SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MAGRUDER LOGAN (Last) (First) (Middle) C/O BERRY PETROLEUM COMPANY 5201 TRUXTUN AVE., SUITE 300 (Street) BAKERSFIELD CA 93309 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol BERRY PETROLEUM CO [ BRY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Executive Vice President
	3. Date of Earliest Transaction (Month/Day/Year) 03/29/2006
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/29/2006		M(3)		10,000	A	$15.48	10,500	D
Class A Common Stock	03/29/2006		M(3)		3,700	A	$19.94	14,200	D
Class A Common Stock	03/29/2006		S		200	D	$71.3	14,000	D
Class A Common Stock	03/29/2006		S		300	D	$71.25	13,700	D
Class A Common Stock	03/29/2006		S		200	D	$71.22	13,500	D
Class A Common Stock	03/29/2006		S		100	D	$71.21	13,400	D
Class A Common Stock	03/29/2006		S		600	D	$71.2	12,800	D
Class A Common Stock	03/29/2006		S		100	D	$71.19	12,700	D
Class A Common Stock	03/29/2006		S		100	D	$71.16	12,600	D
Class A Common Stock	03/29/2006		S		200	D	$71.15	12,400	D
Class A Common Stock	03/29/2006		S		100	D	$71.12	12,300	D
Class A Common Stock	03/29/2006		S		10,600	D	$71.1	1,700	D
Class A Common Stock	03/29/2006		S		300	D	$71.18	1,400	D
Class A Common Stock	03/29/2006		S		100	D	$71.16	1,300	D
Class A Common Stock	03/29/2006		S		200	D	$71.15	1,100	D
Class A Common Stock	03/29/2006		S		100	D	$71.14	1,000	D
Class A Common Stock	03/29/2006		S		500	D	$71.11	500	D
Class A Common Stock								886	I	Held in 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Nonstatutory Stock Option (Right to Buy) NSO	$15.48	03/29/2006		M(3)			10,000	08/29/2004	08/29/2013	Class A Common Stock	10,000	$0(3)	20,000	D
Nonstatutory Stock Option (Right to Buy) NSO	$19.94	03/29/2006		M(3)			3,700	12/05/2004	12/05/2013	Class A Common Stock	3,700	$0(3)	16,300	D
Nonstatutory Stock Option (Right to Buy) NSO	$43.16							11/23/2005	11/23/2014	Class A Common Stock	35,000		35,000	D
Nonstatutory Stock Option (Right to Buy) NSO	$61.29							12/15/2006	12/15/2015	Class A Common Stock	25,000		25,000	D
Restricted Stock Units (RSU)(1)	$0(1)							(2)	(2)	Class A Common Stock	5,000		5,000	D

Explanation of Responses:

1. Each RSU represents a contingent right to receive one share of Berry Petroleum Company Class A Common Stock.

2. The restricted stock units vest in four equal annual installments beginning December 15, 2006. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.

3. Exercise of Stock Options under the Company's 1994 Stock Option Plan in a transaction exempt under Rule 16b.

Remarks:

	Kenneth A. Olson under Power of Attorney on file for Logan Magruder	03/31/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.