UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013

For the quarterly period ended September 30, 2012

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. 000-51267

~~RIDGEWOOD~~Ridgewood ~~ENERGY~~Energy L ~~FUND~~Fund, LLC

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of

incorporation or organization)

11-3719724

(I.R.S. Employer

Identification No.)

14 Philips Parkway, Montvale, NJ 07645

(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 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 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 (Do not check if a smaller reporting company)	o	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 o No x

As of ~~October~~May 256, ~~2012~~2013 the Fund had 350.1081 shares of LLC Membership Interest outstanding.

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			PAGE
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements		1
		Unaudited Condensed Balance Sheets as of September 30, 2012 and December 31, 2011	1
		Unaudited Condensed Balance Sheets as of March 31, 2013 and December 31, 2012	1
		Unaudited Condensed Statements of Operations for the three and nine months ended September 30, 2012 and 2011	2
		Unaudited Condensed Statements of Operations for the three months ended March 31, 2013 and 2012	2
		Unaudited Condensed Statements of Cash Flows for the nine months ended September 30, 2012 and 2011	3
		Unaudited Condensed Statements of Cash Flows for the three months ended March 31, 2013 and 2012	3
		Notes to Unaudited Condensed Financial Statements	4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		98
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		1312
Item 4.	Controls and Procedures		1312
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings		1312
Item 1A.	Risk Factors		1312
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		1312
Item 3.	Defaults Upon Senior Securities		1312
Item 4.	Mine Safety Disclosures		1312
Item 5.	Other Information		1412
Item 6.	Exhibits		1413
	SIGNATURES		1513

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PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

RIDGEWOOD ENERGY L FUND, LLC

UNAUDITED CONDENSED BALANCE SHEETS

(in thousands, except share data)

	September 30, 2012			December 31, 2011
	March 31, 2013			December 31, 2012
Assets
Current assets:
Cash and cash equivalents	$	77212		$	~~229~~85
Salvage fund		-			6760
Production receivable		71112			~~179~~98
Other current assets		3614			5625
Total current assets		~~184~~338			~~531~~268
Salvage fund		~~1,009~~794			~~999~~955
Oil and gas properties:
Proved properties		9,~~797~~802			9,~~755~~785
Less: accumulated depletion and amortization		(67,~~111~~525	)		(57,~~693~~419	)
Total oil and gas properties, net		32,~~686~~277			42,~~062~~366
Total assets	$	43,~~879~~409		$	53,~~592~~589
Liabilities and Members' Capital
Current liabilities:
Accrued expenses	$	~~139~~140		$	~~111~~127
Asset retirement obligations		-			6760
Total current liabilities		~~139~~140			~~178~~187
Asset retirement obligations		~~587~~516			~~594~~516
Total liabilities		~~726~~656			~~772~~703
Commitments and contingencies (Note 5)
Commitments and contingencies (Note 3)
Members' capital:
Manager:
Distributions		(2,453	)		(2,453	)
Retained earnings		12,~~985~~014			1,~~931~~994
Manager's total		(~~468~~439	)		(~~522~~459	)
Shareholders:
Capital contributions (670 shares authorized;
350.1081 issued and outstanding)		51,401			51,401
Syndication costs		(5,502	)		(5,502	)
Distributions		(16,~~363~~660	)		(1516,~~739~~491	)
Accumulated deficit		(2426,~~915~~047	)		(2426,~~818~~063	)
Shareholders' total		43,~~621~~192			53,~~342~~345
Total members' capital		42,~~153~~753			42,~~820~~886
Total liabilities and members' capital	$	43,~~879~~409		$	53,~~592~~589

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

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RIDGEWOOD ENERGY L FUND, LLC

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

	Three months ended September 30,					Nine months ended September 30,
	Three months ended March 31,
	2012			2011		2012			2011
	2013			2012
Revenue
Oil and gas revenue	$	~~220~~235		$	~~499~~321	$	~~742~~		$	~~1,553~~
Expenses
Depletion and amortization		~~142~~106			~~228~~164		~~418~~			~~639~~
Dry-hole costs		25			5		27			(16	)
Operating expenses		48			80
Operating expenses		63			47		215			131
General and administrative expenses		50			44
General and administrative expenses		44			47		142			155
Total expenses		204			288
Total expenses		274			327		802			909
Income from operations		31			33
(Loss) income from operations		(54	)		172		(60	)		644
Interest income		5			4
Interest income		6			6		17			21
Net income	$	36		$	37
Net (loss) income	$	(48	)	$	178	$	(43	)	$	665
Manager Interest
Manager Interest
Net income	$	20		$	28
Net income	$	15		$	58	$	54		$	184
Shareholder Interest
Shareholder Interest
Net income	$	16		$	9
Net (loss) income	$	(63	)	$	120	$	(97	)	$	481
Net income per share	$	47		$	25
Net (loss) income per share	$	(182	)	$	343	$	(278	)	$	1,374

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

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RIDGEWOOD ENERGY L FUND, LLC

UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS

(in thousands)

	Nine months ended September 30,
	Three months ended March 31,
	2012			2011
	2013			2012
Cash flows from operating activities
Net (loss) income	$	(43	)	$	665
Net income	$	36		$	37
Adjustments to reconcile net (loss) income to net cash
Adjustments to reconcile net income to net cash
provided by operating activities:
Depletion and amortization		~~418~~106			~~639~~164
Dry-hole costs		27			(16	)
Changes in assets and liabilities:
Decrease in production receivable		108			41
(Increase) decrease in production receivable		(14	)		52
Decrease (increase) in other current assets		20			(6	)
Decrease in other current assets		11			46
Increase in accrued expenses		23			11
(Decrease) increase in accrued expenses		(7	)		19
Settlements of asset retirement obligations		(7460	)		~~(260~~-	)
Net cash provided by operating activities		~~479~~72			~~1,074~~318
Cash flows from investing activities
Capital expenditures for oil and gas properties		(64	)		(354	)
Credits (expenditures) for capital investment properties		3			(12	)
Proceeds from salvage fund, net		57			65
Proceeds from (investments in) salvage fund, net		221			(4	)
Net cash used in investing activities		(7	)		(289	)
Net cash provided by (used in) investing activities		224			(16	)
Cash flows from financing activities
Distributions		(~~624~~169	)		(~~1,137~~299	)
Net cash used in financing activities		(~~624~~169	)		(~~1,137~~299	)
Net decrease in cash and cash equivalents		(152	)		(352	)
Net increase in cash and cash equivalents		127			3
Cash and cash equivalents, beginning of period		~~229~~85			~~590~~229
Cash and cash equivalents, end of period	$	77212		$	~~238~~232
Supplemental schedule of non-cash investing activities
Advances used for capital expenditures in oil and gas properties reclassified to proved properties	$	-		$	134

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

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RIDGEWOOD ENERGY L FUND, LLC

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

1. Organization and Summary of Significant Accounting Policies

Organization

The Ridgewood Energy L Fund, LLC (the “Fund”), a Delaware limited liability company, was formed on May 27, 2004 and operates pursuant to a limited liability company agreement (the “LLC Agreement”) dated ~~as of~~ July 6, 2004 by and among Ridgewood Energy Corporation (the “Manager”) and the shareholders of the Fund, which addresses matters such as the authority and voting rights of the Manager and shareholders, capitalization, transferability of membership interests, participation in costs and revenues, distribution of assets and dissolution and winding up. The Fund was organized to primarily acquire interests in oil and 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 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 32 and 53.

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, ~~2011~~2012 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 accordance 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 the fair value of financial instruments, property balances, determination of proved reserves, impairments and asset retirement obligations. Actual results may differ from those estimates.

Fair Value Measurements

The fair value measurement guidance provides a hierarchy that prioritizes and defines the types of inputs used to measure fair value. The fair value hierarchy gives the highest priority to Level 1 inputs, which consists of unadjusted quoted prices for identical instruments in active markets. Level 2 inputs consist of quoted prices for similar instruments. Level 3 valuations are derived from inputs that are significant and unobservable; hence, these valuations have the lowest priority. Cash and cash equivalents and held-to-maturity investments approximate fair value based on Level 1 inputs. The fair value of the Fund’s mortgage-backed securities within the salvage fund are recorded based on Level 2 inputs, as such instruments trade in over-the-counter markets.

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, deposits may be in excess of federally insured limits, which, ~~for interest bearing deposits,~~ are $250 thousand per insured financial institution. ~~Additionally,~~At ~~non-interest~~March ~~bearing deposits are fully insured through December~~ 31, ~~2012~~2013, ~~after which they will be included within~~ the ~~$250 thousand limit. At September 30, 2012, the~~ Fund’s bank balances exceeded federally insured limits by $0.31 million, all of which was invested in money market accounts that invest solely in U.S. Treasury bills and notes.

Salvage Fund

The Fund deposits in a separate interest-bearing account, or 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 September 30, 2012, the Fund had investments in federal agency mortgage-backed securities within its salvage fund that are classified as available-for-sale of $0.8 million, which mature in January 2042. Available-for-sale securities are carried in the financial statements at fair value. At September 30, 2012, there was no unrealized gain or loss related to the Fund’s available-for-sale investments. The Fund had no investments in available-for-sale securities at December 31, 2011.

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~~For~~Salvage all investments, interest income is accrued as earned and amortization of premium or discount, if any, is included in interest income. Interest earned on the account will become part of the salvage fund. There are no restrictions on withdrawals from the salvage fund.Fund

The Fund deposits in a separate interest-bearing account, or 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, 2013 and December 31, 2012, the Fund had investments in federal agency mortgage-backed securities within its salvage fund that are classified as available-for-sale of $0.6 million and $0.7 million, respectively, which mature in January 2042. Available-for-sale securities are carried in the financial statements at fair value. At March 31, 2013 and December 31, 2012, there was no unrealized gain or loss related to the Fund’s available-for-sale investments.

At March 31, 2013 and December 31, 2012, the Fund had investments in U.S. Treasury securities within its salvage fund that are classified as held-to-maturity of $0.1 million, which mature in June 2013. 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. For all investments, interest income is accrued as earned and amortization of premium or discount, if any, is included in interest income. Interest earned on the account will become part of the salvage fund. There are no 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.

Exploration, development and acquisition costs are accounted for using the successful efforts method. Costs of acquiring unproved and proved oil and natural gas leasehold acreage, including lease bonuses, brokers’ fees and other related costs are capitalized. Costs of drilling and equipping productive wells and related production facilities are capitalized. Exploratory costs are capitalized pending determination of whether proved reserves have been found. If proved commercial reserves are not found, exploratory drilling costs are expensed as dry-hole costs. Annual lease rentals and exploration expenses are expensed as incurred. All costs related to production activity and workover efforts are expensed as incurred.

Upon the sale, retirement or ~~retirement~~abandonment of a ~~proved~~ property, the cost and related accumulated depletion and amortization, if any, 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.~~

At ~~September~~March 3031, ~~2012~~2013 and December 31, ~~2011~~2012, amounts recorded in accrued expenses totaling $4560 thousand and $40 thousand, 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 or proved 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 ~~nine~~three months ended ~~September~~March 3031, ~~2012~~2013 and the year ended December 31, ~~2011~~2012.

	2012			2011
	2013			2012
	(in thousands)
Balance, beginning of period	$	~~661~~576		$	~~819~~661
Liabilities settled		(7460	)		(~~249~~85	)
Accretion expense		-			8
Revisions in estimated cash flows		-			83(8	)
Balance, end of period	$	~~587~~516		$	~~661~~576

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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 collectability 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 underproduced 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.

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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~~proved properties are determined by comparing future net undiscounted cash flows to the net book value at the time of the review. 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. 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. The fair value determinations require considerable judgment and are sensitive to change. Different pricing assumptions, reserve estimates or discount rates could result in a different calculated impairment. Given the volatility of oil and natural gas prices, it is reasonably possible that the Fund’s estimate of discounted future net cash flows from proved oil and natural gas reserves could change in the near term. If oil and natural 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, development costs and related facilities. The sum of proved developed and proved undeveloped reserves is used as the base for depleting or amortizing leasehold acquisition 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.

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~~in ~~for~~accordance ~~interest~~with ~~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~~LLC agreement.

Distributions

Distributions to shareholders are allocated in proportion to the number of shares held. The Manager determines whether available cash from operations, as defined in the LLC Agreement, will be distributed. Such distributions are allocated 85% to the shareholders and 15% to the Manager, as required by the LLC Agreement. ~~During 2010, the Manager elected to waive its right to distributions of available cash from operations for the remaining life of the Fund.~~

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.

Recent Accounting Pronouncements

The Fund has considered recent accounting pronouncements and believes that these recent pronouncements will not have a material effect on the Fund’s financial statements.

2. Oil and Gas Properties

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. At times, the Fund receives credits on certain wells from their respective operators upon review and audit of the wells’ costs. The Fund recorded dry-hole costs of $25 thousand and $27 thousand during the three and nine months ended September 30, 2012, respectively. The Fund recorded dry-hole costs of $5 thousand and credits to dry-hole costs of $16 thousand during the three and nine months ended September 30, 2011, respectively.

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32. Related Parties

~~The~~In ~~LLC~~accordance ~~Agreement~~with ~~provides that~~ the ~~Manager~~LLC ~~render management~~Agreement, ~~administrative and advisory services for which~~ the Manager is entitled to an annual management fee, equal to 2.5% of the total shareholder capital. During 2007, the Manager waived its management fee for the remaining life of the Fund. Upon the waiver of the management fee, the Fund began recording costs relating to services provided by the Manager for accounting and investor relations. Such costs, which are included in general and administrative expenses, ~~were~~totaled $10 thousand for each of the three months ended ~~September~~March 3031, ~~2012~~2013 and ~~2011~~2012, ~~and $30 thousand for each of the nine months ended September 30, 2012 and 2011~~respectively.

The Manager is entitled to receive a 15% interest in cash distributions from operations made by the Fund. During 2010, the Manager elected to waive its right to distributions of available cash from operations for the remaining life of the Fund.

At times, short-term payables and receivables, which do not bear interest, arise from transactions with affiliates in the ordinary course of business.

None of the amounts paid to the Manager have 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.

43. ~~Fair~~ Commitments ~~Value~~and ~~Measurements~~Contingencies

At September 30, 2012 and December 31, 2011, cash and cash equivalents, production receivable, salvage fund and accrued expenses approximate fair value. At September 30, 2012, the fair value of the Fund’s mortgage-backed securities were recorded based on Level 2 inputs, as such instruments trade in over-the-counter markets.

5. 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. The Fund has reached the end of its investment cycle. As of ~~September~~March 3031, ~~2012~~2013, the Fund had committed to spend an additional $2733 thousand related to its investments in oil and gas properties~~, of which $19 thousand is expected to be spent during the next twelve months~~. Based upon its current reserve estimates, the Fund expects cash flow from operations to be sufficient to cover its commitments, as well as ongoing operations. Reserve estimates are projections based on engineering data that cannot be measured with precision, require substantial judgment, and are subject to frequent revision. At such time the Manager determines that there is uncertainty surrounding the Fund’s ability to continue to fund its operations or that terminating the Fund would be in the best economic interests of its shareholders, the Manager would take any such actions that are necessary to bring about the dissolution of the Fund.

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 ~~September~~March 3031, ~~2012~~2013 and December 31, ~~2011~~2012, there were no known environmental contingencies that required the Fund to record a liability.

InEffective ~~response~~October to22, 2012, the ~~April~~United States Department of Interior, acting through the Bureau of Safety and Environmental Enforcement, implemented the Final Drilling Safety Rule (the “Final Rule”) which refined certain interim rules imposed in the immediate wake of the 2010 Deepwater Horizon oil spill. inThe Final Rule was promulgated for the ~~Gulf~~prevention of ~~Mexico,~~waste and for the conservation of natural resources of the Outer Continental Shelf under the rulemaking authority of the Outer Continental Shelf Lands Act. The United States Congress iscontinues ~~considering~~to consider a number of legislative proposals relating to the upstream oil and gas industry both onshore and offshore, in addition to the Final Rule. Such proposals could result in significant additional laws or regulations governing the Fund’s operations in the United States, including a proposal to raise or eliminate the cap on liability for oil spill cleanups under the Oil Pollution Act of 1990. Although it is not possible at this time to predict whether proposed legislation or regulations will be adopted as initially written, if at all, or how legislation or new regulation that may be adopted would impact ~~our~~the Fund’s business, any such future laws and regulations could result in increased compliance costs or additional operating restrictions, which could have a material adverse effect on the Fund’s operating results and cash flows.

Insurance Coverage

The Fund is subject to all risks inherent in the exploration for and development of oil and natural gas. Insurance coverage as is customary for entities engaged in similar operations is maintained, but losses may occur from uninsurable risks or amounts in excess of existing insurance coverage. The occurrence of an event that is not insured or not fully insured could have a material 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 managed by the Manager can reduce or eliminate insurance for the Fund.

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Insurance Coverage

The Fund is subject to all risks inherent in the exploration for and development of oil and natural gas. Insurance coverage as is customary for entities engaged in similar operations is maintained, but losses may occur from uninsurable risks or amounts in excess of existing insurance coverage. The occurrence of an event 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 managed by the Manager can reduce or eliminate insurance for the Fund.

6. Subsequent Events

The Fund has assessed the impact of subsequent events through the date of issuance of its financial statements, and has concluded that there were no such events that require adjustment to, or disclosure in, the notes to the financial statements.

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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 L 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” within the meaning of the US Private Securities Litigation Reform Act of 1995 that are based on current expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from the forward-looking statements. You are therefore cautioned against relying on any such forward-looking statements. Forward-looking statements can generally be identified by words such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “plan,” “target,” “pursue,” “may,” “will,” “will likely result,” and similar expressions and references to future periods. Examples of 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 and production of oil and natural gas, the cost and availability of equipment, and changes in governmental regulations. Examples of forward-looking statements made herein include statements regarding ~~future~~ projects, investments, insurance, capital expenditures and ~~insurance~~liquidity. Forward-looking statements made in this document speak only as of the date on which they are made. 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 ~~2011~~2012 Annual Report on Form 10-K.

Overview of the Fund’s Business

The Fund is a Delaware limited liability company formed on May 27, 2004 to primarily 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 Fund’s primary investment objective is to generate cash flow for distribution to its shareholders by generating returns across a portfolio of exploratory or development oil and natural gas projects. However, the Fund is not required to make distributions to shareholders except as provided in the Fund’s limited liability company agreement (the “LLC Agreement”).

Ridgewood Energy Corporation (the “Manager” or “Ridgewood Energy”) is the Manager, and as such, has direct and exclusive control over the management of the Fund’s operations. 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. 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.

Revenues are subject to market pricing for oil and natural gas, which has been volatile, and is likely to continue to be volatile in the future. This volatility is caused by numerous factors and market conditions that the Fund cannot control or influence. Therefore, it is impossible to predict the future price of oil and natural gas with any certainty. Low commodity prices could have an adverse effect on the Fund’s future profitability.

Business Update

Information regarding the Fund’s current projects, all of which are located in the offshore waters of the Gulf of Mexico, is provided in the following table.

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Total Spent

~~Total Spent~~

Total

~~Total~~

~~Working~~

Working

through

~~through~~

Fund

~~Fund~~

Project

~~Interest~~

Interest

March 31, 2013

~~September 30, 2012~~

Budget

Status

~~Budget~~

~~Status~~

(in thousands)

~~(in thousands)~~

Producing Properties

~~Emerald Project well #1~~

Emerald Project well #1

2.5%

$ 1,654

$ 1,~~661~~654

Production commenced in 2009.

~~1,661~~

~~Production commenced in 2009. Work to install a compressor for the Emerald Project was completed in February 2012 at a cost of $38 thousand.~~

~~Emerald Project well #2~~

Emerald Project well #2

2.5%

$ 398

~~378~~$ 398

Production commenced in 2010. Well was recompleted in February 2013 at an estimated cost of $20 thousand.

~~387~~

~~Production commenced in 2010. Recompletion is planned for 2013 at an estimated cost of $9 thousand.~~

~~Main Pass 275~~

Main Pass 275

10.0%

$ 1,923

$ 1,~~923~~933

Production commenced in 2007. Recompletion is planned for 2014 at an estimated cost of $10 thousand.

~~1,933~~

~~Production commenced in 2007. Recompletion is planned for 2013 at an estimated cost of $10 thousand.~~

~~South Marsh Island 111~~

South Marsh Island 111

7.5%

$ 2,366

$ 2,~~372~~366

Production commenced in 2009.

~~2,372~~

~~Production commenced in 2009. Well underwent a recompletion during second quarter 2012 at a cost of $8 thousand.~~

~~West Delta 68~~

West Delta 68

7.5%

$ 1,777

$ 1,~~777~~800

Production commenced in 2008. Recompletion is planned for 2013 at an estimated cost of $23 thousand.

~~1,785~~

~~Production commenced in 2008. Recompletion is planned for 2014 at an estimated cost of $8 thousand.~~

Results of Operations

The following table summarizes the Fund’s results of operations for the three ~~and nine~~ months ended ~~September~~March 3031, ~~2012~~2013 and ~~2011~~2012, and should be read in conjunction with the Fund’s financial statements and notes thereto included within Item 1. “Financial Statements” in Part I in this Quarterly Report.

	Three months ended September 30,					Nine months ended September 30,
	Three months ended March 31,
	2012			2011		2012			2011
	2013			2012
	(in thousands)
Revenue
Oil and gas revenue	$	~~220~~235		$	~~499~~321	$	~~742~~		$	~~1,553~~
Expenses
Depletion and amortization		~~142~~106			~~228~~164		~~418~~			~~639~~
Dry-hole costs		25			5		27			(16	)
Operating expenses		48			80
Operating expenses		63			47		215			131
General and administrative expenses		50			44
General and administrative expenses		44			47		142			155
Total expenses		204			288
Total expenses		274			327		802			909
Income from operations		31			33
(Loss) income from operations		(54	)		172		(60	)		644
Interest income		5			4
Interest income		6			6		17			21
Net income	$	36		$	37
Net (loss) income	$	(48	)	$	178	$	(43	)	$	665

Overview. The following table provides information related to the Fund’s oil and gas production and oil and gas revenue during the three ~~and nine~~ months ended ~~September~~March 3031, ~~2012~~2013 and ~~2011~~2012.

	Three months ended September 30,				Nine months ended September 30,
	Three months ended March 31,
	2012		2011		2012		2011
	2013		2012
Number of wells producing		5		5		5		6
Total number of production days		~~422~~417		~~415~~411		~~1,247~~		~~1,170~~
Oil sales (in thousands of barrels)		1		1		2		4
Oil sales (in barrels)		550		1,144
Average oil price per barrel	$	~~103~~110	$	~~105~~112	$	~~109~~	$	~~104~~
Gas sales (in thousands of mcfs)		4752		6545		~~133~~		~~214~~
Average gas price per mcf	$	23.9041	$	42.2144	$	~~2.49~~	$	~~3.86~~

The ~~increases~~increase in production days ~~were~~was principally ~~attributable~~related to a decrease in the number of non-productive days related to maintenance activities. The ~~decreases~~decrease in oil ~~and gas~~ sales volumes ~~were~~was ~~principally~~primarily ~~attributable~~related to natural declines in ~~well~~the Fund’s wells’ production. The increase in gas sales volumes was primarily related to South Marsh Island 111, which underwent a recompletion during second quarter 2012. See additional discussion in “Business Update” section above.

109

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Oil and Gas Revenue. Oil and gas revenue for the three months ended ~~September~~March 3031, ~~2012~~2013 was $0.2 million, a decrease of $0.31 million ~~decrease~~ from the three months ended ~~September~~March 3031, ~~2011~~2012. The decrease is primarily attributable to net decreased sales ~~volume totaling $0~~volumes.2 See ~~million~~“Overview” ~~coupled~~above ~~with~~for aadditional ~~decrease in average prices totaling $0~~information.~~1 million.~~

~~Oil~~Depletion and ~~gas~~Amortization. Depletion ~~revenue~~and amortization for the ~~nine~~three months ended ~~September~~March 3031, ~~2012~~2013 was $0.71 million, a ~~$0.8~~decrease ~~million~~of ~~decrease~~$58 thousand from the ~~nine~~three months ended ~~September~~March 3031, ~~2011~~2012. The decrease isresulted ~~attributable~~from toa ~~decreased~~decrease ~~sales~~in ~~volume~~average depletion rates totaling $~~0.6~~44 ~~million~~thousand, coupled with ~~the~~a ~~change~~decrease in ~~average~~production ~~prices~~volumes totaling $014 thousand.2 The ~~million~~decrease in average depletion rates was principally attributable to revisions to reserve estimates for the Emerald Project. See “Overview” above for additional information.

See “Overview” above for additional information.

Depletion and Amortization. Depletion and amortization for the three and nine months ended September 30, 2012 was $0.1 million and $0.4 million, respectively, a decrease of $0.1 million and $0.2 million from the three and nine months ended September 30, 2011, respectively. The decreases resulted primarily from decreased production volumes.

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. At times, the Fund receives credits on certain wells from their respective operators upon review and audit of the wells’ costs. The Fund recorded dry-hole costs of $25 thousand and $27 thousand during the three and nine months ended September 30, 2012, respectively. The Fund recorded dry-hole costs of $5 thousand and credits to dry-hole costs of $16 thousand during the three and nine months ended September 30, 2011, respectively.

Operating Expenses. Operating expenses represent costs specifically identifiable or allocable to the Fund’s wells, as detailed in the following table.

	Three months ended September 30,				Nine months ended September 30,
	Three months ended March 31,
	2012		2011		2012		2011
	2013		2012
	(in thousands)
Lease operating expense	$	6140	$	4780	$	~~202~~	$	~~138~~
Workover expense		27		-		13		(7	)
	$	63	$	47	$	215	$	131
Dry-hole costs		1		-
	$	48	$	80

Lease operating expense relates to the Fund’s producing properties during each period as outlined above in “Overview”. The average production cost was $14.1133 per ~~mcfe~~barrel ~~and~~of ~~$1.21~~oil ~~per~~equivalent ~~mcfe~~(“BOE”) during the three ~~and nine~~ months ended ~~September~~March 3031, ~~2012,~~2013 ~~respectively,~~ compared to $07.5692 per ~~mcfe~~BOE ~~and $0.50 per mcfe~~ during the three ~~and nine~~ months ended ~~September~~March 3031, ~~2011, respectively~~2012. ~~During~~Workover ~~the~~expense ~~three~~represents ~~and~~costs ~~nine~~to ~~months~~restore ~~ended~~or ~~September~~stimulate ~~30,~~production ~~2012,~~of ~~workover~~existing ~~expenses,~~reserves ~~which~~of ~~were~~a ~~related~~proved property. Dry-hole costs are those costs incurred to ~~West~~drill ~~Delta~~and ~~68,~~develop ~~represent~~a ~~costs~~well that is ultimately found to ~~restore~~be incapable of producing either oil or ~~stimulate~~natural ~~production~~gas in sufficient quantities to justify completion of ~~existing~~the ~~reserves~~well. At ~~During~~times, the ~~nine~~Fund ~~months~~receives ~~ended~~adjustments ~~September~~to ~~30,~~certain ~~2011,~~wells ~~workover~~from ~~credits~~their ~~were~~respective ~~related~~operators toupon review and audit of the ~~Emerald~~wells’ ~~Project~~costs.

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 September 30,				Nine months ended September 30,
	Three months ended March 31,
	2012		2011		2012		2011
	2013		2012
	(in thousands)
Accounting fees	$	24	$	27	$	90	$	81
Accounting and professional fees	$	30	$	25
Management reimbursement and other		11		10		31		31
Management reimbursement		10		10
Insurance expense		910		109		21		43
	$	4450	$	4744	$	~~142~~	$	~~155~~

Accounting and professional fees represent ~~audit~~expenses ~~and~~for audits, quarterly reviews, tax preparation ~~fees~~, ~~quarterly~~reserve ~~reviews~~data engineering and ~~filing~~reporting, ~~fees~~and ~~incurred~~administration byof ~~the Fund~~filings. Management reimbursement relates to reimbursements for various administrative costs incurred on the Fund’s behalf. Insurance expense represents premiums related to producing well and control of well insurance, which varies depending upon the number of wells producing or drilling, and directors’ and officers’ liability insurance.

11Interest 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, 2013 was $5 thousand, an increase of $1 thousand from the three months ended March 31, 2012.

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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 and nine months ended September 30, 2012 was $6 thousand and $17 thousand, respectively. Interest income for the three and nine months ended September 30, 2011 was $6 thousand and $21 thousand, respectively.

Capital Resources and Liquidity

Operating Cash Flows

Cash flows provided by operating activities for the ~~nine~~three months ended ~~September~~March 3031, ~~2012~~2013 were $0.51 million, primarily related to revenue received of $0.92 million, partially offset by ~~general~~operating ~~and administrative~~ expenses ~~paid~~and ofgeneral ~~$0.2~~administrative ~~million, operating~~ expenses paid oftotaling $0.1 million and the settlements of asset retirement obligations oftotaling $0.1 million.

Cash flows provided by operating activities for the ~~nine~~three months ended ~~September~~March 3031, ~~2011~~2012 were $10.13 million, primarily related to revenue received of $10.64 million, partially offset by ~~the~~operating ~~settlement~~expenses ofand ~~asset retirement obligations of $0.3 million,~~ general and administrative expenses paid oftotaling $0.~~2 million and operating expenses paid of $0.~~1 million.

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Investing Cash Flows

Cash flows ~~used~~provided inby investing activities for the ~~nine~~three months ended ~~September~~March 3031, ~~2012~~2013 were $70.2 ~~thousand~~million, primarily related to ~~capital expenditures for oil and gas properties totaling $0.1 million, partially offset by~~ proceeds from the salvage fund ~~of $0~~.~~1 million.~~

Cash flows used in investing activities for the ~~nine~~three months ended ~~September~~March 3031, ~~2011~~2012 were $~~0.3~~16 ~~million~~thousand, primarily related to capital expenditures for oil and gas properties ~~totaling $0~~.~~4 million, partially offset by proceeds from the salvage fund of $0.1 million.~~

Financing Cash Flows

Cash flows used in financing activities for the ~~nine~~three months ended ~~September~~March 3031, ~~2012~~2013 were $0.62 million, related to shareholder distributions.

Cash flows used in financing activities for the ~~nine~~three months ended ~~September~~March 3031, ~~2011~~2012 were $10.13 million, related to shareholder distributions.

Estimated Capital Expenditures

The Fund has entered into multiple agreements for the acquisition, drilling and development of its investment properties. The estimated capital expenditures associated with these agreements ~~can~~ vary depending on the stage of development on a property-by-property basis. As of ~~September~~March 3031, ~~2012~~2013, the Fund had committed to spend an additional $2733 thousand related to its investments in oil and gas properties~~, of which $19 thousand is expected to be spent during the next twelve months~~.

Capital expenditures for investment properties ~~were~~have been funded with the capital raised by the Fund in its private placement offering, which is all the capital it will obtain. The number of projects in which the Fund can invest was limited, and each unsuccessful project the Fund experienced exhausted its capital and reduced its ability to generate revenue ~~and exhausted its capital~~.

Liquidity Needs

The Fund’s primary short-term liquidity needs are to fund its operations, ~~inclusive~~and ofcapital expenditures for its investment properties. Operations are funded utilizing operating income, existing cash on-hand and income earned therefrom. The Fund has reached the end of its investment cycle. Based upon its current reserve estimates, the Fund expects cash flow from operations to be sufficient to cover its commitments, as well as ongoing operations. Reserve estimates are projections based on engineering data that cannot be measured with precision, require substantial judgment, and are subject to frequent revision. At such time the Manager determines that there is uncertainty surrounding the Fund’s ability to continue to fund its operations or that terminating the Fund would be in the best economic interests of its shareholders, the Manager would take any such actions that are necessary to bring about the dissolution of the Fund.

Distributions, if any, are funded from available cash from operations, as defined in the LLC Agreement, and the frequency and amount are within the Manager’s discretion.

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Off-Balance Sheet Arrangements

The Fund had no off-balance sheet arrangements at ~~September~~March 3031, ~~2012~~2013 and December 31, ~~2011~~2012 and does not anticipate the use of such arrangements in the future.

Contractual Obligations

The Fund enters into participation and joint 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 such contracts. No contractual obligations exist at ~~September~~March 3031, ~~2012~~2013 and December 31, ~~2011~~2012, other than those discussed in “Estimated Capital Expenditures” and “Liquidity Needs” – Credit Agreement above.

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Recent Accounting Pronouncements

The Fund has considered recent accounting pronouncements and believes that these recent pronouncements will not have a material effect on the Fund’s financial statements.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required.

ITEM 4.

CONTROLS AND PROCEDURES

In accordance with Rules 13a-15 and 15d-15 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Fund’s management, including its Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Fund’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) 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 ~~September~~March 3031, ~~2012~~2013.

There has been no change in the Fund’s internal control over financial reporting that occurred during the three months ended ~~September~~March 3031, ~~2012~~2013 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.

MINE SAFETY DISCLOSURES

None.

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ITEM 5.

OTHER INFORMATION

None.

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ITEM 6.

EXHIBITS

EXHIBIT NUMBER	TITLE OF EXHIBIT	METHOD OF FILING
31.1	Certification of Robert E. Swanson, Chief Executive Officer of the Fund, pursuant to Exchange Act Rule 13a-14(a)	Filed herewith

31.2	Certification of Kathleen P. McSherry, Executive Vice President and Chief Financial Officer of the Fund, pursuant to 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, Executive Vice President and Chief Financial Officer of the Fund	Filed herewith

101.INS	XBRL Instance Document	*

101.SCH	XBRL Taxonomy Extension Schema	*

101.CAL	XBRL Taxonomy Extension Calculation Linkbase	*

101.LAB	XBRL Taxonomy Extension Label Linkbase	*

101.PRE	XBRL Taxonomy Extension Presentation Linkbase	*

* Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Act of 1934 and otherwise are not subject to liability.

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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.

				RIDGEWOOD ENERGY L FUND, LLC
Dated:	~~October~~May 256, ~~2012~~2013	By:	/s/	ROBERT E. SWANSON
			Name:	Robert E. Swanson
			Title:	Chief Executive Officer
				(Principal Executive Officer)
Dated:	~~October~~May 256, ~~2012~~2013	By:	/s/	KATHLEEN P. MCSHERRY
			Name:	Kathleen P. McSherry
			Title:	Executive Vice President and Chief Financial Officer
				(Principal Financial and Accounting Officer)

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