amount for acquisitions. We continue to
pursue  growth opportunities in California, the Rockies and  the  Mid-
Continent."



Nine-Month Results

Net  income rose to $23.7 million, or $1.08 per diluted share, for the
nine  months ended September 30, 2003, up 3% compared to $23  million,
or  $1.05  per diluted share, for the same period in 2002. Results  in
2003  include the pre-tax write-off of $2.5 million for the cost of  a
pilot  project  and  associated leasehold  acreage  in  Kansas,  while
results in 2002 include a pre-tax gain on the recovery of $3.6 million
in  receivables  for electricity sales that were written  off  by  the
Company in 2001.

Production volumes rose 13% to 15,874 BOE/day in the nine months ended
September 30, 2003 from 14,110 BOE/day in the comparable 2002  period.
The  average  sales  price received per BOE was $22.45  for  the  nine
months  ended September 30, 2003, up 18% from $19.02 per BOE  received
in the comparable 2002 period. Operating costs rose 33% from $7.89/BOE
to $10.46/BOE due to a 79% increase in the cost of natural gas and a 6
% increase in steam injection volumes.

Ralph  J. Goehring, Senior Vice President and Chief Financial Officer,
said,  "Our nine-month earnings are very strong, and after considering
non-recurring  items  in  both  2002  and  2003,  our  2003   earnings
performance  is much improved over 2002. Our pre-tax cash  margin  per
BOE  for the nine months ended September 30, 2003 was $10.26,  up  10%
from  $9.31  in  the comparable 2002 period. We define  'pre-tax  cash
margin  per  BOE'  as the average realized price received  less  total
operating costs, G&A and interest expenses. Given that crude  oil  and
natural gas prices stay near the current levels, Berry is on track  to
achieve strong results in 2003."

Teleconference Call

An  earnings conference call will be held Friday, November 7, 2003  at
8:00  a.m.  PT.   Dial  1-800-218-0204 to participate.   International
callers  may dial 303-262-2075.  For a digital replay available  until
November  21, dial 1-800-405-2236 (passcode 556574#). Listen  live  or
via replay on the web at www.bry.com. Transcripts of this and previous
calls may be viewed at www.bry.com/tele.htm.

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, a limited  marketplace
for  electricity  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 regulations.


                      CONDENSED INCOME STATEMENTS
                 (In thousands, except per share data)
                              (unaudited)

                               Three Months          Nine Months

                            9/30/03  9/30/02      9/30/03     9/30/02
                            -------  -------      -------     -------
Revenues:
  Sales of oil and gas      $33,466  $28,044      $97,286     $73,289
  Sales of electricity       11,120    7,172       34,385      20,963
  Interest and other
   income, net                  350       71          597       1,616
                            -------  -------      -------     -------
    Total                    44,936   35,287      132,268      95,868
Expenses:
  Operating costs - oil
   and gas                   16,533   11,402       45,343      30,381
  Operating costs -
   electricity               11,120    7,172       34,385      20,631
  Depreciation, depletion
   & amortization             5,167    4,126       14,350      12,396
  General and
   administrative             2,002    2,277        6,663       6,171
  Recovery of electricity
   receivables                    -        -            -      (3,631)
  Dry hole and abandonment        -        -        2,487           -
  Interest                      368      179          845         863
                            -------  -------      -------     -------
    Total                    35,190   25,156      104,073      66,811

Income before income taxes    9,746   10,131       28,195      29,057
Provision for income taxes    1,711    2,544        4,473       6,023
                            -------  -------      -------     -------

Net income                  $ 8,035   $7,587      $23,722     $23,034
                            -------  -------      -------     -------
                            -------  -------      -------     -------

Basic net income per share  $   .37   $  .35       $ 1.09      $ 1.06
Diluted net income per      $   .36   $  .35       $ 1.08      $ 1.05
share
Cash dividends per share    $   .11   $  .10       $  .36      $  .30

Weighted average common
shares:
    Basic                    21,776   21,746       21,766      21,738
                            -------  -------      -------     -------
    Diluted                  22,065   21,945       21,917      21,927
                            -------  -------      -------     -------


                       CONDENSED BALANCE SHEETS
                            (In thousands)

                                     (unaudited)

                                       9/30/03   12/31/02
                                      --------   --------
Assets
  Current assets                       $36,174    $28,705
  Property, buildings & equipment,
   net                                 283,038    228,475
  Other assets                           2,228        893
                                      --------   --------
                                      $321,440   $258,073
                                      --------   --------
                                      --------   --------

Liabilities & Shareholders' Equity
  Current liabilities                  $34,015    $32,394
  Deferred taxes                        37,367     33,866
  Long-term debt                        55,000     15,000
  Other long-term liabilities            7,641      4,755
  Shareholders' equity                 187,417    172,058
                                      --------   --------
                                      $321,440   $258,073
                                      --------   --------
                                      --------   --------

                 CONDENSED STATEMENTS OF CASH FLOWS
                           (In thousands)
                             (unaudited)

                                          Nine Months

                                       9/30/03    9/30/02
                                      --------   --------

Cash flows from operating activities:
  Net income                           $23,722    $23,034
  Depreciation, depletion &             14,350     12,396
   amortization
  Dry hole and abandonment               2,517       (474)
  Deferred income tax liability          3,501      1,414
  Other, net                              (291)       216
  Net changes in operating assets and
   liabilities                          (3,810)     5,368
                                       --------   --------
  Net cash provided by operating
     activities                         39,989     41,954


Net cash used in investing activities  (70,375)   (22,571)
Net cash provided by (used in)
  financing activities                  31,088    (18,760)
                                       --------   --------

Net increase in cash and cash
  equivalents                              702        623

Cash and cash equivalents at
  beginning of year                      9,866      7,238
                                       --------   --------

Cash and cash equivalents at end of
  period                               $10,568     $7,861
                                       --------   --------
                                       --------   --------

                  COMPARATIVE OPERATING STATISTICS
                             (unaudited)

                          Three Months           Nine Months

                        9/30/03 9/30/02 Change 9/30/03 9/30/02 Change
                        ------- ------- ------ ------- ------- ------

Oil and gas:
  Net production-BOE     16,482  14,464 +14%    15,874  14,110  +13%
   per day
  Per BOE:
   Average realized      $22.07  $21.03  +5%    $22.45  $19.02  +18%
       sales price

   Operating costs        10.21    8.06  +27%     9.88    7.35  +34%
   Production taxes         .69     .51  +35%      .58     .54   +7%
                        ------- ------- ------ ------- ------- ------
       Total operating    10.90    8.57  +27%    10.46    7.89  +33%
        costs

   Depreciation &          3.41    3.10  +10%     3.31    3.22   +3%
      depletion
   General & admin.
      expenses             1.32    1.71  -23%     1.54    1.60   -4%
    Interest expense        .24     .13  +85%      .19     .22  -14%

Electricity:
  Electric power produced
   Megawatt hours/day     2,127   2,088   +2%    2,100    2,025  +4%
  Electric power sold -
   Megawatt hours/day     1,937   1,918   +1%    1,912    1,852  +3%

  Average sales price -   60.12   37.59  +60%    65.38    38.54 +70%
   $/Mwh
  Natural gas cost -
   $/MMBtu                 4.75    3.02  +57%     5.06     2.83 +79%

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