Form 4 DUGINSKI MICHAEL For: Sep 30 (10K)

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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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^*

DUGINSKI MICHAEL

(Last)

(First)

(Middle)

C/O BERRY PETROLEUM COMPANY, 1999 BROADWAY, SUITE 3700

(Street)

DENVER

80202

(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)
Exec. VP & COO

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2009

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock								16,566	D
Class A Common Stock	09/30/2009		J	V	128 ⁽¹⁷⁾	D	$ 0	10,715	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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Nonstatutory Stock Option 2-1-02

$ 7.445

02/01/2003

02/01/2012

Class A Common Stock

20,000

Nonstatutory Stock Option 12-6-02

$ 8.25

12/06/2003

12/06/2012

Class A Common Stock

30,000

Nonstatutory Stock Option 12-05-03

$ 9.97

12/05/2004

12/05/2013

Class A Common Stock

60,000

Nonstatutory Stock Option 11-23-04

$ 21.58

11/23/2005

11/23/2014

Class A Common Stock

70,000

Nonstatutory Stock Option 12-15-05

$ 30.645

12/15/2006

12/15/2015

Class A Common Stock

50,000

2005 Restricted Stock Units ⁽¹⁾

$ 0 ⁽²⁾

12/15/2006⁽³⁾

12/14/2015⁽⁴⁾

Class A Common Stock

2,500

Nonstatutory Stock Option 12-15-06

$ 32.565

12/15/2007

12/14/2016

Class A Common Stock

56,000

2006 Restricted Stock Units ⁽⁵⁾

$ 0 ⁽⁶⁾

12/15/2007⁽⁷⁾

12/14/2016⁽⁸⁾

Class A Common Stock

5,000

2007 Restricted Stock Unit ⁽⁹⁾

$ 0 ⁽¹⁰⁾

12/14/2008⁽¹¹⁾

12/13/2017⁽¹²⁾

Class A Common Stock

12,039

NSO 2007

$ 43.61

12/14/2008

12/13/2017

Class A Common Stock

36,133

2008 Restricted Stock Units ⁽¹³⁾

$ 0 ⁽¹⁴⁾

12/12/2009⁽¹⁵⁾

12/11/2018⁽¹⁶⁾

Class A Common Stock

70,000

Explanation of Responses:

1. 1 for 1

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

3. The restricted stock units vests 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.

4. The restricted stock units vests 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.

5. 1 for 1

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

7. The restricted stock units vests in four equal annual installments beginning December 15, 2007. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.

8. The restricted stock units vests in four equal annual installments beginning December 15, 2007. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.

9. 1 for 1

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

11. The RSU granted vest 25% per year beginning one year after grant but the receipt of shares are subject to a deferral period which is generally at least four years from grant date as per the deferral election.

12. The RSU is subject to a deferral election. Shares of Class A Common Stock will be delivered to the reporting person as per the terms of the deferral election.

13. 1 for 1

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

15. The RSU granted vest 25% per year beginning one year after grant but the receipt of shares are subject to a deferral period which is generally at least four years from grant date as per the deferral election.

16. The RSU is subject to a deferral election. Shares of Class A Common Stock will be delivered to the reporting person as per the terms of the deferral election.

17. Changes in the number of shares of Common Stock held in the individuals 401(k) account due to required maintenance of cash position. All transactions were at market and non-discretionary.

	Kenneth A Olson under POA for Michael Duginski	10/01/2009
	** 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.

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