Berry Petroleum Announces $300 Million Senior Note Offering.

DENVER -- Berry Petroleum Company (NYSE:BRY) announced today that it intends to publicly offer, subject to market and other customary conditions, $300 million aggregate principal amount of senior notes due 2014, under its effective shelf registration statement previously filed with the Securities and Exchange Commission (SEC).

Berry intends to use the net proceeds of the proposed offering to repay in full its second lien term loan and reduce outstanding borrowings under its senior secured revolving credit facility.

Wachovia Capital Markets, LLC, RBS Securities Inc., BNP Paribas Securities Corp., SG Americas Securities, LLC and Calyon Securities (USA) Inc. are acting as joint bookrunning managers for the offering. A preliminary prospectus supplement relating to the offering has been filed with the SEC and may be found on its website at www.sec.gov. Alternatively, the underwriters will arrange to send you the preliminary prospectus supplement and related base prospectus if you request them by contacting Wachovia Securities at 301 South College Street, 6th Floor, Charlotte, NC 28202, Attention: High Yield Syndicate, RBS Securities Inc. at 600 Steamboat Road, Greenwich, CT 06830 Attention: High Yield Syndicate, 1-866-884-2071, BNP Paribas Securities Corp., 787 Seventh Avenue, New York, New York 10019 at 1-800-854-5674, SG Americas Securities, LLC, 1221 Avenue of the Americas, New York, NY 10020, Attention: David C. Sharp, Managing Director Capital Markets & Syndicate - Americas, [e-mail], Tel: [phone], Fax: [phone] or Calyon Securities (USA) Inc. at 1301 Avenue of the Americas, New York, NY 10019, 1-866-807-6030.

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," "plans," 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 notes, the expected maturity date of the notes and use of proceeds. 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 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 preliminary prospectus supplement.