UNITED
STATES
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): June 16, 2006 (June 15, 2006)
BERRY
PETROLEUM COMPANY
(Exact
Name of Registrant as Specified in its Charter)
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DELAWARE
(State
or Other Jurisdiction of
Incorporation
or Organization)
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1-9735
(Commission
File Number)
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77-0079387
(IRS
Employer
Identification
Number)
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5201
TRUXTUN AVE., STE. 300, BAKERSFIELD, CA
(Address
of Principal Executive Offices)
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93309
(Zip
Code)
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Registrant’s
telephone number, including area code: (661)
616-3900
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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1
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Item 7.01 Regulation
FD
On June
15, 2006, Berry
Petroleum Company distributed a news release stating that Berry
Petroleum Company filed its automated shelf registration statement.
The
information in this Current Report on Form 8-K and Exhibit 99.1 is being
furnished and shall not be deemed "filed" for the purposes of Section 18
of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section.
Item
9.01 Financial Statements and Exhibits
(c)
Exhibits
99.1
- News Release by Berry Petroleum Company dated June 15, 2006, titled
"Berry
Petroleum Files Automatic Shelf Registration Statement".
SIGNATURES
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 hereto
duly authorized.
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BERRY
PETROLEUM COMPANY
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By:
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/s/
Kenneth A. Olson
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Kenneth
A. Olson
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Corporate
Secretary
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Date: June
16, 2006
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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
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Contacts:
Robert F. Heinemann, President and CEO - - Ralph J. Goehring, Executive
Vice President and CFO
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BERRY
PETROLEUM FILES AUTOMATIC SHELF REGISTRATION STATEMENT
Bakersfield,
CA - June 15, 2006
- Berry
Petroleum Company (NYSE:BRY) today filed an automatic shelf registration
statement on Form S-3 with the Securities and Exchange Commission. This
registration statement will allow the Company to sell its common stock,
preferred stock, warrants and debt securities in any combination from
time to
time. All of the securities sold in the offering will be sold by the
Company,
and proceeds from such sales will be used for the purposes described
in the
prospectus and in any prospectus supplement filed at the time of an
offering.
Ralph
J.
Goehring, chief financial officer, said, "While Berry has no immediate
plans to
access the equity markets, we want to be prepared for any opportunity
that may
require additional financial resources. This filing allows us great
financing flexibility as we continue to look for acquisitions that meet
our
growth and diversification objectives. With this registration, Berry
has
regulatory approval to sell securities, providing flexibility to raise
funds
when the money is needed or market conditions are favorable."
This
news
release shall not constitute an offer to sell or the solicitation of
an offer to
buy such securities, nor shall there be any sale of such securities in
any state
or other jurisdiction in which such offer, solicitation or sale would
be
unlawful prior to registration or qualification under applicable law.
A
prospectus supplement will describe the terms of any particular offering
made
under the universal shelf registration statement.
About
Berry Petroleum Company
Berry
Petroleum Company is a publicly traded independent oil and gas production
and
exploitation company with its headquarters in Bakersfield, California
and a
regional office in Denver, Colorado.
Safe
harbor under the “Private Securities Litigation Reform Act of
1995”
Any
statements in this news release that are not historical facts are
forward-looking statements that involve risks and uncertainties. Words
such
as“will,”
“plans,” “estimates,” “expect,” “anticipate,”
and
forms of those words and others indicate forward-looking statements.
Important
factors which could affect actual results are discussed in PART
1, Item 1A. Risk Factors
of
Berry’s 2005 Form 10-K filed with the Securities and Exchange Commission, under
the heading “Other Factors Affecting the Company's Business and Financial
Results” in the section titled “Management’s Discussion and Analysis of
Financial Condition and Results of Operations.”
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