**UNITED
        STATES**
 **SECURITIES
        AND EXCHANGE
        COMMISSION**
 
 **Washington,
        D.C. 20549**
 
 **FORM
        10-Q**
 
 
 ý
              **QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                OF 1934**For
                  the quarterly period ended September 30, 2007
 or
 
 o
              **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 000-51266**
 
 
 **RIDGEWOOD
        ENERGY K FUND, LLC**
 (Exact
        name of registrant as specified in its charter)
 
 
 **Delaware**
                (State
                  or other jurisdiction of
                incorporation
                  or organization)
              
              **68-0580588**
                (I.R.S.
                  Employer
                Identification
                  No.)
 
 
 **1314
        King Street, Wilmington, Delaware 19801**
 (Address
        of principal executive offices) (Zip code)
 
 **(302)
        888-7444**
 (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  ý     No  o
 
 Indicate
        by check mark whether the registrant is a large accelerated filer, an
        accelerated filer, or non-accelerated filer.  See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the
        Exchange Act.  (Check one) :
  Large
        accelerated filer  o                          Accelerated
        filer  o                          Non-accelerated
        filer  ý
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).  Yes  o   No  ý
 
 As
        of
        November 8, 2007 there were 480.7046 shares of membership interest of the
        registrant outstanding.
 
 
 
 
 
  
 **Table
                  of Contents****Part
                  I - FINANCIAL INFORMATION**
              
              **Page**Item
                  1.  Financial Statements:Unaudited
                  Condensed Balance Sheets as of  September 30, 2007 and December
                  31, 2006
              
              3Unaudited
                  Condensed Statements of Operations for the three and nine months
                  ended
                September
                  30, 2007 and 2006
              
              4Unaudited
                  Condensed Statements of Cash Flows for the nine months ended September
                  30,
                  2007 and 2006
              
              5Notes
                  to Unaudited 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
              
              18Item
                  4.  Controls and Procedures
              
              18**Part
                  II - OTHER INFORMATION**Item
                  1. Legal Proceedings
              
              19Item
                  1A. Risk Factors
              
              19Item
                  2.  Unregistered  Sales of Equity Securities and Use
                  of Proceeds
              
              19Item
                  3. Defaults Upon Senior Securities
              
              19Item
                  4.  Submissions of Matters to a Vote of Security
                  Holders
              
              19Item
                  5. Other Information
              
              19Item
                  6.  Exhibits
              
              19SIGNATURES
              
              20
 
 2
 **Part
                  I - Financial Information****Item
                  1.  Financial Statements****RIDGEWOOD
                  ENERGY K FUND,
                  LLC****UNAUDITED
                  CONDENSED BALANCE SHEETS****(in
                  thousands, except share data)****September
                  30, 2007**
              
              
              **December
                  31, 2006****ASSETS**Current
                  assets:Cash
                  and cash equivalents
              
              $
              6,772
              
              
              $
              8,469Production
                  receivable
              
              
              300
              
              
              
              188Other
                  current assets
              
              
              144
              
              
              
              -Total
                  current assets
              
              
              7,216
              
              
              
              8,657Salvage
                  fund
              
              
              1,120
              
              
              
              1,081Oil
                  and gas properties:Proved
                  properties
              
              
              17,662
              
              
              
              17,662Unproved
                  properties
              
              
              1,113
              
              
              
              74Less:  accumulated
                  depletion and amortization -proved
                  properties
              
              
              (9,299
              )
              
              
              (8,018
              )Total
                  oil and gas properties, net
              
              
              9,476
              
              
              
              9,718Total
                  assets
              
              $
              17,812
              
              
              $
              19,456**LIABILITIES
                  AND MEMBERS' CAPITAL**Current
                  liabilities:Due
                  to affiliates (Note 5)
              
              $
              15
              
              
              $
              228Due
                  to operators
              
              
              86
              
              
              
              93Accrued
                  expenses payable
              
              
              53
              
              
              
              149Total
                  current liabilities
              
              
              154
              
              
              
              470Non-current
                  liabilities:Asset
                  retirement obligations
              
              
              80
              
              
              
              78Total
                  non-current liabilities
              
              
              80
              
              
              
              78Total
                  liabilities
              
              
              234
              
              
              
              548Commitments
                  and contingencies (Note 7)Members'
                  capital:Manager:Distributions
              
              
              (290
              )
              
              
              (290
              )Retained
                  earnings
              
              
              271
              
              
              
              118Manager's
                  total
              
              
              (19
              )
              
              
              (172
              )Shareholders:Capital
                  contributions (534 shares authorized;
                480.7046
                  issued and outstanding)
              
              
              70,860
              
              
              
              70,860Syndication
                  costs
              
              
              (7,775
              )
              
              
              (7,775
              )Distributions
              
              
              (5,393
              )
              
              
              (4,056
              )Accumulated
                  deficit
              
              
              (40,095
              )
              
              
              (39,949
              )Shareholders'
                  total
              
              
              17,597
              
              
              
              19,080Total
                  members' capital
              
              
              17,578
              
              
              
              18,908Total
                  liabilities and members' capital
              
              $
              17,812
              
              
              $
              19,456The
                  accompanying notes are an integral part of these unaudited condensed
                  financial statements.
  3
  
 **RIDGEWOOD
                  ENERGY K FUND, LLC****UNAUDITED
                  CONDENSED STATEMENTS OF OPERATIONS****(in
                  thousands, except share data)****For
                  the three months ended September 30,**
              
              
              **For
                  the nine months ended September 30,****2007**
              
              
              **2006**
              
              
              **2007**
              
              
              **2006****Revenue**Oil
                  and gas revenue
              
              $
              540
              
              
              $
              $ 708
              
              
              $
              1,597
              
              
              $
              2,744**Expenses**Dry-hole
                  costs
              
              
              113
              
              
              
              112
              
              
              
              110
              
              
              
              872Depletion
                  and amortization
              
              
              463
              
              
              
              747
              
              
              
              1,281
              
              
              
              3,090Impairment
                  of proved properties
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              2,154Lease
                  operating expenses
              
              
              66
              
              
              
              149
              
              
              
              227
              
              
              
              350Other
                  operating expenses
              
              
              3
              
              
              
              1
              
              
              
              12
              
              
              
              3General
                  and administrative expenses
              
              
              79
              
              
              
              38
              
              
              
              278
              
              
              
              142Total
                  expenses
              
              
              724
              
              
              
              1,047
              
              
              
              1,908
              
              
              
              6,611Loss
                  from operations
              
              
              (184
              )
              
              
              (339
              )
              
              
              (311
              )
              
              
              (3,867
              )**Other
                  income**Interest
                  income
              
              
              102
              
              
              
              113
              
              
              
              318
              
              
              
              299Net
                  (loss) income
              
              $
              (82
              )
              
              $
              (226
              )
              
              $
              7
              
              
              $
              (3,568
              )**Manager
                  Interest**Net
                  income
              
              $
              54
              
              
              $
              71
              
              
              $
              153
              
              
              $
              280**Shareholder
                  Interest**Net
                  loss
              
              $
              (136
              )
              
              $
              (297
              )
              
              $
              (146
              )
              
              $
              (3,848
              )Net
                  loss per share
              
              $
              (283
              )
              
              $
              (617
              )
              
              $
              (304
              )
              
              $
              (8,004
              )The
                  accompanying notes are an integral part of these unaudited condensed
                  financial statements.
  4
  
 **RIDGEWOOD
                  ENERGY K FUND,
                  LLC****UNAUDITED
                  CONDENSED STATEMENTS OF CASH FLOWS****(in
                  thousands)****Nine
                  months ended September 30,****2007**
              
              
              **2006****Cash
                  flows from operating activities**Net
                  income (loss)
              
              $
              7
              
              
              $
              (3,568
              )Adjustments
                  to reconcile net income (loss) to net cashprovided
                  by operating activities:Impairment
                  of proved properties
              
              
              -
              
              
              
              2,154Depletion
                  and amortization
              
              
              1,281
              
              
              
              3,090Dry-hole
                  costs
              
              
              110
              
              
              
              872Accretion
                  expense
              
              
              2
              
              
              
              3Changes
                  in assets and liabilities:(Increase)
                  decrease in production receivable
              
              
              (112
              )
              
              
              981(Increase)
                  decrease in other current assets
              
              
              (28
              )
              
              
              22Increase
                  in due to affiliates
              
              
              15
              
              
              
              7Increase
                  in due to operators
              
              
              2
              
              
              
              97(Decrease)
                  increase in accrued expenses payable
              
              
              (96
              )
              
              
              36Net
                  cash provided by operating activities
              
              
              1,181
              
              
              
              3,694**Cash
                  flows from investing activities**Capital
                  expenditures for oil and gas properties
              
              
              (1,502
              )
              
              
              (872
              )Salvage
                  fund investments
              
              
              (39
              )
              
              
              (34
              )Net
                  cash used in investing activities
              
              
              (1,541
              )
              
              
              (906
              )**Cash
                  flows from financing activities**Distributions
              
              
              (1,337
              )
              
              
              (2,306
              )Net
                  cash used in financing activities
              
              
              (1,337
              )
              
              
              (2,306
              )Net
                  (decrease) increase in cash and cash equivalents
              
              
              (1,697
              )
              
              
              482Cash
                  and cash equivalents, beginning of period
              
              
              8,469
              
              
              
              7,846Cash
                  and cash equivalents, end of period
              
              $
              6,772
              
              
              $
              8,328**Supplemental
                  schedule of non-cash operating activities**Reclassification
                  of due to operators to due to affiliate
              
              $
              -
              
              
              $
              $ 217The
                  accompanying notes are an integral part of these unaudited condensed
                  financial statements.
  5
  **RIDGEWOOD
        ENERGY K FUND, LLC**
 **NOTES
        TO UNAUDITED CONDENSED FINANCIAL STATEMENTS**
 
 
 **1.**
              **Organization
                  and Purpose**
 
 The
        Ridgewood Energy K Fund, LLC ( the “Fund”), a Delaware limited liability
        company, was formed on March 1, 2004 and operates pursuant to a limited
        liability company agreement (“LLC Agreement”) dated as of April 5, 2004 by and
        among Ridgewood Energy Corporation (the “Manager”) and the shareholders of the
        Fund.  Although the date of formation is March 1, 2004, the Fund did
        not begin operations until April 22, 2004 when it began its private offering
        of
        shares.
 
 The
        Fund
        was organized to acquire, drill, construct and develop oil and natural gas
        properties located in the United States offshore waters of Texas, Louisiana,
        and
        Alabama in the Gulf of Mexico.  The Fund has devoted most of its
        efforts to raising capital and oil and natural gas exploration
        activities.
 
 The
        Manager performs (or arranges for the performance of) the management,
        administrative and advisory services required for Fund operations. Such services
        include, without limitation, the administration of shareholder accounts,
        shareholder relations and the preparation, review and dissemination of tax
        and
        other financial information.  In addition, the Manager provides office
        space, equipment and facilities and other services necessary for Fund
        operations.  The Manager also engages and manages the contractual
        relations with outside custodians, depositories, accountants, attorneys,
        broker-dealers, corporate fiduciaries, insurers, banks and others as required
        (Notes 2, 5 and 7).
 
 **2.**
              **Summary
                  of Significant Accounting
                  Policies**
 
 ***Basis
        of Presentation***
 These
        unaudited interim condensed financial statements have been prepared by the
        Fund’s management, in accordance with accounting principles generally accepted
        in the United States of America (“GAAP”) and in the opinion of management,
        contain all adjustments (consisting of only normal recurring adjustments)
        necessary to present fairly the Fund’s financial position, results of operations
        and cash flows for the periods presented.  Certain information and
        note disclosures normally included in annual financial statements prepared
        in
        accordance with GAAP have been omitted in these unaudited interim condensed
        financial statements.  The results of operations, financial position,
        and cash flows for the periods presented herein are not necessarily indicative
        of future financial results. These unaudited interim condensed financial
        statements should be read in conjunction with the annual financial statements
        and the notes thereto for the year ended December 31, 2006 included in the
        Fund’s Annual Report on Form 10-K filed with the Securities and Exchange
        Commission (“SEC”).
 
 ***Use
        of Estimates***
 The
        preparation of financial statements in conformity with GAAP requires management
        to make estimates and assumptions that affect the reported amounts of assets
        and
        liabilities and disclosure of contingent assets and liabilities as of the
        date
        of the financial statements and the reported amounts of revenue and expenses
        during the reporting period. On an ongoing basis, the Manager reviews its
        estimates, including those related to amounts advanced to and billed by
        operators, determination of proved reserves, impairments and asset retirement
        obligations.  Actual results may differ from those
        estimates.
 
 ***Cash
        and cash equivalents***
 All
        highly liquid investments with maturities when purchased of three months
        or less
        are considered cash and cash equivalents. At times, bank deposits may be
        in
        excess of federally insured limits.  At September 30, 2007 and
        December 31, 2006, bank balances exceeded federally insured limits, inclusive
        of
        salvage funds, by approximately $6.6 million and $8.3 million, respectively.
        The
        Fund maintains bank deposits with accredited financial
        institutions.
 
 ***Short-term
        Investments in Marketable Securities***
 At
        times
        the Fund may purchase short-term investments comprised of US Treasury Notes
        with
        maturities greater than three months that are considered held-to-maturity
        investments.  Held-to-maturity securities are those investments that
        the Fund has the ability and intent to hold until
        maturity.  Held-to-maturity investments are recorded at cost plus
        accrued income, adjusted for the amortization of premiums and discounts,
        which
        approximate fair value.  Interest income is accrued as
        earned.  At September 30, 2007, the Fund had held-to-maturity
        investments, inclusive of the salvage fund of $1.1 million, which mature
        in
        January 2008.
  6
  ***Salvage
        Fund***
 The
        Fund
        deposits in a separate interest-bearing account, or a salvage fund, money
        to
        provide for dismantling production platforms and facilities, plugging and
        abandoning the wells and removing the platforms, facilities and wells after
        their useful lives, in accordance with applicable federal and state laws
        and
        regulations.
 
 Interest
        earned on the account will become part of the salvage fund, there are no
        legal
        restrictions on the withdrawal from the salvage fund.
 
 ***Oil
        and Natural Gas Properties***
 Investments
        in oil and natural gas properties are operated by unaffiliated entities
        ("Operators") who are responsible for drilling, administering and producing
        activities pursuant to the terms of the applicable operating agreements with
        working interest owners. The Fund's portion of exploration, drilling, operating
        and capital equipment expenditures relating to the wells are advanced and
        billed
        by Operators through authorization for expenditures.
 
 The
        successful efforts method of accounting for oil and natural gas producing
        activities is followed. Acquisition costs are capitalized when
        incurred.  Other oil and natural gas exploration costs, excluding the
        costs of drilling exploratory wells, are charged to expense as
        incurred.  The costs of drilling exploratory wells are capitalized
        pending the determination of whether the wells have discovered proved commercial
        reserves.  If proved commercial reserves have not been found,
        exploratory drilling costs are expensed to dry-hole expense.  Costs to
        develop proved reserves, including the costs of all development wells and
        related facilities and equipment used in the production of crude oil and
        natural
        gas, are capitalized.  Expenditures for ongoing repairs and
        maintenance of producing properties are expensed as incurred.
 
 Upon
        the
        sale or retirement of a proved property (i.e. a producing well), the cost
        and
        related accumulated depletion and amortization will be eliminated from the
        property accounts, and the resultant gain or loss is recognized.  On
        the sale or retirement of an unproved property, gain or loss on the sale
        is
        recognized.  Currently it is not the Manager’s intention to sell any
        of the Fund’s property interests.
 
 Capitalized
        acquisition costs of producing oil and natural gas properties are depleted
        by
        the unit-of-production method.
 
 As
        of
        September 30, 2007 and December 31, 2006, amounts recorded in due to operators
        totaling approximately $63 thousand and $73 thousand, respectively, related
        to
        the acquisition of oil and gas property and /or drilling costs.  The
        balance at December 31, 2006 was paid during the first quarter of
        2007.
 
 ***Advances
        to Operators for Working Interests and Expenditures***
 The
        Fund’s acquisition of a working interest in a well or a project requires it to
        make a payment to the seller for the Fund’s right, title and
        interest.  The Fund is required to advance its share of estimated cash
        expenditures for the succeeding month’s operation. The Fund accounts for such
        payments as advances to operators for working interests and
        expenditures.  As drilling costs are incurred, the advances are
        transferred to unproved properties.  At September 30, 2007, the Fund
        had an advance to Operator of $116 thousand relating to Ship Shoal 81, which
        is
        included in other current assets, see Note 8 for further
        information.
 
 ***Asset
        Retirement Obligations***
 For
        oil
        and natural gas properties, there are obligations to perform removal and
        remediation activities when the properties are retired.  When a
        project reaches drilling depth and is determined to be either proved or dry,
        an
        asset retirement obligation is recorded. Plug and abandonment costs associated
        with unsuccessful properties are expensed as dry-hole costs. The following
        table
        presents changes to the asset retirement obligations.
  7
  **For
                  the nine**
                **months
                  ended**
                **September
                  30,**
              
              
              **For
                  the year**
                **ended**
                **December
                  31,****2007**
              
              
              **2006****(in
                  thousands)**Balance
                  - Beginning of period
              
              $
              78
              
              
              $
              74Liabilities
                  incurred
              
              
              -
              
              
              
              20Liabilities
                  settled
              
              
              -
              
              
              
              (19
              )Accretion
                  expense
              
              
              2
              
              
              
              3Balance
                  - End of period
              
              $
              80
              
              
              $
              78
 
 ***Syndication
        Costs***
 Direct
        costs associated with offering the Fund’s shares including professional fees,
        selling expenses and administrative costs payable to the Manager, an affiliate
        of the Manager and outside brokers are reflected as a reduction of shareholders’
capital.
 
 ***Revenue
        Recognition and Production Receivable***
 Oil
        and
        natural gas sales are recognized when delivery is made by the Operator to
        the
        purchaser and title is transferred (i.e. production has been delivered to
        a
        pipeline or transport vehicle).  At the time of transfer a production
        receivable is recorded.
 
 The
        volume of oil and natural gas sold on the Fund’s behalf may differ from the
        volume of oil and natural gas to which the Fund is entitled.  The Fund
        will account for such oil and natural gas production imbalances by the
        entitlements method.  Under the entitlements method, the Fund will
        recognize a receivable from other working interest owners for volumes oversold
        by other working interest owners.  For volumes oversold by the Fund, a
        payable to other working interest owners will be recorded.  As of
        September 30, 2007 and December 31, 2006, there were no material oil or natural
        gas balancing arrangements between the Fund and other working interest
        owners.
 
 ***Impairment
        of Long-Lived Assets***
 In
        accordance with the provisions of Statement of Financial Accounting Standards
        No. 144, “Accounting for the Impairment of Long-Lived Assets”, long-lived
        assets, such as oil and natural gas properties, are evaluated when events
        or
        changes in circumstances indicate the carrying value of such assets may not
        be
        recoverable. The determination of whether impairment has occurred is made
        by
        comparing the carrying values of long-lived assets to the estimated future
        undiscounted cash flows attributable to the asset. The impairment loss
        recognized is the excess of the carrying value over the future discounted
        cash
        flows attributable to the asset or the estimated fair value of the asset.
         For the three and nine months September 30, 2007, no impairments were
        recorded.  For the three and nine months ended September 30, 2006, the
        Fund recorded an impairment of proved properties of nil and approximately
        $2.2
        million, respectively.  The impairment recorded in 2006 related to the
        Fund’s investments in East Cameron 299 field inclusive of East Cameron 299 C-10,
        C-11 and West Cameron 556.
 
 ***Depletion
        and Amortization***
 Depletion
        and amortization of the cost of proved oil and natural gas properties are
        calculated using the units-of-production method.  Proved developed
        reserves are used as the base for depleting the cost of successful exploratory
        drilling and development costs.  The sum of proved developed and
        proved undeveloped reserves is used as the base for depleting (or amortizing)
        leasehold acquisition costs, the costs to acquire proved properties and platform
        and pipeline costs.
 
 ***Income
        Taxes***
 No
        provision is made for income taxes in the financial statements.  The
        Fund is a limited liability corporation, and as such, the Fund’s income or loss
        is passed through and included in the tax returns of the Fund’s
        shareholders.
  8
  ***Income
        and Expense Allocation***
 Profits
        and losses are allocated 85% to shareholders in proportion to their relative
        capital contributions and 15% to the Manager, except for interest income
        and
        certain expenses, such as dry-hole costs, fiduciary fees, depletion and
        amortization, which are allocated 99% to shareholders and 1% to the
        Manager.
 
 **3.**
              **Unproved
                  Properties - Capitalized Exploratory Well
                  Costs**
 
 Leasehold
        acquisition and exploratory drilling costs are capitalized pending determination
        of whether the well has found proved reserves.  Unproved properties
        are assessed on a quarterly basis by evaluating and monitoring if sufficient
        progress is made on accessing the reserves.  Capitalized costs are
        expensed as dry-hole costs in the event that reserves are not found or are
        not
        in sufficient quantities to complete the well and develop the
        field.  The following table reflects the net changes in unproved
        properties for the periods ended September 30, 2007 and December 31,
        2006.  At September 30, 2007, the Fund had no capitalized exploratory
        well costs greater than one year.
 
 **For
                  the nine months ended September 30,**
              
              
              **For
                  the year ended December 31,****2007**
              
              
              **2006****(in
                  thousands)**Balance
                  - Beginning of the period
              
              $
              74
              
              
              $
              -Additions
                  to capitalized exploratory well costs
                pending
                  the determination of proved reserves
              
              
              1,039
              
              
              
              74Balance
                  - End of the period
              
              $
              1,113
              
              
              $
              74
 
 Dry-hole
        costs are detailed in the table below.
 
 **For
                  the three months ended September 30,**
              
              
              **For
                  the nine months ended September 30,****Lease
                  Block**
              
              **2007**
              
              
              **2006**
              
              
              **2007**
              
              
              **2006****(in
                  thousands)**Mobile
                  946
              
              $
              1
              
              
              $
              112
              
              
              $
              (2
              )
              
              $
              $ 830Ship
                  Shoal 81 #1
              
              
              112
              
              
              
              -
              
              
              
              112
              
              
              
              -High
                  Island 53
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              34West
                  Cameron 103
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              7Galveston
                  246
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              1$
              113
              
              
              $
              112
              
              
              $
              110
              
              
              $
              872
 
 **4.  Distributions**
 
 Distributions
        to shareholders are allocated in proportion to the number of shares
        held.
 
 The
        Manager will determine whether available cash from operations, as defined
        in the
        Fund's Agreement, is to be distributed. Prior to March 1, 2006, such
        distributions would be allocated 85% to the shareholders and 15% to the Manager,
        as defined in the Fund's Agreement. Effective March 1, 2006 the Manager elected
        to reduce its distribution of available cash from operations to 1%.
        Subsequently, effective April 1, 2006, the Manager elected to permanently
        waive
        its distribution of available cash from operations for the remaining life
        of the
        Fund.
 
 Available
        cash from dispositions, as defined in the Fund's Agreement, will be paid
        99% to
        shareholders and 1% to the Manager until the shareholders have received total
        distributions equal to their capital contributions. After shareholders have
        received distributions equal to their capital contributions, 85% of available
        cash from dispositions will be distributed to shareholders and 15% to the
        Manager.
  9
  The
        shareholders received distributions of approximately $1.3 million and $2.2
        million for the nine months ended September 30, 2007 and 2006,
        respectively.
 
 The
        Manager received no distributions for the nine months ended September 30,
        2007.  Distributions to the Manager approximated $76 thousand for the
        nine months ended September 30, 2006.
 
 **5.**
              **Related
                  Parties**
 
 The
        LLC
        Agreement provides that the Manager render management, administrative and
        advisory services.  For such services, prior to October 1, 2005, the
        Manager received an annual management fee, payable monthly, of 2.5% of total
        capital contributions.  Beginning on October 1, 2005 and continuing
        for the remaining life of the Fund, the Manager elected to waive its management
        fee.
 
 From
        time
        to time, short-term payables and receivables, which do not bear interest,
        arise
        from transactions with affiliates in the ordinary course of
        business.  The Fund recorded costs relating to services provided by
        the Manager for accounting and investor relations.  Such costs are
        included within general and administrative expenses, and were approximately
        $20
        thousand and $60 thousand for the three and nine months ended September 30,
        2007, respectively.  At September 30, 2007 and December 31, 2006, $15
        thousand and $0.2 million, respectively, was due to the Manager and included
        in
        due to affiliates.  The December 31, 2006 balance was paid by the Fund
        during the first quarter of 2007.
 
 None
        of
        the compensation to be received by the Manager has been derived as a result
        of
        arm’s length negotiations.
 
 The
        Fund
        has working interest ownership in certain projects to acquire and develop
        oil
        and natural gas projects with other entities that are likewise managed by
        the
        Manager.
 
 **6.**
              **Fair
                  Value of Financial
                  Instruments**
 
 As
        of
        September 30, 2007 and December 31, 2006, the carrying values of cash and
        cash
        equivalents and salvage fund approximate fair value.
 
 **7.**
              **Commitments
                  and Contingencies**
 
 ***Environmental
        Considerations***
 The
        exploration for and development of oil and natural gas involves the extraction,
        production and transportation of materials which, under certain conditions,
        can
        be hazardous or cause environmental pollution problems. The Manager and the
        Operators are continually taking action they believe appropriate to satisfy
        applicable federal, state and local environmental regulations and do not
        currently anticipate that compliance with federal, state and local environmental
        regulations will have a material adverse effect upon capital expenditures,
        results of operations or the competitive position of the Fund in the oil
        and
        natural gas industry.  However, due to the significant public and
        governmental interest in environmental matters related to those activities,
        the
        Manager cannot predict the effects of possible future legislation, rule changes,
        or governmental or private claims.  At September 30, 2007 and December
        31, 2006, there were no known environmental contingencies that required the
        Fund
        to record a liability.
 
 ***Insurance
        Coverage***
 The
        Fund
        is subject to all risks inherent in the exploration for and development of
        oil
        and natural gas. Insurance coverage as is customary for entities engaged
        in
        similar operations is maintained, but losses may occur from uninsurable risks
        or
        amounts in excess of existing insurance coverage. The occurrence of an event
        which is not insured or not fully insured could have an adverse impact upon
        earnings and financial position.
 
 **8.**
              **Subsequent
                  Events**
 
 On
        October 15, 2007, the Fund was informed by its operator LLOG
        Exploration Company (“LLOG”), that the exploratory well being drilled by LLOG in
        the Ship Shoal 81 lease block did not have commercially productive quantities
        of
        either oil or natural gas and has therefore been deemed an unsuccessful well
        or
        dry hole.  The Fund owns a 3.75% working interest in Ship Shoal
        81.
  10
  As a result of this dry
        hole, the Fund concluded a material charge for
        impairment of its working interest in the lease block was
        required.  In addition, the well will be plugged and
        abandoned.  The abandonment and impairment resulted in charges of
        approximately $0.1 million in the third quarter of 2007 and there will be
        an
        additional charge in the fourth quarter of 2007 of approximately $0.1
        million.  The Fund does not expect this dry hole to result in or
        require any further significant cash expenditures.
 
 Also
        on
        October 15, 2007, the Fund announced that it will participate with an 8.4%
        working interest in a workover on the West Cameron 76 A1 well.  The
        re-completion of West Cameron 76 A1 is expected to be approximately $1.6
        million
        to the Fund.  These costs will be incurred during the fourth quarter
        of 2007.
  11
  I**tem
        2.  Management’s Discussion and Analysis of Financial Condition and Results
        of Operations**
 
 **Cautionary
        Statement Regarding Forward-Looking Statements**
 
 This
        Quarterly Report on Form 10-Q, including all documents incorporated by
        reference, includes "forward-looking" statements within the meaning of Section
        27A of the Securities Act of 1933, as amended (the "Securities Act") and
        Section
        21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and
        the Private Securities Litigation Reform Act of 1995, and the "safe harbor"
        provisions thereof. These forward-looking statements are usually accompanied
        by
        the words "anticipates," "believes," "plan," "seek," "expects," "intends,"
        "estimates," "projects," "will likely result," "future" and similar terms
        and
        expressions or variations thereof.  The forward-looking statements in
        this Quarterly Report on Form 10-Q reflect Ridgewood Energy K Fund, LLC’s (the
“Fund”) current views with respect to future events and financial
        performance.  These forward-looking statements are subject to certain
        risks and uncertainties, including, among other things, the high-risk nature
        of
        oil and natural gas exploratory operations, the fact that the Fund’s drilling
        activities are managed by third parties, the volatility of natural gas prices
        and extraction, and those other risks and uncertainties discussed in the
        Fund’s
        2006 Annual Report on Form 10-K filed with the Securities and Exchange
        Commission that could cause actual results to differ materially from historical
        results or those anticipated.  Readers are urged to carefully consider
        all such factors.
 
 In
        light
        of these risks and uncertainties, there can be no assurance that the
        forward-looking information contained in this Quarterly Report on Form 10-Q
        will
        in fact occur or prove to be accurate.  Readers should not place undue
        reliance on the forward-looking statements contained herein, which speak
        only as
        of today's date.  The Fund undertakes no obligation to publicly revise
        these forward-looking statements to reflect events or circumstances that
        may
        arise after the date of this filing.  All subsequent written or oral
        forward-looking statements attributable to the Fund or persons acting on
        its
        behalf are expressly qualified in their entirety by this section.
 
 **Critical
        Accounting Policies and Estimates**
 
 The
        following discussion and analysis of the Fund’s financial condition and
        operating results is based on our financial statements.  The
        preparation of this Quarterly Report on Form 10-Q requires the Fund to make
        estimates and assumptions that affect the reported amount of assets and
        liabilities, disclosure of contingent assets and liabilities at the date
        of our
        financial statements, and the reported amount of revenue and expenses during
        the
        reporting period. Actual results may differ from those estimates and
        assumptions.  See “Notes to Unaudited Condensed Financial Statements”
in Part I of this Quarterly Report on Form 10-Q for a presentation of the
        Fund’s
        significant accounting policies.  No changes have been made to the
        Fund’s’ critical accounting policies and estimates disclosed in its 2006 Annual
        Report on Form 10-K.
 
 **Overview
        of the Fund’s Business**
 
 The
        Fund
        is an independent oil and natural gas producer. The Fund’s primary investment
        objective is to generate cash flow for distribution to the Fund’s shareholders
        through participation in oil and natural gas exploration and development
        projects in the Gulf of Mexico.
 
 Ridgewood
        Energy Corporation (the “Manager”) performs certain duties on the Fund’s behalf
        including the evaluation of potential projects for investment and ongoing
        administrative and advisory services associated with these projects. The
        Fund
        does not currently, nor is there any plan, to operate any project in which
        the
        Fund participates. The Manager enters into operating agreements with third-party
        operators (“Operators”) for the management of all exploration, development and
        producing operations, as appropriate.
 
 **Business
        Update**
 
 As
        of the
        date of this filing, the Fund has participated in the drilling of thirteen
        wells, of which two wells are currently producing and three wells were
        determined to have natural gas and oil reserves in commercial quantities
        such
        that these properties are in the process of being completed to facilitate
        production.  Seven of the Fund’s wells were deemed dry holes and
        are or will be plugged and abandoned.  The Fund has a working
        interests in a new project expected to be drilled over the next three months
        and
        is planning for a workover of a currently shut-in well.
  12
  **Recent
        Developments**
 
 In
        October 2006, the Fund acquired a working interest in six exploratory wells
        to
        be drilled by operator LLOG Exploration Company (“LLOG”), off the coast of
        Louisiana.  During the first quarter of 2007, the Fund decided not to
        participate in the Galveston 248 project with LLOG due to a change in
        economics.  On October 15, 2007, the Fund
        was informed by LLOG that the exploratory well being drilled in the
        Ship Shoal 81 lease block did not have commercially productive quantities
        of
        either oil or natural gas and has therefore been deemed an unsuccessful well
        or
        dry hole.  The Fund owns a 3.75% working interest in Ship Shoal
        81.
 
 As a result of this dry
        hole, the Fund concluded a material charge for
        impairment of its working interest in the lease block was
        required.  In addition, the well will be plugged and
        abandoned.  The abandonment and impairment resulted in charges of
        approximately $0.1 million in the third quarter of 2007 and there will be
        an
        additional charge in the fourth quarter of 2007 of approximately $0.1
        million.  The Fund does not expected this dry hole to result in or
        require any further significant cash expenditures.
 
 Each
        of
        the remaining projects is viewed as lower risk projects as they are being
        drilled in relatively shallow depths ranging from 10,000 to 13,000 feet and
        the
        projects reveal three dimensional seismic data indicative of producing fields
        in
        close proximity to the drilling sites.   Since the projects are
        not very deep, they can be drilled and completed
        quickly.  Construction of minimal facilities in order to tie the well
        to nearby production platforms also facilitates turning the project to
        production quickly.
 
 Below
        is
        a summary of the wells operated by LLOG:
 
 **Well
                  Name**
              **Operator**
              **Offshore**
              
              **WorkingInterest
                  %**
              
              
              **Drilling
                  Risk**
                **(in
                  thousands)**
              
              **Status**South
                  Marsh Island 111
              LLOG
              LA
              
              
              3.75%
              
              
              
              n/a
              
              Successful
                  - production
                expected
                  2nd quarter 2008Vermilion
                  344
              LLOG
              LA
              
              
              3.75%
              
              
              
              n/a
              
              Successful
                  - production
                expected
                  1st quarter 2008West
                  Delta 68
              LLOG
              LA
              
              
              3.75%
              
              
              
              n/a
              
              Successful
                  - production
                expected
                  1st quarter 2008Ship
                  Shoal 81
              LLOG
              LA
              
              
              3.75%
              
              
              
              n/a
              
              Dry
                  Hole - October 2007West
                  Delta 67
              LLOG
              LA
              
              
              3.75%
              
              
              $
              310
              
              4th
                  quarter 2007 drilling date
 
 Also
        on
        October 15, 2007, the Fund announced that it will participate with an 8.4%
        working interest in a workover on the West Cameron 76 A1 well.  The
        re-completion of West Cameron 76 A1 is expected to be approximately $1.6
        million
        to the Fund.  These costs will be incurred during the fourth quarter
        of 2007.
 
 **Producing
        Properties**
 
 In
        2005,
        the Fund acquired from Millennium Offshore Group (“MOGI”) a 10% working interest
        in the East Cameron 299 field, of which the C-10 well was already proven,
        the
        C-11 well was drilling and the C-12 well was to be drilled for $15
        million.  At the same time the Fund also acquired from MOGI a 20%
        working interest in West Cameron 556.  During 2005, MOGI sold its
        interests in the EC299 and WC556 properties and the wells are now operated
        by
        ATP Oil and Gas Corporation (“ATP”).   The EC299 C-11 well
        is currently shut-in with plans for a workover within the next twelve
        months.  The workover has been delayed due the high cost and
        constrained supply of drilling rigs post-Hurricane Katrina.  The C-12
        well was drilled and was determined to be dry in May 2005.
 
 Production
        rates continue to decline on the EC299 C-10 and West Cameron 556
        projects.  For the quarter ended September 30, 2007, the C-10 and
        WC556 wells produced a daily average of 382 thousand cubic feet equivalent
        (“MCFE”) and 323 MCFE, respectively, of gas and a daily average of 11 barrels
        and 5 barrels, respectively, of oil.  The West Cameron 556 deeper
        reservoir is almost fully depleted and the well will be recompleted into
        the
        shallower reservoir later this year.   To date, the Fund has
        recorded impairments of approximately $12.6 million related to the East
        Cameron 299 C-10, East Cameron 299 C-11, and West Cameron 556
        wells.  The Fund recorded no additional impairments during the three
        and nine months ended September 30, 2007.
  13
  **Results
        of Operations**
 
 The
        following review of operations for the three and nine months ended September
        30,
        2007 and 2006 should be read in conjunction with the Fund’s financial statements
        and the notes thereto.  The following table summarizes the Fund’s
        results of operations (in thousands):
 
 **For
                    the three months ended September 30,**
                
                
                **For
                    the nine months ended September 30,****2007**
                
                
                **2006**
                
                
                **2007**
                
                
                **2006****Revenue**Oil
                    and gas revenue
                
                $
                540
                
                
                $
                708
                
                
                $
                1,597
                
                
                $
                2,744**Expenses**Dry-hole
                    costs
                
                
                113
                
                
                
                112
                
                
                
                110
                
                
                
                872Depletion
                    and amortization
                
                
                463
                
                
                
                747
                
                
                
                1,281
                
                
                
                3,090Impairment
                    of proved properties
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                2,154Lease
                    operating expenses
                
                
                66
                
                
                
                149
                
                
                
                227
                
                
                
                350Other
                    operating expenses
                
                
                3
                
                
                
                1
                
                
                
                12
                
                
                
                3General
                    and administrative expenses
                
                
                79
                
                
                
                38
                
                
                
                278
                
                
                
                142Total
                    expenses
                
                
                724
                
                
                
                1,047
                
                
                
                1,908
                
                
                
                6,611Loss
                    from operations
                
                
                (184
                )
                
                
                (339
                )
                
                
                (311
                )
                
                
                (3,867
                )**Other
                    income**Interest
                    income
                
                
                102
                
                
                
                113
                
                
                
                318
                
                
                
                299Net
                    (loss) income
                
                $
                (82
                )
                
                $
                (226
                )
                
                $
                7
                
                
                $
                (3,568
                )
  ***Operating
        Revenue.*******Oil and gas revenue for the three
        and nine months ended September 30, 2007 were approximately $0.5 million
        and
        $1.6 million, respectively.  Oil and gas revenue for the three and
        nine months ended September 30, 2006 were approximately $0.7 million and
        $2.7
        million, respectively. The decrease in revenue is a result of decreased
        production volumes for both producing properties partially offset by increased
        natural gas prices.
 
 Natural
        gas production volumes decreased by approximately 25 thousand million cubic
        feet
        (“MMCF”) for the three months ended September 30, 2007 to approximately 65
        thousand MMCF.  Year-to-date volumes also declined from approximately
        319 thousand MMCF in 2006 to 178 thousand MMCF in 2007.  The decrease
        is primarily caused by the WC556 production which decreased significantly
        during
        the first half of 2007 as the deeper reservoir was almost fully
        depleted.  Once the deeper reservoir has been fully depleted the well
        will be re-completed into the shallower reservoir.  Natural gas prices
        in the third quarter of 2007 as compared to 2006 were relatively flat at
        approximately $6.65; however were slightly higher for the year-to-date period
        from $7.35 in 2006 to $7.46 in 2007.
 
 Oil
        production for the quarter decreased from 1,579 barrels in 2006 to 1,469
        barrels
        in 2007.  Year-to-date volumes also declined from approximately 6,043
        barrels in 2006 to approximately 3,635 barrels in 2007.  Oil prices
        during the third quarter of 2007 averaged approximately $78 per barrel as
        compared to $70 per barrel for the third quarter 2006.  On a
        year-to-date basis, average oil prices increased from approximately $66 per
        barrel in 2006 to approximately $68 per barrel in 2007.
 
 **Operating
        and Other Expenses**
 
 ***Dry-hole
        costs.*******Dry-hole costs are those costs
        incurred to drill and develop a well that is ultimately found to be incapable
        of
        producing either oil or natural gas in sufficient quantities to justify
        completion of the well. The following table summarizes dry-hole costs inclusive
        of plug and abandonment costs.
  14
  
 **For
                  the three months ended September 30,**
              
              
              **For
                  the nine months ended September 30,****Lease
                  Block**
              
              **2007**
              
              
              **2006**
              
              
              **2007**
              
              
              **2006****(in
                  thousands)**Mobile
                  946
              
              $
              1
              
              
              $
              112
              
              
              $
              (2
              )
              
              $
              830Ship
                  Shoal 81 #1
              
              
              112
              
              
              
              -
              
              
              
              112
              
              
              
              -High
                  Island 53
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              34West
                  Cameron 103
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              7Galveston
                  246
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              1$
              113
              
              
              $
              112
              
              
              $
              110
              
              
              $
              872
 
 ***Depletion
        and amortization.***  Depletion and amortization for the
        three and nine months ended September 30, 2007 were approximately $0.4 million
        and $1.2 million, respectively.  Depletion and amortization for the
        three and nine months ended September 30, 2006 were approximately $0.8 million
        and $3.1 million, respectively.  This decrease in 2007 is the result
        of decreased production volumes in 2007 compared to 2006 and a lower depreciable
        base in 2007 due to impairments of proved properties recorded during
        2006.
 
 ***Impairment
        of proved properties.***There were no impairments of
        proved properties for the three and nine months ended September 30,
        2007.  Impairment of proved properties for the three and nine
        months ended September 30, 2006 was approximately $2.2 million. 
The impairment related to the Fund’s C10, C11, and WC 556
        wells.  Natural gas and oil reserve quantities used to calculated
        impairment represent estimates only and are estimated by a third party petroleum
        engineer specialist.  Under successful efforts accounting, the
        Fund uses reserve estimates to calculate cash flows as well as its
        depletion rate. The Fund estimates its proved reserves and future net cash
        flows
        using sales prices estimated to be in effect as of the date the reserve
        estimated.  Oil and gas prices, which have fluctuated widely in recent
        years, affect the future revenue. The estimates provided by the
        specialist have been reviewed by the Fund's manager and internal
        engineering department.  The reserve estimates used to calculate
        the 2006 impairment were based on historical data and production as of December
        31, 2005.
 
 ***Lease
        operating expenses.***  Lease operating expenses represent
        the day to day cost of operating and maintaining wells and related
        facilities.  For the three and nine months ended September 30, 2007,
        lease operating expenses were approximately $0.1 million and $0.2 million,
        respectively.  For the three and nine months ended September 30, 2006,
        lease operating expenses were approximately $0.1 million and $0.4 million,
        respectively.
 
 ***General
        and Administrative Expenses.***Accounting, legal,
        fiduciary fees and insurance expenses represent costs specifically identifiable
        or allocable to the Fund. Accounting and legal fees represent annual audit
        and
        tax preparation fees, quarterly reviews and filing fees of the
        Fund.   Insurance expense represents premiums related to well
        control insurance and production insurance.
 
 The
        following table summarizes general and administrative expenses.
 
 **For
                  the three months ended September 30,**
              
              
              **For
                  the nine months ended September 30,****2007**
              
              
              **2006**
              
              
              **2007**
              
              
              **2006****(in
                  thousands)**Accounting
                  and legal fees
              
              $
              39
              
              
              $
              34
              
              
              $
              133
              
              
              $
              118Insurance
              
              
              20
              
              
              
              3
              
              
              
              83
              
              
              
              22Other
                  general and administrative expenses
              
              
              20
              
              
              
              1
              
              
              
              62
              
              
              
              2$
              79
              
              
              $
              38
              
              
              $
              278
              
              
              $
              142
 
 ***Interest
        Income.***  Interest income for the three and nine months
        ended September 30, 2007 was approximately $0.1 million and $0.3 million,
        respectively.  Interest income for the three and nine months ended
        September 30, 2006 was approximately $0.1 million and $0.3 million,
        respectively.
  15
  **Capital
        Resources and Liquidity**
 
 ***Operating
        Cash Flows***
 Cash
        flows provided by operating activities for the nine months ended September
        30,
        2007 and 2006 were approximately $1.2 million and $3.7 million, respectively,
        primarily related to production revenue and interest income, offset by lease
        operating expenses and general and administrative expenses.  The
        significant decrease in 2007 operating cash flows is primarily a result of
        lower
        production volumes which caused a decrease in revenue receipts of approximately
        $2.2 million.  In addition, at September 30, 2007 there was
        unfavorable working capital of $0.1 million, as compared to 2006 when there
        was
        favorable working capital of $0.3 million.
 
 ***Investing
        Cash Flows***
 Cash
        flows used in investing activities for the nine months ended September 30,
        2007
        and 2006 were approximately $1.5 million and $0.9 million, respectively,
        related
        to capital expenditures for oil and gas properties and interest income
        reinvested for the salvage fund.  The significant increase in
        investing activities in 2007 primarily relates to the exploratory LLOG projects
        drilling during the period.
 
 ***Financing
        Cash Flows***
 Cash
        flows used in financing activities for the nine months ended September 30,
        2007
        and 2006 were approximately $1.3 million and $2.3 million, respectively,
        related
        to distributions to shareholders.
 
 **Estimated
        Capital Expenditures**
 
 The
        Fund
        has entered into multiple offshore operating agreements for the drilling
        and
        development of its investment properties.  The estimated capital
        expenditures associated with these agreements can vary depending on the stage
        of
        development on a property-by-property basis.  As of September 30,
        2007, such estimated capital expenditures approximate $4.4 million, all of
        which
        is expected to be paid out of unspent cash within the following 12
        months.
 
 The
        table
        below presents exploration and development capital expenditures incurred
        to date
        for projects currently drilling or expected to be drilled in the near future
        as
        well as their estimated budgeted amounts for the next twelve
        months.  Remaining unspent cash will be reallocated to one or more new
        unspecified projects.
 
 **Lease
                      Block**
                  
                  **Spent
                      through September 30, 2007**
                  
                  **To
                      be Spent Next 12 Months****(in
                      thousands)**South
                      Marsh Island 111 (ii)
                  
                  $
                  356
                  
                  
                  
                  $
                  852Vermilion
                      344 (i)
                  
                  
                  323
                  
                  
                  
                  
                  496West
                      Delta 68 (i)
                  
                  
                  423
                  
                  
                  
                  
                  143Ship
                      Shoal 81(iv)
                  
                  
                  228
                  
                  
                  
                  
                  21West
                      Delta 67 (iii)
                  
                  
                  11
                  
                  
                  
                  
                  537East
                      Cameron 299 Workover
                  
                  
                  -
                  
                  
                  
                  
                  750West
                      Cameron 76 A1(iii)
                  
                  
                  -
                  
                  
                  
                  
                  1,561$
                  1,341
                  
                  
                  
                  $
                  4,360
 
 (i)
                  Project
                      successful, production expected in 1st quarter 2008.(ii)
                  Project
                      successful, production expected in 2nd quarter 2008.(iii)
                  Drilling
                      expected 4th quarter 2007.(iv)
                  Dry
                      Hole in October 2007. Amounts spent through September 30, 2007,
                      inclusive
                      of $0.1 million advance to Operator, included in other current
                      assets.
  16
  **Liquidity
        Needs**
 
 The
        Fund’s primary short-term liquidity needs are to fund its 2007 operations,
        including operating expenses and capital expenditures, with existing cash
        on-hand and income earned from its short-term investments and cash and cash
        equivalents. Beginning October 2005 and continuing for the remaining life
        of the
        Fund, the Manager elected to waive its annual management fee.
 Distributions,
          if any, are funded from cash flow from operations, and the frequency and
          amount
          are within the Manager’s discretion subject to available cash from operations,
          reserve requirements and Fund operations. Effective March 1, 2006, the
          Manager
          elected to reduce its distribution of available cash from operations to
          1%, and
          effective April 1, 2006, the Manager elected to permanently waive its
          distribution of available cash from operations for the remaining life of
          the
          Fund.
 
 The
        capital raised by the Fund in its private placement is more than likely all
        the
        capital it will be able to obtain for investments in projects.  The
        number of projects in which the Fund can invest will naturally be limited
        and
        each unsuccessful project the Fund experiences, if any, will not only reduce
        its
        ability to generate revenue, but also exhaust its limited supply of
        capital.  Typically for a fund, the Manager seeks an investment
        portfolio that combines high and low risk exploratory projects.
 
 When
        the
        Manager makes a decision for participation in a particular project, it assumes
        that the well will be successful and allocates enough capital to budget for
        the
        completion of that well and the additional development wells that are
        anticipated to be drilled.  If the exploratory well is deemed a
        dry-hole or if it is un-economical, the capital allocated to the completion
        of
        that well and to the development of additional wells is then reallocated
        to a
        new project or used to make additional investments.
 
 **Off-Balance
        Sheet Arrangements**
 
 The
        Fund
        had no off-balance sheet arrangements as of September 30, 2007 and December
        31,
        2006 and does not anticipate the use of such arrangements in the
        future.
 
 **Contractual
        Obligations**
 
 The
        Fund
        enters into operating agreements with Operators.  On behalf of the
        Fund, as well as the other working interest owners, the Operator will enter
        into various contractual commitments pertaining to exploration, development
        and
        production activities.  Pursuant to the terms of the operating
        agreement, the Operator has the authority to enter into such contracts and
        the
        Fund does not execute or negotiate any such contracts.  No contractual
        obligations exist at September 30, 2007 and December 31, 2006 pursuant to
        agreements executed directly by the Fund.
 
  17
  **Item
        3.  Quantitative and Qualitative Disclosures about Market
        Risk**
 
 Projects
        drilled may not have commercially productive oil and natural gas reservoirs.
        In
        such an event, the Fund’s revenue, future results of operations and financial
        condition would be adversely impacted.
 
 The
        Fund
        does not have or use, any derivative instruments nor does it have any plans
        to
        enter into such derivative arrangements. The Fund will generally invest cash
        in
        high-quality credit instruments consisting primarily of money market funds,
        bankers’ acceptance notes and government agency securities with maturities of
        six months or less. The Fund does not expect any material loss from cash
        equivalents and therefore believes its potential interest rate exposure is
        not
        material. The Fund has no plan to conduct any international activities and
        therefore believes it is not subject to foreign currency risk.
 
 The
        principal market risks to which the Fund is exposed that may adversely impact
        the Fund's results of operations and financial position are changes in oil
        and
        natural gas prices.
 
 Low
        commodity prices could have an adverse affect on the Fund’s future profitability
        and, in such an event the Fund may be required by accounting rules to write
        down
        the carrying value of the Fund’s projects.  Revenue to the Fund will
        be sensitive to changes in price to be received for oil and natural gas
        production. Prevailing market prices fluctuate in response to many factors
        that
        are outside of the Fund's control such as the supply and demand for oil and
        natural gas. Availability of alternative fuels as well as seasonal risks
        such as
        hurricanes can also impact the supply and demand.
 
 High
        oil
        and natural gas prices have resulted in a strong demand for and a tight supply
        of drilling rigs necessary to drill new projects. The increased cost in daily
        rig rates could have a negative impact on the return to shareholders in the
        Fund. The shortage of drilling rigs could delay the application of capital
        to
        such projects and thus delay revenue from operations.
 
 **Item
        4.  Controls and Procedures**
 
 ***Evaluation
        of Disclosure Controls and Procedures***
 The
        Fund
        maintains "disclosure controls and procedures", as such term is defined under
        Securities and Exchange Act of 1934 (“Exchange Act”) Rule 13a-15(e), that
        are designed to ensure that information required to be disclosed in the Fund’s
        Exchange Act reports is recorded, processed, summarized and reported within
        the
        same time periods specified in the SEC's rules and forms, and that such
        information is accumulated and communicated to its management, including
        its
        Chief Executive Officer and Chief Financial Officer, as appropriate, to allow
        timely decisions regarding required disclosures. In designing and evaluating
        the
        disclosure controls and procedures, the Fund’s management recognized that any
        controls and procedures, no matter how well designed and operated, can provide
        only reasonable assurance of achieving the desired control objectives and
        its
        management necessarily was required to apply its judgment in evaluating the
        cost-benefit relationship of possible controls and procedures. The Fund has
        carried out an evaluation, as of September 30, 2007, under the supervision
        and
        with the participation of its management, including its Chief Executive Officer
        and Chief Financial Officer, of the effectiveness of the design and operation
        of
        the Fund’s disclosure controls and procedures.  Based upon their
        evaluation and subject to the foregoing, such procedures were
        effective.
 
 Because
        the Fund is not an “Accelerated Filer” as defined in Rule 12b-2 of the Exchange
        Act, the Fund is not presently required to file Management’s annual report on
        internal control over financial reporting and the Attestation report of the
        registered public accounting firm required by Item 308(a) and (b) of Regulation
        S-K promulgated under the Securities Act.  Under current rules,
        because the Fund is neither a “large accelerated filer” nor an “accelerated
        filer”, the Fund is not required to provide management’s report on internal
        control over financial reporting until the Fund files its annual report for
        2007
        and compliance with the auditor’s attestation report requirement is not required
        until the Fund files its annual report for 2008.  The Fund currently
        expects to comply with these requirements at such time as the Fund is required
        to do so.
  18
  ***Changes
        in Internal Controls over Financial Reporting***
 In
        the
        course of the Fund’s initial evaluation of disclosure controls and procedures,
        management considered certain internal control areas in which the Fund has
        made
        and are continuing to make changes to improve and enhance
        controls.  Based upon that evaluation, the CEO and CFO concluded that
        there were no changes in the Fund’s internal control over financial reporting
        identified in connection with the evaluation required by paragraph (d) of
        Exchange Act Rules 13a-15 or 15d-15 that occurred during the quarter ended
        September 30, 2007 that have materially affected, or are reasonably likely
        to
        materially affect, the Fund’s internal control over financial
        reporting.
 
 
 **Part
        II.  OTHER INFORMATION**
 
 **Item
        1. LEGAL PROCEEDINGS**
 
 There
        have been no changes to the legal proceedings disclosed in the Fund’s most
        recent Annual Report on Form 10-K.
 
 **Item
        1A. RISK FACTORS**
 
 For
        information regarding factors that could affect the Fund’s results of
        operations, financial condition and liquidity, see risk factors discussed
        under
“Management’s Discussion and Analysis of Financial Condition and Results of
        Operations”  in Item 7 of the Fund’s 2006 Annual Report on Form
        10-K.  There have been no material changes from the risk factors
        previously disclosed in the Fund’s most recent Annual Report on Form
        10-K.
 
 **Item
        2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
        PROCEEDS**
 
 None.
 
 **Item
        3.  DEFAULTS UPON SENIOR SECURITIES**
 
 None.
 
 **Item
        4. SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS**
 
 None.
 
 **Item
        5. OTHER INFORMATION**
 
 None.
 
 **Item
        6. EXHIBITS**
 
 31.1
              
              Certification
                  of Robert E. Swanson, Chief Executive Officer, pursuant to Securities
                  Exchange Act Rule 13a-14(a).31.2
              
              Certification
                  of Kathleen P. McSherry, Chief Financial Officer, pursuant to Securities
                  Exchange Act Rule 13a-14(a).32
              
              Certifications
                  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
                  906 of
                  The Sarbanes-Oxley Act of 2002, signed by Robert E. Swanson, Chief
                  Executive Officer of the Company and Kathleen P. McSherry, Chief
                  Financial
                  Officer of the Fund.
  19
  **SIGNATURES**
 
 Pursuant
        to the requirements of the Securities Exchange Act of 1934, the Registrant
        has
        caused this report to be signed on its behalf by the undersigned, thereunto
        duly
        authorized.
 
 Dated:
              November
                  8, 2007
              
              
              
              RIDGEWOOD
                  ENERGY K FUND, LLCBy:
              /s/
              
              ROBERT
                  E. SWANSONName:
              
              Robert
                  E. SwansonTitle:
              
              President
                  and Chief Executive Officer(Principal
                  Executive Officer)Dated:
              November
                  8, 2007By:
              /s/
              
              KATHLEEN
                  P. MCSHERRYName:
              
              Kathleen
                  P. McSherryTitle:
              
              Executive
                  Vice President and Chief Financial Officer(Principal
                  Financial and Accounting Officer)
   20