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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
PAUL DONALD L

(Last) (First) (Middle)
16000 N. DALLAS PARKWAY, SUITE 500

(Street)
DALLAS TX 75248

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/28/2019
3. Issuer Name and Ticker or Trading Symbol
Berry Petroleum Corp [ BRY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 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)
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:
No securities are beneficially owned.
Donald L. Paul, by Jordan D. Scott, as attorney-in-fact 03/04/2019
** 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.
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.
POWER OF ATTORNEY
FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 
144

The undersigned hereby constitutes and appoints 
Kendrick F. Royer and Jordan D. Scott or either 
of them acting without the other, with full power 
of substitution, as the undersigned's true and 
lawful attorney-in-fact to:

    1.  prepare, execute in the undersigned's 
name and on the undersigned's behalf, and submit 
to the U.S. Securities and Exchange Commission 
(the "SEC") a Form ID, including amendments 
thereto, and any other documents necessary or 
appropriate to obtain codes and passwords 
enabling the undersigned to make electronic 
filings with the SEC of reports required by 
Section 16(a) of the Securities Exchange Act of 
1934, as amended (the "Exchange Act") or any rule 
or regulation of the SEC;

    2.  execute for and on behalf of the 
undersigned any Form 3, Form 4 and Form 5 in 
accordance with Section 16(a) of the Exchange 
Act, and the rules thereunder, and Form 144 in 
accordance with Rule 144 under the Securities Act 
of 1933 (including any amendments, corrections, 
supplements or other changes thereto) but only to 
the extent each form or schedule relates to the 
undersigned's beneficial ownership of securities 
of Berry Petroleum Corporation or any of its 
subsidiaries;


    3.  do and perform any and all acts for and 
on behalf of the undersigned that may be 
necessary or desirable to complete and execute 
any Form 3, Form 4, Form 5 or Form 144 (including 
any amendments, corrections, supplements or other 
changes thereto) and timely file the forms or 
schedules with the SEC and any stock exchange or 
quotation system, self-regulatory association or 
any other authority, and provide a copy as 
required by law or advisable to such persons as 
the attorney-in-fact deems appropriate; and

    4.  take any other action in connection with 
the foregoing that, in the opinion of the 
attorney-in-fact, may be of benefit to, in the 
best interest of or legally required of the 
undersigned, it being understood that the 
documents executed by the attorney-in-fact on 
behalf of the undersigned pursuant to this Power 
of Attorney shall be in the form and shall 
contain the terms and conditions as the attorney-
in-fact may approve in the attorney-in-fact's 
discretion.

The undersigned hereby grants to the attorney-in-
fact full power and authority to do and perform 
all and every act requisite, necessary or proper 
to be done in the exercise of any of the rights 
and powers herein granted, as fully to all 
intents and purposes as the undersigned might or 
could do if personally present, with full power 
of substitution or revocation, hereby ratifying 
and confirming all that the attorney-in-fact 
shall lawfully do or cause to be done by virtue 
of this Power of Attorney and the rights and 
powers granted herein.  The undersigned 
acknowledges that the attorneys-in-fact, in 
serving in such capacity at the request of the 
undersigned, are not assuming (nor is Berry 
Petroleum Corporation assuming) any of the 
undersigned's responsibilities to comply with 
Section 16 of the Exchange Act.

The undersigned agrees that the attorney-in-fact 
may rely entirely on information furnished orally 
or in writing by or at the direction of the 
undersigned to the attorney-in-fact.

This Power of Attorney shall remain in full force 
and effect until the undersigned is no longer 
required to file Form 3, Form 4, Form 5 and Form 
144 (including any amendments, corrections, 
supplements or other changes thereto) with 
respect to the undersigned's holdings of and 
transactions in securities issued by Berry 
Petroleum Corporation, unless earlier revoked by 
the undersigned in a signed writing delivered to 
the attorney-in-fact.  This Power of Attorney 
does not revoke any other power of attorney that 
the undersigned has previously granted.



IN WITNESS WHEREOF, the undersigned has caused 
this Power of Attorney to be executed as of the 
date written below.



 /s/ Donald L. Paul
_________________________
Signature

Donald L. Paul

February 13, 2019ed has previously granted.



IN WITNESS WHEREOF, the undersigned has caused 
this Power of Attorney to be executed as of the 
date written below.