UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549




FORM
10-Q




[X]  QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934




For the
quarterly period ended December 31,
2008




OR




[  ]   TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934




For the
transition period from     
to




Commission
File number:    000-53217




Man-AHL
      130, LLC(Exact
      name of registrant as specified in
charter)





Delaware
              
              84-1676365(State
      or other jurisdiction of incorporation or organization)
              
              (IRS
      Employer Identification No.)





c/o
      Man Investments (USA) Corp.
                    123
      North Wacker Drive
                    28th
      Floor
                    Chicago,
      Illinois
                  
                  60606(Address
      of principal executive offices)
                  
                  (Zip
      Code)




(312) 881-6800(Registrant’s
      telephone number, including area code) Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.




Yes
[X]    No [  ]




Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting
company.  See definitions of “large accelerated filer,” “accelerated
filer” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.  (Check one):




Large Accelerated Filer
[  ]                                                      Accelerated
Filer   [  ]




Non-Accelerated
Filer   [  ]                                                      Smaller
reporting company  [X]




Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).




Yes
[  ]    No [X]






1




PART I - FINANCIAL
INFORMATION





ITEM
      1.
            Financial
      Statements




Man-AHL
130, LLC





STATEMENTS
OF FINANCIAL CONDITION (a)


STATEMENTS
OF OPERATIONS (b)


STATEMENTS
OF CHANGES IN MEMBERS’ EQUITY (c)


STATEMENTS
OF CASH FLOWS (b)


NOTES TO
FINANCIAL STATEMENTS (UNAUDITED)





(a)
            At
      December 31, 2008 (unaudited) and March 31,
2008


(b)
            For
      the three months ended December 31, 2008 and 2007 (unaudited) and for the
      nine months ended December 31, 2008 and 2007
  (unaudited)


(c)
            For
      the nine months ended December 31, 2008 and 2007
    (unaudited)





2


MAN-AHL
      130, LLCSTATEMENTS
      OF FINANCIAL CONDITIONDecember
      31, 2008(unaudited)
              
              
              March
      31, 2008ASSETS:Equity
      in commodity futures and forwardstrading
      accounts:Net
      unrealized trading gains on open
                derivatives
      contracts
              
              $
              1,858,303
              
              
              $
              759,797Due
      from broker
              
              
              6,313,146
              
              
              
              944,647Investment
      in Man-Glenwood Lexington, LLC,at
      fair value (cost $6,355,330 and $5,839,245, respectively)
              
              
              5,404,154
              
              
              
              5,701,675Investment
      in Man-Glenwood Lexington TEI, LLC,at
      fair value (cost $4,345,500 and $0, respectively)
              
              
              3,942,586
              
              
              
              —Cash
      and cash equivalents
              
              
              19,647,174
              
              
              
              13,883,114Advance
      subscription to Man-Glenwood Lexington, LLC
              
              
              369,000
              
              
              
              238,357Advance
      subscription to Man-Glenwood Lexington TEI, LLC
              
              
              383,000
              
              
              
              —Redemption
      receivable from Man-Glenwood Lexington, LLC
              
              
              1,180,000
              
              
              
              160,000Expense
      reimbursement receivable
              
              
              83,613
              
              
              
              114,090Interest
      receivable
              
              
              2,846
              
              
              
              5,773TOTAL
              
              $
              39,183,822
              
              
              $
              21,807,453LIABILITIES
      & MEMBERS' EQUITY:Subscriptions
      received in advance
              
              $
              490,000
              
              
              $
              290,416Redemption
      payable
              
              
              4,859,769
              
              
              
              —Management
      fees payable
              
              
              131,377
              
              
              
              136,793Client
      servicing fees payable
              
              
              21,027
              
              
              
              1,044Incentive
      fees payable
              
              
              344,339
              
              
              
              598,100Brokerage
      commission payable
              
              
              —
              
              
              
              98,588Accrued
      professional fees payable
              
              
              210,361
              
              
              
              173,409Accrued
      administrative fees payable
              
              
              62,500
              
              
              
              98,871Other
      liabilities
              
              
              2,405
              
              
              
              1,600Total
      liabilities
              
              
              6,121,778
              
              
              
              1,398,821MEMBERS'
      EQUITY:Class
      A Series 1 Members(6,156.853
      and 2,647.132 units outstanding, respectively)
              
              
              870,842
              
              
              
              348,997Class
      A Series 2 Members(126,816.472
      and 150,751.032 units outstanding, respectively)
              
              
              18,274,372
              
              
              
              20,059,635Class
      B Series 1 Members(43,739.769
      and 0 units outstanding, respectively)
              
              
              6,204,534
              
              
              
              —Class
      B Series 2 Members(53,365.064
      and 0 units outstanding, respectively)
              
              
              7,712,296
              
              
              
              —Total
      Members' equity
              
              
              33,062,044
              
              
              
              20,408,632TOTAL
              
              $
              39,183,822
              
              
              $
              21,807,453NET
      ASSET VALUE PER UNIT OUTSTANDING - CLASS A SERIES 1
MEMBERS
              
              $
              141.44
              
              
              $
              131.84NET
      ASSET VALUE PER UNIT OUTSTANDING - CLASS A SERIES 2
MEMBERS
              
              $
              144.10
              
              
              $
              133.07NET
      ASSET VALUE PER UNIT OUTSTANDING - CLASS B SERIES 1
MEMBERS
              
              $
              141.85
              
              
              $
              —NET
      ASSET VALUE PER UNIT OUTSTANDING - CLASS B SERIES 2
MEMBERS
              
              $
              144.52
              
              
              $
              —See
      notes to financial statements.





3







MAN-AHL
      130, LLCSTATEMENTS
      OF OPERATIONS (UNAUDITED)For
      the three
              
              
              For
      the three
              
              
              For
      the nine
              
              
              For
      the ninemonths
      ended
              
              
              months
      ended
              
              
              months
      ended
              
              
              months
      endedDecember
      31, 2008
              
              
              December
      31, 2007
              
              
              December
      31, 2008
              
              
              December
      31, 2007INVESTMENT
      INCOME:Interest
      income
              
              $
              74,868
              
              
              $
              100,260
              
              
              $
              252,458
              
              
              $
              319,534EXPENSES:Management
      fees
              
              
              252,692
              
              
              
              122,953
              
              
              
              623,472
              
              
              
              348,229Incentive
      fees
              
              
              884,066
              
              
              
              224,872
              
              
              
              1,156,176
              
              
              
              650,960Client
      servicing fees
              
              
              21,051
              
              
              
              616
              
              
              
              40,877
              
              
              
              1,022Brokerage
      commissions
              
              
              15,249
              
              
              
              61,745
              
              
              
              81,916
              
              
              
              202,944Professional
      fees
              
              
              87,250
              
              
              
              90,417
              
              
              
              261,750
              
              
              
              279,584Administrative
      fees
              
              
              37,500
              
              
              
              37,500
              
              
              
              112,500
              
              
              
              112,500Other
              
              
              3,821
              
              
              
              8,612
              
              
              
              9,676
              
              
              
              18,282TOTAL
      EXPENSES
              
              
              1,301,629
              
              
              
              546,715
              
              
              
              2,286,367
              
              
              
              1,613,521Less
      reimbursed expenses
              
              
              (83,613
              )
              
              
              (106,955
              )
              
              
              (270,181
              )
              
              
              (333,725
              )Net
      expenses
              
              
              1,218,016
              
              
              
              439,760
              
              
              
              2,016,186
              
              
              
              1,279,796NET
      INVESTMENT LOSS
              
              
              (1,143,148
              )
              
              
              (339,500
              )
              
              
              (1,763,728
              )
              
              
              (960,262
              )NET
      REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS AND FOREIGN
      CURRENCY:Net
      realized trading gains on closed
                derivatives
      contracts and foreign currency
                transactions
              
              
              6,531,805
              
              
              
              1,575,385
              
              
              
              5,207,805
              
              
              
              2,912,050Net
      change in unrealized trading gains (losses) on open
                derivatives
      contracts and translation of assets
                and
      liabilities denominated in foreign currencies
              
              
              1,144,925
              
              
              
              (353,682
              )
              
              
              1,098,506
              
              
              
              716,142Net
      realized losses on investment in
                Man-Glenwood
      Lexington, LLC
              
              
              (70,510
              )
              
              
              —
              
              
              
              (104,272
              )
              
              
              (653
              )Net
      change in unrealized appreciation (depreciation) on
                investment
      in Man-Glenwood Lexington, LLC
              
              
              (168,098
              )
              
              
              153,949
              
              
              
              (813,606
              )
              
              
              147,738Net
      change in unrealized depreciation on
                investment
      in Man-Glenwood Lexington TEI, LLC
              
              
              (129,465
              )
              
              
              —
              
              
              
              (402,914
              )
              
              
              —NET
      REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS AND
      FOREIGN CURRENCY
              
              
              7,308,657
              
              
              
              1,375,652
              
              
              
              4,985,519
              
              
              
              3,775,277Net
      income
              
              $
              6,165,509
              
              
              $
              1,036,152
              
              
              $
              3,221,791
              
              
              $
              2,815,015Net
      income per unit outstanding - Class A Series 1
              
              $
              23.26
              
              
              $
              5.91
              
              
              $
              13.41
              
              
              $
              12.50Net
      income per unit outstanding - Class A Series 2
              
              $
              24.05
              
              
              $
              6.84
              
              
              $
              11.58
              
              
              $
              18.69Net
      income per unit outstanding - Class B Series 1
              
              $
              23.06
              
              
              $
              —
              
              
              $
              22.33
              
              
              $
              —Net
      income per unit outstanding - Class B Series 2
              
              $
              23.63
              
              
              $
              —
              
              
              $
              19.85
              
              
              $
              —See
      notes to financial statements.





4





MAN-AHL
      130, LLCSTATEMENTS
      OF CHANGES IN MEMBERS' EQUITY (UNAUDITED)FOR
      THE NINE MONTHS ENDED DECEMBER 31, 2008CLASS
      A SERIES 1
                                          
                                          
                                          CLASS
      A SERIES 2
                                          
                                          
                                          CLASS
      B SERIES 1*
                                          
                                          
                                          CLASS
      B SERIES 2*
                                          
                                          
                                          TOTALAmount
                                          
                                          
                                          Units
                                          
                                          
                                          Amount
                                          
                                          
                                          Units
                                          
                                          
                                          Amount
                                          
                                          
                                          Units
                                          
                                          
                                          Amount
                                          
                                          
                                          Units
                                          
                                          
                                          Amount
                                          
                                          
                                          UnitsMembers'
      equity at April 1, 2008
                                          
                                          $
                                          348,997
                                          
                                          
                                          
                                          2,647.132
                                          
                                          
                                          $
                                          20,059,635
                                          
                                          
                                          
                                          150,751.032
                                          
                                          
                                          $
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          $
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          $
                                          20,408,632
                                          
                                          
                                          
                                          153,398.164Subscriptions
                                          
                                          
                                          485,400
                                          
                                          
                                          
                                          3,740.331
                                          
                                          
                                          
                                          1,205,416
                                          
                                          
                                          
                                          9,375.410
                                          
                                          
                                          
                                          5,577,230
                                          
                                          
                                          
                                          43,739.769
                                          
                                          
                                          
                                          7,148,343
                                          
                                          
                                          
                                          54,591.372
                                          
                                          
                                          
                                          14,416,389
                                          
                                          
                                          
                                          111,446.882Redemptions
                                          
                                          
                                          (32,617
                                          )
                                          
                                          
                                          (230.610
                                          )
                                          
                                          
                                          (4,800,000
                                          )
                                          
                                          
                                          (33,309.970
                                          )
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          (152,151
                                          )
                                          
                                          
                                          (1,226.308
                                          )
                                          
                                          
                                          (4,984,768
                                          )
                                          
                                          
                                          (34,766.888
                                          )Net
      income
                                          
                                          
                                          69,062
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          1,809,321
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          627,304
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          716,104
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          3,221,791
                                          
                                          
                                          
                                          —Members'
      equity at December 31, 2008
                                          
                                          $
                                          870,842
                                          
                                          
                                          
                                          6,156.853
                                          
                                          
                                          $
                                          18,274,372
                                          
                                          
                                          
                                          126,816.472
                                          
                                          
                                          $
                                          6,204,534
                                          
                                          
                                          
                                          43,739.769
                                          
                                          
                                          $
                                          7,712,296
                                          
                                          
                                          
                                          53,365.064
                                          
                                          
                                          $
                                          33,062,044
                                          
                                          
                                          
                                          230,078.158NET
      ASSET VALUE PER UNIT OUTSTANDINGAT
      DECEMBER 31, 2008
                                          
                                          $
                                          141.44
                                          
                                          
                                          
                                          
                                          
                                          
                                          $
                                          144.10
                                          
                                          
                                          
                                          
                                          
                                          
                                          $
                                          141.85
                                          
                                          
                                          
                                          
                                          
                                          
                                          $
                                          144.52FOR
      THE NINE MONTHS ENDED DECEMBER 31, 2007CLASS
      A SERIES 1
                                          
                                          
                                          CLASS
      A SERIES 2
                                          
                                          
                                          CLASS
      B SERIES 1
                                          
                                          
                                          CLASS
      B SERIES 2
                                          
                                          
                                          TOTALAmount
                                          
                                          
                                          Units
                                          
                                          
                                          Amount
                                          
                                          
                                          Units
                                          
                                          
                                          Amount
                                          
                                          
                                          Units
                                          
                                          
                                          Amount
                                          
                                          
                                          Units
                                          
                                          
                                          Amount
                                          
                                          
                                          UnitsMember's
      equity at April 1, 2007
                                          
                                          $
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          $
                                          10,000
                                          
                                          
                                          
                                          —
                                          
                                          
                                          $
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          $
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          $
                                          10,000
                                          
                                          
                                          
                                          —Subscriptions
                                          
                                          
                                          200,000
                                          
                                          
                                          
                                          1,799.387
                                          
                                          
                                          
                                          14,990,000
                                          
                                          
                                          
                                          150,000.000
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          15,190,000
                                          
                                          
                                          
                                          151,799.387Redemptions
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —Net
      income
                                          
                                          
                                          12,255
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          2,802,760
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          
                                          2,815,015
                                          
                                          
                                          
                                          —Members'
      equity at December 31, 2007
                                          
                                          $
                                          212,255
                                          
                                          
                                          
                                          1,799.387
                                          
                                          
                                          $
                                          17,802,760
                                          
                                          
                                          
                                          150,000.000
                                          
                                          
                                          $
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          $
                                          —
                                          
                                          
                                          
                                          —
                                          
                                          
                                          $
                                          18,015,015
                                          
                                          
                                          
                                          151,799.387NET
      ASSET VALUE PER UNIT OUTSTANDINGAT
      DECEMBER 31, 2007
                                          $
                                          117.96
                                          
                                          
                                          
                                          
                                          
                                          
                                          $
                                          118.69
                                          
                                          
                                          
                                          
                                          
                                          
                                          $
                                          —
                                          
                                          
                                          
                                          
                                          
                                          
                                          $
                                          —*
      Class B Series 1 and Class B Series 2 commenced trading on April 1,
      2008.See
      notes to financial statements.
  5
   MAN-AHL
      130, LLCSTATEMENTS
      OF CASH FLOWS (UNAUDITED)For
      the nine
                  
                  
                  For
      the ninemonths
      ended
                  
                  
                  months
      endedDecember
      31, 2008
                  
                  
                  December
      31, 2007CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      income
                  
                  $
                  3,221,791
                  
                  
                  $
                  2,815,015Adjustments
      to reconcile net income tonet
      cash used in operating activities:Net
      change in unrealized trading (gains) losses on openderivative
      contracts and translation of assets and liabilitiesdenominated
      in foreign currencies
                  
                  
                  (1,098,506
                  )
                  
                  
                  (716,142
                  )Purchase
      of investment in Man-Glenwood Lexington, LLC
                  
                  
                  (2,222,000
                  )
                  
                  
                  (6,426,436
                  )Sale
      of investment in Man-Glenwood Lexington, LLC
                  
                  
                  451,000
                  
                  
                  
                  522,678Purchase
      of investment in Man-Glenwood Lexington TEI, LLC
                  
                  
                  (4,728,500
                  )
                  
                  
                  —Net
      realized losses on investment in
      Man-GlenwoodLexington,
      LLC
                  
                  
                  104,272
                  
                  
                  
                  653Net
      change in unrealized (appreciation) depreciationon
      investment in Man-Glenwood Lexington, LLC
                  
                  
                  813,606
                  
                  
                  
                  (147,738
                  )Net
      change in unrealized depreciation on investment inMan-Glenwood
      Lexington TEI, LLC
                  
                  
                  402,914
                  
                  
                  
                  —Changes
      in:Due
      from broker
                  
                  
                  (5,368,499
                  )
                  
                  
                  (5,362,605
                  )Expense
      reimbursement receivable
                  
                  
                  30,477
                  
                  
                  
                  (106,955
                  )Interest
      receivable
                  
                  
                  2,927
                  
                  
                  
                  (10,552
                  )Management
      fees payable
                  
                  
                  (5,416
                  )
                  
                  
                  122,953Incentive
      fees payable
                  
                  
                  (253,761
                  )
                  
                  
                  224,872Brokerage
      commissions payable
                  
                  
                  (98,588
                  )
                  
                  
                  99,801Accrued
      professional fees payable
                  
                  
                  36,952
                  
                  
                  
                  209,420Accrued
      administrative fees payable
                  
                  
                  (36,371
                  )
                  
                  
                  112,500Client
      servicing fees payable
                  
                  
                  19,983
                  
                  
                  
                  616Other
      liabilities
                  
                  
                  805
                  
                  
                  
                  101,600Net
      cash used in operating activities
                  
                  
                  (8,726,914
                  )
                  
                  
                  (8,560,320
                  )FINANCING
      ACTIVITIES:Capital
      subscriptions
                  
                  
                  14,615,973
                  
                  
                  
                  15,290,000Captial
      redemptions
                  
                  
                  (124,999
                  )
                  
                  
                  —Net
      cash provided by financing activities
                  
                  
                  14,490,974
                  
                  
                  
                  15,290,000NET
      INCREASE IN CASH AND CASH EQUIVALENTS
                  
                  
                  5,764,060
                  
                  
                  
                  6,729,680CASH
      AND CASH EQUIVALENTS - Beginning of period
                  
                  
                  13,883,114
                  
                  
                  
                  10,000CASH
      AND CASH EQUIVALENTS - End of period
                  
                  $
                  19,647,174
                  
                  
                  $
                  6,739,680See
      notes to financial statements.
  6




MAN-AHL
130, LLC


(A
Delaware Limited Liability Company)





NOTES
TO FINANCIAL STATEMENTS (unaudited)





The
accompanying unaudited financial statements, in the opinion of management,
include all adjustments (consisting only of normal recurring adjustments)
necessary for a fair presentation of Man-AHL 130, LLC’s (the “Company”)
financial condition at December 31, 2008 and the results of its operations for
the three months ended December 31, 2008 and 2007 and nine months ended December
31, 2008 and 2007.  These financial statements present the results of
interim periods and do not include all the disclosures normally provided in
annual financial statements.  It is suggested that these financial
statements be read in conjunction with the audited financial statements and
notes included in the Company’s annual report on Form 10-K filed with the
Securities and Exchange Commission for the year ended March 31,
2008.  The March 31, 2008 information has been derived from the
audited financial statements as of March 31, 2008.





1.
            ORGANIZATION





On
      April 1, 2008, the Company issued 12,832.453 units of Class B Series 1 at
      $131.84 per unit and 20,814.930 units of Class B Series 2 at $133.07 per
      Unit.  Class A and Class B units have substantially identical
      trading portfolios except that Class A units are offered to taxable
      investors and invest in Man-Glenwood Lexington, LLC (“MGL”), a registered
      investment company, and Class B units are offered to tax-exempt investors
      and invest in Man-Glenwood Lexington TEI, LLC (“TEI”), a registered
      investment company.





The
Company invests approximately thirty percent of its Class A share capital in MGL
and thirty percent of its Class B share capital in TEI.  The Company
expects to invest the majority of its capital into a managed futures program
(the “AHL Diversified Program”).





Man-AHL
(USA) Limited, a limited liability company incorporated in the United Kingdom,
manages the AHL Diversified Program.   On April 21, 2008, the
Company engaged Man Investments Limited, a company organized under the Laws of
the United Kingdom, to manage the foreign currency forward component of the AHL
Diversified Program, at no additional cost to the Company.  The
personnel of Man Investments Limited responsible for implementing the foreign
currency forwards trading component of the AHL Diversified Program on behalf of
the Company are the same as those of Man-AHL (USA) Limited who implement the AHL
Diversified Program.




Glenwood
Capital Investments, LLC (“GCI”) acts as an administrator to MGL and TEI. GCI is
an Illinois limited liability company and is registered with the CFTC as a
commodity pool operator and with the SEC as an investment adviser. GCI is an
affiliate of Man Investments (USA) Corp. (the “Managing Member”) and Man-AHL
(USA) Limited, and is a subsidiary of Man Group plc.




MGL and
TEI achieve their investment objective through an investment in Man-Glenwood
Lexington Associates Portfolio, LLC (the “Portfolio Company” or “MGLAP”), which
allocates its capital among a series of underlying funds.  GCI acts as
an investment adviser to the Portfolio Company in addition to the services it
provides to MGL and TEI.




GCI receives a management fee of 1.75%
of net assets per annum for investment advisory services provided to the
Portfolio Company, calculated monthly and paid quarterly. Additionally, GCI
receives an administrative fee of 0.25% of net assets per annum for
administrative services to MGL and TEI, calculated monthly and paid
quarterly.


7


Man
Investments Inc. (“MII”) acts as the Company’s selling agent and receives an
investor servicing fee of 0.50% of net assets per annum for the provision of
investor services to MGL and TEI, calculated monthly and paid
quarterly.  MII is an affiliate of Man Investments USA and Man AHL
(USA) Limited, which all are subsidiaries of Man Group plc.  MII is a
registered broker-dealer and a member of the Financial Industry Regulatory
Authority (“FINRA”).





Class A
Series 1 and Class B Series 1 units are subject to a 1.25% per annum client
servicing fee payable to MII, calculated monthly and paid quarterly in arrears,
on the month-end net asset value of Class A Series 1 and Class B Series 1 units,
respectively, subject to a maximum aggregate commission receipt to MII of 10% of
the subscription price of all units.  Class A Series 2 and Class B
Series 2 are not charged a client servicing fee.





2.
            SIGNIFICANT
      ACCOUNTING POLICIES





The
      accompanying financial statements are prepared in accordance with
      accounting principles generally accepted in the United States of America.
      The following are significant accounting policies adopted by the Company.





Use of
Estimates—The
preparation of financial statements requires the Company to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of income and expenses during the period.
Actual results could differ from those estimates.





Investment in
Man-Glenwood Lexington, LLC, and Man-Glenwood Lexington TEI, LLC—The Company
values its investments in MGL and TEI at their net asset value, which
approximates fair value, as provided by MGL and TEI,
respectively.  MGL and TEI invest all or substantially all of their
investable assets through an investment in MGLAP.  MGL and TEI value
their investments in MGLAP at their pro rata interest in the net assets of that
entity.  Investments held by MGLAP are limited partnerships and other
pooled vehicles (collectively, the “investment funds”) and are valued at prices
which approximate fair value.  The fair value of certain of the
investments in the underlying investment funds, which may include private
placements and other securities for which values are not readily available, are
determined in good faith by the investment advisers of the respective underlying
investment funds and are evaluated by the Managing Member and adjusted, if
appropriate, to reflect fair value.  The estimated fair values may
differ significantly from the values that would have been used had a ready
market existed for these investments, and these differences could be
material.  Net asset valuations are provided monthly or quarterly by
these investment funds.  Distributions received by MGLAP, which are
identified by the underlying investment funds as a return of capital, whether in
the form of cash or securities, are applied as a reduction of the investment’s
carrying value.





Derivative
Contracts —The Company enters into
derivative contracts (“derivatives”) for trading purposes. Derivatives include
futures contracts and forward contracts. The Company records derivatives at fair
value. Futures contracts which are traded on a national exchange are valued at
the close price as of the valuation day, or if no sale occurred on such day, at
the close price on the most recent date on which a sale occurred. Forward
contracts, which are not traded on a national exchange, are valued at fair value
using current market quotations provided by brokers.





Realized
and unrealized changes in fair values are included in realized and unrealized
gains and losses on investments and foreign currency transactions in the
statements of operations. All trading activities are accounted for on a
trade-date basis.


8


3.
            FAIR VALUE
      MEASUREMENTS





Effective
      April 1, 2008, the Company has adopted the provisions of the Statement of
      Financial Accounting Standard No. 157, Fair Value Measurements (“SFAS
      157”). SFAS 157 defines fair value, establishes a framework for measuring
      fair value and expands disclosures about fair value measurements. The
      adoption of SFAS 157 had no impact on the net assets of the
      Company.





The
Company segregates its investments into three levels based upon the inputs used
to derive the fair value. “Level 1” investments use inputs from unadjusted
quoted prices from active markets. “Level 2” investments reflect inputs other
than quoted prices, but use observable market data. “Level 3” investments are
valued using unobservable inputs. These unobservable inputs for “Level 3”
investments reflect the Company’s assumption about the assumptions market
participants would use in pricing the investments.





Fair
      Value MeasurementsQuoted
      Prices in
                                        
                                        
                                        Significant
      Other
                                        
                                        
                                        Significant
      OtherValue
      as of
                                        
                                        Active
      Markets for
                                        
                                        
                                        Observable
                                        
                                        
                                        UnobservableDecember 31,
                                        
                                        Identical
      Assets
                                        
                                        
                                        Inputs
                                        
                                        
                                        InputsDescription
                                        
                                        2008
                                        
                                        (Level
      1)
                                        
                                        
                                        (Level
      2)
                                        
                                        
                                        (Level
      3)Net
      unrealized trading gains on open derivative contracts
                                        
                                        $
                                        1,858,303
                                        
                                        $
                                        1,826,004
                                        
                                        
                                        $
                                        32,299
                                        
                                        
                                        $
                                        —Investment
      in Man-Glenwood Lexington, LLC
                                        
                                        
                                        5,404,154
                                        
                                        
                                        —
                                        
                                        
                                        
                                        —
                                        
                                        
                                        
                                        5,404,154Investment
      in Man-Glenwood Lexington  TEI, LLC
                                        
                                        
                                        3,942,586
                                        
                                        
                                        —
                                        
                                        
                                        
                                        —
                                        
                                        
                                        
                                        3,942,586Investment
      in Money Market
                                        
                                        
                                        18,809,256
                                        
                                        
                                        
                                        
                                        
                                        
                                        18,809,256
                                        
                                        
                                        
                                        —Total
                                        
                                        $
                                        30,014,299
                                        
                                        $
                                        1,826,004
                                        
                                        
                                        $
                                        18,841,555
                                        
                                        
                                        $
                                        9,346,740





The
following is a reconciliation of the investments in which significant
unobservable inputs (Level 3) were used in determining value (see Note
2):





Nine
      months
                                            
                                            
                                            
                                            Three
      monthsended
      12.31.08
                                            
                                            
                                            
                                            ended
      12.31.08Beginning
      Balance as of 3/31/08
                                            
                                            $
                                            5,701,675
                                            
                                            Beginning
      Balance as of 9/30/08
                                            
                                            $
                                            7,885,813Realized
      loss
                                            
                                            
                                            (104,272
                                            )
                                            
                                            
                                            
                                            (70,510
                                            )Change
      in unrealized depreciation
                                            
                                            
                                            (1,216,520
                                            )
                                            
                                            
                                            
                                            (297,563
                                            )Net
      purchase/sales
                                            
                                            
                                            4,965,857
                                            
                                            
                                            
                                            
                                            1,829,000Net
      transfers in and/or out of Level 3
                                            
                                            
                                            —
                                            
                                            
                                            
                                            
                                            —Ending
      Balance as of 12/31/08
                                            
                                            $
                                            9,346,740
                                            
                                            Ending
      Balance as of 12/31/08
                                            
                                            $
                                            9,346,740


9


4.           RECENT
ACCOUNTING PRONOUNCEMENTS





Statement
of Financial Accounting Standards No. 161(“SFAS 161”),Disclosures about Derivative
Instruments and Hedging Activitieswas issued on March 19, 2008. 
SFAS 161 expands the disclosures required by Statement of Financial Accounting
Standards No. 133, Accounting
for Derivatives and Hedging Activitiesabout an entity’s derivative
instruments and hedging activities.  SFAS 161 is effective for fiscal years
and interim periods beginning after November 15, 2008. The Company is currently
evaluating the provisions of SFAS 161 and their impact on the Company’s
financial statements.




ITEM
      2.
            Management's
      Discussion and Analysis of Financial Condition and Results of
      Operations




Introduction




Reference
is made to Item 1, “Financial Statements.”  The information contained
therein is essential to, and should be read in conjunction with, the following
analysis.




Operational
Overview




Man-AHL
130, LLC (“Man-AHL 130”) is a speculative managed futures fund which trades
pursuant to the AHL Diversified Program, directed on behalf of Man-AHL 130 by
Man-AHL (USA) Limited and Man Investments Ltd.  The AHL Diversified
Program is a futures and forward price trend-following trading system, entirely
quantitative in nature, and implements trading positions on the basis of
statistical analyses of past price histories.  The AHL Diversified
Program is proprietary and confidential, so that substantially the only
information that can be furnished regarding Man-AHL 130’s results of operations
is contained in the performance record of its trading.  Past
performance is not necessarily indicative of its futures results.  Man
Investments (USA) Corp., the managing member of Man-AHL 130 (the “Managing
Member”) does believe, however, that there are certain market conditions, for
example, markets with pronounced price trends, in which Man-AHL 130 has a
greater likelihood of being profitable than in other market
environments.




Capital
Resources and Liquidity




Due to
the low margins required to support futures and forward trading, only
approximately 10% to 20% of the capital of a managed futures fund such as
Man-AHL 130 is needed to margin its positions.  Man-AHL 130 holds most
of its capital in cash and cash equivalents while investing approximately 30% of
such capital in Man-Glenwood Lexington, LLC or Man-Glenwood Lexington TEI, LLC
(collectively, the “Man-Glenwood Funds”), registered investment companies
managed by Glenwood Capital Investments, L.L.C., both for profit potential and
diversification purposes.  Man-AHL 130’s investment in the
Man-Glenwood Funds cannot be used to margin its futures trading and would be
liquidated to the extent that the Managing Member was able to do so and deemed
it advisable to do so to support Man-AHL 130’s futures trading.  The
Managing Member is under no obligation to maintain Man-AHL 130’s investment in
the Man-Glenwood Funds, and may reduce or eliminate such investment at any time
through the Man-Glenwood Funds’ quarterly tender process.




Man-AHL
130, not being an operating company, does not incur capital
expenditures.  It functions solely as a trading vehicle, and after its
initial allocation to the AHL Diversified Program and the Man-Glenwood Funds,
its remaining capital resources are used only as assets available to provide
variation margin and pay expenses and trading losses incurred on Man-AHL 130’s
AHL Diversified Program account, as well as invest in the Man-Glenwood Funds to
maintain appropriate exposure.




The AHL
Diversified Program generally maintains highly liquid positions, and the assets
held by Man-AHL 130 to support the AHL Diversified Program’s trading are cash or
highly-liquid Treasury bills, deposit accounts or other cash
equivalents.






10




Because
the Man-Glenwood Funds are closed-end registered investment companies, members
of the Man-Glenwood Funds do not have the right to require the Man-Glenwood
Funds to repurchase any or all of their units.  To provide a limited
degree of liquidity to investors, the Man-Glenwood Funds offer quarterly
liquidity through discretionary tender offers for their units pursuant to
written tenders.  Repurchases will be made at such times, in such
amounts, and on such terms as may be determined by the Man-Glenwood Funds’
boards, in their sole discretion.  Under certain circumstances, such
tender offers may not occur as scheduled or may not be sufficient to satisfy the
full amount requested to be repurchased by Man-AHL 130.  However, the
Man-Glenwood Funds’ component of Man-AHL 130’s portfolio represents an
allocation of only 30% of Man-AHL 130’s capital, and the Managing Member
believes that any delays in receiving repurchase payments from the Man-Glenwood
Funds are unlikely to adversely affect Man-AHL 130’s operations.




The
Managing Member does not anticipate the need for additional sources of
liquidity, given that  generally approximately 70% of Man-AHL 130’s
capital is held in cash and highly liquid cash equivalents, and, if necessary,
Man-AHL 130 is expected to be able to liquidate part of its investment in the
Man-Glenwood Funds through the Man-Glenwood Funds’ quarterly tender
process.  Other than potential market-imposed limitations on
liquidity, due to, for example, daily price fluctuation limits inherent in
futures trading, the majority of Man-AHL 130’s assets are highly liquid and are
expected to remain so.




Man-AHL
130 will raise additional capital only through the sale of its Units and does
not intend to raise any capital through borrowings.  Due to the nature
of the Man-AHL 130’s business, it will make no capital expenditures and will
have no capital assets which are not operating capital or assets.




There
have been no material changes with respect to Man-AHL 130’s accounting
principles, off-balance sheet arrangements or contractual obligations reported
in Man-AHL 130’s Annual Report on Form 10-K for the fiscal year ended March 31,
2008.





Results
of Operations




Man-AHL
130 was organized on April 14, 2005 under the Delaware Limited Liability Company Act, and
its Registration Statement under the Securities Act of 1933, as amended, became
effective on February 1, 2007.  Man-AHL 130 commenced trading
operations April 2, 2007 in respect of its Class A Units.  During its
operations for the three months and nine months ending December 31, 2008,
Man-AHL 130 experienced no meaningful periods of illiquidity in any of the
markets traded by the AHL Diversified Program.




Due to
the nature of Man-AHL 130’s business activities being trading in the futures and
forward markets and investing in the Man-Glenwood Funds, the results of
operations for the interim period presented should not be considered indicative
of the results that may be expected for the entire year.




Periods ended December 31,
2008:




31-December-08
                                                          
                                                          
                                                          30-September-08
                                                          
                                                          
                                                          30-June-08Ending
      Equity (Class A Units)
                                                          
                                                          $
                                                          19,145,214
                                                          
                                                          
                                                          
                                                          19,564,617
                                                          
                                                          
                                                          
                                                          21,855,816Ending
      Equity (Class B Units)
                                                          
                                                          
                                                          13,916,830
                                                          
                                                          
                                                          
                                                          9,068,186
                                                          
                                                          
                                                          
                                                          5,503,046Ending
      Equity (Total)
                                                          
                                                          $
                                                          33,062,044
                                                          
                                                          
                                                          
                                                          28,632,803
                                                          
                                                          
                                                          
                                                          27,358,862









11




Three
months ended December 31, 2008:




Net
assets attributable to Class A Units decreased $419,403 for the three months
ended December 31, 2008.  This decrease was attributable to
subscriptions in the amount of $418,500, redemptions in the amount of $4,832,617
and a net gain from operations of $3,994,714.




Net
assets attributable to Class B Units increased $4,848,644 for the three months
ended December 31, 2008.  This increase was attributable to
subscriptions in the amount of $2,705,000, redemptions in the amount of $27,151
and a net gain from operations of $2,170,795.




Management
Fees of $252,692, Incentive Fees of $884,066, Client Servicing Fees of $21,051
and brokerage commissions of $15,249 were paid or accrued, and interest of
$74,868 was earned or accrued on Man-AHL 130’s cash and cash equivalent
investments, for the three months ended December 31, 2008.




Man-AHL
130 pays administrative expenses for legal, audit, accounting and administration
services, limited to 1/12 of 0.50% per month of Man-AHL 130’s month-end NAV
through March 2009.  Administrative and other expenses, paid or
accrued, for the three months ended December 31, 2008 were $128,571, which were
offset in part by reimbursement from the Managing Member in the amount of
$83,613.




Nine
months ended December 31, 2008:




Net
assets attributable to Class A Units decreased $1,263,418 for the nine months
ended December 31, 2008.  This decrease was attributable to
subscriptions in the amount of $1,690,816, redemptions in the amount of
$4,832,617 and a net gain from operations of $1,878,383.




Net
assets attributable to Class B Units increased $13,916,830 for the nine months
ended December 31, 2008.  This increase was attributable to
subscriptions in the amount of $12,725,573, redemptions in the amount of
$152,151 and a net gain from operations of $1,343,408.




Management
Fees of $623,472, Incentive Fees of $1,156,176 Client Servicing Fees of $40,877
and brokerage commissions of $81,916 were paid or accrued, and interest of
$252,458 was earned or accrued on Man-AHL 130’s cash and cash equivalent
investments, for the nine months ended December 31, 2008.




Man-AHL
130 pays administrative expenses for legal, audit, accounting and administration
services, limited to 1/12 of 0.50% per month of Man-AHL 130’s month-end NAV
through March 2009.  Administrative and other expenses, paid or
accrued, for the nine months ended December 31, 2008 were $383,926, which were
offset in part by reimbursement from the Managing Member in the amount of
$270,181.




Three months ended December 31,
2008:




During
the three month period ended December 31, 2008, trading by the AHL Diversified
Program in all sectors contributed to performance, led by strong gains from
currency and bond markets.  Lingering concerns over the sustainability
of the global banking system, worldwide recessionary fears, talk of deflation
and severe risk aversion were all issues that made this period a challenging
investing environment.  However, amid this testing environment many
financial markets exhibited strong trending behavior.  Trading in base
metals enjoyed a profitable quarter.  Short positions were held for
the majority of markets traded and trading in precious metals finished the
quarter relatively flat.  Trading in energy markets posted significant
gains.  Positions held within the agricultural sector posted a profit
over the quarter as all but one contract contributed positively to overall
performance.  Government bond markets generally rallied throughout the
quarter as the economic outlook worsened.  Adding further buying
pressure was a general




12






theme of
risk aversion amongst investors over the quarter, with many favoring the safety
of government securities.  Trading in stock indices also posted a gain
over the period.  Short positioning in almost all markets traded
contributed positively to overall performance while interest rate trading
enjoyed a profitable quarter, contributing strong gains despite a relatively
small allocation.  Strong trends emerged in interest rate markets as
it became apparent that central banks around the globe would respond to the
growing economic crisis and increasing talk of deflationary pressures by
aggressively slashing interest rates.  Trading in currency markets
posted a strong return, ending the quarter as the largest contributor to
profits.  One of the key trades this quarter was short British pound
positions against the US dollar and Euro.  The dollar was viewed by
investors as a safe haven currency and as such attracted a huge amount of buying
interest.





During
the period ended December 31, 2008, the Man-Glenwood Funds’ commodity and macro
managers posted mixed results with the bulk of losses stemming from a difficult
October which saw extreme price movements across all asset
classes.  The equity hedge style posted a positive return for the
quarter.  Volatility spiked to a record high 80% on October 27 before
closing around 60%.  Event driven managers have had a difficult time
this year, as this style tends to move in sympathy with the equity
markets.  Activist managers were largely down in the
quarter.  The relative value style posted negative performance
overall.  Gloomy economic data set the tone for continued falling
government bond yields as central banks maintained their policy of aggressively
cutting rates.  Variable equity managers posted negative returns for
the quarter.  Losses from long-biased thematic managers offset any
gains.  The majority of the distressed and credit managers posted
negative returns for the quarter.  The best performing manager posted
consistently positive performance through the quarter.  This was
largely attributable to net short positioning.





Three
months ended September 30, 2008:




During
the three month period ended September 30, 2008, trading by the AHL Diversified
Program in the agricultural sector produced a small loss.  However,
short positions in cotton and wheat profited over the quarter.  Gains,
however, were more than offset by long positions in corn and soybeans after both
suffered severe price declines after reaching record highs.  The grain
market also came under increasing pressure as the US dollar rebounded over the
period.  Bond trading posted a loss over the third
quarter.  Euro Bond and UK Gilt positions posted the majority of their
losses in July as short positions struggled.  European Bond prices
ticked upwards as economic data continued to indicate that the European economy
as a whole was under pressure.  Positions in Japanese bonds posted a
solid gain in August, but in September this gain was reversed and additional
losses occurred.  On the positive side, long Australian bonds achieved
strong profits in August.  The currency component incurred a loss over
the reporting period.  Long positions in the euro against the US
dollar detracted from performance as the US dollar increased against the euro
after relatively strong US economic data releases gave support to the US
currency, while the euro depreciated.  Long positions in the
Australian dollar against the US dollar were also among the main detractors as
the Australian currency tumbled against the US currency.  Short
positions in the Japanese yen against the US dollar also proved detrimental to
overall performance.  Long positions in the euro against the Swiss
franc and the British pound posted further losses as the European single
currency weakened significantly.  Further positive contributions came
from short positions in the Swiss franc against the US dollar as the US currency
strengthened over the course of the reporting period.  Trading within
the energy sector posted a sharp decline in the 3rd quarter
of 2008 as all markets posted losses.  Natural gas prices fell by
almost 50% over the period.  Reports from the US Energy Department
highlighted an increase in inventories as the economic picture continued to
deteriorate, reducing demand.  Interest rate positions posted a loss
over the quarter.  Trading in Euribor contracts was the main source of
negative returns as prices remained volatile and without a clear trend for the
majority of the quarter.  On the positive side, long positions in
Australian T-Bills posted solid gains in August and September.  Metal
trading posted a loss over the period.  Although initially profiting,
gains reversed into losses after prices tumbled over the majority of
July.  Long copper positions generated further losses in August as
recessionary fears deepened.  On the positive side, short nickel
trades performed well.  Short positions in numerous stock indices
provided strong profits over the period after global equities fell sharply as
the credit crisis continued to deepen and spill over into the wider
economy.  Returns were mainly accrued from Asia-Pacific indices such
as the Nikkei 225, TOPIX and Hang Seng after






13




they
experienced some of the greatest falls over the quarter.  Short
positions in the S&P 500 index also harvested profits over the
period.





During
the period ended September 30, 2008, the Man-Glenwood Funds’ commodity &
macro managers posted losses.  The sell-off in commodities that began
in July continued throughout the quarter.  Market volatility reached
historic highs at quarter-end as technical pressures and unprecedented
government interventions seemed to only aggravate already poor market
conditions.  Strong reversals (in terms of speed and magnitude) in
equities, currencies, fixed income and commodities throughout September had a
significant negative effect on most managers’ performance.  The
majority of positive returns were generated from relative value trades early in
the quarter with their defensive posture helping to preserve capital as the
markets deteriorated.  However, the government ban on short selling
prevented the short common equity from hedging losses from the long trust
preferreds.  Equity hedge managers also had a difficult quarter,
posting negative returns across the board with the exception of our dedicated
short sellers.  Event driven and activist managers have had a
difficult year so far and the third quarter was no
exception.  Overall, the relative value allocation
underperformed.  Convertible arbitrage managers suffered the most due
to continued credit concerns and very limited liquidity.  On a
positive note, one multi-strategy manager benefited from the relative
performance of specific stock positions in their relative value, special
situations and merger arbitrage trades and posted strong positive performance
for the quarter.  Performance for variable equity managers was largely
negative for the quarter (most losses came in September).





Three
months ended June 30, 2008:




During
the three month period ended June 30, 2008, the agriculturals component of the
AHL Diversified Program returned a profit as long positions in corn led
performance.  On the downside, short positions in wheat incurred
losses after the commodity rallied in June. Long positions in cocoa made gains,
predominantly in June. Bond trading posted a loss as gains in European bonds
were offset by losses in Japanese government bonds and US
Treasuries.  Short positions in Euro-Bund, Euro-Schatz and Euro-BOBL
profited.  However, losses in April affected returns after long
Japanese bonds experienced a large-scale sell-off as annual inflation hit a
10-year high.  Later in the period, short positions in Japanese bonds
suffered as yields fell. Trading in US Treasuries was also negative as a choppy
environment led to losses in both long and short positions. Currency trading
finished the quarter flat as gains from long Brazilian realand Australian dollar
trades against the US dollar were offset by losses realized from short Japanese
yen and British pound positions against the US dollar as well as unfavorable
results from Swiss franc trading against the US dollar.  Trading
within the energy sector secured the largest gains over the 2nd quarter of 2008
as all markets posted gains.  Long natural gas positions also added
strong profits over the quarter as prices rose 31%, peaking at US $13.35. Long
positions in other crude oil distillates such as RBOB gasoline, heating oil and
gas oil also posted strong profits over the quarter.  Interest rates
trading performed well, driven by short positions in Euribor and Short Sterling
contracts, although towards the end of the quarter short positions in Eurodollar
contracts produced losses. Metals trading posted a flat return.  Base
metals contributed profits with long positions in copper and aluminum paying off
well, while short positions in zinc supported well.  However, precious
metals offset gains after long gold trades suffered from a drop in prices to
around US $850 at the beginning of May.  Towards the end of the
period, gold started to recover. Stock trading incurred a loss, with trades in
the Nikkei 225 and Topix 100 indices proving to be the main detractors to
performance. Short equity positions, particularly in the Japanese indices
mentioned above, suffered in April and May.  However, in June, global
equities plummeted. As a result long positions in a number of headline bourses,
such as the Nasdaq 100, detracted from performance.




During
the period ended June 30, 2008, the Man-Glenwood Funds’ commodity & macro
managers posted a strongly positive return.  The top performing
distressed and credit manager has consistently generated positive performance in
a variety of strategies and geographies over the quarter.  Equity
hedge managers generally posted a profit for the quarter, with the exception of
one manager that underperformed in June.  A dedicated short seller,
finished the quarter in positive territory rebounding from earlier
losses.  A Japan-focused, market neutral manager has consistently
generated solid performance throughout the quarter;






14




both of
their sub-trading styles (e.g., fundamental and flow-oriented) contributed.
Event driven manager performance was mixed generating a slightly positive
overall return at the style level.  The general tone of the market was
negative and US event managers have been slow to increase gross and net
exposures in this environment.  An activist manager suffered losses in
consumer-oriented positions but maintains high conviction in these
holdings.  Several managers suffered in June offsetting gains from the
beginning of the quarter. One thematic, “friendly” activist manager made major
gains in beginning of the quarter on their alternative energy and engineering
& construction holdings (these positions gave up some gains in June but the
manager is still up around 25% on the quarter).  Positive relative
value performance for the quarter was driven largely from one convertible
arbitrage manager.  Variable equity managers posted mixed, but overall
positive, performance.




Periods ended December 31,
2007




31-Dec-07                            30-Sep-07                            30-Jun
-07


Ending
Equity                                    $18,015,015                           $16,953,863                         $16,848,425




Three
months ended December 31, 2007:




Net
assets attributable to Class A Units increased $1,061,152 for the three months
ended December 31, 2007.  This increase was attributable to
subscriptions in the amount of $25,000 and a net gain from operations of
$1,036,152.




Management
Fees of $122,953, Incentive Fees of $224,872, Client Servicing Fees (Series 1
Units only) of $616 and brokerage commissions of $61,745 were paid or accrued,
and interest of $100,260 was earned or accrued on Man-AHL 130’s cash and cash
equivalent investments, for the three months ended December 31,
2007.




Man-AHL
130 pays administrative expenses for legal, audit, accounting and administration
services, limited to 1/12 of 0.50% per month of Man-AHL 130’s month-end NAV
through March 2009.  Administrative and other expenses, paid or
accrued, for the three months ended December 31, 2007 were $136,529, which were
offset in part by reimbursement from the Managing Member in the amount of
$106,955.




Nine
months ended December 31, 2007:




Net
assets attributable to Class A Units were $18,015,015 at December 31,
2007.  This amount represents the Managing Member’s purchase of Class
A Series 2 Units in an aggregate amount of $15 million, subscriptions for Class
A Series 1 Units in the amount of $200,000 and net income from operations of
$2,815,015.




Management
Fees of $348,229, Incentive Fees of $650,960, Client Servicing Fees (Series 1
Units only) of $1,022 and brokerage commissions of $202,944 were paid or
accrued, and interest of $319,534 was earned or accrued on Man-AHL 130’s cash
and cash equivalent investments, for the nine months ended December 31,
2007.




Man-AHL
130 pays administrative expenses for legal, audit, accounting and administration
services, limited to 1/12 of 0.50% per month of Man-AHL 130’s month-end NAV
through March 2009.  Administrative and other expenses, paid or
accrued, for the nine months ended December 31, 2007 were $410,366, which were
offset in part by reimbursement from the Managing Member in the amount of
$333,725.




Three
months ended December 31, 2007:




During
the three month period ended December 31, 2007, Man-AHL 130’s trading within
agricultural markets posted positive returns despite a poor start, with
significant gains recorded from soybeans and






15




corn.  Trading
in bonds made a positive contribution to Man-AHL 130’s
performance.  US Treasury bonds and Japanese bonds delivered positive
returns, while Eurobonds negatively impacted performance. Currency trading
posted strong returns during the final quarter of 2007.  Strong trends
re-emerged following the turmoil of the 3rd quarter, which Man-AHL 130 was able
to capture.  Long euro positions versus the US dollar and British
pound performed well during the period as the euro rallied, hitting a record
high against the British pound in December.  Further profits came from
long Swiss franc positions against the US dollar as the Swiss franc hit a 12
year high in November.  Long Canadian dollar trades versus the US
dollar also produced gains, helped by surging commodity
prices.  Trading in the energy sector accrued significant
profits.  Substantial gains were experienced from crude oil, heating
oil and gas oil positions.  Man-AHL 130’s metal trading posted a
profit during the period with long positions in gold making excellent gains. The
traditional hedge against inflation was a prominent factor behind the steep
increases seen at the beginning of the period, as rising global food and energy
prices sent inflation numbers above comfort levels.  In addition, the role
of gold as a safe-haven asset buffeted prices up as the US showed signs of a
recession and political turmoil in Pakistan added to investor
uncertainty.  Trading in short-term interest rates posted a firm gain
over the fourth quarter despite challenging market conditions at the beginning
and end of the period. Eurodollar and Short Sterling contracts contributed most
to profits over the period, despite initially detracting from
performance.  Finally, stock market trading posted a loss over the
quarter.  Large sub-prime write downs by the major investment banks
following the turmoil of the summer, concerns over the long term effects of the
credit crisis and fears over the potential for the US economy to slip into
recession weighed on global stock indices throughout the period.  Long
positions in the Nasdaq 100 and Euro-Stoxx index proved to be the leading
detractors.





During
the three month period ended December 31, 2007, the performance for the
Man-Glenwood Funds’ commodity & macro managers was strongly
positive.  Managers largely benefited from the increase in currency,
equity and interest rate volatility as well as from tactical long positions in
oil, gold and agricultural commodities, all of which were strong positive
contributors as they moved toward historical highs.  Equity hedge
manager returns were widely dispersed over the quarter, although the majority of
managers ended in positive territory.  The volatile, high dispersion
environment was beneficial for stock pickers, with managers who had a trading
component within their strategy able to generate positive alpha,
opportunistically.  This dispersion theme continued in the fourth
quarter with event driven managers generating a wide range of returns, although
final returns were positive.  In relative value, significant gains for
the quarter were generated by one manager with a distinctly short-credit bias
specializing in lower rated tranches of sub-prime and other mortgage-related
debt.  Gains for the quarter were offset by another manager’s December
losses though. Quarter returns for variable equity were negative as performance
from long-biased managers, regardless of the region, offset gains
elsewhere.  As sub-prime related write-downs gradually emanated
through newswires, long positions in financial names were affected, while the
ensuing flight from risk saw cyclical sector stocks sold off in preference for
defensive stocks, also to the detriment of our managers.  Distressed
& credit performance was driven largely by one manager that took out short
positions in financial services companies including
broker-dealers.  Finally, additional gains were made from short
holdings in sovereign debt, commercial mortgages and consumer/retailers
stocks.





Three
months ended September 30, 2007:




During
the three month period ended September 30, 2007, trading by the AHL-Diversified
Program in the agricultural sector produced positive returns, led by strong
returns from long positions in wheat.  Trading in soy beans and soy
meal added further gains while most other agricultural contracts traded close to
flat over the period.  Bond sector trading resulted in losses as bond
yields trended almost uniformly lower over the period. Short positions in
Australian bonds proved costly at the beginning of the period, while a long bias
in Eurobond contracts also struggled towards the end of the
quarter.  Japanese bond trading delivered positive
results.  Trading in currencies was slightly negative for the
quarter.  Initially, strong profits accrued as short positions in the
US dollar against a variety of currencies were beneficial.  The energy
sector produced solid returns in the quarter.  The principal driver
behind performance came from long holdings in crude oil futures
contracts.  Elsewhere, modest gains were made in short natural gas and






16




long gas
oil positions.  The metals complex was dominated by long positions in
gold.  Elsewhere, trading in silver and copper was flat while long
nickel positions detracted from performance.  Trading in the
short-term interest rate market was profitable and relatively stable throughout
the quarter.  Slight losses came from long positions in short sterling
and euribor contracts.  Long positions in Eurodollar contracts proved
effective.  Trading within the stock sector detracted somewhat from
performance over the quarter as indices saw considerable
volatility.  Positions in the Japanese Nikkei 225 detracted from
performance along with positions in the US markets including positions in the
S&P 500 index.  Hong Kong’s Hang Seng index rose, benefiting long
positions.




For the
three-month period ended September 30, 2007, the commodity & macro style
pursued by the Man-Glenwood Funds posted a positive return despite difficult
market conditions.  Key drivers of positive returns were long
positions in equities and commodities toward the end of the period as well as
short positions in US mid-cap equities and long volatility earlier in the
period.  Reversals in FX markets and fixed income exposure detracted
from performance.  The equity hedge style contributed positively over
the period. Long equity trades, particularly in Asian developing market
equities, yielded strong returns. Some managers showed losses in August, but
most were able to pare losses as markets rebounded.  The event driven
style produced losses despite a strong finish to the quarter.  Losses
were realized primarily during the middle of the period.  Merger
arbitrage strategy suffered, but ended the period well.  The relative
value style generated positive returns, primarily by short credit biased
managers, despite mid-period losses.  Despite gains in September,
variable equity managers ended down, posting negative returns early in July into
mid August. Long positions in financials, US homebuilders and steel as well as
Japanese consumer equities were the most costly. Managers were, however, able to
recover later in the quarter.  Lastly, the distressed and credit style
was close to flat over the period.




Three
months ended June 30, 2007:




During
the three month period ended June 30, 2007, performance of the AHL Diversified
Program in the agriculturals sector was relatively flat until the final few
weeks of the period where it made a small loss.  Trading performance
was dominated by long positions in soybeans and soy oil.  Positions in
corn and wheat performed negatively.  Trading in the bond sector made
a positive contribution to Man-AHL 130’s performance.  The leading
trade was a short position in US Treasuries.  Short trades in Euro
Bund and UK Gilts also returned profitably.  The currency sector
generated excellent returns over the period as a short position in the Japanese
yen against the US dollar powered profits.  A long position in the
Canadian dollar against the US dollar performed well.  Trading in the
energy sector resulted in a modest loss during the period.  Short
positions in crude oil were unprofitable.  Natural gas was a positive
contributor.  The metals complex posted the largest negative return,
albeit a relatively minor one, as nickel continued its fall from May's record
high.  Long positions in the precious metals, gold and silver,
generated slight losses.  Short-term interest rate trading was
profitable as gains were accrued via a three pronged attack which featured short
trades in Euribor, Short Sterling and Eurodollar contracts.  Finally,
trading within the stock sector proved beneficial as indices endured a rather
volatile period but ended up over the three months.  Long positions in
the DAX 30 and S&P 500 indices were strong contributors to, while the
Japanese Topix and Nikkei 225 composites slightly detracted from,
performance.




During
the three month period ended June 30, 2007, the commodity and trading style
pursued by the Man-Glenwood Funds posted a strong return over due to significant
currency moves in the US dollar, euro and British
pound.  Strengthening in some metals provided solid opportunities for
global macro, trend following and discretionary trading managers, while short US
and European bond trades proved profitable.  The equity hedge style
generated a positive return.  In the U.S., specific trades in
technology, telecom, financial services and steel sectors performed
well.  In Europe, a positive deal environment generated strong returns
in both long and short books across the financials and technology
areas.  Emerging market names, particularly in the internet, telecom,
advertising, and software sectors were also positive
contributors.  The event driven style generated strong performance
early and mid-quarter.  In April and May, merger and acquisition
activity surged in both the US and Europe providing an abundance of
opportunities.  By quarter end, volatility within the credit markets
spilled over into equities and






17




adversely
impacted merger arbitrage spreads.  Relative value style performance
was primarily driven by capital structure arbitrage, credit arbitrage, and
multi-strategy managers early in the second quarter.  Towards quarter
end, deteriorating conditions within the sub-prime mortgage market allowed
several managers to profit, as they positioned their portfolios in anticipation
of such an event.  In the U.S., positions in steel manufacturers,
engineering companies, homebuilders, cyclicals, transportation, consumer retail,
materials, financials and targets of acquisitions by private equity groups were
significant performance drivers for US variable equity
managers.  Elsewhere, European, Japanese and Asian ex Japan managers
also contributed to performance. Finally, the distressed and credit style posted
a gain over the quarter.  Credit markets performed well early in the
quarter.  From mid-quarter through quarter-end, and despite high yield
credit spreads widening, managers benefited from security-specific positions
that traded higher as a result of certain catalysts that were
realized.




ITEM
3.                    Quantitative
and Qualitative Disclosures About Market Risk




Not
required.




ITEM
4.                    Controls
and Procedures




Man
Investments (USA) Corp., the managing member of Man-AHL 130 (the “Managing
Member”), with the participation of the Managing Member's principal executive
officer and principal financial officer, has evaluated the effectiveness of the
design and operation of its disclosure controls and procedures with respect to
Man-AHL 130 as of the end of the fiscal quarter for which this Quarterly Report
on Form 10-Q is being filed, and, based on their evaluation, have concluded that
these disclosure controls and procedures are effective.  There were no
significant changes in the Managing Member’s internal controls with respect to
Man-AHL 130 or in other factors applicable to Man-AHL 130 that could
significantly affect these controls subsequent to the date of their
evaluation.




ITEM
4T.                 Controls
and Procedures




Changes in Internal Control
over Financial Reporting




There
were no changes in Man-AHL 130’s internal control over financial reporting
during the quarter ended December 31, 2008 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.






PART II - OTHER
INFORMATION




Item
1.                      Legal
Proceedings.




None.




Item
1A. Risk Factors




Not
required.




Item
2.                      Unregistered
Sales of Equity Securities and Use of Proceeds.




(a)           There
were no sales of unregistered securities during the period covered by this
Report.




(b)           Information
required by Regulation S-K 701(f):




(1) The use of proceeds information is
being disclosed for Registration Statement No. 333-126172 declared effective on
August 11, 2008.






18






(2) The offering of Man-AHL 130’s Units
of Limited Liability Company Interest commenced on or about March 31, 2007 and
Units are offered as of the beginning of each calendar month on a continuous
basis.




(3) Not applicable.




(4) (i) The offering of the Units has
not terminated.




(ii) Man Investments Inc. acts as the
lead selling agent for Man-AHL 130.




(iii) Man-AHL 130 has registered Class
A Units of Limited Liability Company Interest and Class B Units of Limited
Liability Company Interest.




(iv) Man-AHL 130 has registered 500,000
Class A Units and 500,000 Class B Units to be sold initially at $100 per Unit
and, thereafter, at the month-end net asset value per outstanding Unit as of
each month-end.  The aggregate initial offering price of each Class of
Units registered is $50,000,000.  As of December 31, 2008, Man-AHL 130
completed the sale of 166,512.88 Class A Units and the aggregate offering price
of the amount of Class A Units sold was $17,090,816 and 98,330.83 Class B Units
and the aggregate offering price of the amount of Class B Units sold was
$12,725,573.




(v) As of December 31, 2008, no
expenses were incurred for the account of Man-AHL 130.




(vi) Net offering proceeds to Man-AHL
130 as of December 31, 2008 were $29,816,389.




(vii) As of December 31, 2008, the
amount of net offering proceeds to Man-AHL 130 for commodity futures and forward
trading and investment in the Man-Glenwood Funds totaled
$29,816,389.




(viii) Not applicable.




(c)           Pursuant
to Man-AHL 130’s Limited Liability Company Agreement, Unitholders may redeem
their Units at the end of each calendar quarter at the then current quarter-end
Net Asset Value per Unit.  If quarter-end redemptions are requested
for more than 15% of Man-AHL 130’s total then-outstanding Units, each redemption
request will be reduced pro rata so that only 15% of Man-AHL 130’s total
then-outstanding Units are redeemed.  In order to pay redemption
proceeds, it may be necessary for Man-AHL 130 to tender for repurchase a portion
of its investment in the Man-Glenwood Funds.  Each Man-Glenwood Fund
generally withholds 5% of the proceeds of a total repurchase from such
Man-Glenwood Fund until the completion of the Man-Glenwood Fund’s annual
audit.  The amount withheld from a total repurchase by Man-AHL 130
from the Man-Glenwood Funds will be approximately 1.5% of a Unitholder’s total
investment.  Rather than withhold redemption proceeds from Unitholders
redeeming Units, however, the Managing Member intends to pay the full redemption
amount due to redeeming Unitholders and the amount subsequently paid to Man-AHL
130 by the Man-Glenwood Funds from the amount withheld will be a general asset
of Man-AHL 130.  Other than any affect of the foregoing, the
redemption of Units has no impact on the value of Units that remain outstanding,
and Units are not reissued once redeemed.  The following table
summarizes the amount of Units redeemed, exclusive of non-cash transfers, during
the three months ended December 31, 2008:




Class A Units
                                                  
                                                  
                                                  Class B UnitsDate of Redemption:
                                                  
                                                  Amount Redeemed:
                                                  
                                                  
                                                  Amount Redeemed:October
      31, 2008
                                                  
                                                  
                                                  --
                                                  
                                                  
                                                  
                                                  --November
      30, 2008
                                                  
                                                  
                                                  --
                                                  
                                                  
                                                  
                                                  --December
      31, 2008
                                                  
                                                  $
                                                  4,832,617
                                                  
                                                  
                                                  $
                                                  27,151TOTAL
                                                  
                                                  $
                                                  4,832,617
                                                  
                                                  
                                                  $
                                                  27,151


.




19








Item
3.                      Defaults
upon Senior Securities.




Not
applicable.




Item
4.                      Submissions
of Matters to a Vote of Security Holders.




None.




Item
5.                      Other
Information.




None.




Item
6.                      Exhibits.




The
following exhibits are included herewith:




Designation                      Description




31.1                           Rule
13a-14(a)/15d-14(a) Certification of Principal Executive Officer




31.2                           Rule
13a-14(a)/15d-14(a) Certification of Principal Financial Officer




32.1                           Section
1350 Certification of Principal Executive Officer




32.2                           Section
1350 Certification of Principal Financial Officer




The
following exhibit is incorporated by reference from the exhibit of the same
number and description filed with Man-AHL 130’s Registration Statement (File No.
333-126172) filed on June 28, 2005 on Form S-1 under the Securities Act of
1933.




3.01(i)                       Certificate
of Formation of Registrant.




The
following exhibit is incorporated by reference from the exhibits of the same
number and description filed with Amendment No. 3 to Man-AHL 130’s Registration
Statement (File No. 333-126172) filed on April 17, 2006 on Form S-1 under the
Securities Act of 1933.




10.02
            Form
      of Customer Agreement between the Registrant and Man Financial
      Inc.




The
following exhibit is incorporated by reference from the exhibits of the same
number and description filed with Amendment No. 5 to Man-AHL 130’s Registration
Statement (File No. 333-126172) filed November 29, 2006 on Form S-1 under the
Securities Act of 1933.




10.01
            Form
      of Administration Agreement between Man-AHL 130 and the
      Administrator.




The
following exhibits are incorporated by reference from the exhibits of the same
number and description filed with Amendment No. 6 to Man-AHL 130’s Registration
Statement (File No. 333-126172) filed January 18, 2007 on Form S-1 under the
Securities Act of 1933.




1.01
                                Form
      of General Distributor’s Agreement between the Registrant and Man
      Investments Inc.3.02
                                Limited
      Liability Company Agreement of the Registrant
(amended).10.02(a)
                                Addendum
      to the Form of Customer Agreement between the Registrant and Man Financial
      Inc.






20






10.03
            Form
      of Trading Advisory Agreement between Registrant and Man-AHL (USA) Ltd.
      (amended).10.04
            Form
      of Escrow Agreement among the Registrant, the Managing Member and the
      Escrow Agent. The
following exhibit is incorporated by reference from the exhibit of the same
number and description filed with Post-Effective Amendment No. 1 to Man-AHL
130’s Registration Statement (File No. 333-126172) filed October 16, 2007 on
Form S-1 under the Securities Act of 1933.




10.03(a)                   Amendment
to the Form of Trading Advisory Agreement.




The
following exhibit is incorporated by reference from the exhibit of the same
number and description filed with Post-Effective Amendment No. 2 to Man-AHL
130’s Registration Statement (File No. 333-126172) filed July  on Form
S-1 under the Securities Act of 1933.




10.06
            Form
      of Trading Advisory Agreement between the Registrant and Man Investments
      Limited.







21


SIGNATURES




Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized on February 13, 2009.






Man-AHL
      130, LLC
                                            (Registrant)By:
       Man Investments (USA) Corp.
                                            Managing
      MemberBy:
                                          /s/
      Andrew StewartPresident
      and Chief Executive Officer
                                            (Principal
      Executive Officer)By:
                                          /s/
      Rhowena BlankVice
      President, Accounting Officer
                                            (Principal
      Financial Officer)







22




EXHIBIT
INDEX




Exhibit
Number                                           Description of
Document




31.1                           Rule
13a-14(a)/15d-14(a) Certification of Principal Executive Officer




31.2                           Rule
13a-14(a)/15d-14(a) Certification of Principal Financial Officer




32.1                           Section
1350 Certification of Principal Executive Officer




32.2                           Section
1350 Certification of Principal Financial Officer






E-1