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Ridgewood Energy

Daniel V. Gulino
Senior Vice President & General Counsel

                                                              May 10, 2005

H. Roger Schwall
Assistant Director
Division of Corporate Finance
Securities and Exchange Commission
405 5th Street N.W.
Washington, D.C. 20549-0405

Dear Mr. Schwall,

              Re: Form 10 Registration Statements for:
                    Ridgewood Energy K Fund, LLC
                    Ridgewood Energy L Fund, LLC
                    Ridgewood Energy M Fund, LLC

This letter is in response to the  inquiries  forwarded by Mr. Tim  Levenberg in
yesterday's  telephone  call in  connection  with  the  recently  filed  Form 10
registration statements for the above-mentioned funds.

First,  I would like to respond to a couple of  administrative  matters.  In the
filings  for the K Fund and the M Fund,  there is a  typographical  error in the
telephone  number  listed  for the  registrant.  The  telephone  number for both
entities is (201) 447-9000, NOT (201) 447-9900.

Further,  the  language  in Item 10 for all the  Funds  relates  that  sales  of
unregistered  securities  relied on "one or more" of a list of  exemptions,  and
included  references  to Section 3 (a) (11) and 3 (b) of the  Securities  Act of
1933 and Rule 701. We understand  you may have construed the Item 10 language to
mean  that  these  Funds are  relying  on all of the  exemptions  listed in that
Section.  However,  all sales of all of these  Funds  have  been made  solely in
reliance on the private  placement  exemption  contained in Section 4 (2) of the
Securities Act and Rule 506 of Regulation D promulgated thereunder. As a result,
the language  referring to the other exemptions is merely surplus language,  and
we suggest such surplus language be deleted for clarification.

You have  requested  that we  explain  how each Fund  conducts  an  offering  of
securities  in order to comply  with the  "private  placement"  exemption  under
Section  4 (2) of the  Securities  Act  and  Rule  502  and  Regulation  D. As a
preliminary  matter,  I want to mention that Ridgewood  Energy  Corporation,  as
sponsor of these Funds, has been offering private placements for similar oil and
gas drilling  funds since 1982. We are very familiar with the  applicable  legal
requirements  and are  extremely  mindful of the need to  structure  and conduct
offerings  of fund  securities  in a manner that meets the  requirements  of the
private placement exemption.

As I understand  the  particular  thrust of your  inquiries,  you  requested our
comments  on how we meet the  requirements  to comply with Rules  502(c)(1)  and
(c)(2) (which generally  prohibit  advertisements  in public media or the use of
seminars  or  meetings  where the  attendees  have been  invited by the use of a
general solicitation).

To  respond  to your  inquiries,  I want to  provide  you with  some  background
regarding our investor base and our offerings:

(1)  All  Ridgewood  fund  investors  are  accredited.   Although  Regulation  D
     authorizes a "safe  haven" of up to 35  non-accredited  investors,  we have
     made a business  decision to limit securities  offerings to only accredited
     investors.

(2)  Most of the proceeds for these funds were  furnished by investors that have
     previously invested in a fund sponsored by Ridgewood or its affiliates.  In
     fact, 79% of all of the capital contributed to Ridgewood sponsored entities
     has been  provided by investors  who have  invested in two or more or those
     funds.  As  discussed  later in this  letter,  the high  repeat  investment
     percentage is how the Ridgewood sponsored funds are able to attract a large
     number  of  investors  without  the use of  advertising  or  other  general
     solicitations.

(3)  Investment in a Ridgewood sponsored fund is a "big ticket" investment.  The
     minimum investment is $25,000,  and the average size of a single investment
     in the  above-described  funds is $90,000.  The total amount invested by an
     average  repeat  investor  is  $300,500,  and it is not  unusual for repeat
     investors  to  invest   several   times  such  amount.   The  high  minimum
     requirements and the high dollar amounts received from repeat investors are
     the  primary  reasons  why we are able to have funds that are as big as $80
     million without using any advertising or other general solicitation.

947 Linwood Avenue, Ridgewood, New Jersey 07450 -
T: (201) 447-9000 - F: (201) 447-0474 www.ridgewoodenergy.com
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(4)  Ridgewood does not purchase advertisements in any media in order to solicit
     investors or to create awareness of any offering.

(5)  Similarly,  Ridgewood  does not hold or sponsor  seminars or meetings where
     the  invitees  receive  a  general  solicitation  or where  the fact of the
     meeting is published in a general advertising medium.

(6)  The majority of proceeds of  securities  offerings  in Ridgewood  sponsored
     funds are received from sales of securities  to accredited  investors  that
     are existing  clients of  independent  broker-dealer  firms.  Each of these
     independent NASD regulated broker-dealer firms are required to enter into a
     Fund Selling  Agreement prior to the commencement of any selling  activity.
     The Fund Selling Agreement provides, in part, that:

          "The  [Broker-Dealer]  will not, in violation of  Regulation D and any
          state or  Federal  securities  laws,  offer or sell any Shares [of the
          applicable   Ridgewood   fund]  by  means  of  any  form  of   general
          solicitation or general advertising,  including but not limited to the
          following:

          (i)  any  advertisement,   article,  notice,  or  other  communication
          mentioning  the  Shares  or  the  Fund  published  in  any  newspaper,
          magazine, or similar medium or broadcast over television or radio; or

          (ii) any seminar or meeting whose  attendees  have been invited by any
          general solicitation or general advertising; or

          (iii) any generally  accessible web page or other Internet  accessible
          information."

The key to  understanding  Ridgewood's  compliance with the "private  placement"
exemption is the amount of capital  furnished by the high  percentage  of repeat
investors.  Because so much of the capital for any new Fund comes primarily from
investors who have a pre-existing  investment  relationship  with Ridgewood,  no
broad solicitation is necessary to raise sufficient capital for Fund operations.
For example, in the K Fund, 71% of the capital came from investors who have been
in one or more previous Ridgewood sponsored funds.  Similarly, in the L Fund and
M Fund, 76% and 71%,  respectively,  of the capital came from investors who have
been in one or more previous Ridgewood  sponsored funds. Having been in business
for 23 years,  Ridgewood is in the very fortunate position of having an existing
base of investors  that are  acquainted  with the types of funds that  Ridgewood
sponsors.  As a  result,  to a  very  considerable  degree,  capital  for  a new
Ridgewood  sponsored fund is furnished by investors who already have an existing
relationship  with  Ridgewood,  and Ridgewood  does not engage in advertising or
public solicitations in order to attract additional capital for fund operations.

Because  repeat  investors  furnish so much of the capital  for a new fund,  the
actual number of new first time  investors in any new Ridgewood fund is entirely
consistent with what you would expect to see in a private offering.

A second point that I want to reiterate is that  Ridgewood  does not sponsor and
does not hold any  public  meetings  in  connection  with any of its  offerings.
Further,  Ridgewood does not purchase  advertisements to promote any of its fund
offerings.

Lastly,  the  majority of the capital for the  Ridgewood  funds is obtained as a
result of the sales of completely independent registered representatives who are
affiliated with  independent  broker-dealers  that are regulated by the NASD. We
are aware that the activities of those  independent  registered  representatives
and  broker-dealers  are  outside  of our  control.  However,  we work  with the
compliance  departments  of these  firms to ensure  that,  with  respect  to the
Ridgewood  offerings,  that  the  registered  representatives  comply  with  the
Broker-Dealers's  NASD-required  comprehensive  written  supervisory  procedures
reasonably  designed to ensure compliance with all applicable  rules,  including
sales practice requirements for private placements.

I hope this  letter is  helpful  to you in  reviewing  the Form 10  registration
statements for the above mentioned funds.

Please let me know if I can be of any future assistance.

Sincerely yours,

/s/ Daniel V. Gulino

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