August 11, 2009 at 15:26 PM EDT
Berry Petroleum Announces Pricing of $125 Million Additional 10¼% Senior Notes Due 2014

Berry Petroleum Company (NYSE:BRY) announced today that it has priced an underwritten public offering of $125 million aggregate principal amount of senior notes due 2014, which will bear interest at a rate of 10¼% per year. The notes are being sold at 104.75% of par, which equates to an effective yield to maturity of approximately 9.0%. Berry expects to close the sale of the notes on August 14, 2009, subject to the satisfaction of customary closing conditions.

The notes will be additional notes under an indenture, as supplemented by a supplemental indenture, pursuant to which Berry issued $325 million principal amount of 10¼% senior notes due 2014 on May 27, 2009. The notes and the previously issued $325 million principal amount of notes will be treated as a single series of debt securities under the indenture. The offering is being made under Berry’s effective shelf registration statement as filed today with the Securities and Exchange Commission (SEC).

Berry intends to use the net proceeds of the offering to reduce outstanding borrowings under its senior secured revolving credit facility.

Wells Fargo Securities, LLC is acting as the sole bookrunning manager for the offering. A prospectus supplement relating to the offering will be filed with the SEC and may be found on its website at www.sec.gov. Alternatively, the underwriters will arrange to send you the prospectus supplement and related base prospectus if you request them by contacting Wells Fargo Securities at 301 South College Street, 6th Floor, Charlotte, NC 28202, Attention: High Yield Syndicate, (704) 715-7035.

This press release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state. The notes will be offered only by means of a prospectus, including the prospectus supplement relating to the notes, meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

About Berry Petroleum Company

Berry Petroleum Company is a publicly traded independent oil and gas production and exploitation company with operations in California, Utah, Colorado and Texas.

Safe harbor under the “Private Securities Litigation Reform Act of 1995”

Any statements in this news release that are not historical facts are forward-looking statements that involve risks and uncertainties. Words such as “intends,” “expects,” forms of those words and others indicate forward-looking statements. Forward-looking statements in this press release relate to, among other things, the offering of the senior notes, the amount of notes offered and the use of the net proceeds of the offering. Information about risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements is available in Berry’s filings with the SEC, including in PART 1, Item 1A. Risk Factors of Berry’s 2008 Form 10-K filed with the SEC on February 25, 2009 under the heading “Other Factors Affecting the Company’s Business and Financial Results,” and updated in the Company’s Form 10-Q filings subsequent to that date, and “Risk Factors” in the prospectus supplement.

Contacts:

Berry Petroleum Company
Investors and Media
David Wolf, 1-303-999-4400
Shawn Canaday, 1-303-999-4000
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