Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  BROOKMAN BARTON R JR
2. Date of Event Requiring Statement (Month/Day/Year)
03/12/2008
3. Issuer Name and Ticker or Trading Symbol
PETROLEUM DEVELOPMENT CORP [PETD]
(Last)
(First)
(Middle)
120 GENESIS BLVD.
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BRIDGEPORT, WV 26330
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Restricted Shares 3,273 (1)
D
 
Restricted Shares 8,500 (2)
D
 
Restricted Shares 2,000 (3)
D
 
Restricted Shares 4,956 (4)
D
 
Restricted Shares 2,255 (5)
D
 
Common Stock 715.09
I
401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Shares   (6) 12/31/2012 Performance Shares 3,698 $ (6) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BROOKMAN BARTON R JR
120 GENESIS BLVD.
BRIDGEPORT, WV 26330
      Senior Vice President  

Signatures

/s/ Barton R. Brookman Jr. 03/18/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) These shares vest in annual equal installments on 5/11/2008, 5/11/2009 and 5/11/2010
(2) These shares vest in the follow denominations on the follow dates: 2,000 shares on Dececmber 31, 2008, 3,000 shares on December 31, 2009 and 3,500 shares on December 31, 2010.
(3) These shares vest in annual equal installments on 7/11/2008 and 7/11/2009.
(4) These shares vest in annual installments of 20% with the first vesting on January 1, 2009.
(5) These shares vest in annual installments of 25% with the first vesting on March 7, 2009.
(6) Performance shares vesting contingent on employment and achievement of certain specified minimum thresholds of share price performance as disclosed in a Form 8-K filed on March 13, 2008 by Petroleum Development Corporation.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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