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)  January 19, 2005

                     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 7.01. Regulation FD (c) Exhibits The following Exhibits are hereby furnished as part of this Current Report on Form 8-K: Exhibit 99 - News Release dated January 19, 2005 regarding the Registrant's setting its 2005 capital budget at $100 million. 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 January 19, 2005

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, President and CEO
         Ralph J. Goehring, Executive Vice President and CFO


   BERRY PETROLEUM ANNOUNCES $100 MILLION CAPITAL BUDGET FOR 2005

Bakersfield,  CA  -  January  19,  2005  -  Berry  Petroleum  Company
(NYSE:BRY)  set  its  2005 capital budget at $100  million,  directed
toward  the development of new reserves and the increase of  oil  and
gas  production.  With $63 million allocated for the  Rocky  Mountain
region  and $37 million for California, the Company expects to  drill
134  new  wells  in the Rockies and 76 new wells in  California,  and
perform  43 workovers in the Rockies and 38 in California,  according
to Robert F. Heinemann, president and chief executive officer.

Mr. Heinemann added, "We will have our most robust capital program in
the  Company's history at the base level of $100 million, and pending
development  results  and  the  performance  of  several  recent  and
announced   acquisitions  and  associated  test   wells,   additional
opportunities could raise the total 2005 budget to as  high  as  $135
million.  We  are  optimistic  about the  additional  production  and
reserves that may be added, both in California and the Rockies, as  a
result of our extensive program. Strategic acquisitions of new  areas
and  add-ons to existing acreage in 2004 significantly increased  our
portfolio  of development prospects, which will allow us to  continue
our  growth trend in 2005 and beyond. In addition, we expect our core
California oil assets to continue to provide strong cash flow for our
operations."


ROCKY MOUNTAIN REGION

  Utah
  ----

  $45  million  is budgeted for 60 new drills in the Brundage  Canyon
  Field  with  the  primary focus on step-out drilling  to  test  the
  northern  and  southern  extensions of the field,  and  on  in-fill
  drilling to 40 acre spacing in selective parts of the field.  These
  programs  have the potential to add over 300 drilling locations  to
  the development.

  $12  million is budgeted for other Rockies exploitation  prospects.
  These   projects  include  the  Coyote  Flats  acreage  where   the
  objective is natural gas in the Ferron sands and Emery coal.  Berry
  will   earn   a  50%  working  interest  in  approximately   72,000
  undeveloped  acres upon completion of a nine well drilling  program
  which  has commenced. Three new drills in the Lake Canyon prospect,
  west  of  Brundage Canyon, will focus on testing the deep Mesaverde
  gas zone, and shallow light oil in the Green River formation.

  Colorado
  --------

  A  minimum  of  60  new wells will be drilled in  the  Yuma  County
  Niobrara  natural  gas assets. The Company is  in  the  process  of
  acquiring these assets and expects to close the transaction  within
  30  days,  at  which time the Company will own an  approximate  52%
  working  interest  in  the assets. The focus  will  be  on  in-fill
  drilling  to  40-acre  spacing  on selected  acreage  within  these
  130,000  gross  acres. The expected level of capital investment  in
  2005 is $4 to $8 million.


CALIFORNIA

  $23  million  is  budgeted for 60 new drills in  the  Midway-Sunset
  Field  with the focus on horizontal and vertical in-fill  drilling,
  potential  diatomite  production and steam  injection  wells.  This
  amount also includes scheduled cogeneration maintenance.

  $14  million is budgeted for additional California projects. In the
  Placerita  Field  the primary objectives are  the  drilling  of  10
  producing wells, initiation of steam flooding on the North  end  of
  the  field, conversion of six wells to injectors, and adding  steam
  flood  equipment.  In  the Poso Creek Field  the  thermal  recovery
  project  will  be expanded by the drilling of four new  wells,  the
  completion  of  numerous well remediations, and  extension  of  the
  steam injection system.


2005 Production Target

Based  on this capital budget and assuming closing of the Yuma County
Niobrara  acquisition, the Company anticipates  that  production  for
2005  will average in excess of 23,000 barrels of oil equivalent  per
day  (BOE/day), up from 20,500 BOE/day in 2004.  The Company  expects
production  to  be  approximately 87% oil and  13%  natural  gas  and
anticipates  funding  its capital program from  internally  generated
cash flow.


Berry Petroleum Company is a publicly traded independent oil and  gas
production and exploitation company with 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,  drilling, development and operating  risks,  a  limited
marketplace  for  electricity sales within  California,  counterparty
risk, acquisition risks, competition, environmental risks, litigation
uncertainties,  the availability of drilling rigs and  other  support
services,  legislative and/or judicial decisions and other government
or Tribal regulations.




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