UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 11-K
(Mark One)
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X
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ANNUAL REPORT PURSUANT TO
SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For the Fiscal Year Ended
December 31, 2007
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OR
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o
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TRANSITION REPORT PURSUANT TO
SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE
REQUIRED)
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For the Transition Period
From
Commission File Number
1-9735
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A.
Full title of the Plan and the address of the Plan, if different
from that of the issuer named
below:
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BERRY PETROLEUM COMPANY THRIFT
PLAN
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B.
Name of issuer of the securities held pursuant to the Plan and the
address of its principal executive
office:
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Berry Petroleum
Company
1999 Broadway, Ste
3700
Denver, CO 80202
BERRY
PETROLEUM COMPANY
THRIFT
PLAN
FINANCIAL
STATEMENTS
AND
SUPPLEMENTAL SCHEDULE
(With
Report of Independent Registered Public Accounting Firm)
December
31, 2007 and 2006
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BERRY PETROLEUM COMPANY THRIFT
PLAN
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||||
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INDEX
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Report of Independent
Registered Public Accounting Firm
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2
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Financial
Statements
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Statements of Net Assets
Available for Benefits
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||||
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as of December 31, 2007 and
2006
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3
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Statement of Changes in Net Assets
Available for Benefits
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||||
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for the year ended December
31, 2007
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4
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Notes to Financial
Statements
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5
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Supplemental
Schedule
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||||
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Schedule H, Line 4i - Schedule of Assets
(Held at End of Year)
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as of December 31,
2007
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11
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1
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the
Administrators of the
Berry
Petroleum Company Thrift Plan:
We have
audited the accompanying statements of net assets available for benefits of the
Berry Petroleum Company Thrift Plan (the Plan) as of December 31, 2007 and 2006,
and the related statement of changes in net assets available for benefits for
the year ended December 31, 2007. These financial statements are the
responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our
audits.
We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. The Plan
is not required to have, nor were we engaged to perform, an audit of its
internal controls over financial reporting. Our audits included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the Plan's
internal control over financial reporting. Accordingly, we express no
such opinion. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our
opinion, the financial statements referred to above present fairly, in all
material respects, the net assets available for benefits of the Plan as of
December 31, 2007 and 2006 and the changes in net assets available for benefits
for the year ended December 31, 2007, in conformity with accounting principles
generally accepted in the United States of America.
Our
audits were made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedule H, line 4i –
schedule of assets (held at end of year) as of December 31, 2007, is presented
for the purpose of additional analysis and is not a required part of the basic
2007 financial statements, but is supplementary information required by the
Department of Labor’s Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. This
supplemental schedule is the responsibility of the Plan's
management. The supplemental schedule has been subjected to the
auditing procedures applied in our audit of the basic 2007 financial statements
and, in our opinion, is fairly stated in all material respects, in relation to
the basic 2007 financial statements taken as a whole.
KMJ
Corbin & Company LLP
s/s KMJ
Corbin & Company LLP
Irvine,
California
June 26,
2008
2
BERRY PETROLEUM COMPANY THRIFT
PLAN
Statements of Net Assets Available
for Benefits
December 31, 2007 and
2006
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2007
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2006
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ASSETS:
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Investments,
at fair value:
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Interest bearing
cash
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$ |
361,338
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$ |
243,292
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||||
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Shares in registered investment
companies
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20,606,764
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18,814,921
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Common and collective
trust
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5,029,719
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4,673,161
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||||||
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Common stock of
sponsor
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6,661,544
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4,271,131
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||||||
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Participants
loans
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633,247
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502,959
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||||||
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33,292,612
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28,505,464
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Other
receivables
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7,821
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-
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||||||
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Accrued
income
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1,361
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1,032
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Net
assets available for benefits,
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at fair value
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33,301,794
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28,506,496
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||||||
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Adjustment
from fair value to contract value for
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||||||||
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fully benefit-responsive
investment contracts
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54,661
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46,969
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||||||
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Net
assets available for benefits
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$ |
33,356,455
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$ |
28,553,465
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||||
The accompanying notes are an
integral part of these financial statements.
3
BERRY PETROLEUM COMPANY THRIFT
PLAN
Statement of Changes in Net Assets
Available for Benefits
Year Ended December 31,
2007
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ADDITIONS:
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||||
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Additions
to net assets attributable to:
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||||
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Contributions:
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Participants
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$ |
1,945,357
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Employer
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1,263,611
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Rollovers
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217,438
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3,426,406
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Interest
and dividends
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1,505,490
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Interest
on participant loans
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45,528
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Net
appreciation in fair value of investments
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2,638,479
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4,189,497
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Total
additions
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7,615,903
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DEDUCTIONS:
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Deductions
from net assets attributable to:
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||||
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Administrative
fees
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5,077
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Corrective distributions
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51
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Benefits
paid to participants
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2,807,785
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Total
deductions
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2,812,913
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Net
increase in net assets
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4,802,990
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Net
assets available for benefits:
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||||
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Beginning of year
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28,553,465
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End of year
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$ |
33,356,455
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The accompanying notes are an
integral part of these financial statements.
4
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BERRY PETROLEUM COMPANY THRIFT
PLAN
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NOTES TO FINANCIAL
STATEMENTS
Note
1. Description of Plan
The
following description of the Berry Petroleum Company Thrift Plan (the Plan) is
provided for general information purposes only. Participants should
refer to the Plan Agreement for more complete information.
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General
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The Plan
is sponsored and administered by Berry Petroleum Company (the Company or Plan
Sponsor). The Plan is a defined contribution plan under Section 401(a) of the
Internal Revenue Code (the Code), which includes a cash or deferred arrangement
under 401(k) of the Code, and is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA), as amended. Employees
of the Company are immediately eligible for enrollment in the Plan upon their
hire date.
Trustees
and Administration
The Company has entered into a trust
agreement with Fidelity Management Trust Company (Fidelity) to handle duties as
the named Trustee for the Plan. Three officers of the Company, Walter
B. Ayers, Ralph J. Goehring and Kenneth A. Olson, are the Administrators of the
Plan, and Berry Petroleum Company is the Plan Sponsor. The Administrators have
the authority to delegate plan administration duties as necessary. On
November 16, 2006, the Board of Directors of Berry Petroleum Company approved
Mr. Ayers replacing Mr. Heinemann as an Administrator for the
Plan. Certain administrative expenses are paid by the
Company. Fidelity, as the Trustee, receives contributions from the
Plan Sponsor, invests and reinvests the Plan’s assets, determines the market
value of Plan assets, prepares statements and processes loans and withdrawals to
beneficiaries.
Contributions
Employees
who elect to participate in the Plan may contribute from 1% to 60% of their
eligible compensation, as defined in the Plan Agreement. The Company
match consists of a 100% match of each participant's contribution up to the
first 8% of the participant's eligible compensation.
In 2007,
the Plan was amended to allow employees to contribute their 401(k) contributions
to a Roth 401(k) account. The first Roth 401(k) contributions began
April 1, 2007.
Participant and employer contributions
are subject to statutory limitations, which for 2007 were $15,500 pre-tax and
$44,500 for total employee and employer contributions,
respectively. Employees who have attained the age of 50 by the end of
the Plan year are eligible to make an additional catch-up contribution, for
which the limit was $5,000 for 2007. Participants vest immediately in
their contributions, and vesting in employer contributions is at a rate of 20%
per year of service during the first five years of employment. In
addition, participants may elect to contribute a percentage of eligible
compensation into the Plan on an after-tax basis or as noted above as a Roth
401(k) contribution. After-tax contributions are subject to special
Internal Revenue Code rules which must be satisfied and reduce the maximum
amount a participant may contribute. Any contributions that adversely
affect the Plan’s non-discrimination tests may be refused or
refunded.
Contributions made by or on behalf of
Plan participants are invested as directed by the participants and held under a
trust agreement in one or more of the investment options selected by the Plan
Sponsor in accordance with the provisions of the Plan
Agreement. Employees may choose to have their contributions invested
in the Fidelity
Managed Income Portfolio, the Berry Petroleum Company Common Stock Fund and a
selection of mutual funds. In addition to the Investment Funds listed
below the Plan Sponsors added a Self-Directed Brokerage Option (Brokerage
Option) to the Plan in late December 2007. The Brokerage Option
allows the participants to option to open up a brokerage account with Fidelity
and to place up to 25% of their account balance in their Fidelity brokerage
account. The participant can then invest a portion of their 401(k)
account in any investment instrument available through the Fidelity brokerage
account.
5
BERRY PETROLEUM COMPANY THRIFT
PLAN
NOTES TO FINANCIAL
STATEMENTS
Note 1. Plan Description,
continued
Investment Funds
The
investment selections available to participants are as follows:
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Spartan
U.S. Equity Index Fund
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Fidelity
Managed Income Portfolio
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CRM
Mid Cap Fund
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Fidelity
Contrafund
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ABF
Small Cap Value PA Fund
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Fidelity
Diversified International Fund
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ABF
Large Cap Value PA Fund
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Fidelity
Inflation Protected Bond Fund
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Morgan
Stanley Institutional - Capital Growth Fund
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Fidelity
Low-Priced Stock Fund
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PIMCO
High Yield Admin Fund
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Fidelity
Puritan Fund
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RS
Smaller Company Growth Fund
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Fidelity
U.S. Bond Index Fund
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Fidelity
Freedom Income Fund
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Fidelity
Freedom Funds (1)
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(1)
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The
entire range of Freedom Funds are available and comprise the Freedom 2000,
2005, 2010, 2015, 2020, 2025, 2030, 2035, 2040, 2045 and
2050.
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The following investments had fair
values at December 31, 2007 and 2006 representing more than 5% of net assets
available for benefits:
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2007
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2006
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|||||||
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Berry Petroleum
Company Common Stock Fund
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$ |
7,032,032
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(a) |
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$ |
4,515,424
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(a) | |
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Fidelity Managed Income
Portfolio
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5,029,719
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(b) |
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4,673,161
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(b) | |||
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Fidelity Diversified
International Fund
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4,571,462
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3,949,574
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||||||
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Fidelity
Contrafund
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3,452,562
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3,378,562
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||||||
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Fidelity Low-Priced Stock
Fund
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2,636,808
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2,875,574
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||||||
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Spartan U.S. Equity Index
Fund
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2,215,987
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2,236,371
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||||||
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ABF Large Cap Value PA
Fund
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1,764,200
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1,559,371
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||||||
(a) Investment
balances include cash and cash equivalents of $361,306 and $243,261, accrued
income of $1,361 and $1,032 and other rerceivables of $7,821 and $0 at
December 31, 2007 and 2006, respectively.
(b) The
schedule reflects the fair value. The contract value of the
investment at December 31, 2007 and 2006,was $5,084,380 and $4,720,130,
respectively.
6
BERRY PETROLEUM COMPANY THRIFT
PLAN
NOTES TO FINANCIAL
STATEMENTS
Note 1. Plan Description,
continued
Participant
Accounts
Participants can access their accounts at any time
with Fidelity’s Net Benefits online service. Each participant account
is credited with the participant’s and the Company’s contributions, and the
allocation of any Plan earnings or losses. Earnings or losses are allocated on a
fund-by-fund basis. Allocations are based on the ratio of the
participant’s account balance in each investment option to the total assets of
the investment option. In 2007, the Company changed the method of
using the forfeitures of terminated participants’ non-vested accounts from
allocating the available forfeitures to participants’ accounts as an additional
Company match to utilizing the available forfeitures to reduce the amount that
the Company was required to fund for matching contributions. The Plan had a
balance of forfeitures at December 31, 2007 and 2006 of $548 and $41,619,
respectively. The $41,619 of forfeitures at December 31, 2006 was
allocated to the accounts of active participant accounts in January
2007.
Participant
Loans
Participants are entitled to borrow from their
vested account balances in amounts from $1,000 to $50,000, but not in excess of
50% of their vested account balances. Interest is computed based on
the prime rate in the Wall Street Journal on the date of the application, plus
1%. A maximum of two loans can be outstanding at any one time and
each loan must be repaid over a period of 1 to 5 years, unless the loan is for
the purchase of a principal residence, in which case the loan may be repaid over
a period of 10 years. Each loan is supported by a promissory note
with the participant’s account balance as collateral. In the event of
default, death, disability or termination of employment, the entire outstanding
principal balance and accrued interest may become immediately due and
payable.
Hardship
Withdrawals
The
Plan allows for hardship withdrawals to pay certain housing, health or education
expenses if the participant does not have other funds available for these
expenses. Internal Revenue Service (IRS) regulations require that a
participant cannot make contributions to the Plan for six months after taking a
hardship withdrawal. In addition, participants will not receive
matching contributions or forfeitures for the six months they are ineligible to
participate in the Plan. For the year ended December 31, 2007, the
Plan had two hardship withdrawals.
Payment
of Benefits
Upon
termination of service due to retirement, death, disability or other reasons,
the participant or beneficiary, in the case of death, can request withdrawal of
his or her account equal to the value of the vested balance in the participant
account, reduced by any unpaid loan balance. If desired, a
participant can leave the account balance in the Plan until the participant
attains the age 70 ½ unless the participant’s vested account balance is less
than $5,000, in which case the vested account balance can be distributed to the
participant. The
Plan allows withdrawals from the participant accounts in the form of installment
payments in addition to lump sum distributions.
7
BERRY PETROLEUM COMPANY THRIFT
PLAN
NOTES TO FINANCIAL
STATEMENTS
Note 1. Plan Description,
continued
Plan
Termination
Although it is anticipated that the
Plan will remain in effect indefinitely, the Company has the right to
discontinue its contributions and terminate the Plan subject to the provisions
of the Employee Retirement Income Security Act of 1974. In the event
of complete or partial termination of the Plan, participants become 100% vested
in their account balances.
Note
2. Summary of Significant Accounting Policies
Basis
of Accounting
The Plan’s financial statements are
prepared using the accrual method of accounting in accordance with accounting
principles generally accepted in the United States of America.
Use
of Estimates
The preparation of financial statements
in conformity with accounting principles generally accepted in the United States
of America requires management to make estimates and assumptions that affect the
reported amounts of net assets available for benefits and changes
therein. Actual results could differ from those
estimates.
Investments
Investments are stated at fair
value. Quoted market prices are used to determine the fair value of
the equity securities of the Berry Petroleum Company Stock
Fund. Investments in shares of registered investment companies are
stated at fair value, based on the net asset value of the underlying investments
and are valued daily. Investments in common and collective trusts are
stated at fair value based on the value of the underlying investments as
determined by the Trustee and are expressed in units. Participant
loans are stated at their outstanding balances, which approximates fair
value.
The Fidelity Managed Income Portfolio
Fund (Managed Income Fund) consists primarily of investments in fixed-income
securities and bond funds; however, the fund will also purchase third-party wrap
contracts and investment contracts which result in the probability that
participant directed transactions with investments in the fund will be at
contract value. Therefore, as provided by Financial Accounting
Standards Board Staff Position, FSP AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-
Responsive Investment Contracts Held by Certain Investment Companies Subject to
the AICPA Investment Company Guide and Defined Contribution Health and Welfare
and Pension Plans (the FSP), investments in the Managed Income Fund are
considered to be fully benefit-responsive. As a result, as required
by the FSP, plan investments in the Managed Income Fund are reported at fair
value. However, since contract value is the relevant measurement
attribute for that portion of the net assets available for benefits of a
defined-contribution plan attributable to fully benefit responsive investment
contracts, the statement of net assets available for benefits also presents an
adjustment from fair value to contract value for investments in the Managed
Income Fund so that such investments are ultimately reflected at contract value
in the statement of net assets available for benefits.
8
BERRY PETROLEUM COMPANY THRIFT
PLAN
NOTES TO FINANCIAL
STATEMENTS
Note
2. Summary of Significant Accounting Policies, continued
Investments,
continued
In accordance with the policy of
stating Plan assets at their fair value, the Plan presents the net appreciation
(depreciation) in the fair value of its investments in the statement of changes
in net assets, which consists of the realized gains or losses and the unrealized
appreciation (depreciation) on those investments.
Purchases and sales of securities are
recorded on a trade-date basis. Interest income is recorded on the
accrual basis. Dividends are recorded on the ex-dividend
date.
Payment
of Benefits
Benefit
payments to participants are recorded when paid.
Expenses
of the Plan
The Plan’s administrative expenses are
paid by either the Plan or the Plan’s Sponsor as provided by the Plan
Agreement.
Note
3. Tax Status
Fidelity,
the Plan’s Trustee, received a favorable IRS Determination Letter from the IRS
for their Prototype Plan (the Prototype Plan) in November 2002. On
June 1, 2003, the Company adopted Fidelity’s Prototype 401(k) Plan conforming
the operations of the Plan to the Prototype Plan, thereby allowing the Company
to rely on Fidelity’s current and future favorable IRS determination
letters. Although the Plan has been amended since receiving the
determination letter, the Plan Sponsor believes the Plan is designed, and is
currently being operated, in compliance with the applicable requirements of the
Internal Revenue Code.
Note
4. Transactions with Parties-in-Interest and Related Party
Transactions
During
the years ended December 31, 2007 and 2006, there were transactions involving
investment of Plan assets in investment funds maintained by the Plan's Trustee
and participant loans. The Trustee and participants are considered to
be parties-in-interest as defined in Section 3(14) of ERISA. One of
the Plan’s investment options is Berry Petroleum Company Common Stock which is
purchased by the Plan's Trustee in the open market.
During
the year ended December 31, 2007, the Plan Sponsor paid $ 31,180 of Plan
administration and employee education costs. In addition, as of
December 31, 2007 and 2006, the Plan had outstanding participant loan balances
of $633,247 and $502,959, respectively. All of these transactions are
considered exempt party-in-interest transactions under
ERISA.
9
BERRY PETROLEUM COMPANY THRIFT
PLAN
NOTES TO FINANCIAL
STATEMENTS
Note 5. Reconciliation of
Financial Statements to Form 5500
The following is a reconciliation of
net assets available for plan benefits per the financial statements to the
amount per the Form 5500 as of December 31, 2007 and 2006:
| 2007 | 2006 | |||||
|
Net
assets available for benefits per the financial statements
|
$ |
33,356,455
|
$ |
28,553,465
|
||
|
Adjustment
from fair value to contract value for fully
benefit-responsive
|
||||||
|
investment
contracts
|
( 54,661
|
) | (46,969 | ) | ||
|
Net
assets available for benefits per the Form 5500
|
$ |
33,301,794
|
$ |
28,506,496
|
||
|
The following is a reconciliation
of investment income per the financial statements to the amount per the
Form 5500 for the year ended December 31, 2007:
|
||||||
|
Investment
income per the financial statements
|
$ |
4,802,990
|
|
|||
|
Adjustment
from fair value to contract value for fully
benefit-responsive
|
|
|||||
|
investment contracts for the year
ended December 31, 2007
|
(7,692
|
) | ||||
|
Investment
income per the Form 5500
|
$ |
4,795,298
|
|
|||
Note 6. Risks and
Uncertainties
The Plan
provides for investments in any combination of mutual funds, Berry Petroleum
Company Common Stock, and the Managed Income
Portfolio, with different investment strategies. These investments
are exposed to various risks, such as interest rate, market and credit
risks. Due to the level of risk associated with certain investments
and the level of uncertainty related to the changes in the value of these
investments, it is at least reasonably possible that changes in risks in the
near term would materially affect participants’ account balances and the amounts
reported in the statements of net assets available for benefits and the
statement of changes in net assets available for
benefits.
10
BERRY PETROLEUM COMPANY THRIFT
PLAN
Plan #
002 EIN # 77-0079387
Schedule I - Schedule H, Line 4i
Schedule of Assets (Held at End of Year)
As of December 31,
2007
|
(a)
|
(b)
|
(c)
|
(e)
|
|||
|
|
Description
of investment, including maturity date, rate of interest, collateral, par
or maturity value
|
Current
Value
|
||||
|
*
|
Berry
Petroleum Company Common Stock Fund ***
|
Class
A Common Stock Fund ($0.01 par value)
|
$ 7,032,032
|
|||
|
*
|
Fidelity
Managed Income Portfolio
|
Common
Collective Trust
|
5,029,719
|
|||
|
*
|
Fidelity
Diversified International Fund
|
Mutual
Fund
|
4,571,462
|
|||
|
*
|
Fidelity
Contrafund
|
Mutual
Fund
|
3,452,562
|
|||
|
*
|
Fidelity
Low-Priced Stock Fund
|
Mutual
Fund
|
2,636,808
|
|||
|
*
|
Spartan
U.S. Equity Index Fund
|
Mutual
Fund
|
2,215,987
|
|||
|
ABF
Large Cap Value PA Fund
|
Mutual
Fund
|
1,764,200
|
||||
|
CRM
Mid Cap Val Inv Fund
|
Mutual
Fund
|
1,001,845
|
||||
|
Morgan
Stanley Institutional Equity Growth B Fund
|
Mutual
Fund
|
903,369
|
||||
|
*
|
Fidelity
Freedom 2020 Fund
|
Mutual
Fund
|
539,640
|
|||
|
ABF
Small Cap Value PA Fund
|
Mutual
Fund
|
479,868
|
||||
|
RS
Smaller Co. Growth Fund
|
Mutual
Fund
|
430,365
|
||||
|
*
|
Fidelity
US Bond Index Fund
|
Mutual
Fund
|
408,037
|
|||
|
*
|
Fidelity
Puritan Fund
|
Mutual
Fund
|
371,089
|
|||
|
*
|
Fidelity
Freedom 2030 Fund
|
Mutual
Fund
|
345,248
|
|||
|
Pimco
High Yield Admin Fund
|
Mutual
Fund
|
294,634
|
||||
|
*
|
Fidelity
Freedom 2025 Fund
|
Mutual
Fund
|
280,768
|
|||
|
*
|
Fidelity
Freedom 2010 Fund
|
Mutual
Fund
|
259,188
|
|||
|
*
|
Fidelity
Freedom 2040 Fund
|
Mutual
Fund
|
237,842
|
|||
|
*
|
Fidelity
Inflation Protected Bond
|
Mutual
Fund
|
220,938
|
|||
|
*
|
Fidelity
Freedom Income Fund
|
Mutual
Fund
|
137,964
|
|||
|
*
|
Fidelity
Freedom 2000 Fund
|
Mutual
Fund
|
30,673
|
|||
|
*
|
Fidelity
Freedom 2035 Fund
|
Mutual
Fund
|
13,780
|
|||
|
*
|
Fidelity
Freedom 2015 Fund
|
Mutual
Fund
|
4,954
|
|||
|
*
|
Fidelity
Freedom 2045 Fund
|
Mutual
Fund
|
3,895
|
|||
|
*
|
Fidelity
Freedom 2050 Fund
|
Mutual
Fund
|
1,392
|
|||
|
*
|
Fidelity
Freedom 2005 Fund
|
Mutual
Fund
|
255
|
|||
|
Fidelity
Retirement Money Market **
|
Money
Market
|
33
|
||||
|
Total
Investments
|
32,668,547
|
|||||
|
*
|
Participant
loans
|
Interest
bearing loans at prime rate plus 1% to 2%; interest rates on outstanding
loans range from 6% to 10% for a period of 1 to 5 years.
|
633,247
|
|||
|
Net
assets available for benefits
|
$ 33,301,794
|
|||||
|
* Party-in-interest
|
||||||
|
** Fidelity
Retirement Money Market Funds unallocated to participant accounts at
year-end.
|
||||||
|
***
Includes 149,866 shares of Class A Common Stock, $0.01 par value, and cash
of $361,306, accrued income of $1,361 and other receivables of
$7,821.
|
||||||
|
|
||||||
11
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Administration
Committee has duly caused this annual report to be signed on behalf of the Plan
by the undersigned hereunto duly authorized.
BERRY
PETROLEUM COMPANY
Thrift
Plan
/s/ Kenneth A.
Olson
Kenneth
A. Olson
Member of
the Administration Committee
Date:
June 26, 2008
EXHIBIT
INDEX
Exhibit
Number Description
23.1 Consent of Independent
Registered Public Accounting Firm (filed herewith).
12
Exhibit
23.1
CONSENT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We
consent to the incorporation by reference in the Registration Statement on Form
S-8 No. 333-62871 pertaining to the Berry Petroleum Company Thrift Plan of our
report dated June 26, 2008, with respect to the statements of net assets
available for the Berry Petroleum Company Thrift Plan as of December 31, 2007
and 2006, and the related statement of changes in net assets available for
benefits for the year ended December 31, 2007 and the related supplemental
schedule, which report appears in the December 31, 2007 Annual Report on Form
11-K of the Berry Petroleum Company Thrift Plan.
KMJ |
Corbin & Company LLP
Irvine,
California
June 26,
2008