UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20548
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 8, 2006
RIDGEWOOD ENERGY O FUND, LLC
(Exact name of registrant as specified on its charter)
Delaware 000-51924 76-0774429
(State of Incorporation) (Commission (IRS Employer
File Number) ID Number)
Registrant's address and telephone number:
1314 King Street, Wilmington, Delaware 19801
(302) 888-7444
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2b)
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 4.01. Changes in Registrant's Certifying Accountant
On June 8, 2006, Ridgewood Energy Corporation, the manager of Ridgewood
Energy O Fund, LLC (the "Fund"), dismissed Perelson Weiner LLP ("Perelson
Weiner") as the Fund's independent registered public accountants.
The Fund was formed on December 21, 2004 and filed its Registration
Statement on Form 10 in April 2006; thus, the period beginning December 21, 2004
and ended December 31, 2005 was the Fund's first audited reporting period.
Perelson Weiner's audit report on the financial statements of the Fund for the
period December 21, 2004 (inception) through December 31, 2005 did not contain
an adverse opinion or disclaimer of opinion, nor was such report qualified or
modified as to uncertainty, audit scope or accounting principles.
From the date of inception of the Fund through June 8, 2006, there were no
disagreements with Perelson Weiner on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Perelson Weiner, would
have caused Perelson Weiner to make reference to the subject matter of the
disagreements in their report on the Fund's financial statements for such
period.
From the date of inception of the Fund through June 8, 2006, there were no
"reportable events" as defined in Item 304(a)(1)(v) of Regulation S-K.
The Fund has provided a copy of the above disclosures to Perelson Weiner
and asked Perelson Weiner to provide it with a letter addressed to the
Securities and Exchange Commission stating whether or not Perelson Weiner agrees
with the statements made herein, and if not, stating the respects in which it
does not agree. The Fund will file an amendment to this Form 8-K attaching a
copy of such letter as an exhibit promptly after Perelson Weiner furnishes the
letter to the Fund.
As disclosed in a Form 8-K filed by the Fund with the SEC on July 13, 2006,
on July 12, 2006, Ridgewood Energy Corporation appointed Deloitte & Touche LLP
as the Fund's independent registered public accounting firm.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereto duly authorized.
RIDGEWOOD ENERGY O FUND, LLC
Date: July 27, 2006 By: /s/ Kathleen P. McSherry
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Kathleen P. McSherry
Senior Vice President and
Chief Financial Officer
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