FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * KROMER JAMES C   2. Issuer Name and Ticker or Trading Symbol TRI VALLEY CORP [TIV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VICE PRESIDENT, OPERATIONS (Last) (First) (Middle) 4927 CALLOWAY DRIVE 3. Date of Earliest Transaction (Month/Day/Year) 07/15/2011 (Street) BAKERSFIELD, CA 93312 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (right to buy)

$ 1.23

07/15/2011

D

100,000

(1)

05/18/2014

Common Stock

100,000

(2)

0

D

Warrant (right to buy)

$ 0.58

07/15/2011

A

75,000

07/23/2011(3)

07/23/2014

Common Stock

75,000

$ 0

75,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
KROMER JAMES C 4927 CALLOWAY DRIVE BAKERSFIELD, CA 93312			VICE PRESIDENT, OPERATIONS

Signatures

/s/ John Durbin by Power of Attorney for the Reporting Person		07/19/2011
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	The Stock Option was subject to vesting in seven 6-month installments, commencing as of May 18, 2009.
(2)	Pursuant to the Executive Retirement Agreement and General Release, dated July 15, 2011, between Tri-Valley Corporation and the reporting person, the reporting person consented to the forfeiture of all his outstanding Company issued stock options, in exchange for a three-year Warrant to purchase 75,000 shares of Company common stock at a purchase price of $0.58 per share, the closing price of the common stock on July 15, 2011, as reported on the NYSE Amex.
(3)	The reporting person's resignation was effective as of July 15, 2011, subject to a seven-day "cooling off" period, during which period the reporting person shall have the right to revoke his resignation and be restored to all positions with the Company. The Warrant becomes exercisable upon the expiration of the seven-day cooling off period.
Remarks: EXHIBIT LIST: Exhibit 24.1 Power of Attorney

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