UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 13F
                               Form 13F COVER PAGE
Report for the Calendar Year or Quarter Ended: 6/30/2011
Check here if Amendment []; Amendment Number:
                                               -------
This Amendment (Check only one.):               [] is a restatement.
                                                [] adds new holdings entries.

Institutional Investment Manager Filing this Report:


Name:      Ridgeback Capital Investments L.P.

Address:   430 Park Avenue, 12th Floor
           New York, New York 10022


Form 13F File Number:


The institutional investment manager filing this report and the person by whom
it is signed hereby represent that the person signing the report is authorized
to submit it, that all information contained herein is true, correct and
complete, and that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of this submission.

Persons Signing this Report on Behalf of Reporting Manager:

Name:   Ridgeback Capital Investments Ltd., as General Partner, by Bud Holman
Title:  Director
Phone:  (212) 808-7729

Signature,  Place,  and  Date  of  Signing:

/s/ Bud Holman                     New York, New York                 8/15/2011
---------------------------------  ---------------------------------  ----------
[Signature]                        [City, State]                      [Date]

Ridgeback Capital Investments Ltd. is the general partner of Ridgeback Capital
Investments L.P.  Pursuant to an investment management agreement, Ridgeback
Capital Management LP maintains investment and voting power with respect to the
securities held or controlled by Ridgeback Capital Investments Ltd.  Wayne
Holman, an individual, controls Ridgeback Capital Management LP.  Ridgeback
Capital Management LP, Ridgeback Capital Investments Ltd. and Wayne Holman do
not own any securities reported herein directly.

Report  Type  (Check  only  one):

[X]     13F HOLDINGS REPORT. (Check here if all holdings of this reporting
        manager are reported in this report.)

[ ]     13F NOTICE. (Check here if no holdings reported are in this report,
        and all holdings are reported by other reporting manager(s).)

[ ]     13F COMBINATION REPORT. (Check here if a portion of the holdings for
        this reporting manager are reported in this report and a portion are
        reported by other reporting manager(s).)

List of Other Managers Reporting for this Manager:




                              Form 13F SUMMARY PAGE

Report Summary:

Number of Other Included Managers:                    2

Form 13F Information Table Entry Total:               7

Form 13F Information Table Value Total:  $      283,560
                                         --------------
                                         (In Thousands)


List of Other Included Managers:

Provide a numbered list of the name(s) and 13F file number(s) of all
institutional investment managers with respect to which this report is filed,
other than the manager filing this report.

No.   Form 13F File Number  Name

1     28-12280              Ridgeback Capital Managment LP
----  --------------------  ----------------------------------------------------
2     28-12277              Ridgeback Capital Investments Ltd.
----  --------------------  ----------------------------------------------------






                                                  FORM 13F INFORMATION TABLE

          COLUMN 1               COLUMN 2    COLUMN 3  COLUMN 4      COLUMN 5       COLUMN 6  COLUMN 7       COLUMN 8
----------------------------- -------------- --------- -------- ------------------ ---------- -------- ---------------------
                                                        VALUE    SHRS OR  SH/ PUT/ INVESTMENT  OTHER     VOTING AUTHORITY
       NAME OF ISSUER         TITLE OF CLASS   CUSIP   (x$1000)  PRN AMT  PRN CALL DISCRETION MANAGERS SOLE SHARED   NONE
----------------------------- -------------- --------- -------- --------- --- ---- ---------- -------- ---- ------ ---------
                                                                                  
Amarin Corporation PLC        SPONS ADR NEW  023111206    1,443   100,000 SH       SOLE       1,2         0      0   100,000
BioMarin Pharmaceuticals Inc. Common Stock   09061G101   17,161   630,700 SH       SOLE       1,2         0      0   630,700
Cadence Pharmaceuticals Inc.  Common Stock   12738T100    9,035   982,084 SH       SOLE       1,2         0      0   982,084
Ironwood Pharmaceuticals      Common Stock   46333X108  155,459 9,889,262 SH       SOLE       1,2         0      0 9,889,262
The Medicines Company         Common Stock   584688105   42,757 2,589,750 SH       SOLE       1,2         0      0 2,589,750
Pharmasset, Inc.              Common Stock   71715N106   27,770   247,500 SH       SOLE       1,2         0      0   247,500
Pharmasset, Inc.              Common Stock   71715N106   29,935   266,800 SH  CALL SOLE       1,2         0      0   266,800