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Mayer Brown LLP 71 South Wacker Drive Main Tel (312) 782-0600 www.mayerbrown.com Peter Schultz Direct Tel (312) 701-8477 pschultz@mayerbrown.com | ||
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September 2, 2008 |
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Cicely LaMothe |
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Re: RFMC Willowbridge Fund, L.P.
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Dear Ms. LaMothe:
On behalf of Ruvane Fund Management Corporation, a registered commodity pool operator and the general partner of RFMC Willowbridge Fund, L.P. (the “Partnership”), I am writing in response to your letter dated July 21, 2008 relating to the Partnership’s Form 10-K for the year ended December 31, 2007.
Please note that, in response to your July 21, 2008 letter, management has amended the Partnership’s Fform 10-K to disclose that management of the Partnership (which is the principal of the General Partner) has pperformed a more thorough assessment of its internal controls as of December 31, 2007 and determined that as of ttthat date the internal controls were effective. This assessment did not impact management’s conclusions rrregarding the effectiveness of its disclosure controls and procedures as of the end of the fiscal year covered by ttthe report.
I hereby acknowledge on behalf of the Partnership that:
• the company is responsible for the adequacy and accuracy of the disclosure in the filing;
• staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
Mayer Brown LLP operates in combination with our associated English limited liability partnership
and Hong Kong partnership (and its associated entities in Asia).
Mayer Brown LLP
Cicely LaMothe |
September 2, 2008 |
Page 2 |
• the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
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Sincerely,
Peter Schultz
Sincerely,
Peter Schultz
cc: | Robert L. Lerner |
CHDB04 13427965.1 06-Aug-08 09:55
