FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * Wolf David D   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) _____ Other (specify below) Exec VP and CFO (Last) (First) (Middle) C/O BERRY PETROLEUM COMPANY, 1999 BROADWAY, SUITE 3700 3. Date of Earliest Transaction (Month/Day/Year) 01/10/2013 (Street) DENVER, CO 80202 4. If Amendment, Date 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 (City) (State) (Zip) 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               9 I Held in the Company's 401(k) Plan Class A Common Stock 01/10/2013   S   300 D $ 35.36 15,091 D   Class A Common Stock 01/10/2013   S   200 D $ 35.39 14,891 D   Class A Common Stock 01/10/2013   S   362 D $ 35.4 14,529 D   Class A Common Stock 01/10/2013   S   154 D $ 35.42 14,375 D   Class A Common Stock 01/10/2013   S   700 D $ 35.43 13,675 D   Class A Common Stock 01/10/2013   S   100 D $ 35.54 13,575 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities (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 of Derivative Security: 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

RSU 8-4-08 (1)

$ 0

08/04/2011(2)

08/03/2018(3)

Class A Common Stock

18,213

18,213

D

NSO

$ 41.18

08/04/2011

08/03/2018

Class A Common Stock

89,084

89,084

D

2008 Restricted Stock Units (1)

$ 0

12/12/2009(4)

12/11/2018(3)

Class A Common Stock

53,334

53,334

D

2009 Restricted Stock Units (1)

$ 0

12/11/2010(4)

12/11/2019(3)

Class A Common Stock

41,053

41,053

D

Perf Based RSUs 3-16-10

$ 0

12/31/2012

03/15/2020

Class A Common Stock

18,175

18,175

D

March 2011 Employee RSU Grant

$ 0

03/02/2012

03/02/2021

Class A Common Stock

12,372

12,372

D

Non-Statutory Stock Option 3-2-2011 - $48.50

$ 48.5

03/02/2012

03/02/2021

Class A Common Stock

14,198

14,198

D

Perf Based RSU 3-2-2011

$ 0

12/31/2013

03/02/2021

Class A Common Stock

10,824

10,824

D

March 2, 2012 Employee RSU Grant

$ 0

03/02/2013

03/02/2022

Class A Common Stock

11,317

11,317

D

Non Statutory Stock Option 3-2-12

$ 53.02

03/02/2013

03/02/2022

Class A Common Stock

13,358

13,358

D

Perf Based RSUs 3-2-12

$ 0

12/31/2014

03/02/2022

Class A Common Stock

9,901

9,901

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Wolf David D C/O BERRY PETROLEUM COMPANY 1999 BROADWAY, SUITE 3700 DENVER, CO 80202			Exec VP and CFO

Signatures

Kenneth A. Olson under POA for David D. Wolf		01/11/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	1 for 1
(2)	Restricted Stock Units vest 100% 3 years after date of grant but are subject to a deferral election.
(3)	The RSU is subject to a deferral election. Shares of Class A Common Stock will be delivered to the reporting person as per the terms of the deferral election.
(4)	The RSU granted vest 25% per year beginning one year after grant but the receipt of shares are subject to a deferral period which is generally at least four years from grant date as per the deferral election.
Remarks: All shares sold were to cover the tax obligation from the previous days restricted stock unit share issuance.

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