UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No._6_)*
BERRY PETROLEUM COMPANY
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(Name of Issuer)
COMMON
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(Title of Class of Securities)
085789105
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(CUSIP Number)
DECEMBER 31, 2003
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
CUSIP NO. 085789105
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1 NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
UNIONBANCAL CORPORATION 94-1234979
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [X ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION STATE OF CALIFORNIA
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5 SOLE VOTING POWER 16,000
NUMBER OF -----------------------------------------------------------------
SHARES
BENEFICIALLY 6 SHARED VOTING POWER 0
OWNED BY -----------------------------------------------------------------
EACH
REPORTING 7 SOLE DISPOSITIVE POWER 16,000
PERSON WITH -----------------------------------------------------------------
8 SHARED DISPOSITIVE POWER 1,613,328
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,629,328
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.8%
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12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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HC
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Item 1
(a) Name of Issuer BERRY PETROLEUM COMPANY
(b) Address of Issuer's Principal Executive Offices
5201 TRUXTUN AVE., SUITE 300, BAKERSFIELD, CALIFORNIA 93309-0640
Item 2
(a) Name of Person Filing UNIONBANCAL CORPORATION
(b) Address of Principal Business Office or, if none, Residence
400 CALIFORNIA STREET, SAN FRANCISCO, CALIFORNIA 94104-1476
(c) Citizenship STATE OF CALIFORNIA
(d) Title of Class of Securities COMMON
(e) CUSIP Number 085789105
Item 3. If this statement is filed pursuant to 13d-1(b) or 13d-2(b) or (c),
check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act
(d) [ ] Investment company registered under section 8 of the Investment
Company Act of 1940
(e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [X ] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 1,629,328
(b) Percent of class: 7.8%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 16,000
(ii) Shared power to vote or to direct the vote 0
(iii) Sole power to dispose or to direct the disposition of 16,000
(iv) Shared power to dispose or to direct the disposition of 1,613,328
Instruction. For computations regarding securities which represent a right to
acquire an underlying security see 13d-3(d)(1).
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following: [ ]
Instruction: Dissolution of a group requires a response to this item.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company.
Item 8. Identification and Classification of Members of the Group.
Item 9. Notice of Dissolution of a Group
Item 10. Certification
(b) The following certification shall be included if the statement is
filed pursuant to Rule 13d-1(c):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
JANUARY 23, 2004
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Date
/s/ LYNN S. IWAKI
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Signature
LYNN S. IWAKI
VICE PRESIDENT
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Name/Title
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001)
EXHIBIT-99.1 IDENTIFICATION OF SUBSIDIARIES
Item 7 Exhibit
Union Bank of California, N.A. - (b) Bank as defined in Section 3(a)(6) of
the Act.
HighMark Capital Management, Inc. - (e) An investment adviser in accordance
with Rule 13d-1(b)(1)(ii)(E).
ACN/Form 13G (C) 2001: Advisor Consultant Network, Inc.