SEC FORM 3

SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Parnell Larry A

(Last)

(First)

(Middle)

1099 18TH STREET

SUITE 2300

(Street)

DENVER

80202

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/27/2014

3. Issuer Name and Ticker or Trading Symbol
BILL BARRETT CORP [ BBG ]

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 of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
Common Stock	160,689⁽¹⁾	D
Common Stock	1,158.97⁽²⁾	I	By 401(k) Plan

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Options: Right to Buy	08/23/2011⁽³⁾	08/23/2017	Common Stock	20,000	$34.99	D
Options: Right to Buy	02/16/2012⁽⁴⁾	02/16/2018	Common Stock	10,000	$39.02	D
Options: Right to Buy	02/16/2013⁽⁵⁾	02/14/2019	Common Stock	27,822	$27.25	D

Explanation of Responses:

1. Includes 134,409 shares subject to forfeiture and vesting requirements.

2. These shares were acquired as a portion of the Issuer's matching of Reporting Person's contributions pursuant to the Issuer's 401(k) plan. Transaction exempt under Rule 16b-39(c).

3. 25% of these options became exercisable on each of August 23, 2011, 2012, and 2013, and 25% become exercisable on August 23, 2014.

4. 25% of these options became exercisable on each of February 16, 2012, 2013, and 2014, and 25% become exercisable on February 16, 2015.

5. 25% of these options became exercisable on each of February 16, 2013 and 2014, and 25% become exercisable on each of February 16, 2015 and 2016.

Remarks:

	/s/ Kenneth A. Wonstolen, as Attorney-in-Fact	03/06/2014
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.