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SEC FORM 4 SEC Form 4
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
or Section 30(h) of the Investment Company Act of 1940 		 
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X
 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*
REHKOPF BRIAN L
(Last) (First) (Middle)
C/O BERRY PETROLEUM COMPANY 5201 TRUXTUN
(Street)
BAKERSFIELD CA 93309
(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
Officer (give title below) X Other (specify below)
Former Vice President
3. Date of Earliest Transaction (Month/Day/Year)
05/05/2005
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)
Code V Amount (A) or (D) Price
Class A Common Stock 16,881 D
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Nonstatutory Stock Option $15.6875 12/02/2001 08/04/2006 Class A Common Stock 10,000 10,000 D
Nonstatutory Stock Option $16.3 12/07/2002 08/04/2006 Class A Common Stock 20,000 20,000 D
Nonstatutory Stock Option $16.5 05/05/2005 H(1) 3,750 12/06/2003 08/04/2006 Class A Common Stock 3,750 $0(2) 3,750 D
Restricted Stock Units $0(3) 05/05/2006 H(4) 1,500 (5) 05/05/2006(6) Class A Common Stock 1,500 $0 0 D
Nonstatutory Stock Option $19.94 05/05/2006 H(7) 10,000 12/05/2004 08/04/2006 Class A Common Stock 10,000 $0(8) 10,000 D
Nonstatutory Stock Option $43.16 05/05/2006 H(9) 15,000 11/23/2005 08/04/2006 Class A Common Stock 15,000 $0(10) 5,000 D
Nonstatutory Stock Option $61.29 05/05/2006 H(11) 6,000 12/15/2006 05/05/2006 Class A Common Stock 6,000 $0(12) 0 D
Explanation of Responses:
1. Expiration of unvested options and restricted stock units upon termination of employment.
2. Expiration of unvested options and restricted stock units upon termination of employment.
3. Expiration of unvested options and restricted stock units upon termination of employment.
4. Expiration of unvested options and restricted stock units upon termination of employment.
5. 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.
6. 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.
7. Expiration of unvested options and restricted stock units upon termination of employment.
8. Expiration of unvested options and restricted stock units upon termination of employment.
9. Expiration of unvested options and restricted stock units upon termination of employment.
10. Expiration of unvested options and restricted stock units upon termination of employment.
11. Expiration of unvested options and restricted stock units upon termination of employment.
12. Expiration of unvested options and restricted stock units upon termination of employment.
Remarks:
Mr. Rehkopf resigned as an employee and as an officer of the Company on May 5, 2006.
Kenneth A Olson under POA or Brian Rehkopf 05/09/2006
** 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.