Ownership Submission
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, 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Ciotti George W
 2. Date of Event Requiring Statement (Month/Day/Year)
01/06/2010		 3. Issuer Name and Ticker or Trading Symbol
BERRY PETROLEUM CO [BRY]
(Last)
(First)
(Middle)
1999 BROADWAY, SUITE 3700		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
VP of Corp Development
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DENVER, CO 80202		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Class A Common Stock 1,143
D
 
Class A Common Stock 568
I
Held in 401(k) account

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
2008 Restricted Stock Units (1) 12/11/2009(2) 12/11/2018 Class A Common Stock 4,875 $ 0 D  
12-3-2007 RSU (3) 12/03/2010(4) 12/03/2017 Class A Common Stock 2,429 $ 0 D  
2009 Restricted Stock Units (5) 12/11/2010(6) 12/11/2019 Class A Common Stock 7,465 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ciotti George W
1999 BROADWAY, SUITE 3700
DENVER, CO 80202		       VP of Corp Development  

Signatures

Kenneth A. Olson Under POA for George W. Ciotti 01/11/2010
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 1 for 1
(2) Restricted Stock Units vest 25% per year from date of grant.
(3) 1 for 1
(4) Restricted Stock Units vest 100% three years from date of grant. Shares of Class A Common Stock will be delivered to the reporting person at the time of vesting.
(5) 1 for 1
(6) Restricted Stock Units vest 25% per year from date of grant.

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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