SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
GOLDMAN SACHS ASSET MANAGEMENT, L.P.

(Last) (First) (Middle)
200 WEST STREET

(Street)
NEW YORK NY 10282

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/25/2018
3. Issuer Name and Ticker or Trading Symbol
Berry Petroleum Corp [ BRY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.001 per share 7,412,144 I See footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. This statement is being filed on behalf of Goldman Sachs Asset Management, L.P., a Delaware limited partnership (the "Reporting Person").
2. The Reporting Person may be deemed to beneficially own indirectly, 7,412,144 shares of the common stock, par value $0.001 per share (the "Common Stock") of Berry Petroleum Corporation (f/k/a Berry Petroleum, LLC) (the "Issuer") as the investment manager of (i) Goldman Sachs Trust-Goldman Sachs High Yield Fund, (ii) Goldman Sachs Trust-Goldman Sachs Tactical Tilt Overlay Fund, (iii) Energy Investment Opportunities Offshore WTI Ltd, (iv) Energy Investment Opportunities LLC, (v) Global High Yield Portfolio II WTI Ltd, (vi) EIOF PIV WTI Ltd, (vii) Factory Mutual Insurance Company, (viii) Tactical Tilt Overlay LLC, and (ix) Insurance Company of the West, (collectively, the "GSAM funds and accounts"). The GSAM funds and accounts in the aggregate own 7,412,144 shares of the Common Stock.
3. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Remarks:
/s/ Yvette Kosic, Attorney-in-fact 07/25/2018
** 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 5 (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.
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POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS ASSET MANAGEMENT,
L.P. (the "Company") does hereby make, constitute and appoint each of Bruce A.
Albert, Anthony DeRose, Andrea Louro DeMar, Yvette Kosic, Rachel Parrish,
Justine Hansen and Kevin P. Treanor, and any other employee of The Goldman Sachs
Group, Inc. or one of its affiliates designated in writing by one of the
attorneys-in-fact), acting individually, its true and lawful attorney, to
execute and deliver in its name and on its behalf whether the Company is acting
individually or as representative of others, any and all filings required to be
made by the Company under the Securities Exchange Act of 1934, (as amended, the
"Act"), with respect to securities which may be deemed to be beneficially owned
by the Company under the Act, giving and granting unto each said attorney-in-
fact power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of its
authorized signatories, hereby ratifying and confirming all that said attorney-
in-fact shall lawfully do or cause to be done by virtue hereof.

     THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates.

    IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
June 30, 2009.

GOLDMAN SACHS ASSET MANAGEMENT, L.P.


By:      /s/ Jonathan M. Lamm
         ------------------------
Name:    Jonathan M. Lamm
Title:   Vice President