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)  May 17, 2004

                     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

     (c)  Exhibits

     The following Exhibits are hereby filed as part of this Current
     Report on Form 8-K:

     Exhibit 99 - Press Release dated May 17, 2004 regarding the
     Registrant's announcing the webcasting of the company's annual
     shareholder meeting of May 20, 2004.


                     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

     May 17, 2004

                     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:
Robert F. Heinemann, Chairman, Interim President and Interim CEO
Ralph J. Goehring, Senior Vice President and CFO


               BERRY PETROLEUM COMPANY TO PROVIDE LIVE
         WEBCAST OF MAY 20, 2004 ANNUAL SHAREHOLDER MEETING

BAKERSFIELD,  CA  - (BUSINESS WIRE) - May 17, 2004 - Berry  Petroleum
Company  (NYSE:  BRY),  an independent oil  and  gas  producer,  will
provide  a live webcast of its annual shareholder meeting to be  held
in Bakersfield, CA on Thursday, May 20, 2004 at 3:30 pm Pacific time.
Participation  via the web will be in a listen-only  format.  A  web-
based  replay  of  the  meeting will also be available  for  60  days
following the meeting.

This  event  is  being webcast by CCBN/Thompson and  can  be accessed
through  the Investor Center at Berry's web site at www.bry.com.  The
webcast  is  also  being  distributed over  CCBN/Thompson's  Investor
Distribution Network to both institutional and individual  investors.
Individual  investors can listen to the call through  the  individual
investor  center  at www.fulldisclosure.com. Institutional  investors
can  access  the  call  via CCBN/Thompson's password-protected  event
management site, StreetEvents (www.streetevents.com).

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

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.



                                 # # #