UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
(Amendment
No. 1)
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date
of
Report (Date of earliest event reported): October 10, 2006 (October 6,
2006)
BERRY
PETROLEUM COMPANY
(Exact
Name of Registrant as Specified in its Charter)
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DELAWARE
(State
or Other Jurisdiction of
Incorporation
or Organization)
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1-9735
(Commission
File Number)
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77-0079387
(IRS
Employer
Identification
Number)
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5201
TRUXTUN AVE., STE. 300, BAKERSFIELD, CA
(Address
of Principal Executive Offices)
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93309
(Zip
Code)
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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))
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Explanatory
Note:
On October
6, 2006, Berry Petroleum Company filed a Form 8-K announcing a $200 million
senior subordinated note offering by the registrant. That filing included
"Item
9.01 Financial Statements and Exhibits" and included the news release as
Exhibit
99.1 under paragraph letter (c). Item 9.01 should have used paragraph (d)
instead of (c). This Form 8-K/A is being filed to correct Item 9.01 with
the
correct exhibit letter.
Item 7.01 Regulation
FD
On October
6, 2006, Berry
Petroleum Company distributed a news release announcing that
it
intends to publicly offer, subject to market and other customary conditions,
$200 million aggregate principal amount of senior subordinated notes due
2016, under its effective shelf registration statement previously filed with
the
Securities and Exchange Commission (SEC).
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
(d)
Exhibits
99.1
- News Release by Berry Petroleum Company dated October 6, 2006,
titled "Berry Petroleum Announces $200 Million Senior Subordinated Note
Offering."
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.
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BERRY
PETROLEUM COMPANY
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By:
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/s/
Kenneth A. Olson
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Kenneth
A. Olson
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Corporate
Secretary
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Date: October
10, 2006
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