UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON,
D.C. 20549

FORM 10-Q

|  |                                                                                         
|- | ----------------------------------------------------------------------------------------
|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
 SECURITIES EXCHANGE ACT OF 1934
|  | For
 the quarterly period ended March 31, 2009                                          

or

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

Commission File No. 000-51924

RIDGEWOOD ENERGY O FUND, LLC(Exact name of registrant as specified in its charter)

|                                 |  |                     
|-------------------------------- |  | --------------------
|Delaware                         |  | 76-0774429          
|(State
 or other jurisdiction of |  | (I.R.S.
 Employer   
|incorporation
 or organization)  |  | 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 x 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         | o
| | Non-accelerated filer                          | o | Smaller reporting company | x
| | (Do not check if a smaller
 reporting company) |   |                           |  

Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).   Yes o
No x

There
is no market for the shares. As of April 28, 2009 there are 870.6486 shares
outstanding.

---



Table of Contents

|                               |                                                                                                  |     
|------------------------------ | ------------------------------------------------------------------------------------------------ | ----
|                               |                                                                                                  | Page
|                               |                                                                                                  |     
|PART I - FINANCIAL INFORMATION |                                                                                                 
|Item 1.                        | Financial
 Statements                                                                            |     
|                               | Unaudited Condensed Balance Sheets as of March 31,
 2009 and December 31, 2008                   | 2   
|                               | Unaudited Condensed Statements of Operations for the
 three months ended March 31, 2009 and 2008 | 3   
|                               | Unaudited Condensed Statements of Cash Flows for the
 three months ended March 31, 2009 and 2008 | 4   
|                               | Notes to Unaudited Condensed Financial Statements                                                | 5   
|Item 2.                        | Managements
 Discussion and Analysis of Financial Condition and Results of Operations           | 11  
|Item 3.                        | Quantitative
 and Qualitative Disclosures about Market Risk                                      | 16  
|Item 4.                        | Controls
 and Procedures                                                                         | 16  
|                               |                                                                                                  |     
|PART II - OTHER INFORMATION    |                                                                                                 
|Item 1.                        | Legal
 Proceedings                                                                               | 16  
|Item 1A.                       | Risk
 Factors                                                                                    | 16  
|Item 2.                        | Unregistered
 Sales of Equity Securities and Use of Proceeds                                     | 16  
|Item 3.                        | Defaults
 Upon Senior Securities                                                                 | 16  
|Item 4.                        | Submission
 of Matters to a Vote of Security Holders                                             | 16  
|Item 5.                        | Other
 Information                                                                               | 17  
|Item 6.                        | Exhibits                                                                                         | 17  
|                               |                                                                                                  |     
|                               | SIGNATURES                                                                                       | 18  

1

---



PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL
STATEMENTS

RIDGEWOOD
ENERGY O FUND, LLCUNAUDITED CONDENSED BALANCE SHEETS
(in thousands, except share data)

|                                                                                |  |                |         |                    |   |         |  
|------------------------------------------------------------------------------- |  | -------------- | ------- | ------------------ | - | ------- | -
|                                                                                |  | March 31, 2009 |         | December
 31, 2008 |  
|                                                                                |  |                |         |                    |  
|ASSETS                                                                          |  |                |         |                    |   |         |  
|Current assets:                                                                 |  |                |         |                    |   |         |  
|Cash and cash equivalents                                                       |  | $              | 16,022  |                    | $ | 16,818  |  
|Short-term investments in marketable securities                                 |  |                | 16,068  |                    |   | 20,100  |  
|Production receivable                                                           |  |                | 378     |                    |   | 530     |  
|Prepaid royalties                                                               |  |                |        |                    |   | 517     |  
|Other current assets                                                            |  |                | 206     |                    |   | 186     |  
|                                                                                |  |                |         |                    |   |         |  
|Total current assets                                                            |  |                | 32,674  |                    |   | 38,151  |  
|Salvage fund                                                                    |  |                | 1,146   |                    |   | 1,139   |  
|Oil and gas properties:                                                         |  |                |         |                    |   |         |  
|Advances to operators for working interests and expenditures                    |  |                |        |                    |   | 128     |  
|Unproved properties                                                             |  |                | 2,577   |                    |   | 984     |  
|Proved properties                                                               |  |                | 14,263  |                    |   | 12,525  |  
|Less: accumulated depletion and amortization                                    |  |                | (4,510  | )                  |   | (4,238  | )
|                                                                                |  |                |         |                    |   |         |  
|Total oil and gas properties, net                                               |  |                | 12,330  |                    |   | 9,399   |  
|                                                                                |  |                |         |                    |   |         |  
|                                                                                |  |                |         |                    |   |         |  
|Total assets                                                                    |  | $              | 46,150  |                    | $ | 48,689  |  
|                                                                                |  |                |         |                    |   |         |  
|                                                                                |  |                |         |                    |   |         |  
|LIABILITIES
 AND MEMBERS CAPITAL                                               |  |                |         |                    |   |         |  
|Current liabilities:                                                            |  |                |         |                    |   |         |  
|Due to operators                                                                |  | $              | 1,101   |                    | $ | 1,965   |  
|Accrued expenses                                                                |  |                | 122     |                    |   | 97      |  
|                                                                                |  |                |         |                    |   |         |  
|Total current liabilities                                                       |  |                | 1,223   |                    |   | 2,062   |  
|                                                                                |  |                |         |                    |   |         |  
|Asset retirement obligations                                                    |  |                | 456     |                    |   | 415     |  
|                                                                                |  |                |         |                    |   |         |  
|Total liabilities                                                               |  |                | 1,679   |                    |   | 2,477   |  
|                                                                                |  |                |         |                    |   |         |  
|                                                                                |  |                |         |                    |   |         |  
|Commitments and contingencies
 (Note 8)                                         |  |                |         |                    |   |         |  
|Members capital:                                                               |  |                |         |                    |   |         |  
|Manager:                                                                        |  |                |         |                    |   |         |  
|Distributions                                                                   |  |                | (1,505  | )                  |   | (1,185  | )
|Accumulated deficit                                                             |  |                | (342    | )                  |   | (428    | )
|                                                                                |  |                |         |                    |   |         |  
|Managers total                                                                 |  |                | (1,847  | )                  |   | (1,613  | )
|                                                                                |  |                |         |                    |   |         |  
|                                                                                |  |                |         |                    |   |         |  
|Shareholders:                                                                   |  |                |         |                    |   |         |  
|Capital contributions (935 shares authorized; 870.6486 issued and
 outstanding) |  |                | 128,990 |                    |   | 128,990 |  
|Syndication costs                                                               |  |                | (14,742 | )                  |   | (14,742 | )
|Distributions                                                                   |  |                | (8,530  | )                  |   | (6,717  | )
|Accumulated deficit                                                             |  |                | (59,400 | )                  |   | (59,706 | )
|                                                                                |  |                |         |                    |   |         |  
|Shareholders total                                                             |  |                | 46,318  |                    |   | 47,825  |  
|                                                                                |  |                |         |                    |   |         |  
|                                                                                |  |                |         |                    |   |         |  
|Total members capital                                                          |  |                | 44,471  |                    |   | 46,212  |  
|                                                                                |  |                |         |                    |   |         |  
|                                                                                |  |                |         |                    |   |         |  
|Total liabilities and members capital                                          |  | $              | 46,150  |                    | $ | 48,689  |  
|                                                                                |  |                |         |                    |   |         |  

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

2

---



RIDGEWOOD ENERGY O FUND, LLCUNAUDITED CONDENSED STATEMENTS OF OPERATIONS
(in thousands, except per share data)

|                                      |  |                               |       |      |   |       | 
|------------------------------------- |  | ----------------------------- | ----- | ---- | - | ----- | 
|                                      |  | Three
 months ended March 31, |      
|                                      |  | 2009                          |       | 2008 |  
|                                      |  |                               |       |      |  
|Revenue                               |  |                               |       |      |   |       | 
|Oil and gas revenue                   |  | $                             | 1,223 |      | $ | 2,415 | 
|                                      |  |                               |       |      |   |       | 
|Expenses                              |  |                               |       |      |   |       | 
|Depletion and amortization            |  |                               | 272   |      |   | 820   | 
|Dry-hole costs                        |  |                               | (20   | )    |   | 424   | 
|Management fees to affiliate (Note 6) |  |                               | 431   |      |   | 552   | 
|Operating expenses                    |  |                               | 87    |      |   | 32    | 
|General and administrative expenses   |  |                               | 141   |      |   | 199   | 
|                                      |  |                               |       |      |   |       | 
|Total expenses                        |  |                               | 911   |      |   | 2,027 | 
|                                      |  |                               |       |      |   |       | 
|                                      |  |                               |       |      |   |       | 
|Income from operations                |  |                               | 312   |      |   | 388   | 
|Other income                          |  |                               |       |      |   |       | 
|Interest income                       |  |                               | 80    |      |   | 436   | 
|                                      |  |                               |       |      |   |       | 
|Net income                            |  | $                             | 392   |      | $ | 824   | 
|                                      |  |                               |       |      |   |       | 
|                                      |  |                               |       |      |   |       | 
|Manager Interest                      |  |                               |       |      |   |       | 
|Net income                            |  | $                             | 86    |      | $ | 240   | 
|                                      |  |                               |       |      |   |       | 
|Shareholder Interest                  |  |                               |       |      |   |       | 
|Net income                            |  | $                             | 306   |      | $ | 584   | 
|Net income per share                  |  | $                             | 351   |      | $ | 671   | 

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

3

---



RIDGEWOOD ENERGY O FUND, LLCUNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
(in thousands)

|                                                                                                                       |  |                               |        |      |   |        |  
|---------------------------------------------------------------------------------------------------------------------- |  | ----------------------------- | ------ | ---- | - | ------ | -
|                                                                                                                       |  | Three
 months ended March 31, |       
|                                                                                                                       |  | 2009                          |        | 2008 |  
|                                                                                                                       |  |                               |        |      |  
|                                                                                                                       |  |                               |        |      |   |        |  
|Cash flows from operating activities                                                                                   |  |                               |        |      |   |        |  
|Net income                                                                                                             |  | $                             | 392    |      | $ | 824    |  
|Adjustments to reconcile net income to net cash provided by operating
 activities:                                     |  |                               |        |      |   |        |  
|Depletion and amortization                                                                                             |  |                               | 272    |      |   | 820    |  
|Dry-hole costs                                                                                                         |  |                               | (20    | )    |   | 424    |  
|Accretion expense                                                                                                      |  |                               | 3      |      |   | 2      |  
|Interest earned on marketable securities                                                                               |  |                               | (62    | )    |   | (287   | )
|Changes in assets and liabilities:                                                                                     |  |                               |        |      |   |        |  
|Decrease (increase) in production receivable                                                                           |  |                               | 152    |      |   | (713   | )
|Decrease in prepaid royalties                                                                                          |  |                               | 517    |      |   |       |  
|Decrease (increase) in other current assets                                                                            |  |                               | 35     |      |   | (104   | )
|Decrease in due to operators                                                                                           |  |                               | 1      |      |   | (14    | )
|Increase (decrease) in accrued expenses                                                                                |  |                               | 25     |      |   | (29    | )
|Decrease in due to affiliates                                                                                          |  |                               |       |      |   | (652   | )
|                                                                                                                       |  |                               |        |      |   |        |  
|Net cash provided by operating activities                                                                              |  |                               | 1,315  |      |   | 271    |  
|                                                                                                                       |  |                               |        |      |   |        |  
|                                                                                                                       |  |                               |        |      |   |        |  
|Cash flows from investing activities                                                                                   |  |                               |        |      |   |        |  
|                                                                                                                       |  |                               |        |      |   |        |  
|Capital expenditures for oil and gas properties                                                                        |  |                               | (4,065 | )    |   | (1,556 | )
|Proceeds from the maturity of held-to-maturity investments                                                             |  |                               | 10,094 |      |   | 40,889 |  
|Investment in held-to-maturity securities                                                                              |  |                               | (6,000 | )    |   |       |  
|Interest reinvested in salvage fund                                                                                    |  |                               | (7     | )    |   | (9     | )
|                                                                                                                       |  |                               |        |      |   |        |  
|Net cash provided by investing activities                                                                              |  |                               | 22     |      |   | 39,324 |  
|                                                                                                                       |  |                               |        |      |   |        |  
|                                                                                                                       |  |                               |        |      |   |        |  
|Cash flows from financing activities                                                                                   |  |                               |        |      |   |        |  
|Distributions                                                                                                          |  |                               | (2,133 | )    |   | (988   | )
|                                                                                                                       |  |                               |        |      |   |        |  
|Net cash used in financing activities                                                                                  |  |                               | (2,133 | )    |   | (988   | )
|                                                                                                                       |  |                               |        |      |   |        |  
|                                                                                                                       |  |                               |        |      |   |        |  
|Net (decrease) increase in cash and cash equivalents                                                                   |  |                               | (796   | )    |   | 38,607 |  
|                                                                                                                       |  |                               |        |      |   |        |  
|Cash and cash equivalents, beginning of period                                                                         |  |                               | 16,818 |      |   | 14,546 |  
|                                                                                                                       |  |                               |        |      |   |        |  
|                                                                                                                       |  |                               |        |      |   |        |  
|Cash and cash equivalents, end of period                                                                               |  | $                             | 16,022 |      | $ | 53,153 |  
|                                                                                                                       |  |                               |        |      |   |        |  
|                                                                                                                       |  |                               |        |      |   |        |  
|Supplemental schedule of non-cash investing activities                                                                 |  |                               |        |      |   |        |  
|Advances used for capital expenditures in oil and gas properties
 reclassified to proved properties and dry-hole costs |  | $                             | 128    |      | $ | 1,866  |  
|                                                                                                                       |  |                               |        |      |   |        |  

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

4

---



RIDGEWOOD
ENERGY O FUND, LLCNOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

1.     Organization and
Purpose

The
Ridgewood Energy O Fund, LLC (the Fund), a Delaware limited liability
company, was formed on December 21, 2004 and operates pursuant to a limited
liability company agreement (the LLC Agreement) dated as of February 16, 2005
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.

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

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 Annual Report on
Form 10-K 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 $5.3 million, of which $4.5 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.


5

---



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 greater than three months and 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 $16.1 million and
$20.1 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 investments held at March 31, 2009 mature in April 2009 and
August 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
held-to-maturity investments within its salvage fund totaling $1.1 million,
which mature in February 2012.


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.

As
of March 31, 2009 and December 31, 2008, amounts recorded in due to operators
totaling $1.1 million and $1.9 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 the year ended
December 31, 2008.


6

---



|                                 |  |                 |     |                    |   |     | 
|-------------------------------- |  | --------------- | --- | ------------------ | - | --- | 
|                                 |  | March 31,
 2009 |     | December
 31, 2008 |  
|                                 |  |                 |     |                    |  
|                                 |  | (in
 thousands) |    
|Balance - Beginning of
 period   |  | $               | 415 |                    | $ | 39  | 
|Liabilities incurred             |  |                 | 38  |                    |   | 268 | 
|Liabilities settled              |  |                 |    |                    |   |    | 
|Accretion expense                |  |                 | 3   |                    |   | 8   | 
|Revisions to previous
 estimates |  |                 |    |                    |   | 100 | 
|                                 |  |                 |     |                    |   |     | 
|Balance - End of period          |  | $               | 456 |                    | $ | 415 | 
|                                 |  |                 |     |                    |   |     | 

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.


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.


7

---



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.


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 Standard 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. SFAS No. 157 had originally been effective for financial
statements issued for fiscal years beginning after November 15, 2007, however
the FASB has agreed on a one year deferral for all non-financial assets and
liabilities. On January 1, 2008, the Fund adopted SFAS No. 157 for financial
assets and liabilities.

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 the year
ended December 31, 2008.

|                                                                                              |  |                 |        |                    |   |        |  
|--------------------------------------------------------------------------------------------- |  | --------------- | ------ | ------------------ | - | ------ | -
|                                                                                              |  | March 31,
 2009 |        | December
 31, 2008 |  
|                                                                                              |  |                 |        |                    |  
|                                                                                              |  | (in
 thousands) |       
|Balance - Beginning of period                                                                 |  | $               | 984    |                    | $ | 5,961  |  
|Additions to capitalized exploratory well costs pending the
 determination of proved reserves |  |                 | 3,289  |                    |   | 5,635  |  
|Reclassifications to proved properties based on the determination of
 proved reserves         |  |                 | (1,696 | )                  |   | (6,843 | )
|Capitalized exploratory well costs charged to dry-hole costs                                  |  |                 |       |                    |   | (3,769 | )
|                                                                                              |  |                 |        |                    |   |        |  
|Balance - End of period                                                                       |  | $               | 2,577  |                    | $ | 984    |  
|                                                                                              |  |                 |        |                    |   |        |  

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. During the three months ended March 31, 2009
and 2008, certain wells received credits from their respective operators upon
review and audit of the wells costs.
Dry-hole costs, inclusive of credits, are detailed in the following table.

8

---



|                       |  |                              |      |      |   |     |  
|---------------------- |  | ---------------------------- | ---- | ---- | - | --- | -
|                       |  | Three months ended March 31, |     
|Lease
 Block           |  | 2009                         |      | 2008 |  
|                       |  |                              |      |      |  
|                       |  | (in thousands)               |     
|South Timbalier 287    |  | $                            | 328  |      | $ |    |  
|Bison Project          |  |                              | 105  |      |   |    |  
|High Island 38         |  |                              | 19   |      |   |    |  
|South Marsh Island 213 |  |                              |     |      |   | 437 |  
|West Delta 95          |  |                              | (458 | )    |   | (14 | )
|Other wells            |  |                              | (14  | )    |   | 1   |  
|                       |  |                              |      |      |   |     |  
|                       |  | $                            | (20  | )    | $ | 424 |  
|                       |  |                              |      |      |   |     |  

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 $5 thousand to $10 thousand per share. The Fund began making distributions to
eligible early investors during December 2007 and to all investors in October
2008.

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

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 for the three months ended March 31, 2009 and
2008 were $0.4 million and $0.6 million, 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 outstanding.

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 are recorded at cost, which approximates 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 $19.7 million related to its investment properties.


9

---



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.


10

---



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 O 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 expenses during the reporting period. Actual results may
differ from those estimates and assumptions.
See Notes to Unaudited Condensed Financial Statements in Part I of
this Quarterly Report 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
Annual Report on Form 10-K.

Overview of the Funds Business

The
Fund is a Delaware limited liability company formed on December 21, 2004 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 nineteen
wells, six have been determined to be successful and thirteen have been
determined to be dry holes, two of which were during the first quarter of 2009.

Successful ProjectsAspen
Project

In July 2008, the Fund acquired a 2.33% working
interest in the Aspen Project, an exploratory well, from Newfield Exploration
Company (Newfield), the operator. The
Aspen Project was determined to be a commercial success in April 2009 and
completion efforts are ongoing. The Aspen project is a deepwater well that
requires significant infrastructure construction. Through March 31, 2009,
the Fund has spent $2.6 million related to this property, for which the total
estimated budget is $19.5 million, which includes two additional wells.


11

---



Cobalt Project

In August 2008, the Fund acquired a 4.0% working
interest in the Cobalt Project, an exploratory well, from Newfield, the
operator. 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 May 2009. Through March 31, 2009, the Fund has spent $1.7 million related to
this property, for which the total estimated budget is $2.1 million.


Liberty Project

In April 2008, the Fund acquired a 5.0% working
interest in the Liberty Project, an exploratory well, from LLOG Exploration
Offshore, Inc. (LLOG), the operator.
This project began drilling in May 2008 and was determined to be
successful in July 2008. Completion
efforts are ongoing and production is expected in the first quarter 2010. The Liberty project is a deepwater well that requires significant
infrastructure construction. Through March 31, 2009, the Fund has spent
$2.9 million on this well, for which the total estimated budget is $5.3
million.


South Pelto 9

In July 2006, the Fund acquired a 16.67%
working interest from Newfield, the operator.
South Pelto 9 was determined to be successful in late-2006 and
production commenced in September 2007.
In August 2007, Newfield sold its interest in this property to McMoRan
Exploration Co. (McMoRan). At that
time, McMoRan assumed Newfields responsibilities as the operator of this
property. The Fund has spent $4.9
million related to this property.


Eugene Island
346/347Well #1

In
March 2007, the Fund acquired a 5.0% working interest in the exploratory well
Eugene Island 346/347, from Newfield, the operator. In June 2007, the well was determined to be successful. In August
2007, Newfield sold its interest in this property to McMoRan. At that time, McMoRan assumed Newfields
responsibilities as the operator of this property. The well was completed and production commenced in June 2008. The
Fund has spent $3.6 million related to this property.


Well #2

As
a result of the drilling success of the first exploratory well for Eugene
Island 346/347, the second well began drilling and was determined to be commercially successful
 in May 2008,  and production commenced in
July 2008. The Fund has spent $0.8 million related to this property.


None
of the Funds wells, including Eugene Island 346/347 wells #1 and #2, were
materially damaged as a result of third quarter 2008 hurricane activity in the
Gulf of Mexico. However, the pipeline
utilized to transport these wells oil and gas production has suffered severe
damage thereby shutting down production for these wells. As a result, these wells have been shut-in
until the pipeline repairs are completed by its owner. There is no cost to the Fund related to
these repair activities, however, these wells will not produce oil and gas or
earn revenue during this repair period. The Eugene Island properties are
currently expected to resume production during the third quarter 2009.

Dry HolesSouth Timbalier 287

In
November 2007, the Fund acquired a 4.0% working interest in the exploratory
well South Timbalier 287, from Apache Corporation, the operator. This
project began drilling in March 2008 and was determined to be an unsuccessful
well, or dry hole, in January 2009.
Dry-hole costs related to this well totaled $4.2 million, of which $0.3
million were incurred during the three months ended March 31, 2009.


Bison Project

In November 2008, the Fund acquired a 3.0% working
interest in the Bison Project, an exploratory well, from LLOG, the
operator. The Bison project 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 $0.3
million, of which $0.1 million were incurred during the three months ended
March 31, 2009.


12

---



Results of Operations

The
following table summarizes the Funds results of operations for the three
months ended March 31, 2009 and 2008 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.

|                                    |  |                               |       |      |   |       | 
|----------------------------------- |  | ----------------------------- | ----- | ---- | - | ----- | 
|                                    |  | Three
 months ended March 31, |      
|                                    |  | 2009                          |       | 2008 |  
|                                    |  |                               |       |      |  
|                                    |  | (in
 thousands)               |      
|Revenue                             |  |                               |       |      |   |       | 
|Oil and gas revenue                 |  | $                             | 1,223 |      | $ | 2,415 | 
|                                    |  |                               |       |      |   |       | 
|Expenses                            |  |                               |       |      |   |       | 
|Depletion and amortization          |  |                               | 272   |      |   | 820   | 
|Dry-hole costs                      |  |                               | (20   | )    |   | 424   | 
|Management fees to affiliate        |  |                               | 431   |      |   | 552   | 
|Operating expenses                  |  |                               | 87    |      |   | 32    | 
|General and administrative expenses |  |                               | 141   |      |   | 199   | 
|                                    |  |                               |       |      |   |       | 
|Total expenses                      |  |                               | 911   |      |   | 2,027 | 
|                                    |  |                               |       |      |   |       | 
|Income from operations              |  |                               | 312   |      |   | 388   | 
|Other income                        |  |                               |       |      |   |       | 
|Interest income                     |  |                               | 80    |      |   | 436   | 
|                                    |  |                               |       |      |   |       | 
|Net income                          |  | $                             | 392   |      | $ | 824   | 
|                                    |  |                               |       |      |   |       | 

Three months
ended March 31, 2009 compared to the Three months ended March 31,
2008

As
previously discussed in the Business Update, Eugene Island 346/347 wells #1 and
#2 are currently shut-in pending completion of pipeline repairs and will not
produce oil and gas or earn revenue during this repair period. The Eugene
Island properties are currently expected to resume production during the third quarter
2009.

Oil and Gas Revenue. During the three months ended March 31,
2009, the Fund had one producing well, South Pelto 9, which came onto
production in September 2007. Oil and
gas revenue for the three months ended March 31, 2009 was $1.2 million, a $1.2
million decrease from the three months ended March 31, 2008. The decrease is
attributable to a decrease in the average prices totaling $1.3 million and
decreased processing revenue of $0.1 million, partially offset by increased
sales volumes totaling $0.2 million.

The
Funds well sold 7 thousand barrels of oil during each of the three months
ended March 31, 2009 and 2008 respectively.
The Funds oil prices averaged $42 per barrel during the three months
ended March 31, 2009 compared to approximately $99 per barrel during the three
months ended March 31, 2008.

Gas
production during the three months ended March 31, 2009 was 164 thousand mcf
compared to 145 thousand mcf, during the three months ended March 31,
2008. During the three months ended
March 31, 2009, the Funds gas prices averaged $5.10 per mcf compared to $10.31
per mcf during the three months ended March 31, 2008.

The
increase in sales volumes for the three months ended March 31, 2009 was
principally attributable to improved production rates for the South Pelto 9
well.

Depletion and Amortization.
Depletion and amortization for the three months ended March 31, 2009 was
$0.3 million, a $0.5 million decrease from the three months ended March 31,
2008. The decrease is attributable to a decrease in the South Pelto 9 depletion
rate totaling $0.8 million offset by increased production volumes totaling $0.3
million. The depletion rate for South
Pelto 9 decreased as a result of an increase in the wells December 31, 2008
reserve estimates as reported by the Funds independent petroleum engineers.

13

---



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. During the three
months ended March 31, 2009 and 2008, certain wells received credits from their
respective operators upon review and audit of the wells costs. The following table summarizes dry-hole
costs inclusive of plug and abandonment costs and credits.

|                       |  |                              |      |      |   |     |  
|---------------------- |  | ---------------------------- | ---- | ---- | - | --- | -
|                       |  | Three months ended March 31, |     
|Lease
 Block           |  | 2009                         |      | 2008 |  
|                       |  |                              |      |      |  
|                       |  | (in thousands)               |     
|South Timbalier 287    |  | $                            | 328  |      | $ |    |  
|Bison Project          |  |                              | 105  |      |   |    |  
|High Island 38         |  |                              | 19   |      |   |    |  
|South Marsh Island 213 |  |                              |     |      |   | 437 |  
|West Delta 95          |  |                              | (458 | )    |   | (14 | )
|Other wells            |  |                              | (14  | )    |   | 1   |  
|                       |  |                              |      |      |   |     |  
|                       |  | $                            | (20  | )    | $ | 424 |  
|                       |  |                              |      |      |   |     |  

Management Fees to Affiliate.  Management fees
for the three months ended March 31, 2009 and 2008 were $0.4 million
and $0.6 million, respectively, representing 2.5% of the total capital
contributions, net of cumulative dry-hole and related well costs incurred by
the Fund.

Operating
Expenses. Operating expenses include the costs of
operating and maintaining wells and related facilities, geological costs and
accretion expense as detailed in the following table.

|                        |  |                              |    |      |   |    | 
|----------------------- |  | ---------------------------- | -- | ---- | - | -- | 
|                        |  | Three months ended March 31, |   
|                        |  | 2009                         |    | 2008 |  
|                        |  |                              |    |      |  
|                        |  | (in thousands)               |   
|Lease operating expense |  | $                            | 80 |      | $ | 30 | 
|Geological costs        |  |                              | 4  |      |   |   | 
|Accretion expense       |  |                              | 3  |      |   | 2  | 
|                        |  |                              |    |      |   |    | 
|                        |  | $                            | 87 |      | $ | 32 | 
|                        |  |                              |    |      |   |    | 

Lease
operating expenses for the three months ended March 31, 2009 and 2008 related
to South Pelto 9. Geological costs for the three months ended March 31, 2009
related to the Aspen Project.
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.

|                     |  |                               |     |      |   |     | 
|-------------------- |  | ----------------------------- | --- | ---- | - | --- | 
|                     |  | Three
 months ended March 31, |    
|                     |  | 2009                          |     | 2008 |  
|                     |  |                               |     |      |  
|                     |  | (in
 thousands)               |    
|Insurance expense    |  | $                             | 77  |      | $ | 118 | 
|Accounting fees      |  |                               | 47  |      |   | 55  | 
|Trust fees and other |  |                               | 17  |      |   | 26  | 
|                     |  |                               |     |      |   |     | 
|                     |  | $                             | 141 |      | $ | 199 | 
|                     |  |                               |     |      |   |     | 

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 was $80 thousand, a $0.4 million decrease
from the three months ended March 31, 2008.
The decrease was the result of a reduction in average outstanding
balances earning interest, due to ongoing capital expenditures for oil and gas
properties, coupled with lower interest rates earned.

14

---



Capital Resources and Liquidity

Operating Cash
Flows

Cash flows provided by operating activities for the
three months ended March 31, 2009 were $1.3 million, principally attributable
to revenue receipts of $1.4 million and a refund of the MMS prepayments for
estimated royalties totaling $0.5 million.
These amounts were partially offset by management fees of $0.4 million
and operating and general and administrative expenses totaling of $0.2 million.


Cash flows provided by operating activities for the
three months ended March 31, 2008 were $0.3 million principally attributable to
revenue receipts of $1.7 million and interest income received of $0.1 million. These amounts were partially offset by
payments to affiliates of $0.7 million for amounts outstanding at December 31,
2007, management fees of $0.6 million, and general and administrative expenses
of $0.2 million.

Investing Cash
Flows

Cash flows provided by investing activities for the
three months ended March 31, 2009 were $22 thousand, principally related to
proceeds from the maturity of U.S. Treasury securities totaling $10.1 million,
partially offset by investments in marketable securities of $6.0 million and
capital expenditures for oil and gas properties totaling $4.1 million. Additionally, the Fund increased its salvage
fund investments by $7 thousand, which consisted of the interest earned on this
account.


Cash flows provided by investing activities for the
three months ended March 31, 2008 were $39.3 million, principally related to
proceeds from the maturity of U.S. Treasury securities totaling $40.9 million,
partially offset by capital expenditures for oil and gas properties of $1.6
million. Additionally, the Fund
increased its salvage fund investments by $9 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 $2.1 million related to
distributions paid.


Cash
flows used in financing activities for the three months ended March 31, 2008 were $1.0 million related to
distributions 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 $19.7 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.

15

---



Distributions
are funded from cash flow from operations, and the frequency and amount are
within the Managers discretion subject to available cash from operations,
reserve requirements and the Funds operations.

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, our 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

There
have been no changes to the legal proceedings disclosed in the Funds most
recent Annual Report on Form 10-K.

ITEM 1A.
RISK FACTORS

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.

16

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ITEM 5.
OTHER INFORMATION

None.

ITEM 6.
EXHIBITS

|                |  |                                                                                                                                                                                                                                                              |  |                  
|--------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | -----------------
|                |  |                                                                                                                                                                                                                                                              |  |                  
|EXHIBIT
 NUMBER |  | TITLE OF EXHIBIT                                                                                                                                                                                                                                             |  | METHOD OF
 FILING
|                |  |                                                                                                                                                                                                                                                              |  |                  
|                |  |                                                                                                                                                                                                                                                              |  |                  
|31.1            |  | Certification of Robert E.
 Swanson, Chief Executive Officer, pursuant to Securities Exchange Act Rule
 13a-14(a).                                                                                                                                           |  | Filed
 herewith  
|31.2            |  | Certification of Kathleen
 P. McSherry, Chief Financial Officer, pursuant to Securities Exchange Act
 Rule 13a-14(a).                                                                                                                                        |  | Filed
 herewith  
|32              |  | Certifications pursuant to
 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of The
 Sarbanes-Oxley Act of 2002, signed by Robert E. Swanson, Chief Executive
 Officer of the Fund and Kathleen P. McSherry, Chief Financial Officer of the
 Fund. |  | Filed
 herewith  

17

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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: | April 28, 2009 |     |        |  | RIDGEWOOD
 ENERGY O FUND, LLC                        
|       |                |     |        |  |                                                      
|       |                | By: | /s/    |  | ROBERT E. SWANSON                                    
|       |                |     |       
|       |                |     | Name:  |  | Robert E. Swanson                                    
|       |                |     | Title: |  | President and Chief
 Executive Officer               
|       |                |     |        |  | (Principal Executive
 Officer)                       
|       |                |     |        |  |                                                      
|Dated: | April 28, 2009 |     |        |  |                                                      
|       |                | By: | /s/    |  | KATHLEEN P. McSHERRY                                 
|       |                |     |       
|       |                |     | Name:  |  | Kathleen P. McSherry                                 
|       |                |     | Title: |  | Executive Vice President
 and Chief Financial Officer
|       |                |     |        |  | (Principal Financial
 Officer)                       

18

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