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
      1934For
      the quarterly period ended March 31, 2009


or





o
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934For
      the transition period from
      _______________________to____________________________








Commission
File No. 000-53584





RIDGEWOOD
ENERGY Y FUND, LLC


(Exact
name of registrant as specified in its charter)





Delaware
              (State
      or other jurisdiction of
              incorporation
      or organization)
            
            26-2417032
              (I.R.S.
      Employer
              Identification
      No.)





947
Linwood Avenue, Ridgewood, NJ  07450


(Address
of principal executive offices) (Zip code)





(800)
942-5550


(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
xNo
o





Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).   Yes o
     No o





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


Large
      accelerated filer
                    o
                    Accelerated
      filer
                    oNon-accelerated
      filer
                    o (Do
      not check if a smaller reporting company)
                    Smaller
      reporting company
                    x


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


Yes
oNo
x





There is
no market for the shares. As of May 21, 2009 there are 492.3709 shares
outstanding.










Table of Contents




Table
      ofContentsPagePART
      I - FINANCIAL INFORMATIONItem 1.
                                  Financial Statements:
                                  
                                  1Unaudited Condensed Balance Sheets as of March 31, 2009 and
      December 31, 2008
                                  
                                  1Unaudited Condensed Statements of Operations for the three
      months ended March 31, 2009 and for the period March 25, 2008 (Inception)
      through March 31, 2009
                                  
                                  2Unaudited Condensed Statements of Cash Flows for the three
      months ended March 31, 2009 and for the period March 25, 2008 (Inception)
      through March 31, 2009
                                  
                                  3Notes to Unaudited Condensed Financial
      Statements
                                  
                                  4Item 2.
                                  Management's Discussion and Analysis of Financial Condition and
      Results of Operations
                                  
                                  10Item 3.
                                  Quantitative and Qualitative Disclosures about Market
      Risk
                                  
                                  14Item 4.
                                  Controls and Procedures
                                  
                                  14PART
      II - OTHER INFORMATIONItem 1.
                                  Legal Proceedings
                                  
                                  14Item 1A.
                                  Risk Factors
                                  
                                  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
                                  
                                  15SIGNATURES
                                  
                                  16




Table of Contents




PART
      I - FINANCIAL INFORMATIONITEM
      1.  FINANCIAL STATEMENTSRIDGEWOOD
      ENERGY Y FUND, LLC(An
      exploratory stage enterprise)UNAUDITED
      CONDENSED BALANCE SHEETS(in
      thousands, except share data)March
      31, 2009
                                                                            
                                                                            
                                                                            December
      31, 2008ASSETSCurrent
      assets:Cash
      and cash equivalents
                                                                            
                                                                            $
                                                                            4,091
                                                                            
                                                                            
                                                                            $
                                                                            15,075Short-term
      investments in marketable securities
                                                                            
                                                                            
                                                                            50,167
                                                                            
                                                                            
                                                                            
                                                                            50,063Other
      current assets
                                                                            
                                                                            
                                                                            133
                                                                            
                                                                            
                                                                            
                                                                            227Total
      current assets
                                                                            
                                                                            
                                                                            54,391
                                                                            
                                                                            
                                                                            
                                                                            65,365Salvage
      fund
                                                                            
                                                                            
                                                                            1,038
                                                                            
                                                                            
                                                                            
                                                                            1,032Oil
      and gas properties:Advances
      to operators for working interests and expenditures
                                                                            
                                                                            
                                                                            1,438
                                                                            
                                                                            
                                                                            
                                                                            4,456Unproved
      properties
                                                                            
                                                                            
                                                                            3,781
                                                                            
                                                                            
                                                                            
                                                                            4,923Proved
      properties
                                                                            
                                                                            
                                                                            5,201
                                                                            
                                                                            
                                                                            
                                                                            -Total
      oil and gas properties
                                                                            
                                                                            
                                                                            10,420
                                                                            
                                                                            
                                                                            
                                                                            9,379Total
      assets
                                                                            
                                                                            $
                                                                            65,849
                                                                            
                                                                            
                                                                            $
                                                                            75,776LIABILITIES
      AND MEMBERS' CAPITALCurrent
      liabilities:Due
      to operators
                                                                            
                                                                            $
                                                                            1,521
                                                                            
                                                                            
                                                                            $
                                                                            2,415Accrued
      expenses
                                                                            
                                                                            
                                                                            44
                                                                            
                                                                            
                                                                            
                                                                            96Due
      to affiliates (Note 6)
                                                                            
                                                                            
                                                                            -
                                                                            
                                                                            
                                                                            
                                                                            9Total
      current liabilities
                                                                            
                                                                            
                                                                            1,565
                                                                            
                                                                            
                                                                            
                                                                            2,520Asset
      retirement obligations
                                                                            
                                                                            
                                                                            115
                                                                            
                                                                            
                                                                            
                                                                            -Total
      liabilities
                                                                            
                                                                            
                                                                            1,680
                                                                            
                                                                            
                                                                            
                                                                            2,520Commitments
      and contingencies (Note 8)Members'
      capital:Manager:Deficit
      accumulated during the exploratory stage
                                                                            
                                                                            
                                                                            (513
                                                                            )
                                                                            
                                                                            
                                                                            (298
                                                                            )Manager's
      total
                                                                            
                                                                            
                                                                            (513
                                                                            )
                                                                            
                                                                            
                                                                            (298
                                                                            )Shareholders:Capital
      contributions (500 shares authorized;492.3709 issued and outstanding)
                                                                            
                                                                            
                                                                            97,818
                                                                            
                                                                            
                                                                            
                                                                            97,818Syndication
      costs
                                                                            
                                                                            
                                                                            (11,668
                                                                            )
                                                                            
                                                                            
                                                                            (11,668
                                                                            )Deficit
      accumulated during the exploratory stage
                                                                            
                                                                            
                                                                            (21,468
                                                                            )
                                                                            
                                                                            
                                                                            (12,596
                                                                            )Shareholders'
      total
                                                                            
                                                                            
                                                                            64,682
                                                                            
                                                                            
                                                                            
                                                                            73,554Total
      members' capital
                                                                            
                                                                            
                                                                            64,169
                                                                            
                                                                            
                                                                            
                                                                            73,256Total
      liabilities and members' capital
                                                                            
                                                                            $
                                                                            65,849
                                                                            
                                                                            
                                                                            $
                                                                            75,776




The
accompanying notes are an integral part of these unaudited condensed financial
statements.




1
 Table of Contents




RIDGEWOOD
      ENERGY Y FUND, LLC(An
      exploratory stage enterprise)UNAUDITED
      CONDENSED STATEMENTS OF OPERATIONS(in
      thousands, except per share data)For
      the periodMarch
      25, 2008Three
      months ended
                                                              
                                                              
                                                              (Inception)
      throughMarch
      31, 2009
                                                              
                                                              
                                                              March
      31, 2009RevenueOil
      and gas revenue
                                                              
                                                              $
                                                              -
                                                              
                                                              
                                                              $
                                                              -ExpensesDry-hole
      costs
                                                              
                                                              
                                                              8,278
                                                              
                                                              
                                                              
                                                              15,444Investment
      fees to affiliate (Note 6)
                                                              
                                                              
                                                              -
                                                              
                                                              
                                                              
                                                              4,417Management
      fees to affiliate (Note 6)
                                                              
                                                              
                                                              565
                                                              
                                                              
                                                              
                                                              1,809Operating
      expenses
                                                              
                                                              
                                                              3
                                                              
                                                              
                                                              
                                                              86General
      and administrative expenses
                                                              
                                                              
                                                              352
                                                              
                                                              
                                                              
                                                              663Total
      expenses
                                                              
                                                              
                                                              9,198
                                                              
                                                              
                                                              
                                                              22,419Loss
      from operations
                                                              
                                                              
                                                              (9,198
                                                              )
                                                              
                                                              
                                                              (22,419
                                                              )Other
      incomeInterest
      income
                                                              
                                                              
                                                              111
                                                              
                                                              
                                                              
                                                              438Net
      loss
                                                              
                                                              $
                                                              (9,087
                                                              )
                                                              
                                                              $
                                                              (21,981
                                                              )Manager
      InterestNet
      loss
                                                              
                                                              $
                                                              (215
                                                              )
                                                              
                                                              $
                                                              (513
                                                              )Shareholder
      InterestNet
      loss
                                                              
                                                              $
                                                              (8,872
                                                              )
                                                              
                                                              $
                                                              (21,468
                                                              )Net
      loss per share
                                                              
                                                              $
                                                              (18,019
                                                              )
                                                              
                                                              $
                                                              (43,601
                                                              )






The
accompanying notes are an integral part of these unaudited condensed financial
statements.




2
 Table of Contents




RIDGEWOOD
      ENERGY Y FUND, LLC(An
      exploratory stage enterprise)UNAUDITED
      CONDENSED STATEMENTS OF CASH FLOWS(in
      thousands)For
      the periodMarch
      25, 2008Three
      months ended
                                                                        
                                                                        
                                                                        (Inception)
      throughMarch
      31, 2009
                                                                        
                                                                        
                                                                        March
      31, 2009Cash
      flows from operating activitiesNet
      loss
                                                                        
                                                                        $
                                                                        (9,087
                                                                        )
                                                                        
                                                                        $
                                                                        (21,981
                                                                        )Adjustments
      to reconcile net loss to net cashused
      in operating activities:Dry-hole
      costs
                                                                        
                                                                        
                                                                        8,278
                                                                        
                                                                        
                                                                        
                                                                        15,444Accretion
      expense
                                                                        
                                                                        
                                                                        1
                                                                        
                                                                        
                                                                        
                                                                        1Interest
      earned on marketable securities
                                                                        
                                                                        
                                                                        (104
                                                                        )
                                                                        
                                                                        
                                                                        (168
                                                                        )Changes
      in assets and liabilities:Decrease
      (increase) in other current assets
                                                                        
                                                                        
                                                                        106
                                                                        
                                                                        
                                                                        
                                                                        (10
                                                                        )(Decrease)
      increase in accrued expenses
                                                                        
                                                                        
                                                                        (44
                                                                        )
                                                                        
                                                                        
                                                                        44Decrease
      in due to affiliates
                                                                        
                                                                        
                                                                        (5
                                                                        )
                                                                        
                                                                        
                                                                        -Net
      cash used in operating activities
                                                                        
                                                                        
                                                                        (855
                                                                        )
                                                                        
                                                                        
                                                                        (6,670
                                                                        )Cash
      flows from investing activitiesPayments
      to operators for working interestsand
      expenditures
                                                                        
                                                                        
                                                                        -
                                                                        
                                                                        
                                                                        
                                                                        (1,438
                                                                        )Capital
      expenditures for oil and gas properties
                                                                        
                                                                        
                                                                        (10,111
                                                                        )
                                                                        
                                                                        
                                                                        (22,914
                                                                        )Investment
      in marketable securities
                                                                        
                                                                        
                                                                        -
                                                                        
                                                                        
                                                                        
                                                                        (49,999
                                                                        )Investment
      in salvage fund
                                                                        
                                                                        
                                                                        -
                                                                        
                                                                        
                                                                        
                                                                        (1,025
                                                                        )Interest
      reinvested in salvage fund
                                                                        
                                                                        
                                                                        (6
                                                                        )
                                                                        
                                                                        
                                                                        (13
                                                                        )Net
      cash used in investing activities
                                                                        
                                                                        
                                                                        (10,117
                                                                        )
                                                                        
                                                                        
                                                                        (75,389
                                                                        )Cash
      flows from financing activitiesContributions
      from shareholders
                                                                        
                                                                        
                                                                        -
                                                                        
                                                                        
                                                                        
                                                                        97,818Syndication
      costs paid
                                                                        
                                                                        
                                                                        (12
                                                                        )
                                                                        
                                                                        
                                                                        (11,668
                                                                        )Net
      cash (used in) provided by financing activities
                                                                        
                                                                        
                                                                        (12
                                                                        )
                                                                        
                                                                        
                                                                        86,150Net
      (decrease) increase in cash and cash equivalents
                                                                        
                                                                        
                                                                        (10,984
                                                                        )
                                                                        
                                                                        
                                                                        4,091Cash
      and cash equivalents, beginning of period
                                                                        
                                                                        
                                                                        15,075
                                                                        
                                                                        
                                                                        
                                                                        -Cash
      and cash equivalents, end of period
                                                                        
                                                                        $
                                                                        4,091
                                                                        
                                                                        
                                                                        $
                                                                        4,091Supplemental
      schedule of non-cash investing activitiesAdvances
      used for capital expenditures in oil and gas properties reclassified to
      proved properties and dry-hole costs
                                                                        
                                                                        $
                                                                        3,018
                                                                        
                                                                        
                                                                        $
                                                                        -




The
accompanying notes are an integral part of these unaudited condensed financial
statements.




3
 Table of Contents




RIDGEWOOD
ENERGY Y FUND, LLC


NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS





1.   Organization
and Purpose





The
Ridgewood Energy Y Fund, LLC (the "Fund"), a Delaware limited liability company,
was formed on March 25, 2008 and operates pursuant to a limited liability
company agreement (the "LLC Agreement") dated as of May 1, 2008 by and among
Ridgewood Energy Corporation (the "Manager"), and the shareholders of the Fund.
The Fund was organized to acquire interests in oil and natural gas properties
located in the United States offshore waters of Texas, Louisiana and Alabama in
the Gulf of Mexico. Although
the date of formation is March 25, 2008, the Fund did not begin business
activities until May 1, 2008 when it began its private offering of shares.To date, the Fund has not earned revenue from these
operations.





The
Manager has direct and exclusive control over the management of the Fund's
operations. With respect to project investments, the Manager locates potential
projects, conducts appropriate due diligence and negotiates and completes the
transactions in which the investments are made. The Manager performs, or
arranges for the performance of, the management, advisory and administrative
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 unaffiliated custodians, depositories, accountants, attorneys,
broker-dealers, corporate fiduciaries, insurers, banks and others as
required.  See Notes 2, 6 and 8.





2.   Summary
of Significant Accounting Policies





Exploratory
Stage Enterprise


Management
uses various criteria to evaluate whether the Fund is an exploratory stage
enterprise, including but not limited to, the success of drilling, the timing,
significance, quality and flow of production and the results of reserve reports
obtained from experts. Once a project begins production, the Manager performs
diligent analysis at regular intervals utilizing the various criteria noted
above to determine the appropriate classification of the Fund as an exploratory
stage enterprise. Based on such an analysis, the Manager has determined that the
Fund is an exploratory stage enterprise.





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 Fund’s December 31, 2008
financial statements and notes thereto included in the Fund’s Registration
Statement on Form 10 filed with the Securities and Exchange Commission
(“SEC”).  The year-end condensed balance sheet data was derived from
audited financial statements, but does not include all disclosures required by
GAAP.





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 expense
during the reporting period. On an ongoing basis, the Manager reviews its
estimates, including those related to property balances, 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 March 31, 2009 bank
balances exceeded federally insured limits by $3.6 million, of which $3.5
million was invested in money market accounts that invest
solely in U.S. Treasury bills and notes.  Effective October 2008
through December 31, 2009, federally insured limits have been increased from
$0.1 million to $0.25 million for interest bearing
deposits.  Additionally, non-interest bearing deposits are fully
insured during this period.




4
 Table of Contents




Investments
in Marketable Securities


At times
the Fund may invest in U.S. Treasury bills and notes.  These
investments are considered short-term when their maturities are one year or
less, and long-term when their maturities are greater than one
year.  At March 31, 2009 and December 31, 2008, the Fund had
short-term held-to-maturity investments totaling $50.2 million and $50.1
million, respectively. Held-to-maturity investments are those securities that
the Fund has the ability and intent to hold until maturity, and are recorded at
cost plus accrued income, adjusted for the amortization of premiums and
discounts, which approximates fair value.  The short-term
held-to-maturity investment held at March 31, 2009 matures during the second
quarter of 2009.





For all
investments, interest income is accrued as earned and amortization of premium or
discount, if any, is included in interest income.





Salvage
Fund


The Fund
deposits in a separate interest-bearing account, or a salvage fund, money to
provide for the dismantling and removal of production platforms and facilities
and plugging and abandoning its wells at the end of their useful lives, in
accordance with applicable federal and state laws and regulations.  At
March 31, 2009, the Fund had a held-to-maturity investment within its salvage
fund totaling $1.0 million, which matures in August 2013.





Interest
earned on the account will become part of the salvage fund.  There are
no legal restrictions on withdrawals from the salvage fund.





Oil
and Gas Properties


The Fund
invests in oil and gas properties, which are operated by unaffiliated entities
that 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 is billed by operators.





The
successful efforts method of accounting for oil and gas producing activities is
followed. Acquisition costs are capitalized when incurred.  Other oil
and 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
oil and 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, the cost and related accumulated
depletion and amortization will be eliminated from the property accounts, and
the resultant gain or loss is recognized.  Upon the sale or retirement
of an unproved property, gain or loss on the sale is recognized.  The
Manager does not currently intend to sell any of the Fund’s property
interests.





Capitalized
acquisition costs of producing oil and gas properties are depleted by the
units-of-production method.





At March
31, 2009 and December 31, 2008, amounts recorded in due to operators totaling
$1.5 million and $2.4 million, respectively, related to capital expenditures for
oil and gas properties.





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 rights, title and interest. 
The Fund may be 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 reclassified to unproved
properties.





Asset
Retirement Obligations


For oil
and 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 incurred. Plug and abandonment costs associated with unsuccessful
projects are expensed as dry-hole costs.  The following table presents
changes in asset retirement obligations for the three months ended March 31,
2009 and for the period March 25, 2008 (Inception) through December 31,
2008.




5
 Table of Contents




March
      31, 2009
                              
                              
                              December
      31, 2008(in
      thousands)Balance
      - Beginning of period
                              
                              $
                              -
                              
                              
                              $
                              -Liabilities
      incurred
                              
                              
                              114
                              
                              
                              
                              -Liabilities
      settled
                              
                              
                              -
                              
                              
                              
                              -Accretion
      expense
                              
                              
                              1
                              
                              
                              
                              -Balance
      - End of period
                              
                              $
                              115
                              
                              
                              $
                              -




As
indicated above, the Fund maintains a salvage fund to provide for the funding of
future asset retirement obligations.





Syndication
Costs


Syndication
costs are direct costs incurred by the Fund in connection with the offering of
the Fund’s shares, including professional fees, selling expenses and
administrative costs payable to the Manager, an affiliate of the Manager and
unaffiliated broker-dealers, which are reflected on the Fund’s balance sheet as
a reduction of shareholders’ capital.





Revenue
Recognition and Imbalances


Oil and
gas revenues are recognized when oil and gas is sold to a purchaser at a
fixed or determinable price, when delivery has occurred and title has
transferred, and if collectibility of the revenue is
probable.





The Fund
uses the sales method of accounting for gas production imbalances. The volumes
of gas sold may differ from the volumes to which the Fund is entitled based on
its interests in the properties. These differences create imbalances that are
recognized as a liability only when the properties’ estimated remaining reserves
net to the Fund will not be sufficient to enable the under-produced owner to
recoup its entitled share through production. The Fund’s recorded liability, if
any, would be reflected in other liabilities. No receivables are recorded for
those wells where the Fund has taken less than its share of
production.  At March 31, 2009 and December 31, 2008, there were no
material oil or gas balancing arrangements between the Fund and other working
interest owners.





Impairment
of Long-Lived Assets


The Fund
reviews the value of its oil and gas properties whenever management determines
that events and circumstances indicate that the recorded carrying value of
properties may not be recoverable. Impairments of producing properties are
determined by comparing future net undiscounted cash flows to the net book value
at the end of each period. If the net book value exceeds the future net
undiscounted cash flows, the carrying value of the property is written down to
“fair value,” which is determined using net discounted future cash flows from
the producing property. Different pricing assumptions, reserve estimates or
discount rates could result in a different calculated impairment. The Fund
provides for impairments on unproved properties when it determines that the
property will not be developed or a permanent impairment in value has occurred.
Given the volatility of oil and gas prices, it is reasonably possible that the
Fund’s estimate of discounted future net cash flows from proved oil and gas
reserves could change in the near term. If oil and gas prices decline
significantly, even if only for a short period of time, it is possible that
write-downs of oil and gas properties could occur.





Depletion
and Amortization


Depletion
and amortization of the cost of proved oil and gas properties are calculated
using the units-of-production method.  Proved developed reserves are used
as the base for depleting capitalized costs associated with successful
exploratory well 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.
The Fund’s wells had not begun production as of March 31, 2009 and accordingly
have not recorded depletion and amortization.





Income
Taxes


No
provision is made for income taxes in the financial statements. The Fund is a
limited liability company, and as such, the Fund’s income or loss is passed
through and included in the tax returns of the Fund’s shareholders.





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, trust fees, depletion and amortization,
which are allocated 99% to shareholders and 1% to the Manager.




6
 Table of Contents




3.   Recent
Accounting Standards





In
December 2008, the SEC issued Release No. 33-8995, “Modernization of
Oil and Gas Reporting,” amending oil and gas reporting requirements under Rule
4-10 of Regulation S-X and Industry Guide 2 in Regulation S-K.  The
new requirements provide for consideration of new technologies in evaluating
reserves, allow companies to disclose their probable and possible reserves to
investors, report oil and gas reserves using an average price based on the prior
12-month period rather than year-end prices, and revise the disclosure
requirements for oil and gas operations.  The final rules are effective for
fiscal years ending on or after December 31, 2009.





In
September 2006, the Financial Accounting Standards Board (“FASB”) issued
Statement of Financial Accounting Standards No. 157, “Fair Value Measurements,”
(“SFAS No. 157”), which applies under most other accounting pronouncements that
require or permit fair value measurements. SFAS No. 157 provides a common
definition of fair value as the price that would be received to sell an asset or
paid to transfer a liability in a transaction between market participants. The
new standard also provides guidance on the methods used to measure fair value
and requires expanded disclosures related to fair value
measurements.  On February 12, 2008, the FASB issued FASB Staff
Position No. FAS 157-2, “Effective Date of FASB Statement No. 157” (“FAS
157-2”). FAS 157-2 delayed the effective date of SFAS No. 157 for all
non-financial assets and non-financial liabilities, except those that are
recognized or disclosed at fair value in the financial statements on a recurring
basis (at least annually). The Fund adopted SFAS No. 157 for financial assets
and financial liabilities effective January 1, 2008 and for non-financial assets
and non-financial liabilities effective January 1, 2009, which includes applying
the provisions of SFAS No. 157 to (i) other non-financial assets measured at
fair value in conjunction with impairment assessments; and (ii) asset retirement
obligations initially measured at fair value. The adoption did not have a
material impact on the Fund’s balance sheet, statement of operations, or
statement of cash flows.





4.   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 assessing the reserves.  At March 31, 2009, the Fund
had no capitalized exploratory well costs in excess of one year. The following
table reflects the net changes in unproved properties for the three months ended
March 31, 2009 and for the period March 25, 2008 (Inception) through December
31, 2008.





March
      31, 2009
                                      
                                      
                                      December
      31, 2008(in
      thousands)Balance,
      beginning of period
                                      
                                      $
                                      4,923
                                      
                                      
                                      $
                                      -Additions
      to capitalized exploratory well costspending
      the determination of proved reserves
                                      
                                      
                                      11,943
                                      
                                      
                                      
                                      4,923Reclassifications
      to proved properties based onthe
      determination of proved reserves
                                      
                                      
                                      (5,087
                                      )
                                      
                                      
                                      -Capitalized
      exploratory well costs charged todry-hole
      costs
                                      
                                      
                                      (7,998
                                      )
                                      
                                      
                                      -Balance,
      end of period
                                      
                                      $
                                      3,781
                                      
                                      
                                      $
                                      4,923





Capitalized
exploratory well 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.  Dry-hole costs are detailed in the following
table.





For
      the periodMarch
      25, 2008Three
      months ended
                          
                          
                          (Inception)
      throughProject
                          
                          March
      31, 2009
                          
                          
                          March
      31, 2009(in
      thousands)Neptune
      Project
                          
                          $
                          7,998
                          
                          
                          $
                          7,998Bison
      Project
                          
                          
                          280
                          
                          
                          
                          854Eos
      Project
                          
                          
                          -
                          
                          
                          
                          6,592$
                          8,278
                          
                          
                          $
                          15,444




7
 Table of Contents




5.   Distributions





Distributions
to shareholders are allocated in proportion to the number of shares
held.  Certain shares have early investment incentive and advance
distribution rights, as defined in the LLC Agreement, which range from
approximately $3 thousand to $16 thousand per share. There have been no
distributions paid by the Fund since inception.





The
Manager determines whether available cash from operations, as defined in the LLC
Agreement, is to be distributed.  Such distributions are allocated 85%
to the shareholders and 15% to the Manager, as required by the LLC
Agreement.





Available
cash from dispositions, as defined in the LLC 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.





6.   Related
Parties





In 2008,
the Fund incurred a one-time investment fee of approximately 4.5% of initial
capital contributions, or $4.4 million, payable to the Manager.  Fees
are payable for services of investigating and evaluating investment
opportunities and effecting transactions and are expensed as
incurred.  There were no investment fees incurred for the three months
ended March 31, 2009. At December 31, 2008, investment fees totaling $5 thousand
were payable to the Manager.  There were no such amounts outstanding
at March 31, 2009.





In 2008,
the Fund incurred an offering fee, payable to the Manager, totaling $3.4
million, which approximated 3.5% of capital contributions directly related to
the offer and sale of shares.  Such offering fee was included in
syndication costs of $11.7 million.  At December 31, 2008, offering
fees totaling $3 thousand were payable to the Manager.  There were no
such amounts outstanding at March 31, 2009.





In 2008,
Ridgewood Securities Corporation, a registered broker-dealer affiliated with the
Manager, was paid commissions and placement fees for shares sold of the Fund of
$0.1 million and $1.0 million, respectively, which are reflected in syndication
costs, of this amount $1 thousand was payable at December 31, 2008. There were
no such amounts outstanding at March 31, 2009.





The LLC
Agreement provides that the Manager render management, administrative and
advisory services.  For such services, the Manager is paid an annual
management fee, payable monthly, of 2.5% of total capital contributions, net of
cumulative dry-hole and related well costs incurred by the
Fund.  Management fees of $0.6 million and $1.8 million were incurred
during the three months ended March 31, 2009 and the period March 25, 2008
(Inception) through March 31, 2009, respectively.





At times,
short-term payables and receivables, which do not bear interest, arise from
transactions with affiliates in the ordinary course of business. At March 31,
2009 and December 31, 2008, there were no such amounts payable or
receivable.





None of
the compensation paid to 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.





7.   Fair
Value of Financial Instruments





At March
31, 2009 and December 31, 2008, cash and cash equivalents, short-term
investments in marketable securities, production receivable, salvage fund and
accrued expenses approximate fair value due to their short-term
nature.





8.   Commitments
and Contingencies





Capital
Commitments


The Fund
has entered into multiple agreements for the drilling and development of its
investment properties. The estimated capital expenditures associated with these
agreements vary depending on the stage of development on a property-by-property
basis.  As of March 31, 2009, the Fund had committed to spend an
additional $13.8 million related to its investment properties.




8
 Table of Contents




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 operators of the Fund’s properties 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 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
March 31, 2009 and December 31, 2008, 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 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 that is not
insured or not fully insured could have an adverse impact upon earnings and
financial position.  Moreover, insurance is obtained as a package
covering all of the funds managed by the Manager.  Claims made by
other funds can reduce or eliminate insurance for the Fund.





9.   Subsequent
Event





Neptune
Project


In July
2008, the Fund acquired a 20.0% working interest in the Neptune Project, an
exploratory well, from Newfield Exploration Company, the
operator.  The Neptune Project began drilling in January 2009 and was
determined to be an unsuccessful well, or dry hole, in May
2009.  Dry-hole costs related to this well are estimated to be $10.2
million, of which $8.0 million was incurred during the three months ended
March 31, 2009.  The Fund expects to incur dry-hole costs of $2.2
million during the second quarter of 2009.






9
 Table of Contents




ITEM
2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS





Cautionary
Statement Regarding Forward-Looking Statements





Certain
statements in this Quarterly Report on Form 10-Q (“Quarterly Report”) and
the documents Ridgewood Energy Y Fund, LLC (the “Fund”) has incorporated by
reference into this Quarterly Report, other than purely historical information,
including estimates, projections, statements relating to the Fund’s business
plans, strategies, objectives and expected operating results, and the
assumptions upon which those statements are based, are forward-looking
statements based on current expectations and assumptions that are subject to
risks and uncertainties that may cause actual results to differ materially from
the forward-looking statements. These forward-looking statements generally are
identified by the words “believe,” “project,” “expect,” “anticipate,”
“estimate,” “intend,” “strategy,” “plan,” “target,” “pursue,” “may,” “will
likely result,” and similar expressions.  Examples of such events that
could cause actual results to differ materially from historical results or those
anticipated include weather conditions, such as hurricanes, changes in market
conditions affecting the pricing of oil and natural gas, the cost and
availability of equipment, and changes in governmental
regulations.  The Fund undertakes no obligation to update or revise
publicly any forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law.





Critical
Accounting Policies and Estimates





The
following discussion and analysis of the Fund’s financial condition and
operating results is based on its financial statements.  The
preparation of this Quarterly Report 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 the Fund’s
financial statements, and the reported amount of revenue and expense 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 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 2008 Registration Statement
on Form 10.





Overview
of the Fund’s Business





The Fund
is a Delaware limited liability company formed on March 25, 2008 to acquire
interests in oil and natural gas properties located in the United States
offshore waters of Texas, Louisiana and Alabama in the Gulf of
Mexico.  Ridgewood Energy Corporation (“Ridgewood Energy” or the
“Manager”) a Delaware corporation, is the Manager. As the Manager, Ridgewood
Energy has direct and exclusive control over the management of the Fund’s
operations. The Fund’s primary investment objective is to generate cash for
distribution to its shareholders through the acquisition of “working interests”
in the exploration, production and sale of oil and natural
gas.





The
Manager performs certain duties on the Fund’s behalf including the evaluation of
potential projects for investment and ongoing management, administrative and
advisory services associated with these projects. For these services, the
Manager receives an annual management fee equal to 2.5% of capital
contributions, net of cumulative dry-hole and related well costs incurred by the
Fund, payable monthly.  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 for the management of all
exploration, development and producing operations, as appropriate. The
Manager also participates in distributions.





Business
Update





The Fund
owns working interests and has participated in the drilling of five wells, one
is currently drilling, one has been determined to be successful and three have
been determined to be dry holes, two of which were during 2009.





Currently
Drilling


Ajax
Project


In
December 2008, the Fund acquired a 12.5% working interest in the Ajax Project,
an exploratory well.  The Ajax Project began drilling in January 2009
and results are expected during the second quarter of 2009.  Through
March 31, 2009, the Fund spent $3.8 million related to this property, for which
the total estimated budget is $15.7 million.




10
 Table of Contents




Successful
Project


Cobalt
Project


In August
2008, the Fund acquired a 12.0% working interest in the Cobalt Project, an
exploratory well.  The Cobalt Project was determined to be a
commercial success in January 2009 and completion efforts are
ongoing.  The well is expected to commence production in late-May
2009.  Through March 31, 2009, the Fund spent $5.1 million related to
this property, for which the total estimated budget is $6.2
million.





Dry
Holes


Neptune
Project


In July
2008, the Fund acquired a 20.0% working interest in the Neptune Project, an
exploratory well, from Newfield Exploration Company, the
operator.  The Neptune Project began drilling in January 2009 and was
determined to be an unsuccessful well, or dry hole, in May
2009.  Dry-hole costs related to this well are estimated to be $10.2
million, of which $8.0 million was incurred and $1.4 million was advanced during
the three months ended March 31, 2009.





Bison
Project


In
November 2008, the Fund acquired an 8.0% working interest in the Bison Project,
an exploratory well, from LLOG Exploration Offshore, Inc., the
operator.  The Bison Project, located in the Galveston region of the
Gulf of Mexico, began drilling in December 2008 and was determined to be an
unsuccessful well, or dry hole, in January 2009.  Dry-hole costs
related to this well totaled $0.9 million, of which $0.3 million was incurred
during the three months ended March 31, 2009.





Results
of Operations





The
following table summarizes the Fund’s results of operations for the three months
ended March 31, 2009 and for the period March 25, 2008 (Inception) through March
31, 2009 and should be read in conjunction with the Fund’s financial statements
and notes thereto included within Item 1. “Financial Statements” in Part I of
this Quarterly Report.  Although the date of formation is March 25,
2008, the Fund did not begin business activities until May 1, 2008, when it
initiated its private offering of shares.




For
      the periodMarch
      25, 2008Three
      months ended
                            
                            
                            (Inception)
      throughMarch
      31, 2009
                            
                            
                            March
      31, 2009(in
      thousands)RevenueOil
      and gas revenue
                            
                            $
                            -
                            
                            
                            $
                            -ExpensesDry-hole
      costs
                            
                            
                            8,278
                            
                            
                            
                            15,444Investment
      fees to affiliate
                            
                            
                            -
                            
                            
                            
                            4,417Management
      fees to affiliate
                            
                            
                            565
                            
                            
                            
                            1,809Operating
      expenses
                            
                            
                            3
                            
                            
                            
                            86General
      and administrative expenses
                            
                            
                            352
                            
                            
                            
                            663Total
      expenses
                            
                            
                            9,198
                            
                            
                            
                            22,419Loss
      from operations
                            
                            
                            (9,198
                            )
                            
                            
                            (22,419
                            )Other
      incomeInterest
      income
                            
                            
                            111
                            
                            
                            
                            438Net
      loss
                            
                            $
                            (9,087
                            )
                            
                            $
                            (21,981
                            )





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, for
the three months ended March 31, 2009 and for the period March 25, 2008
(Inception) through March 31, 2009.




11
 Table of Contents





For
      the periodMarch
      25, 2008Three
      months ended
                            
                            
                            (Inception)
      throughProject
                            
                            March
      31, 2009
                            
                            
                            March
      31, 2009(in
      thousands)Neptune
      Project
                            
                            $
                            7,998
                            
                            
                            $
                            7,998Bison
      Project
                            
                            
                            280
                            
                            
                            
                            854Eos
      Project
                            
                            
                            -
                            
                            
                            
                            6,592$
                            8,278
                            
                            
                            $
                            15,444


Investment Fees
to Affiliate. Investments fees for the period March 25, 2008 (Inception)
through March 31, 2009 were $4.4 million consisting of a one-time investment fee
paid to the Manager for the service of investigating and evaluating investment
opportunities and effecting transactions.  There were no investment
fees incurred by the Fund during the three months ended March 31,
2009.





Management Fees
to Affiliate.Management fees for the three months
ended March 31, 2009 and for the period March 25, 2008 (Inception) through
March 31, 2009 were $0.6 million and $1.8 million, respectively, representing
2.5% of the total capital contributions, net of cumulative dry-hole and related
well costs incurred by the Fund. See additional discussion above in “Overview of the Fund’s
Business”.





Operating
Expenses.  Operating expenses for the three months ended March 31,
2009 and for the period March 25, 2008 (Inception) through March 31, 2009 were
$3 thousand and $0.1 million, respectively.  Operating expenses
consist of costs incurred to operate and maintain wells and
related facilities, geological costs and accretion expense.  Geological
costs for the three months ended March 31, 2009 and for the period March 25,
2008 (Inception) through March 31, 2009 were related to the Fund's
projects. Accretion expense is related to the asset retirement obligations
established for the Fund’s proved properties.




General and
Administrative Expenses.  General and administrative expenses
represent costs specifically identifiable or allocable to the Fund, as detailed
in the following table.




For
      the periodMarch
      25, 2008Three
      months ended
                            
                            
                            (Inception)
      throughMarch
      31, 2009
                            
                            
                            March
      31, 2009(in
      thousands)Insurance
      expense
                            
                            $
                            294
                            
                            
                            $
                            493Accounting
      fees
                            
                            
                            30
                            
                            
                            
                            110Trust
      fees and other
                            
                            
                            28
                            
                            
                            
                            60$
                            352
                            
                            
                            $
                            663


Insurance
expense represents premiums related to producing well and control of well
insurance, which varies dependent upon the number of wells producing or
drilling, and director’s and officers’ liability
insurance.  Accounting fees represent annual audit and tax preparation
fees, quarterly reviews and filing fees incurred by the Fund.  Trust
fees represent bank fees associated with the management of the Fund’s cash
accounts.





Interest
Income. Interest income is comprised of interest earned on money market
accounts and investments in U.S. Treasury securities.  Interest income
for the three months ended March 31, 2009 and for the period March 25, 2008
(Inception) through March 31, 2009 was $0.1 million and $0.4 million,
respectively.





Capital
Resources and Liquidity





Operating
Cash Flows


Cash
flows used in operating activities for the three months ended March 31, 2009
were $0.9 million, primarily related to payments for management fees of $0.6
million and general and administrative expenses of $0.4 million, partially
offset by favorable working capital of $0.1 million.




12
 Table of Contents




Cash
flows used in operating activities for the period March 25, 2008 (Inception)
through March 31, 2009 were $6.7 million, primarily related to payments for
investment fees of $4.4 million, management fees of $1.8 million, general and
administrative expenses of $0.7 million and operating expenses of $0.1 million,
partially offset by interest income received of $0.3 million.





Investing
Cash Flows


Cash
flows used in investing activities for the three months ended March 31, 2009
were $10.1 million primarily related to capital expenditures for oil and gas
properties. Additionally, the Fund increased its salvage fund investments by $6
thousand, which consisted of the interest earned on this account.





Cash
flows used in investing activities for the period March 25, 2008 (Inception)
through March 31, 2009 were $75.4 million related to capital expenditures for
oil and gas properties, inclusive of advances, of $24.4 million, investments in
U.S. treasury securities of $50.0 million and salvage fund investments totaling
$1.0 million. Additionally, the Fund increased its salvage fund investments by
$13 thousand, which consisted of the interest earned on this
account.





Financing
Cash Flows


Cash
flows used in financing activities for the three months ended March 31, 2009
were $12 thousand related to syndication costs paid.





Cash
flows provided by financing activities for the period March 25, 2008 (Inception)
through March 31, 2009 were $86.2 million related to $97.8 million of
shareholder contributions received offset by $11.7 million of syndication costs
paid.





Estimated
Capital Expenditures





The Fund
has entered into multiple 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 March 31, 2009, the Fund had
committed to spend an additional $13.8 million related to its investment
properties.





When the
Manager makes a decision to participate 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 and infrastructure
anticipated.  If an 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.





Capital
expenditures for investment properties are funded with the capital raised by the
Fund in its private placement offering, which is more than likely, all the
capital it will be able to obtain. The number of projects in which the Fund can
invest will naturally be limited, and each unsuccessful project the Fund
experiences will reduce its ability to generate revenue and exhaust its capital.
Typically, the Manager seeks an investment portfolio that combines high and low
risk exploratory projects.





Liquidity
Needs





The
Fund’s primary short-term liquidity needs are to fund its operations, inclusive
of management fees, and capital expenditures for its investment
properties.  Operations are funded utilizing operating income,
existing cash on-hand, short-term investments and income earned
therefrom.





The
Manager is entitled to receive an annual management fee from the Fund regardless
of the Fund’s profitability in that year. Generally, all or a portion of the
management fee is paid from operating income and interest income, although the
management fee can be paid out of capital contributions; however, this is not
the Fund’s intent.





Distributions
are funded from cash flow from operations, as defined in the Fund’s limited
liability company agreement, and the frequency and amount are within the
Manager’s discretion subject to available cash from operations, reserve
requirements and the Fund’s operations.




13
 Table of Contents




Off-Balance
Sheet Arrangements





The Fund
had no off-balance sheet arrangements as of March 31, 2009 and December 31, 2008
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, an operator enters into various contractual commitments pertaining to
exploration, development and production activities.  The Fund does not
negotiate any such contracts.  No contractual obligations exist at
March 31, 2009 and December 31, 2008 other than those discussed in “Estimated
Capital Expenditures” above.





Recent
Accounting Pronouncements





See Note
3 of Notes to Unaudited Condensed Financial Statements – “Recent Accounting
Standards” contained in this Quarterly Report for a discussion of recent
accounting pronouncements.





ITEM
3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK





Not
required.





ITEM
4.  CONTROLS AND PROCEDURES




In
accordance with Exchange Act Rules 13a-15 and 15d-15, the Fund carried out
an evaluation, under the supervision and with the participation of management,
including its Chief Executive Officer and Chief Financial Officer, of the
effectiveness of our disclosure controls and procedures as of the end of the
period covered by this report.  Based on that evaluation, the Chief
Executive Officer and Chief Financial Officer concluded that the Fund’s
disclosure controls and procedures were effective as of March 31,
2009.






There has
been no change in the Fund’s internal control over financial reporting that
occurred during the three months ended March 31, 2009 that has materially
affected, or is reasonably likely to materially affect, the Fund’s internal
control over financial reporting.




PART
II - OTHER INFORMATION





ITEM
1. LEGAL PROCEEDINGS





None.





ITEM
1A. RISK FACTORS





Not
required.





ITEM
2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS





None.





ITEM
3.  DEFAULTS UPON SENIOR SECURITIES





None.





ITEM
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS





None.





ITEM
5. OTHER INFORMATION





None.




14
 Table of Contents




ITEM
6. EXHIBITS







EXHIBITNUMBER
                  
                  TITLE OF EXHIBIT
                  
                  METHOD OF FILING31.1
                  
                  Certification
      of Robert E. Swanson, Chief Executive Officer of the Fund, pursuant to
      Securities Exchange Act Rule 13a-14(a)
                  Filed
      herewith31.2
                  
                  Certification
      of Kathleen P. McSherry, Chief Financial Officer of the Fund, pursuant to
      Securities Exchange Act Rule 13a-14(a)
                  Filed
      herewith32
                  
                  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 Fund and Kathleen P. McSherry, Chief Financial
      Officer of the Fund
                  Filed
      herewith








15
 Table of Contents




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:
                  May
      21, 2009
                  
                  
                  
                  RIDGEWOOD
      ENERGY Y FUND, LLCBy:
                  /s/
                  
                  ROBERT
      E. SWANSONName:
                  
                  Robert
      E. SwansonTitle:
                  
                  President
      and Chief Executive Officer(Principal
      Executive Officer)Dated:
                  May
      21, 2009By:
                  /s/
                  
                  KATHLEEN
      P. MCSHERRYName:
                  
                  Kathleen
      P. McSherryTitle:
                  
                  Executive
      Vice President and Chief Financial Officer(Principal
      Financial
Officer)












16