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

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1. Name and Address of Reporting Person^*

CRAWFORD WILLIAM M

(Last)

(First)

(Middle)

1099 18TH STREET, SUITE 2300

(Street)

DENVER

80202

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/26/2009

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)
	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	7,718⁽¹⁾	D
Common Stock	877	I	By IRA account
Common Stock	444.5⁽²⁾	I	By 401(k) Plan
Common Stock	50	I	By minor children

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	12/09/2005⁽³⁾	12/09/2011	Common Stock	9,000	$25	D
Options: Right to Buy	09/08/2006⁽⁴⁾	09/08/2012	Common Stock	6,000	$35.25	D
Options: Right to Buy	02/22/2007⁽⁵⁾	02/22/2013	Common Stock	2,100	$35.28	D
Options: Right to Buy	12/04/2007⁽⁶⁾	12/04/2013	Common Stock	10,000	$31.83	D
Options: Right to Buy	02/16/2008⁽⁷⁾	02/16/2014	Common Stock	3,750	$30.42	D
Options: Right to Buy	02/16/2009⁽⁸⁾	02/16/2015	Common Stock	15,000	$42.83	D
Options: Right to Buy	02/16/2010⁽⁹⁾	02/16/2016	Common Stock	26,250	$23.45	D

Explanation of Responses:

1. Includes 2,480 shares subject to forfeiture and vesting requirements.

2. These shares were acquired pursuant to the Issuer's 401(k) plan.

3. 25% of these options became exercisable on December 9, 2005, 2006, 2007 and 2008.

4. 25% of these options became exercisable on September 8, 2006, 2007 and 2008, and 25% become exercisable on September 8, 2009.

5. 25% of these options became exercisable on February 22, 2009, and 25% become exercisable on each of February 22, 2010, 2011 and 2012.

6. 25% of these options became exercisable on December 4, 2007 and 2008, and 25% become exercisable on each of December 4, 2009 and 2010.

7. 25% of these options became exercisable on February 16, 2008 and 2009, and 25% become exercisable on each of February 16, 2010 and 2011.

8. 25% of these options became exercisable on February 16, 2009, and 25% become exercisable on each of February 16, 2010, 2011 and 2012.

9. 25% of these options become exercisable on each of February 16, 2010, 2011, 2012 and 2013.

Remarks:

	/s/ William M. Crawford	03/09/2009
	** 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.