UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION
  Washington, D.C. 20549FORM 10-Q
  (X) QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
  SECURITIES EXCHANGE ACT OF 1934
  For the Quarterly Period Ended March 31, 2008
  ( ) TRANSITION REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE
  SECURITIES EXCHANGE ACT OF 1934
  For the Transition Period From ____ TO___
  Commission File No. 000-23529RFMC WILLOWBRIDGE
  FUND, L.P. Delaware
      22-678474(a Delaware Partnership)
      (I.R.S.
      EmployerIdentification No.) 4 Benedek Road
  Princeton, New Jersey 08540
  (609) 921-0717 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 shell company (as defined in Rule 12b-2
  of the Exchange Act). YES ____        NO X   RFMC
      WILLOWBRIDGE FUND, L.P.
      INDEX TO FORM 10-Q PART I - FINANCIAL
      INFORMATIONPageItem 1.
      Condensed Financial
      Statements
      3Condensed Statements
      of Financial Condition
      3Condensed Statements
      of Income (Loss)
      4Condensed Statements
      of Changes in Partners Capital
      5Notes to Condensed
      Financial Statements
      6Item 2.
      Managements
      Discussion and Analysis of Financial Condition and Results of Operations
      12Item 3.
      Quantitative and
      Qualitative Disclosures About Market Risk
      13Item 4.
      Controls and
      Procedures
      14PART II - OTHER
      INFORMATIONItem 1.
      Legal Proceedings
      14Item 2.
      Unregistered Sales of
      Equity Securities and Use of Proceeds
      14Item 3.
      Defaults Upon Senior
      Securities
      14Item 4.
      Submission of Matters
      to a Vote of Security Holders
      14Item 5.
      Other Information
      14Item 6.
      Exhibits
      14
  PART I - FINANCIAL
  INFORMATIONItem 1. Condensed
  Financial Statements RFMC
  WILLOWBRIDGE FUND, L.P.CONDENSED STATEMENTS OF FINANCIAL CONDITION
  As of March 31, 2008 (Unaudited)
  and December 31, 2007
  ____________________ March 31,
      
      December 31,2008
      
      2007ASSETSEQUITY IN COMMODITY
      FUTURES TRADING ACCOUNT:Due from broker
      
      $15,833,911
      
      $  36,108,579Net unrealized
      gain on open positions
      
      562,839
      
      1,981,76616,396,750
      
      38,090,345CASH AND CASH
      EQUIVALENTS
      
      54,222,842
      
      29,790,898DUE FROM GENERAL
      PARTNER
      
      77,101
      
      97,198INTEREST RECEIVABLE
      
      26,526
      
      85,505PREPAID EXPENSES
      
      472,363
      
      0TOTAL ASSETS
      
      $71,195,582
      
      $  68,063,946LIABILITIES AND
      PARTNERS CAPITALLIABILITIES:Prepaid subscriptions
      
      $  1,000,697
      
      $       520,998Redemptions payable
      
      432,243
      
      3,500,288Other accrued
      expenses
      
      179,027
      
      174,653Accrued management
      fees
      
      171,587
      
      165,695Accrued incentive
      fees
      
      1,329,295
      
      720,556TOTAL LIABILITIES
      
      3,112,849
      
      5,082,190PARTNERS CAPITALLimited partners
       Class A (3,908.8941 and
      4,010.8244fully
      redeemable units at March 31, 2008 and December 31,2007,
      respectively)
      
      31,491,067
      
      30,350,478Limited partners 
      Class B (39,239.6409 and 37,025.0626fully
      redeemable units at March 31, 2008 and December 31,2007,
      respectively)
      
      35,702,870
      
      31,798,711General partner 
      Class A (110.3237 and 110.0239fully
      redeemable units at March 31, 2008 and December 31,2007,
      respectively)
      
      888,796
      
      832,567TOTAL PARTNERS
      CAPITAL
      
      68,082,733
      
      62,981,756TOTAL LIABILITIES AND
      PARTNERS CAPITAL
      
      $71,195,582
      
      $ 68,063,946NET ASSET VALUE PER
      UNITClass A (based on
      Partners Capital of $32,379,863 and$31,183,045 and
      4,019.2178 and 4,120.8483 fully redeemable units outstanding)
      
      $    8,056.26
      
      $    7,567.14Class B Series 1 
      (based on Partners Capital of $3,138,886 and$2,957,099 and 3,077.2719 and 3,094.0204 fully redeemable units
      outstanding)
      
      $    1,020.02
      
      $      
      955.75Class B Series 2 
      (based on Partners Capital of $32,485,678 and$28,767,879 and 36,091.6156 and 33,860.2888 fully redeemable units
      outstanding)
      
      $      
      900.09
      
      $      
      849.61Class B Series 3 
      (based on Partners Capital of $78,306 and$73,733 and 70.7534 and 70.7534 fully redeemable units outstanding)
      
      $    1,106.75
      
      $    1,042.12
 See Notes to Condensed Financial Statements.
  -3-  RFMCWILLOWBRIDGE FUND, L.P.CONDENSED STATEMENTS OF INCOME (LOSS)
  For the Three Months Ended March 31, 2008 and
  2007
  (Unaudited)
  _______________ Three Months Ended
      March 31,2008
      
      2007NET INVESTMENT INCOME
      (LOSS)Income:Interest income
      
      $   424,511
      
      $    659,769Expenses:Brokerage
      commissions
      
      828,743
      
      700,870Incentive fees
      
      1,329,295
      
      0Management fees
      
      329,041
      
      284,931Accounting and
      administrative fees
      
      130,078
      
      117,142Total expenses
      
      2,617,157
      
      1,102,943Net
      investment loss
      
      (2,192,646)
      
      (443,174)TRADING PROFITS
      (LOSSES)Profits (losses) on trading of commodity futures:Net realized
      gains (losses) on closed positions
      
      7,599,457
      
      (3,033,383)Change in net unrealized gains open positions
      
      (1,418,927)
      
      (643,345)Total
      trading profits (losses)
      
      6,180,530
      
      (3,676,728)NET INCOME (LOSS)
      
      $ 3,987,884
      
      $(4,119,902)NET INCOME (LOSS) PER
      UNITClass A
      
      $      489.12
      
      $     (420.66)Class B
       Series 1
      
      $        64.27
      
      $      
      (50.79)Class B  Series 2
      
      $       
      50.48
      
      $      
      (51.50)Class B  Series 3
      
      $       
      64.63
      
      $      
      (60.53)
 See Notes to Condensed Financial Statements.-4- RFMCWILLOWBRIDGE FUND, L.P.CONDENSED STATEMENTS OF CHANGES IN PARTNERS
  CAPITAL
  For the Three Months Ended March 31, 2008 and
  2007 (Unaudited)
  _______________ CLASS AGeneral Partner
    
    Limited Partners
    
    TotalUnits
    
    Amount
    
    Unit
    
    Amount
    
    Class APARTNERS  CAPITAL,JANUARY 1, 2008
      110.0239
    
      $  832,567
    
      4,010.8244
    
      $30,350,478
    
      $31,183,045Subscriptions
      0.2998
    
      2,410
    
      78.4087
    
      608,262
    
      610,672Redemptions
      -
    
      -
    
      (180.3390)
    
      (1,499,579)
    
      (1,499,579)Net income
      -
    
      53,819
    
      -
    
      2,031,906
    
      2,085,725PARTNERS  CAPITAL,March 31, 2008
    110.3237
    
    $  888,796
    
    3,908.8941
    
    $31,491,067
    
    $32,379,863
 CLASS B LIMITED PARTNERSSeries 1
      Series 2
      Series 3
      TotalUnits
      Amount
      Units
      Amount
      Units
      Amount
      Class BPARTNERS CAPITAL,JANUARY 1, 2008
      3,094.0204
      $2,957,099
      33,860.2888
      $28,767,879
      70.7534
      $ 73,733
      $31,798,711Subscriptions
      -
      -
      2,325.1686
      2,105,000
      -
      -
      2,105,000Redemptions
      (16.7485)
      (18,000)
      (93.8418)
      (85,000)
      -
      -
      (103,000)Net income
      -
      199,787
      -
      1,697,799
      -
      4,573
      1,902,159PARTNERS CAPITAL,MARCH 31, 2008
      3,077.2719
      $3,138,886
      36,091.6156
      $32,485,678
      70.7534
      $    78,306
      $35,702,870
 CLASS AGeneral Partner
    
    Limited Partners
    
    TotalUnits
    
    Amount
    
    Units
    
    Amount
    
    Class APARTNERS  CAPITAL,JANUARY 1, 2007
      139.6025
    
      $  853,304
    
      4,648.9724
    
      $28,416,300
    
      $29,269,604Subscriptions
      0.4618
    
      2,793
    
      29.2739
    
      177,628
    
      180,421Redemptions
      -
    
      -
    
      (217.8641)
    
      (1,289,672)
    
      (1,289,672)Transfers
      -
    
      -
    
      (4.2373)
    
      (24,118)
    
      (24,118)Net loss
      -
    
      (58,891)
    
      -
    
      (1,917,023)
    
      (1,975,914)PARTNERS  CAPITAL,March 31, 2007
    140.0643
    
    $  797,206
    
    4,456.1449
    
    $25,363,115
    
    $26,160,321
  CLASS B LIMITED PARTNERSSeries 1
      Series 2
      Series 3
      TotalUnits
      Amount
      Units
      Amount
      Units
      Amount
      Class BPARTNERS CAPITAL,JANUARY 1,
      2007
      2,871.3178
      $2,194,998
      37,829.1688
      $26,477,077
      120.2534
      $ 102,226
      $28,774,301Subscriptions
      281.6242
      215,001
      1,583.2818
      1,085,000
      -
      -
      1,300,001Redemptions
      (30.9898)
      (23,659)
      (1,385.4141)
      (925,320)
      (49.5000)
      (40,297)
      (989,276)Transfer
      33.7937
      24,118
      -
      -
      -
      -
      24,118Net loss
      -
      (158,298)
      -
      (1,979,625)
      -
      (6,065)
      (2,143,988)PARTNERS CAPITAL,MARCH 31,
      2007
      3,155.7459
      $2,252,160
      38,027.0365
      $24,657,132
      70.7534
      $    55,864
      $26,965,156
 See Notes to Condensed Financial Statements.
  -5-  RFMCWILLOWBRIDGE FUND, L.P.NOTES TO
  CONDENSED FINANCIAL STATEMENTS
  For the Three Months Ended March 31, 2008 and
  2007
  (Unaudited) 1.
        
        BASIS OF PRESENTATIONThe interim condensed financial statements of
  RFMC Willowbridge Fund
  L.P. (the Partnership) included herein have been prepared in accordance with
  accounting principles generally accepted in the United States of America for
  interim financial information and Rule 10-01 of Regulation S-X. 
  Accordingly, they do not include all the information and footnotes required by
  accounting principles generally accepted in the United States of America (GAAP)
  for complete annual financial statements.  These condensed financial
  statements are unaudited and should be read in
  conjunction with the audited financial statements and notes thereto included
  in the Partnerships Annual Report on Form 10-K for the year ended December
  31, 2007.  The Partnership follows the same accounting policies in the
  preparation of interim reports as set forth in the annual report.  In the
  opinion of management, the financial statements reflect all adjustments, which
  are of a normal recurring nature, necessary for a fair presentation of the
  financial position, results of operations and changes in partners capital for
  the interim periods presented and are not necessarily indicative of a full
  years results.2.
        
        PARTNERSHIP ORGANIZATIONThe Partnership, a Delaware limited partnership, was organized on January 24,
  1986.  The Partnership may engage in the speculative trading of commodity
  futures contracts, options on commodities or commodity futures contracts, and
  forward contracts. Ruvane Fund Management Corporation is the general partner of the Partnership (the General Partner)
  and is registered as a Commodity Pool Operator and an Introducing Broker with
  the Commodity Futures Trading Commission.  The General Partner is
  required by the Limited Partnership Agreement, as amended and restated (the
  Agreement), to contribute $1,000 to the Partnership.In accordance with the amendment to Section 5 of the Agreement,
  effective January 16, 2003, the Partnership offers separate classes of limited
  partnership interests, whereby interests which were issued prior to January
  16, 2003 by the Partnership will be designated as Class A interests.  The
  Partnership also offers Class B limited partnership interests through a
  private offering pursuant to Regulation D as adopted under section 4(2) of the 
  Securities Act of 1933, as amended.  The Partnership will offer the Class
  B interests up to an aggregate of $100,000,000; provided that the General
  Partner may increase the amount of interests that will be offered in
  increments of $10,000,000 after notice to the limited partners. 
  Commissions and redemption charges for the Class B interests will differ from
  those of the Class A interests, but in all other respects the Class A
  interests and the Class B interests will be identical.  The Class A
  interests and Class B interests will also be traded pursuant to the same
  trading program.The Partnership shall end upon withdrawal, insolvency or
  dissolution of the General Partner or a decline of greater than fifty percent
  of the net assets of the Partnership as defined in the Agreement, or the
  occurrence of any event which shall make it unlawful for the existence of the
  Partnership to be continued.3.
        
        SIGNIFICANT ACCOUNTING POLICIESA.
        
        Cash and Cash EquivalentsThe Partnership has defined cash and cash equivalents as cash
  and short-term, highly liquid investments with maturities of three months or
  less when acquired.  These investments are classified as Level 1 fair
  value estimates (quoted prices in active markets for identical assets) under
  the provision of Statement of Financial Accounting Standards No. 157, "Fair
  Value Measurements" ("FAS 157").B.
        
        Due from BrokerDue from broker represents cash required to meet margin
  requirements and excess funds not required for margin which are typically
  invested in 30 day commercial paper and U.S. Treasury bills which are carried
  at cost plus accrued interest, which approximates market value.  The fair
  value of the U.S. Treasury bills as of March 31, 2008 and December 31, 2007 was
  $2,494,307 and $7,854,672, respectively.  The Partnership is subject to
  credit risk to the extent any broker with whom the Partnership conducts
  business is unable to deliver cash balances or securities, or clear securities
  transactions on the Partnerships behalf.  The General Partner monitors
  the financial condition of the brokers with which the Partnership conducts
  business and believes that the likelihood of loss under the aforementioned
  circumstances is remote.-6-
 RFMC
  WILLOWBRIDGE FUND, L.P.
  NOTES TO CONDENSED FINANCIAL STATEMENTS
  (CONTINUED)For the Three Months Ended March 31, 2008 and
  2007
  (Unaudited)
  _______________ 3.
        
        SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)C.
        
        Revenue RecognitionInvestments in commodity futures contracts are recorded on the trade date and
  open contracts are recorded in the financial statements at their fair value on
  the last business day of the reporting period, based on quoted market prices. 
  Accordingly, such contracts are classified as Level 1 fair value estimates
  under the provision of FAS 157.  Gains or losses are realized when contracts are
  liquidated, on a first-in-first-out basis.  Realized gains are netted
  with realized losses for financial reporting purposes and shown under the
  caption Net realized gains (losses) on closed positions in the
  Condensed Statements of
  Income (Loss).  "Net unrealized gains or losses on open contracts" are
  reflected in the Condensed Statements of Financial Condition.  Any change in net
  unrealized gain or loss from the preceding period is reported in the
  Condensed Statements of Income (Loss) under the caption Change in net unrealized gains
  (losses) on open positions. Interest income is recognized on an accrual
  basis.D.
        
        CommissionsThe Class A partners pay to the General Partner a flat commission of 4.0%
  annually of the net asset value of the Class A partners capital as of the
  beginning of each month.  Class B limited partners pay to the General
  Partner a flat commission equal to the following percentages of each Series
  applicable net asset value: Series 13%, Series 26%, and Series 35%.  From these amounts, the
  General Partner will pay for actual trading commissions incurred by the
  Partnership, and will pay up to 3.0% from this amount to properly registered
  selling agents as their ongoing compensation for servicing Class B limited
  partners.Commissions charged to each class or series of class were as follows: Three Months
      Ended March 31,2008
      
      2007Class A
      $332,595
      
      $285,563Class B 
      Series 1
      23,705
      
      17,250Class B 
      Series 2
      471,468
      
      396,964Class B 
      Series 3
      975
      
      1,093Total
      $828,743
      
      $700,870
 For the three months ended March 31, 2008 and
  2007, the General Partner received net brokerage commissions of $682,678 and
  $523,667, respectively, from the Partnership.  Net brokerage commissions
  represents commissions charged to Class A and Class B partners less actual
  brokerage commissions paid to clearing brokers and amounts paid to selling
  agents for servicing Class B limited partners.  As of March 31, 2008 and
  December 31, 2007, $77,101 and $97,198, respectively, were due from the
  General Partner for reimbursement of brokerage commissions advanced by the
  Partnership.E.
        
        Statement of Cash FlowsThe Partnership has elected not to provide a Statement of Cash Flows as
  permitted by Statement of Financial Accounting Standard No. 102, Statement of
  Cash Flows  Exemption of Certain
  Enterprises and Classification of Cash Flows from Certain Securities Acquired
  for Resale.F.
        
        Allocation of Income (Loss)Net realized and unrealized trading profits and losses,
  interest income and other operating income and expenses, except class or
  series specific commission charges, are allocated to the partners monthly in
  proportion to their capital account balance, as defined in the Agreement. 
  Class and/or series specific commission charges are allocated monthly to the
  partners of the respective class and/or series in proportion to their
  respective capital account balances within the class and/or series.-7- RFMC
  WILLOWBRIDGE FUND, L.P.
  NOTES TO CONDENSED FINANCIAL STATEMENTS
  (CONTINUED)
  For the Three Months Ended March 31, 2008 and
  2007
  (Unaudited) 3.
        
        SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)G.
        
        Incentive FeesWillowbridge Associates, Inc. (Willowbridge),
  the Commodity Trading Advisor (CTA) of the
  Partnership, is entitled to a quarterly incentive fee based on an increase in
  the adjusted net asset value of the Partnerships assets allocated to trading. 
  The CTA receives 25% of any new profits, as
  defined in the Agreement.  The term new profits is defined as the
  increase, if any, in the adjusted net asset value of the assets allocated to
  trading.  For the three months ended March 31, 2008, the CTA received incentive fees of $1,329,295. 
  There were no incentive fees earned during the three months ended March 31,
  2007.H.
        
        Management FeesThe General Partner is paid an annual management fee equal to one percent of
  the net assets of the Partnership (as defined in the Agreement) as of the last
  day of the previous fiscal year.  Such annual fee is paid in advance at
  the beginning of the respective year and is amortized by the Partnership on a
  straight-line basis over twelve months.  The total management fee paid to
  the General Partner in 2008 and 2007 was $629,818 and $580,439, respectively. 
  For the three-month period ended March 31, 2008 and 2007, the Partnership
  recorded management fee expense earned by the General Partner of $157,454 and
  $145,110, respectively.  As of March 31, 2008 and December 31, 2007, the
  unamortized prepaid management fees were $472,363 and $0, respectively.In addition to the management fee paid to the General Partner, the Partnership
  pays Willowbridge a quarterly management fee of
  0.25% (1% per year) of the net asset value of the Partnership.  These
  fees amounted to $171,587 and $139,821 for the three months ended March 31,
  2008 and 2007, respectively. As of March 31, 2008 and December 31, 2007,
  $171,587 and $165,695 were due to Willowbridge,
  respectively.I.
        
        Administrative ExpensesAdministrative expenses include professional fees, bookkeeping
        costs and other charges such as registration fees, printing costs and
        bank fees.J.
        
        Income TaxesNo provision for income taxes has been provided in the accompanying financial
  statements as each partner is individually liable for taxes, if any, on his or
  her share of the Partnerships profits.The Partnership accounts for uncertainties in income tax positions taken or
  expected to be taken under the provisions of Financial Accounting Standards
  Board Interpretation No. 48 (FIN 48) entitled Accounting For Uncertainty in
  Income Taxes  an interpretation of FASB Statement No. 109.  FIN 48 had no
  impact on the Partnerships financial statements.K.
        
        SubscriptionsPartnership units may be purchased on the first day of each month at the net
  asset value per unit determined on the last business day of the previous
  month.  Partners contributions received in advance for subscriptions are
  recorded as prepaid subscriptions in the Condensed Statements of Financial Condition. 
  The General Partner charges a one percent initial administrative fee on all
  limited partner unit subscriptions.  The General Partner may waive this
  charge for limited partners who are its affiliates or for other limited
  partners in its sole discretion.  Subscription proceeds to the
  Partnership are recorded net of these charges. For the three months ended
  March 31, 2008 and 2007, the General Partner received initial administrative
  fees of $750 and $1,653, respectively.-8- RFMC WILLOWBRIDGE FUND, L.P.
  NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
  For the Three Months Ended March 31, 2008 and 2007
  (Unaudited) 3.
        SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)L.
        
        RedemptionsLimited partners may redeem some or all of their units at net asset value per
  unit as of the last business day of each month with at least ten days written
  notice to the General Partner.  Class B interests are subject to an early
  redemption charge of up to 4 percent if such interests are redeemed within 12
  months of their purchase.M.
        
        EstimatesThe preparation of financial statements in conformity with
        accounting principles generally accepted in the United States of America
        requires management 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 (loss) and expenses during the reporting
        period. Estimates include accrual of expenses such as administrative
        fees.  Actual results could differ from these estimates.N.
        
        Recently Issued Accounting PronouncementsIn September 2006, the Financial Accounting
  Standards Board ("FASB") issued FAS 157. FAS 157 defines fair value,
  establishes a framework for measuring fair value and expands disclosures about
  fair value measurements. The Partnership adopted FAS 157 as of January 1,
  2008. The adoption of FAS 157 did not have a material impact on the
  Partnership's financial statements.Fair value of an investment is the
        amount that would be received to sell the investment in an orderly
        transaction between market participants at the measurement date (i.e.
        the exit price).FAS 157 established a hierarchal
        disclosure framework which prioritizes and ranks the level of market
        price observability used in measuring investments at fair value. Market
        price observability is impacted by a number of factors, including the
        type of investment and the characteristics specific to the investment.
        Investments with readily available active quoted prices or for which
        fair value can be measured from actively quoted prices generally will
        have a higher degree of market price observability and a lesser degree
        of judgment used in measuring fair value.Investments measured and reported at
        fair value are classified and disclosed in one of the following
        categories:Level I  Quoted prices are available
        in active markets for identical investments as of the reporting date.
        The type of investments included in Level I are publicly traded
        investments. As required by FAS 157, the Partnership does not adjust the
        quoted price for these investments even in situations where the
        Partnership holds a large position and a sale could reasonably impact
        the quoted price.Level II  Pricing inputs are other
        than quoted prices in active markets, which are either directly or
        indirectly observable as of the reporting date, and fair value is
        determined through the use of models or other valuation methodologies.
        Investments which are generally included in this category are
        investments valued using market data.Level III  Pricing inputs are unobservable and include
        situations where there is little, if any, market activity for the
        investment. Fair value for these investments are determined using
        valuation methodologies that consider a range of factors, including but
        not limited to the price at which the investment was acquired, the
        nature of the investment, local market conditions, trading values on
        public exchanges for comparable securities, current and projected
        operating performance and financing transactions subsequent to the
        acquisition of the investment. The inputs into the determination of fair
        value require significant management judgment. Due to the inherent
        uncertainty of these estimates, these values may differ materially from
        the values that would have been used had a ready market for these
        investments existed. Investments that are included in this category
        generally are privately held debt and equity securities.-8- RFMC WILLOWBRIDGE FUND, L.P.
  NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
  For the Three Months Ended March 31, 2008 and 2007
  (Unaudited) 3.
        SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)N.
        
        Recently Issued Accounting Pronouncements (continued)In certain cases, the inputs used to measure fair value
        may fall into different levels of the fair value hierarchy. In such
        cases, an investment's level within the fair value hierarchy is based on
        the lowest level of input that is significant to the fair value
        measurement. The General Partner's assessment of the significance of a
        particular input to the fair value measurement in its entirety requires
        judgment, and considers factors specific to the investment.The following table summarizes the valuation of the
        Partnership's investments by the above FAS 157 fair value hierarchy
        levels as of March 31, 2008:
 Total
        Level I
        Level II
        Level IIINet unrealized gain on open positions
        $     562,839
        $     562,839
        N/A
        N/AMoney market mutual funds
        $51,830,524
        $51,830,524
        N/A
        N/AU.S. Treasury Bills
        $  2,494,307
        N/A
        $2,494,307
        N/A In March 2008, the FASB issued Statement of
  Financial Accounting Standards (FASB) No. 161,
  Disclosures about Derivative Instruments and Hedging Activities  An Amendment to FASB Statement No. 133 (FAS 161).  FAS 161 amends FASB
  Statement No. 133 (FAS 133) to provide an
  enhanced understanding of how and why an entity uses derivative instruments,
  how derivative instruments and related hedged items are accounted for under FAS 133, and how derivative instruments and
  related hedged items affect an entitys financial position, financial
  performance and cash flows.  FAS 161 is
  effective for financial statements issued for fiscal years and interim periods
  beginning after November 15, 2008.  Early adoption is encouraged. 
  The implementation of FAS 161 is not expected to
  have a material impact on the Partnerships financial statements.O.
        
        IndemnificationsThe Partnership has entered into agreements,
  which provide for the indemnifications against losses, costs, claims and
  liabilities arising from the performance of their individual obligations under
  such agreements, except for gross negligence or bad faith.  The
  Partnership has had no prior claims or payments pursuant to these agreements. 
  The Partnerships individual maximum exposure under these arrangements is
  unknown, as this would involve future claims that may be made against the
  Partnership that have not yet occurred. However, based on previous experience,
  the Partnership expects the risk of loss to be remote.-9-  RFMC WILLOWBRIDGE FUND, L.P.NOTES TO CONDENSED FINANCIAL STATEMENTS
  (CONTINUED)
  For the Three Months Ended March 31, 2008 and
  2007
  (Unaudited)
  _____________ 4.            
  FINANCIAL HIGHLIGHTS The following sets forth the financial highlights for the
  periods presented: Three Months Ended March 31, 2008
 Class B
      
      Class B
      
      Class BClass A
      
      Series 1
      
      Series 2
      
      Series 3Per Unit Operating
      Performance(for a Unit
      outstanding for the entire year)Net Asset Value,
      Beginning of the year
      $7,567.14
      
      $   955.75
      
      $   849.61
      
      $1,042.12Income (loss) from
      operationsNet investment loss
      (246.73)
      
      (28.19)
      
      (30.90)
      
      (36.01)Net trading
      profits
      735.85
      
      92.46
      
      81.38
      
      100.64Net income
      489.12
      
      64.27
      
      50.48
      
      64.63Net Asset Value, End
      of the year
      $8,056.26
      
      $1,020.02
      
      $   900.09
      
      $1,106.75Total Return(1), (4)
      6.46
      %
      6.72
      %
      5.94
      %
      6.20
      %Total Return
      (excluding incentive fees)(2),(4)
      8.61
      %
      8.82
      %
      7.94
      %
      8.28
      %Supplemental DataRatios to average net
      asset valueExpenses prior to
      incentive fees(5)
      6.87
      %
      5.80
      %
      8.87
      %
      7.79
      %Incentive fees(4)
      2.07
      %
      2.00
      %
      1.93
      %
      1.98
      %Total
      expenses
      8.94
      %
      7.80
      %
      10.80
      %
      9.77
      %Ratios of net investment

      loss(3),(5)
      (4.31)
      %
      (3.27)
      %
      (6.32)
      %
      (5.26)
      %
 Year Ended December 31, 2007Class B
      
      Class B
      
      Class BClass A
      
      Series 1
      
      Series 2
      
      Series 3Per Unit Operating
      Performance(for a Unit
      outstanding for the entire year)Net Asset Value,
      Beginning of the year
      $   6,112.38
      
      $    764.46
      
      $    699.91
      
      $   850.09Income (loss) from
      operationsNet investment
      loss
      (249.77)
      
      (23.79)
      
      (42.16)
      
      (41.96)Net trading
      profits
      1,704.53
      
      215.08
      
      191.86
      
      233.99Net income
      1,454.76
      
      191.29
      
      149.70
      
      192.03Net Asset Value, End
      of the year
      $   7,567.14
      
      $    955.75
      
      $    849.61
      
      $1,042.12Total Return(1)
      23.80
      %
      25.02
      %
      21.39
      %
      22.59
      %Total Return
      (excluding incentive fees)(2)
      25.10
      %
      26.37
      %
      22.61
      %
      23.77
      %Supplemental DataRatios to average net
      asset valueExpenses prior to
      incentive fee
      7.04
      %
      5.98
      %
      9.01
      %
      7.95
      %Incentive fees
      1.25
      %
      1.27
      %
      1.18
      %
      1.13
      %Total
      expenses
      8.29
      %
      7.25
      %
      10.19
      %
      9.08
      %Ratios of net investment  loss(3)
      (2.67)
      %
      (1.67)
      %
      (4.65)
      %
      (3.61)
      %
 _________________ (1)
      Total return is derived as ending net
      asset value less beginning net asset value divided by beginning net asset
      value, and excludes the effect of sales commissions and initial
      administrative charges on subscriptions.(2)
      Total return (excluding incentive fees) is
      derived as net income per unit and adding back incentive fees per unit
      divided by opening net asset value per unit.(3)
      Net investment loss ratios exclude the
      effects of incentive fees.(4)
      Not annualized.(5)
      Annualized.  *  *  *  *  *
  -10- Item 2.  Managements Discussion and Analysis of
  Financial Condition and Results of Operations RFMC Willowbridge Fund, L.P. (the Partnership)
  engages in the speculative trading of commodity futures contracts, options on
  commodities or commodity futures contracts and forward contracts (Commodity
  Interests). The objective of the Partnership is the appreciation of its
  assets through speculative trading. Ruvane Fund
  Management Corporation is the General Partner of the Partnership (the General
  Partner) and Willowbridge Associates, Inc. is the
  Partnerships trading advisor (the Advisor). The success of the Partnership is dependent upon the ability of the
  Advisor to generate trading profits through the speculative trading of
  Commodity Interests sufficient to produce capital appreciation after payment
  of all fees and expenses. Future results will depend in large part upon the
  Commodity Interests markets in general, the performance of its advisor, the
  amount of additions and redemptions and changes in interest rates. Due to the
  leveraged nature of the Partnerships trading activity, small price movements
  in Commodity Interests may result in substantial gains or losses to the
  Partnership. Because of the nature of these factors and their interaction,
  past performance is not indicative of future results. As a result, any recent
  increases in net realized or unrealized gains may have no bearing on any
  results that may be obtained in the future. The Partnership incurs substantial charges from the payment of brokerage
  commissions to the General Partner, payment of management and incentive fees
  to the Advisor, payment of management fees to the General Partner and
  administrative expenses. The Partnership is required to make trading profits
  to avoid depleting and exhausting its assets from the payment of such fees and
  expenses. The markets in which the Commodity Interests trade are constantly
  changing in character and in degree of volatility. Although the Advisor has
  been the sole advisor trading on behalf of the Partnership since April 1991,
  the General Partner continues to evaluate and analyze from both quantitative
  and qualitative perspectives the ability of the Advisor to trade effectively
  on the Partnerships behalf in the context of the current market environment.
  The General Partner seeks to limit market and credit risks by monitoring daily
  income and margin levels. The General Partner also relies upon the risk
  management strategies inherent in the Advisors trading programs. In the
  future, the General Partner may utilize additional strategies or appoint
  additional advisors to trade on behalf of the Partnership. Class A Interests paid to the General Partner a flat-rate monthly
  brokerage commission of approximately 0.29% of the net asset value of the
  Class A Interests as of the beginning of each month (a 3.5% annual rate) for
  the period, January 1, 2001 to July 31, 2002. Beginning August 1, 2002, the
  Class A Interests pay to the General Partner a flat-rate monthly brokerage
  commission of approximately 0.33% of the net asset value of the Class A
  Interests as of the beginning of each month (a 4.0% annual rate). Class B Interests pay to the General Partner commissions of up to 6.0%
  annually of the net asset value of the Class B partners capital. The General
  Partner will pay up to 3.0% from this amount to properly registered selling
  agents as their compensation, and to the extent the amount is less than 3.0%
  the brokerage fee with respect to such Class B limited partnership interests
  will be reduced accordingly. The General Partner pays from this amount all
  commission charges and fees with respect to the Partners trading in Commodity
  Interests. The flat-rate monthly commission is common among programs such as
  the Partnership. Summary of Critical Accounting Policies The preparation of financial statements in conformity with accounting
  principles generally accepted in the United States of America (GAAP)
  requires management to adopt accounting policies and make estimates and
  assumptions that affect amounts reported in the Partnerships financial
  statements. The critical accounting estimates and related judgments underlying
  the Partnerships financial statements are summarized below. In applying these
  policies, management makes judgments that frequently require estimates about
  matters that are inherently uncertain. The Partnerships significant
  accounting policies are described in detail in Note 3 of the Notes to the
  Condensed Financial Statements. Investments in commodity futures, options and forward contracts are
  recorded on the trade date and open contracts are recorded in the financial
  statements at their fair value on the last business day of the reporting
  period. The difference between the original cost basis of the contract and
  fair value is recorded in income as a net unrealized gain or loss on open
  positions in the Condensed Statements of Financial Condition. Realized
  gains and losses on closed contracts are recorded on a first-in-first-out
  basis. Interest income is recognized on an accrual basis. All commodity
  interests and financial instruments are recorded at fair value in the
  financial statements. Fair value is based on quoted market prices or estimates
  of fair value. The Partnership records all investments at fair value in its financial
  statements, with changes in fair value reported as a component of Trading
  Profits (Losses) in the Condensed Statements of Income (Loss). Generally, fair
  values are based on quoted market prices; however, in certain circumstances,
  significant judgments and estimates are involved in determining fair value in
  the absence of an active market closing price. Results of Operations Comparison of
  the Three Months March 31, 2008 and 2007 For the quarter ended March 31, 2008, the partnership had total profits
  comprised of net trading gains representing $7,599,457 in realized gains on
  closed positions, and $(1,418,927) in change in net unrealized gains on open
  positions, and $424,511 in interest income. For the same quarter in 2007 the
  Partnership had total losses comprised of net trading loss representing
  $(3,033,383) in realized losses on closed positions, and $(643,345) in change
  in net unrealized profits on open positions, and $659,769 in interest income. In January 2008, the Partnership had a small gain. The Partnership
  earned profits trading in silver, US fixed income instruments, the Japanese
  Yen and soybean oil; the Partnership generated losses in the energy markets,
  copper and the Euro. The Partnership recorded a net gain of $322,290. In
  February 2008, trading was quite profitable as the Partnership had gains in
  silver, soybeans and soybean oil, copper, coffee and the energy markets; 
  the Partnership had losses in UK and US fixed income instruments and the
  Japanese Yen.   The Partnership recorded a net gain of $7,461,150.  
  In March 2008, trading was not profitable. The Partnership had losses in the
  soybean complex, gasoline, coffee and silver; the Partnership had gains in
  heating oil, crude oil and Japanese fixed income instruments. The Partnership
  recorded a net loss of $3,795,556. In January 2007, the Partnership was slightly unprofitable. The
  Partnership earned profits trading in copper, UK fixed income, crude oil and
  Japanese Yen; the Partnership generated losses in the Euro currency, coffee,
  natural gas and gasoline. The Partnership recorded a net loss of $169,798. In
  February 2007, trading was unprofitable as the Partnership had losses in
  Japanese Yen, UK fixed income, US fixed income and natural gas; the
  Partnership earned profits in soybeans, the Euro currency and gasoline. 
  The Partnership recorded a net loss of $2,290,973.   In March 2007,
  trading was not profitable. The Partnership had losses in silver, Japanese
  Yen, gold, British Pound and soybeans; the Partnership had gains in gasoline,
  crude oil and cocoa. The Partnership recorded a net loss of $1,659,131. For the quarter ended March 31, 2008, the Partnership had expenses
  comprised of $828,743 in brokerage commissions (including clearing and
  exchange fees), $1,329,295 in incentive fees, $329,041 in management fees, and
  $130,078 in accounting and administrative expenses. For the same quarter in
  2007, the Partnership had expenses comprised of $700,870 in brokerage
  commissions (including clearing and exchange fees), $0 in incentive fees,
  $284,931 in management fees, and $117,142 in accounting and administrative
  expenses. Brokerage commissions and management fees vary primarily as a result
  of change in assets under management, which are affected by net income, and
  capital subscriptions and redemptions. Accounting and administrative expenses
  consist primarily of professional fees and other expenses relating to the
  Partnerships reporting requirements under the Securities Exchange Act of 1934, as
  amended. As a result of above, the Partnership recorded a net profit of
  $3,987,884 for the quarter compared to a net loss of $4,119,902 for the same
  quarter in 2007. At March 31, 2008, the net asset value of the Partnership was
  $68,082,733, compared to its net asset value of $62,981,756 at December 31,
  2007. During the quarter, the Partnership had no credit exposure to
  counterparties that are participants of foreign commodities exchanges or to
  counterparties dealing in over the counter contracts which is considered to be
  material. Liquidity and Capital Resources In general, the Advisor trades only those Commodity Interests that have
  sufficient liquidity to enable it to enter and close out positions without
  causing major price movements. Notwithstanding the foregoing, most United
  States commodity exchanges limit the amount by which certain commodities may
  move during a single day by regulations referred to as daily price
  fluctuation limits or daily limits. Pursuant to such regulations, no trades
  may be executed on any given day at prices beyond daily limits the price of a
  futures contract occasionally has exceeded the daily limit for several
  consecutive days, with little or no trading, thereby effectively preventing a
  party From liquidating its position. While the occurrence of such an event may
  reduce or eliminate the liquidity of a particular market, it will not
  eliminate losses and may, in fact, substantially increase losses because of
  the inability to liquidate unfavorable positions. In addition, if there is
  little or no trading in a particular futures or forward contract that the
  Partnership is trading, whether such liquidity is caused by any the above
  reasons or otherwise, the Partnership may be unable to liquidate its position
  prior to its expiration date, thereby requiring the Partnership to make or
  take delivery of the underlying interests of the Commodity Interests. The Partnerships capital resources are dependent upon three factors:
  (a) the income or losses generated by the Advisor; (b) the capital invested or
  redeemed by the limited partners; and (c) the capital invested or redeemed by
  the General Partner. The Partnership sells limited partnership units to
  investors from time to time in private placements pursuant to Regulation D of
  the Securities Act of 1933, as amended. As of the last day of any month, a
  limited partner may redeem all of its limited partnership units on 10 days
  prior written notice to the General Partner. The General Partner is required to contribute $1,000 to the Partnership.
  All capital contributions by the General Partner necessary to maintain such
  capital account balance are evidenced by units of general partnership
  interest, each of which has an initial value equal to the net asset value per
  unit at the time of such contribution. The General Partner may withdraw any
  excess above its required capital contribution without notice to the limited
  partners and may also contribute any greater amount to the Partnership. Item 3. Quantitative and Qualitative
  Disclosures About Market Risk. The Partnership is a commodity pool engaged in the speculative trading
  of commodity futures contracts (including agricultural and non-agricultural
  commodities, currencies and financial instruments), options on commodities or
  commodity futures contracts, and forward contracts. The risk of market
  sensitive instruments is integral to the Partnerships primary business
  activities. The futures interests traded by the Partnership involve varying
  degrees of related market risk. Such market risk is often dependent upon
  changes in the level or volatility of interest rates, exchange rates, and/or
  market values of financial instruments and commodities. Fluctuations in
  related market risk based upon the aforementioned factors result in frequent
  changes in the fair value of the Partnerships open positions, and,
  consequently, in its earnings and cash flow. The Partnership accounts for open
  positions on a timely basis of market-to-market accounting principles. As
  such, any gain or loss in the fair value of the Partnerships open positions
  is directly reflected in the Partnerships earnings, whether realized or
  unrealized. The Partnerships total market risk is influenced by a wide
  variety of factors including the diversification effects among the
  Partnerships existing open positions, the volatility present within the
  markets and the liquidity of the markets. At varying times, each of these
  factors may act to exacerbate or mute the market risk associated with the
  Partnership. The following were the primary trading risk exposures of the
  Partnership as of March 31, 2008, by market sector: Interest Rate Interest rate risk is a significant market exposure of the Partnership.
  Interest rate movements in one country as well as relative interest rate
  movements between countries materially impact the Partnerships profitability.
  The Partnerships primary interest rate exposure is to interest rate
  fluctuations in the United States and the other- G-7 countries. The General
  Partner anticipates that G-7 interest rates will remain the primary interest
  rate market exposure of the Partnership for the foreseeable future. Currency The Partnerships currency exposure is to exchange rate fluctuations,
  primarily in the following countries: Germany, England, Japan, France,
  Switzerland, Australia, Canada and the United States of America. These
  fluctuations are influenced by interest rate changes as well as political and
  general economic conditions. The General Partner does not anticipate that the
  risk profile of the Partnerships currency sector will change significantly in
  the future. Commodity The Partnerships primary metals market exposure is to fluctuations in
  the price of gold, silver and copper.  The Partnership also has commodity
  exposures in the price of soft commodities, which are often directly affected
  by severe or unexpected weather conditions.  The General Partner
  anticipates that the Advisor will maintain an emphasis in the commodities
  described above.  Additionally, the Partnership had exposure to the
  energy markets (natural gas, crude oil, heating oil and unleaded gasoline) as
  of March 31, 2008, and it is anticipated that positions in this sector will
  continue to be evaluated on an ongoing basis. The Partnership measures its market risk, related to its holdings of
  Commodity Interests based on changes in interest rates, foreign currency
  rates, and commodity prices utilizing a sensitivity analysis. The sensitivity
  analysis estimates the potential change in fair values, cash flows and
  earnings based on a hypothetical 10% change (increase and decrease) in
  interest, currency and commodity prices. The Partnership used March 31, 2008
  market rates and prices on its instruments to perform the sensitivity
  analysis. The sensitivity analysis has been prepared separately for each of
  the Partnerships market risk exposures (interest rate, currency rate, and
  commodity price) instruments. The estimates are based on the market risk
  sensitive portfolios described in the preceding paragraph above. The potential
  loss in earnings is based on an immediate change in: 
      The prices of the
      Partnerships positions resulting from a 10% change in interest rates.
      The U.S. dollar
      equivalent balances of the Partnerships currency exposures due to a 10%
      shift in currency exchange rates.
      The market value of
      the Partnerships Commodity Interests due to a 10% change in the price of
      the Commodity Instruments. The Partnership has determined that the impact
      of a 10% change in market rates and prices on its fair values, cash flows
      and earnings would not be material. The Partnership has disclosed the
      potential loss to earnings of its commodity price, interest rate and
      currency exchange rate sensitivity positions as of March 31, 2008. The potential loss in
      earnings for each market risk exposure as of March 31, 2008 was
      approximately: Trading portfolio: Commodity
      price risk
      $
      414,385Interest
      rate risk
      $
      115,965Currency
      exchange rate risk
      $
      154,533
 Item
  4.   Controls and Procedures The President of the General Partner (who serves as the principal
  executive officer and financial officer of the Partnership) evaluated 
  the effectiveness of the design and operation of the Partnerships disclosure
  controls and procedures, which are designed to ensure that the Partnership
  records, processes, summarizes and reports in a timely and effective manner
  the information required to be disclosed in the reports filed with or
  submitted to the Securities and Exchange Commission. Based upon this
  evaluation, the General Partner concluded that, as of March 31, 2008 the
  Partnerships disclosure controls are effective and ensure that information
  required to be disclosed in the reports filed under the Securities Exchange
  Act of 1934 are accumulated and communicated to management of the General
  Partner (which consists of the principal of the General Partner) to allow
  timely decisions regarding required disclosure.  There were no
  significant changes in the Partnerships internal controls or in other factors
  that could significantly affect those controls during the first quarter of
  2008. PART II. OTHER INFORMATION Item 1.   Legal Proceedings. The General Partner is not aware of any pending
  legal proceedings to which the Partnership or the General Partner is a party
  or to which any of their assets are subject. Item 2.   Unregistered Sales of
  Equity Securities and Use of Proceeds There currently is no established public trading market for the Limited
  Partnership Units. As of March 31, 2008, 43,258.8587 Partnership Units were
  held by 666 Limited Partners and the General Partner. All of the Limited
  Partnership Units are restricted securities within the meaning of Rule 144
  promulgated under the Securities Act of 1933, as amended (the Securities
  Act), and may not be sold unless registered under the Securities Act or sold
  in accordance with an exemption therefrom, such as Rule 144. The Partnership
  has no plans to register any of the Limited Partnership Units for resale. In
  addition, the Partnership Agreement contains certain restrictions on the
  transfer of Limited Partnership Units. Pursuant to the Partnership Agreement,
  the General Partner has the sole discretion to determine whether distributions
  (other than on redemption of Limited Partnership Units), if any, will be made
  to partners. The Partnership has never paid any distributions and does not
  anticipate paying any distributions to partners in the foreseeable future.
  From January 1, 2008 through March 31, 2008, a total of 2,403.8771 Partnership Units were subscribed for the
  aggregate subscription amount of $2,715,672.  The monthly subscriptions
  of these Partnership Units are as follows: Date of
      Subscription
      Amount ofSubscriptionsJanuary 2008
      $
      ($536,081)February 2008
      $
      859,288March 2008
      $
      1,320,303
 Investors in the Partnership who subscribed
  through a selling agent may have been charged a sales commission at a rate
  negotiated between such selling agent and the investor.  Such sales
  commission in no event exceeded 4% of the subscription amount. All of the
  sales of Partnership Units were exempt from registration pursuant to Section
  4(2) of the Securities Act and Regulation D promulgated
  thereunder. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of
  Security Holders None. Item 5. Other Information None. Item 6. Exhibits 31.1
      Rule 13a -
      14(a)/15d-14(a) Certification32.1
      Section 1350
      Certification  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. RFMC
      WILLOWBRIDGE FUND L.P.Date: May 16, 2008
      
      By:  Ruvane Fund Management Corporation
      Its:  
      General PartnerBy:  /s/ 
      Robert L. Lerner
      Robert L. Lerner
      President, Principal
      Executive Officer and Principal Financial Officer