UNITED STATES SECURITIES AND EXC
 

 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 3, 2005 (May 3, 2005)

BERRY PETROLEUM COMPANY

(Exact Name of Registrant as Specified in its Charter)
         
DELAWARE
(State or Other Jurisdiction of
Incorporation or Organization) 		  1-9735
(Commission File Number) 		  77-0079387
(IRS Employer
Identification Number)
     
5201 TRUXTUN AVE., STE. 300, BAKERSFIELD, CA
(Address of Principal Executive Offices) 		  93309
(Zip Code)

Registrant’s telephone number, including area code: (661) 616-3900

      Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

      o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

      o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

      o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

      o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 

 

Item 8.01  Other Events

On May 3, 2005 Berry Petroleum Company (the "Company") issued a press release announcing that its Board of Directors had reviewed the 2005 Equity Incentive Plan (the "Plan") and decided to remove paragraph 8(e) from the Plan.  With this change, the Company will not buyback, exchange or re-price options without shareholder consent. 

The information in this Current Report on Form 8-K and Exhibit 99.1 is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.

Item 9.01  Financial Statements and Exhibits

(c) Exhibits

99.1 Press Release of Berry Petroleum Company dated May 3, 2005.
 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized.

         
  BERRY PETROLEUM COMPANY
 		  
  By:  

/s/ Kenneth A. Olson  

  
    Kenneth A. Olson  
    Corporate Secretary   
 

Date: May 3, 2005

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