U. S. Securities and Exchange Commission
                        Washington, D. C.  20549

                             FORM 10-KSB/A-1

[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

     For the calendar year ended December 31, 2001
                                 -----------------

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

     For the transition period from _________________ to __________________

                 Commission File No.  033-20344-LA
                                      ------------

                         Oak Ridge Micro-Energy, Inc.
                         ----------------------------
               (Name of Small Business Issuer in its Charter)

           COLORADO                                      84-1077242
           --------                                      ----------
(State or Other Jurisdiction of                   (I.R.S. Employer I.D. No.)
 incorporation or organization)

                            74 Rolling Links Blvd.
                         Oak Ridge, Tennessee 37830
                         --------------------------
                   (Address of Principal Executive Offices)

                  Issuer's Telephone Number:  (865) 789-3998

                            GLOBAL ACQUISITION, INC.
                             3046 E. Brighton Place
                           Salt Lake City, Utah 84121
                           --------------------------
      (Former name and former address, if changed since last Report)

Securities Registered under Section 12(b) of the Exchange Act:  None.

Securities Registered under Section 12(g) of the Exchange Act:  None.

     Check whether the Issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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.

     (1)   Yes X     No            (2)   Yes X     No

     Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-
KSB or any amendment to this Form 10-KSB.  [ ]

     State Issuer's revenues for its most recent calendar year:  December 31,
2001, $0.

     For the Exhibit Index, see Part III, Item 13.

     State the aggregate market value of the common voting stock held by non-
affiliates computed by reference to the price at which the stock was sold, or
the average bid and asked prices of such stock, as of a specified date within
the past 60 days.

     April 15, 2002 - $4,558,480.  There are approximately 11,396,200 shares
of common voting stock of the Registrant held by non-affiliates.  During the
past five years, there has been no "established trading market" for shares of
common stock of the Registrant, so the Registrant has arbitrarily valued these
shares on the basis of the present low bid price for these shares on the OTC
Bulletin Board of the NASD.

                  (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                          DURING THE PAST FIVE YEARS)

     The Registrant filed bankruptcy proceedings on April 23, 1997, which were
dismissed on December 23, 1999, by a No Asset Report of the Trustee.  No other
material action was taken during the pendency of these proceedings.  See Part
I, Item 3.

                   (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

     State the number of outstanding shares of each of the Registrant's
classes of common equity, as of the latest practicable date:

                               April 15, 2002

                             Common - 78,879,078


                     DOCUMENTS INCORPORATED BY REFERENCE
                     -----------------------------------

     See Part III, Item 13.

   Transitional Small Business Issuer Format   Yes  X   No ___

                              PART I

Item 1.  Description of Business.
         ------------------------

Business Development.
---------------------

     January 1, 2000, to present.
     ----------------------------

     On March 2, 2000, we ("Oak Ridge Micro-Energy, Inc." [the "Company" or
"Oak Ridge," and "we," "our," "us" and similar words of import]) effected a
100 for one reverse split of our outstanding common stock, while retaining our
authorized capital and shares, and with appropriate adjustments to our capital
accounts.

     A three for one forward split of our outstanding common stock was also
effected on April 14, 2000, while also retaining our authorized capital and
shares, and with appropriate adjustments to our capital accounts.


     Mark Meriwether, our former sole director and executive officer, acquired
approximately 137,865 shares of our outstanding voting securities that
represented approximately 75% of our outstanding common stock on or about
January 6, 2000.  See our 8-K Current Report dated January 6, 2000, which has
been previously filed with the Securities and Exchange Commission and which is
incorporated herein by reference, Part III, Item 13.

     We acquired all of the outstanding securities of Thin Film Battery, Inc.,
a Nevada corporation ("Thin Film Battery"), on April 7, 2000, in exchange for
shares of our "restricted securities" (common stock), and Thin Film Battery
became our wholly-owned subsidiary.  On February 14, 2001, this acquisition
was rescinded.  See our 8-K, 8-KA-1 and 8-KA-2 Current Reports respectively
dated April 7, 2000, which have been previously filed with the Securities and
Exchange Commission and which are incorporated herein by reference, Part III,
Item 13.

     On April 17, 2001, we filed a Certificate of Amendment to our Certificate
of Incorporation changing our name to "Global Acquisition, Inc."

     We awarded a dividend of 20 shares of our stock for each one share of
stock owned on October 12, 2001; and Mark Meriwether, our then sole officer
and director, delivered 2,000,000 pre-dividend shares that were owned by him
to our transfer agent, Colonial Stock Transfer, for cancellation.

     All computations in our Report and the accompanying financial statements
take these re-capitalizations into account.

     On November 12, 2001 the Company entered into a research and development
agreement to further develop the thin film battery.  The terms of the of the
agreement include the lease of equipment to be used in the development process
and the payment of consulting fees and expenses during the development
process.  If the development process is successful the Company may purchase
the license for a payment of $50,000 and the issuance of 2,000,000 common
shares of the company, toward the purchase price to be negotiated by the
parties.

Events Subsequent to December 31, 2001.
---------------------------------------

    Effective as of January 15, 2002, we acquired all of the outstanding
securities of Oak Ridge Micro-Energy, Inc., a Nevada corporation ("Oak Ridge
Nevada"), from its sole stockholder, John B. Bates, Ph.D., in a forward
triangular merger between our newly formed wholly-owned subsidiary and Oak
Ridge Nevada and pursuant to which Oak Ridge Nevada became our wholly-owned
subsidiary.  The shares of issued and outstanding common stock of Oak Ridge
Nevada were converted into and exchanged for 23,049,018 shares of our common
stock, or approximately 29% of our post-acquisition outstanding securities,
taking into account the cancellation of 22,750,000 shares of our common stock
that were owned by Mark Meriwether, our President and sole pre-acquisition
director and executive officer.  See our 8-K/A-2 Current Report dated January
15, 2002, which has been previously filed with the Securities and Exchange
Commission and which is incorporated herein by reference, Part III, Item 13.

     Oak Ridge Nevada owned the rights to acquire a license from Oak Ridge
National Laboratory ("ORNL"), a multi-program service and technology
laboratory managed by UT Battelle LLC for the U.S. Department of Energy (the
"ORNL License Option").  Oak Ridge Nevada's license pertained to electrically
and solar rechargeable thin-film lithium batteries that were discovered and
invented by Dr. John B. Bates and his research team at ORNL.  Compared to a
conventional coin-cell battery that is several millimeters thick, thin-film
batteries are less than 15 micrometers thick (0.0006 inches), or about the
thickness of Saran Wrap.

     Dr. Bates was employed by ORNL for nearly 30 years and left ORNL recently
to form Oak Ridge Nevada with a plan to commercialize these batteries.  We
intend that our business operations will encompass these endeavors.

     Dr. Bates invented or co-invented 12 patents, authored or co-authored 60
articles and wrote three book chapters in the field of rechargeable thin-film
lithium batteries while at ORNL.  Awards and honors include: the 1996
Lockheed-Martin Energy Systems Inventor of the year; the 1996 R&D 100 Award
(Thin-Film Battery) ORNL, Technical Achievement Award; and the 2000
Electrochemical Society Battery Research Award.  Through his scientific
achievements, Dr. Bates is internationally recognized as the foremost
authority in thin-film battery technology.

     The target markets for thin-film batteries include: semiconductor and
computer manufacturers, radio frequency tags, sensors, implantable medical
devices, inventory control, military and government national security needs.
The license and patents from ORNL will satisfy these markets.

     On February 13, 2002, we changed our name to "Oak Ridge Micro-Energy,
Inc." by amending our Certificate of Incorporation.  A copy of this amendment
is attached hereto and is incorporated herein by reference.  See Item 13, Part
III.

     Through our directors and officers, on March 1, 2002, we commenced, on a
"best efforts" basis, to offer a minimum offering 400,000 shares at $0.25 per
share for $100,000; and maximum offering 2,000,000 shares at $0.25 per share
for $500,000.  No sales commissions will be charged for the offer and sale of
these securities.  As of the date of this Report, $250,375 had been received
on this offering for the sale of 1,001,500 shares of our common stock
("restricted securities").

     Inception through December 31, 1999.
     ------------------------------------

     Historical information from inception regarding the Company is contained
under the heading "Business Development", Part I, Item 1, of our 10-KSB Annual
Report for the year ended December 31, 1999, which has been previously filed
with the Securities and Exchange Commission and which is incorporated herein
by reference, Part III, Item 13.

Business.
---------

     Executive Summary.
     ------------------

     We own the rights to a acquire a non-exclusive license from ORNL that
pertains to electrically and solar rechargeable thin-film lithium batteries
that were discovered and invented by Dr. John Bates and his research team at
ORNL.

Thin-Film Lithium and Lithium-Ion Batteries.
--------------------------------------------

     Thin film rechargeable lithium and lithium-ion batteries were discovered
and developed at the Oak Ridge National Laboratory by Dr. John Bates and his
team of scientists and engineers from research that spanned more than a
decade.  This new technology is based upon the developments that allow
fabrication of batteries that are less than 15 micrometers (about 0.0006 inch)
thick.  Unlike conventional batteries, thin film batteries can be deposited
directly onto chips or chip packages in any shape or size, and when fabricated
on plastics or thin metal foils, the batteries are quite flexible.

     Some of the additional unique properties of thin-film lithium and
lithium-ion batteries that distinguish them from conventional batteries
include:

     *    All solid state construction;
     *    Can be cycled thousands of times with negligible loss of capacity;
     *    Can be operated at high and low temperatures (tests have been
          conducted between -20 degrees C and 100 degrees C);
     *    Unaffected by heating to temperatures up to 300 degrees C (lithium-
          ion cells);
     *    Can be made in any shape or size;
     *    Superior energy and power densities;
     *    Cost does not increase with reduction in size (constant $/cm2); and
     *    Completely safe under all operating conditions.

     Thin-film lithium-ion batteries have the additional advantage of being
unaffected by heating to 300 degrees C.  Many integrated circuits or IC's are
assembled by the solder reflow or surface mount process in which all of the
electronic components are soldered on to the board at the same time by heating
to temperatures as high as 250 degrees C for a few minutes.  Conventional
batteries, such as coin or button cells, contain organic liquid electrolytes
cannot survive such temperatures, and therefore must be added to the circuits
as a separate component, often manually.  Thin-film lithium-ion batteries in
which the lithium metal anode is replaced with a high-temperature inorganic
material that can accept large concentrations of lithium ions can be
integrated into circuits using solder reflow.

     Because of their unique features, thin-film batteries have a wide range
of uses as power sources for consumer products such as memory backup, smart
cards, sensors, radio frequency identification tags, micro-sized devices and
medical products such as implantable defibrillators and neural stimulators.
The small size and high-energy density of this new battery technology will
improve existing consumer and medical products and will enable the development
of many new products.

Markets for Thin-Film Batteries.
--------------------------------

     Thin-film lithium and lithium-ion batteries are ideally suited for a
variety of applications where a small power source is needed.  They can be
manufactured in any requirements of specific applications and they can be
fabricated directly onto chips, chip carriers or multi-chip module packages.
By using the available space on a ceramic package or even a silicon die, the
battery can provide the required power while occupying otherwise wasted space
and adding negligible mass.

     The range of possible applications of these batteries derives from their
important advantages compared to conventional battery technologies: (1)
Because of their all solid-state construction, the batteries are completely
safe under all operating conditions.  Moreover, they are unaffected by g-
forces, thus making them uniquely suited for smart munitions and other
applications in which extreme acceleration is experienced.  (2) They can be
made in any shape and size to meet the requirements of each application, and
unlike conventional batteries, the cost of thin-film batteries decreases as
their size decreases.  (3) Lithium-ion thin-film batteries can be heated to a
temperature of 300 degrees C with no degradation in performance.  This means
they can be added to integrated circuits using the highly efficient solder
reflow process.  (4) The batteries can be cycled thousands of times with
negligible loss of capacity.  This means that the size of the batteries needs
to be no larger than required to satisfy the energy requirements on a single
cycle.  With cycle lives easily in excess of 5,000 cycles, it would require
conventional primary coin cell, for example, to have 5,000 times more capacity
than a thin-film battery for the same application.  Recharging can take place
using solar cells, by inductive coupling, e.g. through the skin, as well as by
conventional means.

     Some of the immediate markets for thin-film batteries include the
following consumer products, medical devices and government applications:

     Consumer Products.
     ------------------

          *     Semiconductor applications: chip and non-volatile memory
                backup;
          *     Radio frequency identification tags;
          *     Smart cards;
          *     Ultra-thin watches; and
          *     Micro-electromechanical systems, e.g. micron-sized
                valves and pumps.

     Medical Products.
     -----------------

          *    Defibrillators;
          *    Neural stimulators;
          *    Pacemakers; and
          *    Drug delivery systems;

     Compared to conventional technologies, thin-film batteries for
implantable medical applications have the advantages of a major reduction in
size, safety and reliability, and they never need to be replaced, i.e. the
device never needs to be explanted from a patient.

     Government Applications.
     ------------------------

          *    Radio frequency identification tags (troop location);
          *    Unattended sensors for covert operations;
          *    Micro sized devices for covert operations; and
          *    Smart munitions.

     Descriptions of selected applications.
     --------------------------------------

     Semiconductor non-volatile memory backup.
     -----------------------------------------

     Thin-film lithium and lithium-ion batteries can be integrated directly
into the electronics on printed circuit boards or into the components
themselves.  The small form factor can reduce the package size by many times.
Backup power for non-volatile memory and distributed power-on-the-chip are
just a few examples.

     Non-volatile static random access memory is used in numerous products
such as computers, time keeping chips and flash memory buttons.  When the
active power of a device with static random access memory is turned off, it is
necessary to have a backup source of energy in order to retain memory in the
chips.  Because of the very low leakage currents of the complimentary
metal-oxide semiconductor transistors that make up the memory, only small
batteries are necessary to retain the memory during periods when the device is
removed from active power, such as might occur in a blackout.  Presently,
non-rechargeable coin cells are used to backup non-volatile static access
memory, but because they are not rechargeable and produced in standard minimum
sizes, the battery often dominates the size of the static random access memory
package.  Since thin-film batteries can be cycled thousands of times with
negligible loss of capacity, a thin-film battery many times smaller than a
coin cell can be used as a backup power source.  Also, only solid-state
thin-film lithium-ion batteries can withstand the high temperatures required
for solder reflow assembly, allowing them to be integrated into circuits along
with the other components.  Conventional coin cells must be added by hand.
Thin-film batteries also can be deposited directly onto memory chips or chip
packages, reducing the volume they occupy even further.

     Radio frequency identification tags.
     ------------------------------------

     Two decades ago, bar code technology revolutionized the way goods and
merchandise were identified, priced and inventoried.  Bar coding rapidly
became an integral part of modern business, providing a firm foundation for
the concept of automatic identification.  However, bar code technology is
limited in its application by the need for an unobstructed line-of-sight or
physical contact between the bar code and the reader.  These reading systems
cannot function in many environmental conditions and most labels deteriorate
with time.

    Radio frequency identification eliminates this limitation.  This
technology identifies an object remotely through the use of radio frequencies
and microchips that can last indefinitely.  Because these types of codes can
be read without line-of-sight or physical contact, radio frequency
identification tag technology provides a solution to certain difficult
identification problems that bar code technology cannot address.

     Two Way Tags.
     -------------

     Two way tags are active devices that incorporate a miniature transmitter
and/or receiver.  The tag may be polled or transmit freely.  Data may be read
only or programmed by the interrogator.  Typical applications include:

          *     Toll collection;
          *     Traffic management systems;
          *     Inter modal container management;
          *     Manufacturing process control;
          *     Waste management; and
          *     High value asset control.

     High-volume applications of radio frequency identification tags include
airport security, property identification and theft avoidance.

     Airports security and luggage tracking are vitally important applications
of this technology in today's society.  With the new radio frequency microdot
technology, it will now be possible to track every passenger, every ticket,
every piece of luggage and every carry-on item in every location on airport
property or in or out of the airplane at all times.  The need and demand for
such security are unprecedented.  This one application alone makes thin-film
batteries integrated with radio frequency technology a major technology.

     Identification of property anywhere at any time represents a worldwide
advance in crime fighting techniques.  Such systems not only increase risk of
detection and conviction for criminals, but also serve to dramatically reduce
the value of stolen goods.  Identification systems are available on virtually
any item of property ranging from household goods to construction equipment.
Microdot technology can now be used in homes and offices and combined with
electronic tags that provide multi-functional capabilities, including anti-
theft and asset management.

     Theft avoidance, especially from employees, potentially can save
hundreds of millions of dollars in retail businesses.  Very thin radio
frequency identification tags powered with thin-film batteries can be imbedded
in many products ranging from compact discs, small appliances and clothing
providing a virtually failsafe system against shoplifting.

     Additional high-volume applications of this radio frequency
identification technology include access control, item shelf-life control,
pallet tracking, maintenance record management and livestock and wildlife and
fisheries management.  Because thin-film batteries do not degrade nor are they
affected by radiation including gamma rays, x-rays or neutrons, another
potential high-volume application is their use in powering radio frequency
identification tags for tracking nuclear waste and nuclear materials.

     Micro-Electro-Mechanical Systems.
     ---------------------------------

     Micro-Electro-Mechanical Systems is a relatively new technology that
exploits the existing microelectronics infrastructure to create complex
machines with micron feature sizes.  This type of a device involves the
integration of mechanical elements, sensors, actuators and electronics on a
common silicon substrate through the utilization of micro-fabrication
technology.  While the electronics are fabricated using integrated circuit
process sequences, the micro-mechanical components are fabricated using
compatible "micro-machining" process that selectively etch away parts of the
silicon wafer or add new structural layers to form the mechanical and
electro-mechanical devices.

     These miniature machines can have many functions, including sensing,
communication and actuation.  This new technology enables the realization
of complex mechanical, electrical and chemical systems on a chip, and the
integration of these systems with on-chip control and communication
electronics.   This enables the creation of intelligent microsystems that
know where they are and what is going on around them.

     Miniature medical devices is one of the major future markets for micro
electrical systems.  One of the devices envisioned is a nanorobot small enough
to navigate the narrowest blood vessel in order to check the human body for
disease, battle bacteria or cancer cells, perform cell surgery and even repair
genes.  Miniature "roto-rooters" will be able to work their way through every
vein and artery and completely clear them of any plaque or fix potential
problems.

     The defense and intelligence agencies of the U.S. government are engaged
in research to develop microbots for surveillance and counter measures.  The
"Fly-on-the-Wall" will fly into a room undetected, take pictures and transmit
conversations.  The "Wasp" is a flying micro robot that can fly inside a
computer and completely destroy the machine.  Another concept combining animal
and micro machine is envisioned in which a micro machined neural probe
inserted into the nerve center of an insect allows the insect to be guided in
flight.  When equipped with a battery-powered system on a chip with telemetry
capability, insect micro electronic systems could be used to detect hazardous
gases in mines or provide images and other data in contaminated environments.

     It should be obvious that the successful development of autonomous micro-
electronic systems devices requires an on-board power source.  Only thin-film
batteries are small enough to fill this need.

     Future products.
     ----------------

     Looking toward the future, the availability of thin-film batteries will
spawn new products designed to take advantage of their unique characteristics.
The products could range from new medical devices to novelty items.  Advances
in materials processing will lead to smaller and smaller electronic and micro-
sized devices, and only thin-film batteries can follow this reduction in size.

Company Strategy.
-----------------

     Our strategy is to be first to penetrate the markets discussed
above with the most reliable lowest cost product.  In order to achieve these
objectives, we will focus on the following key areas:

     Outsource Manufacturing.
     ------------------------

     Being first to market is important to our success.  One of our first
activities will be to find a manufacturing partner that can produce large
quantities of samples.  Outsourcing manufacturing with an established partner
avoids the large cost ($50M to $100M) and long time (two - three
years) to build a manufacturing plant.  While the manufacturing partner is
modifying production lines and materials are on order, prototype production
will get underway in our research and development facility using an in-line
sputtering tool as soon as the equipment can be installed.  Most all of the
equipment used in our research and development facility will be used and
is readily available.  This not only saves money over the cost of new
equipment, but it also saves time.

     Initially Manufacture Li-Ion Batteries.
     ---------------------------------------

     As described in more detail in the Thin-Film Battery Technology section,
batteries with lithium anodes (lithium batteries) offer some important
advantages over lithium-ion batteries for some applications such as medical
implant devices.  However, while most of the fabrication steps are identical,
the cost of manufacturing lithium batteries is higher than that of lithium-ion
batteries because of the extra equipment and handling considerations required
to deposit metallic lithium.  Moreover, the market for thin-film lithium-ion
batteries as backup power sources for non-volatile memory is large.  With a
manufacturing partner, lithium-ion batteries can rapidly be in production as
facilities to deposit metallic lithium are under construction.

Location in Oak Ridge, Tennessee.
---------------------------------

     Dr. Bates' prior association with the Oak Ridge National Laboratory
allows us, through the Laboratory's user program for corporations, to gain
access to specialized equipment.  This eliminates the need for us to
purchase expensive equipment that is infrequently used but is critically
important to our intended business.  In addition to the personnel at ORNL, Oak
Ridge has a large talent pool of former and retired employees with special
skills in machining, electronics and materials characterization.  These
specialists can be hired as permanent or part-time employees or as
consultants.   Suitable buildings have been identified in Oak ridge for ORME's
research and development center that are conveniently located close to ORNL
and machine shops that will be needed to fabricate masks and other parts
required to make thin-film batteries. In addition to the personnel at ORNL,
Oak Ridge has a large talent pool of former and retired employees with special
skills in machining, electronics, and materials characterization. These
specialists can be hired as permanent or part-time employees or as
consultants.  There is ample space in Oak Ridge for our research and
development center.  Several of the available buildings are close to machine
shops that will be needed to fabricate mask and other parts needed to make
thin-film batteries.

Materials and Processing R & D.
-------------------------------

     The cost of thin-film batteries largely is determined by the time to
deposit the various layers.  The time-tested process of sputtering assures
good product, but the deposition rate is low.  One of the main activities of
our research and development center is to find more rapid deposition
techniques that are suitable for the production thin-film batteries.
Presently, we have a project currently in progress under the direction of
Alvin Snaper in his laboratory that is focused on the possible development of
a fast coating process for thin-film batteries based on plasma arc deposition.
In 1971 and 1974, Mr. Snaper patented a vapor arc deposition technique, which
was licensed to Multi-Arc Corporation in 1980 for the first commercial
application of high-rate cathodic arc deposition of thin-film coatings.  In
view of the potential importance of this process in greatly reducing the cost
producing thin-film batteries, we have acquired a license to employ this
technology described in Snaper's 1994 US Patent No. 5,254,237.

     In addition to developing rapid deposition processes, our research and
development center also will seek to invent around the patented ORNL
electrolyte and lithium packaging process.  If successful, we will no longer
need the ORNL license and thereby avoids the 5% royalty payment on net sales.
Critical to successfully discovering new materials and faster deposition
processes and rapid market penetration, highly qualified scientists, engineers
and business managers have expressed interest in joining us as soon as
operations begin.

Operations.
-----------

     The objectives of the first 12 months of operations include establishing
our research and development center, finding a manufacturing partner to
produce thin-film batteries in large quantities and cultivating relationships
with known customers and identifying new customers.  Installation of an
in-line sputtering tool and other equipment will assure that significant
numbers of sample can be produced in our research and development center while
a manufacturing partner is gearing up for production.

First-Year Goals.
-----------------

     *     Locate, renovate and equip our research and development facility;
     *     Staff research and development facility and business office;
     *     Fabricate and distribute samples;
     *     Find manufacturing partner and begin production;
     *     Start research on new materials and fast deposition processes;
     *     Conduct market survey and cultivate known customers;
     *     Locate/renovate building (5,000 to 7,000 sq. ft.); and
     *     Install equipment.

     Staffing.
     ---------

           Business Office (three to six months);
           ---------------

           *     Business manager;
           *     Marketing/sales engineer; and
           *     Secretary.

           Research and Development.
           -------------------------

           *     CTO;
           *     Manufacturing engineer;
           *     Research scientist (three to six months); and
           *     Technician.

     Key staff members for our research and development center have been
contacted and have expressed an interest in joining us.  Several buildings
suitable for this facility have been found in Oak Ridge, Tennessee.  All are
located within 10 miles of our principal executive offices.

Financial Projections.
----------------------

     The number of applications and markets for thin-film batteries will be
limited by the cost of production.  If the batteries can be produced at a cost
$0.15/cm 2 of active battery area, high volume applications such as backup of
nonvolatile memory are viable, and the size of the market is hundreds
of millions of batteries per year.  To estimate the margins, one manufacturer
of non-volatile memory currently pays $0.50 to purchase and install coin cells
in their non-volatile memory packages.  It is estimated that a 2-cm 2
thin-film battery can replace the coin cell, so if the production cost is
$0.15/cm 2, the profit is $0.20 or 67%.  If the thin-film battery costs
$0.20/cm 2 to manufacture, then the profit for the same battery is 25%, and so
on.

     Rough estimates of net income were made based on certain assumptions of
deposition rate, area coated per run, cost of materials, sputtering target
utilization, operating costs, product yield, etc. and production capacity.  In
this case, the net income will depend on the production capacity.  For
example, with a production capacity of about 272,500 m2/yr, the net income is
about $211M using reasonable assumptions for the variables in the cost model.
Improvements in the yield from 60 % to 75 % increase the net income to $325M.
The sputtering tools used in the glass coatings can be used to fabricate thin
film batteries, and a production of nearly 273,000 m2 of batteries per year is
about 0.2 % of the predicted production output in the glass coating industry
by the year 2003.

     The production capacity required to achieve these net incomes reinforces
the necessity to find a manufacturing partner with large area deposition
capability such as that found in the glass coatings industry.  The savings in
capital investment money need to construct a factory is estimated at $50M to
$100M.

     The time to deposit the thin film components of the battery is a large
fraction of the production costs.  If we are successful in developing a
production process that is only two times faster than present sputtering
technology, then for a 75 % yield the net profit increases to over $418M.

     Low-cost, high volume applications such as non-volatile memory backup and
rf tags represent the bottom of the profit ladder typical of consumer
products.  Government applications are much less cost sensitive, and in most
cases performance far outweighs cost in the selection of a battery technology.
This is especially true where battery replacement is extremely expensive, as
for example in devices that are used in space missions.  Similarly,
performance and reliability are much more important than cost for implantable
medical devices.  Although the number of batteries needed for government or
medical applications will not be as large as required by consumer products,
the margins from such applications will be much higher.  For example, from the
expected market size and estimated profit margins, the net income from
implantable defibrillators alone could reach $100M and require far smaller
production capacity.

     The price of the thin-film battery initially will be higher than
competitive backup power sources such as coin cell batteries.  However,
management believes that the semiconductor manufacturer can justify the
increased cost through savings in the solder reflow process, the real estate
saved on the chip or board, the ability to design smaller devices and the
reliability benefits to the consumer.

     Initial battery prices will be established to be competitive and to build
demand.  Price reductions can be implemented once the market demand is built,
manufacturing yields are optimized, and margins improve.  Price reductions
that result from production increases and operation efficiency will enable new
markets to open and demand from present markets to increase.

     If there is one conclusion about thin-film batteries that should be
obvious it is this: Finding markets for the thin-film products will not be the
challenge; the challenge is to rapidly develop the product and bring it
successfully to market.


            PRELIMINARY NOTES REGARDING FORWARD-LOOKING STATEMENTS

ALL FORWARD-LOOKING STATEMENTS CONTAINED HEREIN, AND SPECIFICALLY UNDER THIS
HEADING, ARE DEEMED BY THE COMPANY TO BE COVERED BY AND TO QUALIFY FOR THE
SAFE HARBOR PROTECTION PROVIDED BY THE PRIVATE SECURITIES LITIGATION REFORM
ACT OF 1995.   SHAREHOLDERS AND PROSPECTIVE SHAREHOLDERS SHOULD UNDERSTAND
THAT SEVERAL FACTORS GOVERN WHETHER ANY FORWARD-LOOKING STATEMENT CONTAINED
HEREIN WILL BE OR CAN BE ACHIEVED. ANY ONE OF THOSE FACTORS COULD CAUSE ACTUAL
RESULTS TO DIFFER MATERIALLY FROM THOSE PROJECTED HEREIN. THESE
FORWARD-LOOKING STATEMENTS INCLUDE PLANS AND OBJECTIVES OF MANAGEMENT FOR
FUTURE OPERATIONS, INCLUDING PLANS AND OBJECTIVES RELATING TO THE PRODUCTS AND
THE FUTURE ECONOMIC PERFORMANCE OF THE COMPANY.   ASSUMPTIONS RELATING TO THE
FOREGOING INVOLVE JUDGMENTS WITH RESPECT TO, AMONG OTHER THINGS, FUTURE
ECONOMIC, COMPETITIVE AND MARKET CONDITIONS, FUTURE BUSINESS DECISIONS, AND
THE TIME AND MONEY REQUIRED TO SUCCESSFULLY COMPLETE DEVELOPMENT PROJECTS, ALL
OF WHICH ARE DIFFICULT OR IMPOSSIBLE TO PREDICT ACCURATELY AND MANY OF WHICH
ARE BEYOND THE CONTROL OF THE COMPANY. ALTHOUGH THE COMPANY BELIEVES THAT THE
ASSUMPTIONS UNDERLYING THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN ARE
REASONABLE, ANY OF THOSE ASSUMPTIONS COULD PROVE INACCURATE AND, THEREFORE,
THERE CAN BE NO ASSURANCE THAT THE RESULTS CONTEMPLATED IN ANY OF THE
FORWARD-LOOKING STATEMENTS CONTAINED HEREIN WILL BE REALIZED. BASED ON ACTUAL
EXPERIENCE AND BUSINESS DEVELOPMENTS, THE IMPACT OF WHICH MAY CAUSE THE
COMPANY TO ALTER  ITS MARKETING, CAPITAL EXPENDITURE PLANS OR OTHER BUDGETS,
WHICH MAY IN TURN AFFECT THE COMPANY'S RESULTS OF OPERATIONS IN LIGHT OF THE
SIGNIFICANT UNCERTAINTIES INHERENT IN THE FORWARD-LOOKING STATEMENTS INCLUDED
HEREIN, THE INCLUSION OF ANY SUCH STATEMENT SHOULD NOT BE REGARDED AS A
REPRESENTATION BY THE COMPANY OR ANY OTHER PERSON THAT THE OBJECTIVES OR PLANS
OF THE COMPANY WILL BE ACHIEVED.

Initial Funding Requirements.
-----------------------------

     A.  Capital Equipment.
     ----------------------

Required Item                 Cost       Justification
-------------                 ----       -------------

in-line sputtering tool      $400,000    tool used to produce batteries
                                         in batch quantities of tens to
                                         hundreds depending on battery
                                         size

estimated cost of minimum    $ 30,000    22"x 4.74"x0.25" sputtering
set of ceramic and metal                 targets of lithium cobalt
targets                                  oxide (4 ea.), lithium ortho
                                         phosphate (2 ea), and 1 ea.
                                         of the following metals: Cu,
                                         Co, Ni, Sn, Ti

initial set of substrates    $  3,000    sheets of 4"x 4" ceramic
for prototype tool                       (alumina or zirconia) plates
                                         onto which batteries will be
                                         deposited

prototype tool slicing/      $ 45,000    tool used to cut out individual
dicing tool                              batteries from deposits on
                                         large substrates

impedance analyzer           $ 22,000    apparatus for measuring
                                         electrolyte resistance (quality
                                         control and R&D of new
                                         materials

hood                         $ 20,000    ventilated work space for
                                         handling volatile chemicals

computers/software           $ 10,000    startup cost of office and lab
                                         computers including server

battery test system          $ 70,000    apparatus with 32 channels for
                                         testing prototype batteries

glove box                    $ 70,000    controlled atmosphere work space
                                         for handling air sensitive
                                         materials such as metallic
                                         lithium

miscellaneous tools          $  7,000    tools for working on vacuum
                                         chambers, circuit testers,
                                         etc.

UV cure                      $  8,000    assembly for ultraviolet
                                         curing of protective epoxies
                                         on batteries

small process chamber        $210,000    research-sized sputtering tool
                                         using small targets for rapid
                                         prototyping and deposition of
                                         new materials

optical microscope           $ 15,000    low power binocular microscope
                                         with instant camera for gross
                                         examination of films and
                                         batteries

masks (startup)              $  7,000    initial set of shadow masks
                                         used to define shapes and
                                         placement of battery layers on
                                         substrates

lab/office furniture         $  6,000    desks, chairs, workbenches

targets for small process    $  7,000    3" diameter metal and ceramic
chamber                                  targets for depositing battery
                                         layers in small process tool

miscellaneous equipment/     $ 20,000    compress gases and handling
supplies                                 system, electrometer, vacuum
                                         parts and hardware

Estimated lab total          $950,000

     Within the first 18 months of operation, additional funds will be
needed to add a lithium deposition system to the prototype production line.
While lithium anodes make batteries more expensive to make, lithium batteries
have better performance characteristics than lithium-ion batteries with the
inorganic Sn3N4 anodes, and some applications require them.

     Optional Equipment for Lithium Anode Deposition.
     ------------------------------------------------

Required Item                 Cost       Justification
-------------                 ----       -------------

lithium deposition system    $200,000    prototype tool for depositing
                                         metallic lithium anodes

parylene chamber             $ 25,000    system for depositing
                                         protective parylene layers
                                         over lithium anode

miscellaneous                $ 25,000    load lock assembly from lithium
                                         chamber to parylene chamber,
                                         station for depositing
                                         intermedica metal layers

Estimated total for
lithium system               $250,000


     In addition to the research and development facilities, additional
materials and equipment will be required by a manufacturing partner.  The cost
could range from $500,000 to $1M.  Our cost models indicated that these costs
could be offset quickly by sales.

     B. Operating expenses.
     ----------------------

     A breakdown of the operating costs for the research and development
facility is given in the tables below.  The salaries and benefits for the
staff listed above are estimated at $496,000 per year.  Adding the estimated
costs in materials and supplies for this facility of $139,000, the total
estimated yearly operating cost per year is $635,000.

     R&D Center Salaries and Overhead.
     ---------------------------------

Position                        Number                Salary
--------                        ------                ------

CEO/CTO                       1              $180,000
Sr. Sales Engineer            1              $ 60,000
Research Scientist            1              $ 90,000
Manufacturing Engineer        1              $ 80,000
Lab Technician                1              $ 40,000
Secretary                     1              $ 25,000
Benefits                                     $ 21,000

Total Salaries and Benefits                  $496,000

     R&D Center Operating Costs.
     ---------------------------

Chemicals                                    $  5,000
Machine shop                                 $ 10,000
Electrical/plumbing                          $  5,000
Rent/DSL/Phone                               $ 53,000
Supplies                                     $ 36,000
Travel                                       $ 30,000

Total                                        $139,000

Total Operating Costs                        $635,000

The Competition.
----------------

     Presently, there are five other U.S. companies that have licenses for
manufacturing thin-film batteries using ORNL's technology: Infinite Power
Solutions, Inc. (Littleton, CO); Front Edge Technology, Inc. (Baldwin Park,
CA); Cymbet Corporation (Minneapolis, MN); Teledyne Electronic Technologies
(Newport Beach, CA); and Excellatron (Atlanta, GA).

     Only one of these companies, Front Edge Technologies, has made prototype
quantities of thin-film batteries.  To the best of our knowledge, others have
largely focused on research and development and batch production of small
quantities of samples.

Effect of Existing or Probable Governmental Regulations on
Business.
---------

     The integrated disclosure system for small business issuers adopted by
the Securities and Exchange Commission in Release No. 34-30968 and effective
as of August 13, 1992, substantially modified the information and financial
requirements of a "Small Business Issuer," defined to be an issuer that has
revenues of less than $25 million; is a U.S. or Canadian issuer; is not an
investment company; and if a majority-owned subsidiary, the parent is also a
small business issuer; provided, however, an entity is not a small business
issuer if it has a public float (the aggregate market value of the issuer's
outstanding securities held by non-affiliates) of $25 million or more.  The
Company is deemed to be a "small business issuer."

     The Securities and Exchange Commission, state securities commissions
and the North American Securities Administrators Association, Inc. ("NASAA")
have expressed an interest in adopting policies that will streamline the
registration process and make it easier for a small business issuer to have
access to the public capital markets.

     Our common stock is "penny stock" as defined in Rule 3a51-1 of the
Securities and Exchange Commission.  Penny stocks are stocks:

     *     with a price of less than five dollars per share;

     *     that are not traded on a "recognized" national exchange;

     *     whose prices are not quoted on the NASDAQ automated quotation
system; or

     *     in issuers with net tangible assets less than $2,000,000, if the
issuer has been in continuous operation for at least three years, or
$5,000,000, if in continuous operation for less than three years, or with
average revenues of less than $6,000,000 for the last three years.

     Section 15(g) of the Exchange Act and Rule 15g-2 of the Securities
and Exchange Commission require broker/dealers dealing in penny stocks to
provide potential investors with a document disclosing the risks of penny
stocks and to obtain a manually signed and dated written receipt of the
document before making any transaction in a penny stock for the investor's
account.  You are urged to obtain and read this disclosure carefully before
purchasing any of our shares.

     Rule 15g-9 of the Securities and Exchange Commission requires
broker/dealers in penny stocks to approve the account of any investor for
transactions in these stocks before selling any penny stock to that investor.
This procedure requires the broker/dealer to:

     *     get information about the investor's financial situation,
investment experience and investment goals;

     *     reasonably determine, based on that information, that transactions
in penny stocks are suitable for the investor and that the investor can
evaluate the risks of penny stock transactions;

     *      provide the investor with a written statement setting forth the
basis on which the broker/dealer made his or her determination; and

     *      receive a signed and dated copy of the statement from the
investor, confirming that it accurately reflects the investor' financial
situation, investment experience and investment goals.

     Compliance with these requirements may make it harder for our
stockholders to resell their shares.

Item 2.  Description of Property.
---------------------------------

     We presently have no facilities or leased offices, but are actively
seeking facilities to lease at this time; presently, the principal executive
offices and telephone number utilized by us are those of our CEO, Dr. John B.
Bates, which are provided at no cost.

Item 3.  Legal Proceedings.
---------------------------

     We are not the subject of any pending legal proceedings; and to the
knowledge of management, no proceedings are presently contemplated
against us by any federal, state or local governmental agency.

     Further, to the knowledge of management, no director or executive
officer is party to any action in which any has an interest adverse to us.

Item 4.  Submission of Matters to a Vote of Security Holders.
-------------------------------------------------------------

     No matter was submitted to a vote of our security holders during the
fourth quarter of the year ended December 31, 2001.

                              PART II

Item 5.  Market for Common Equity and Related Stockholder Matters.
------------------------------------------------------------------

     Market Information.
     -------------------

     There has never been any "established trading market" for our shares of
common stock.  Our common stock is presently quoted on the OTC Bulletin Board
of the NASD under the symbol "OKRM" as reflected below.  No assurance can be
given that any market for our common stock will develop in the future or be
maintained.  If an "established trading market" ever develops in the future,
the sale of "restricted securities" (common stock) pursuant to Rule 144 of the
Securities and Exchange Commission by members of management or others may have
a substantial adverse impact on any such market.  There are presently
15,523,760 shares of our common stock that have been held for a sufficient
period of time to be publicly sold under Rule 144 of the Securities and
Exchange Commission.

     The range of high and low bid quotations for our common stock during the
each quarter of the year ended December 31, 2000 and each quarter of the year
ended December 31, 2001, is shown below.  Prices are inter-dealer quotations
as reported by the NQB, LLC, and do not necessarily reflect transactions,
retail markups, mark downs or commissions.

<TABLE>
<CAPTION>
                             STOCK QUOTATIONS

                                                  BID

Quarter ended:                          High                Low
--------------                          ----                ---

<S>                                     <C>                 <C>
March 22, 2000                          .075                .01

March 22, 2000 through
March 31, 2000 (1 for 100 rev split)   2.00                2.00

April 20, 2000                         6.00                2.00

April 24, 2000 through
June 30, 2000 (3 for 1 for split)      7.00                1.00

September 30, 2000                     5.00                3.00

December 31, 2000                      3.125                .3125

March 31, 2001                          .4375               .34375

June 30, 2001                          3.43                 .25

September 30, 2001                     4.35                1.50

October 1, 2001, through
October 12, 2001                       4.00                3.50

October 15, 2001, through
December 31, 2001 (20 for 1 split)      .40                 .11


</TABLE>

Recent Sales of Restricted Securities.
--------------------------------------

     The following "restricted securities" have been sold by the Company
during the past three years:

Common Stock Issued for       Number of Shares Sold         Consideration
-----------------------       ---------------------         -------------

Services-2000                      9,900,000                   $31,470

Expenses-2000                      6,787,300                   $23,730

Settlement of Debt-2000           94,815,920                  $174,490

Retirement of Preferred stock-2000   777,020                   $33,195

Settlement of Debt-2001            1,750,000                   $48,716

Agreement and Plan of
Reorganization-2002               23,049,018                100% of the
                                                         outstanding shares
                                                         of Oak Ridge Micro-
                                                            Energy, Inc.

     Holders.
     --------

     The number of record holders of our common stock as of April 15, 2002,
was approximately 413; this number does not include an indeterminate number of
stockholders whose shares are held by brokers in street name.

     Dividends.
     ----------

     There are no present material restrictions that limit our ability
to pay dividends on common stock or that are likely to do so in the future.
We have not paid any dividends with respect to our common stock, and do not
intend to pay dividends in the foreseeable future.

Item 6.  Management's Discussion and Analysis or Plan of Operation.
-------------------------------------------------------------------

Plan of Operation.
------------------

     Our Plan of Operations for the next 12 months involves locating new
principal executive offices; opening, staffing and equipping a research and
development center to conduct further research and development of thin-film
battery technology; and locating a manufacturing partner for the manufacturing
of thin-film batteries.

     We have raised approximately one-half of our first year's needs in
funding from our private placement of "restricted securities" that commenced
on March 1, 2002, and we anticipate concluding that offering within the next
30 days.  Estimated net proceeds of approximately $490,000 from this offering
should fund our planned operations for the next six to 10 months.  Additional
funding will be required, as outlined under Part I, Item 1.

Results of Operations.
----------------------

     We had no revenues or operations during fiscal 2001 or 2000, with accrued
expenses for interest of $0 and $26,123, respectively, and $22,961 and
$115,130, respectively, for Administrative expenses resulting in losses of
($124,461) and ($141,253) in these years.

     We had $3,493 cash assets, with current liabilities of $3,218 for the
year ended December 31, 2001.

     A principal stockholder of the Company contributed $15,000 for expenses
during fiscal 2000 and $0 in 2001.

Liquidity.
----------

     The Company had $3,498 in cash and $0, during fiscal year 2001 or 2000,
respectively.  Expenses were paid by an advance of $15,000 by a principal
stockholder during fiscal 2000; there were no advances in 2001.

     Through our directors and officers, on March 1, 2002, we commenced, on a
"best efforts" basis, to offer a minimum offering 400,000 shares at $0.25 per
share for $100,000; and maximum offering 2,000,000 shares at $0.25 per share
for $500,000.  No sales commissions will be charged for the offer and sale of
these securities.  As of the date of this Report, $250,375 had been received
on this offering for the sale of 1,001,500 shares of our common stock
("restricted securities").

Item 7.  Financial Statements.
-----------------------------

For the years ended December 31, 2001 and 2000.

     Independent Auditors' Report

     Balance Sheet

     Statements of Operations

     Statement of Changes in Stockholders' Equity

     Statements of Cash Flows

     Notes to the Financial Statements

<PAGE>
ANDERSEN ANDERSEN & STRONG, L.C.                941 East 3300 South, Suite 202
Certified Public Accountants and Business           Salt Lake City, Utah 84106
Consultants                                             Telephone 801 486-0096
Member SEC Practice Section of the AICPA                        Fax 801
486-0098




Board of Directors
Global Acquisitions, Inc.
Salt Lake City, Utah

        REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

We have audited the accompanying balance  sheet of Global Acquisitions, Inc.
( development stage company) at  December 31, 2001 and the related statement
of operations, stockholders' equity, and cash flows for the  years ended
December 31, 2001 and 2000 and the period January 1, 1996 (date of inception
of development stage)  to December 31, 2001.  These financial statements are
the responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements.  An audit also includes assessing the accounting
principles used and  significant estimates made by management as well as
evaluating the overall balance sheet presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of    Global Acquisitions, Inc.
at  December 31, 2001,  and the results of  operations, and  cash flows for
the  years ended December 31, 2001 and 2000 and the period  January 1,  1996
(date of inception of development stage) to December 31, 2001, in conformity
with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.  The Company  will need additional
working capital   for its planned activity, which raises substantial doubt
about its ability to continue as a going concern. Management's plans in regard
to these matters are described in  Note 7. These financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.


April 13, 2002                               s/Andersen Andersen and Strong
Salt Lake City, Utah
<PAGE>
<TABLE>
                   GLOBAL ACQUISITIONS, INC.
                           BALANCE SHEET
                         December 31, 2001
<CAPTION>

ASSETS
<S>                                                            <C>
CURRENT ASSETS

 Cash                                                           $   3,493

         Total Current Assets                                   $   3,493

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

 Accounts payable                                                  3,218

     Total Current Liabilities                                     3,218

STOCKHOLDERS' EQUITY

    Preferred stock
      10,000,000 shares authorized at $0.10 par value;
      non issued and outstanding                                      -
 Common stock
       100,000,000 shares authorized at $.001 par value;
       78,580,060 issued and outstanding                           78,580
 Capital in excess of par value                                 5,739,725
 Stock subscriptions received - Note 5                             75,000
    Accumulated deficit - Note 1                               (5,893,030)

   Total Stockholders' Deficiency                                     275

                                                             $      3,493
</TABLE>
 The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
                    GLOBAL ACQUISITIONS, INC.
                    STATEMENTS OF OPERATIONS
      For the Years Ended December 31, 2001 and 2000 and the Period
 January 1, 1996 (date of inception of development stage) to December 31, 2001
<CAPTION>
                                                               Period
                                    Dec 31,       Dec 31,    Jan 1, 1996
                                     2001          2000     to Dec 31, 2001
<S>                               <C>             <C>         <C>
REVENUES                           $         -     $        -  $        -


EXPENSES

   Research and development             97,500              -      97,500
   Administrative                       19,261        115,130     134,391
   Interest expense                          -         26,123     340,159

NET LOSS - before other income and
expense                               (116,761)      (141,253)   (572,050)

OTHER INCOME AND EXPENSE

   Loss of assets                            -              -  (4,608,767)
   Settlement of debt                        -      1,615,082   1,615,082

NET PROFIT (LOSS)                  $  (116,761)   $ 1,473,829 $(3,565,735)

NET PROFIT (LOSS) PER COMMON
 SHARE

    Basic                                $   -        $   .02

AVERAGE OUTSTANDING
   SHARES

        Basic (stated in 1,000's)       77,005         77,330
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
                    GLOBAL ACQUISITIONS, INC.
                STATEMENT OF CHANGES  IN STOCKHOLDERS' EQUITY
       Period January 1, 1996 (date of inception of development stage) to
                        December 31, 2001
<CAPTION>
______________________________________________________________________________
                    Preferred Stock   Common Stock    Excess of   Accumulated
                    Shares   Amount  Shares   Amount  Par Value     Deficit
<S>                 <C>       <C>     <C>      <C>      <C>       <C>
Balance
January 1, 1996     331,950 $ 33,195 4,050,840 $4,051 $5,419,020  $(2,319,595)

Issuance of
common stock
for services at
$.07-1996                 -      -   298,980     299     20,634            -

Net operating
loss for the year
ended December 31,
1996                    -        -         -       -          -   (4,748,837)

Net operating loss
for the year ended
December 31, 1997       -        -         -       -          -     (111,272)

Net operating loss
for the year ended
December 31, 1998       -        -         -       -          -      (31,347)

Net operating loss
for the year ended
December 31, 1999       -        -         -       -          -      (31,347)

Issuance of common
stock for services
at $.0032               -        -  9,900,000  9,900     21,570            -

Issuance of common
stock for expenses
at $.0035               -        -  6,787,300  6,787     16,943            -

Issuance of common
stock for settlement
of debt at $.0018       -        - 94,815,920 94,816     79,674            -

Issuance of common
stock for retirement
of preferred
stock            (331,950) (33,195)   777,020    777     32,418            -

Contributions to
capital -
expenses                -        -          -      -     15,000            -

Net operating profit
for the year ended
December 31, 2000       -        -          -      -          -    1,473,829

Balance
December 31, 2000       -  $     - 116,630,060 $116,630$5,605,259$(5,768,569)

Return and
cancellation of
common stock            -        - (40,000,000) (40,000)   40,000          -

Issuance of common
stock for payment
of debt at $.032        -        -   1,750,000    1,750    46,966          -

Issuance of common
stock for cash at
$.20                    -        -     200,000      200    39,800          -

Net operating loss
for the year ended
December 31, 2001       -        -           -        -         -   (116,761)

Balance
December 31, 2001       -        -  78,580,060 $ 78,580$5,732,025$(5,885,330)
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
                     GLOBAL ACQUISITIONS,  INC.
                     STATEMENTS OF CASH FLOWS
For the  Years Ended December 31, 2001 and 2000 and the period
January 1, 1996 (date of inception of development stage) to December 31, 2001
<CAPTION>
                                                               Period
                                    Dec 31,       Dec 31,    Jan 1, 1996
                                     2001          2000     to Dec 31, 2001
<S>                               <C>             <C>         <C>
CASH FLOWS FROM
 OPERATING ACTIVITIES

 Net profit (loss)                  $ (116,761)  $ 1,473,829      (3,565,735)

 Adjustments to reconcile net loss to
  net cash provided by operating
  activities

    Change in accounts payable          (43,462)      71,053         320,694
    Issuance of common stock for
     expenses and contribution
     to capital for expenses                  -       70,200          91,133
    Loss of assets                            -            -       4,608,767
    Gain on settlement of debt                -   (1,615,082)     (1,615,082)

          Net Cash From (Used)
          in Operations                (160,223)           -        (160,223)

CASH FLOWS FROM INVESTING
 ACTIVITIES

    Payment of debt by issuance of
    Stock-related party                  48,716            -          48,716
CASH FLOWS FROM FINANCING
 ACTIVITIES

    Stock subscriptions received         75,000            -          75,000
    Proceeds from stock issued           40,000            -          40,000
                                        115,000            -         115,000

 Net Increase (Decrease) in Cash          3,493            -           3,493

 Cash at Beginning of Period                  -            -               -

 Cash at End of Period                $   3,493      $     -       $   3,493


NON CASH FLOWS FROM OPERATING ACTIVITIES

Issuance of  298,980 shares common stock for services - 1996       $  20,933
Issuance of  16,687,300 shares common stock for services and
expenses - 2000                                                       55,200
Issuance of 94,815,920 shares common stock for settlement of debt
-2000                                                                174,490
Contribution to capital - expenses                                    15,000
Issuance of 1,750,000 shares common stock for payment of debt - 2001  48,716
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
                   GLOBAL ACQUISITIONS,  INC.
                  NOTES TO FINANCIAL STATEMENTS

1. ORGANIZATION

The Company was incorporated on August 15, 1986 under the laws of the state of
Colorado, with the name "Vates Corp." with authorized common stock of
100,00,000 shares with no par value.  On June 6, 1991, the name was changed to
"O.T.S. , Holdings , Inc." and on February 18, 2000 to "Thin Film Battery,
Inc." and on April 17, 2001  to "Global Acquisitions, Inc."     On March 6,
2000 the   authorized common stock was changed to a par value of $.001. See
note 7 for a name change during February 2002.

Since inception, the Company has completed four  stock splits resulting in its
present capitalization.  This report has been prepared showing   after stock
split shares with a par value of $.001  from  inception.

The company, and its subsidiary  (note 8), have acquired an option to purchase
the rights to further develop a rechargeable thin-film lithium battery for use
in a variety of applications, such as,  semiconductor and  computer
manufacturers,   and implantable medical devices.

The Company  became  inactive after 1995 and is considered to be in the
development stage.

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Methods

The Company recognizes income and expenses based on the accrual method of
accounting.

Dividend Policy

The Company has not yet adopted a policy regarding payment of dividends.

Income Taxes

On December 31, 2001, the Company had  accumulated net operating losses  of
$5,885,330.The  tax benefit of  approximately $1,765,599 from the loss carry
forward  has been fully offset by a valuation reserve because the use of the
future tax benefit is doubtful since the Company has no operations.  The net
operating loss will expire in 2022.

Estimates and Assumptions

Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principles.  Those estimates and
assumptions affect the reported amounts of the assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported revenues and
expenses.  Actual results could vary from the estimates that were assumed in
preparing the financial statements.

Research and Development

All costs of research and development are expensed as incurred.
<PAGE>
                       GLOBAL ACQUISITIONS,  INC.
            NOTES TO FINANCIAL STATEMENTS - continued



2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

Financial Instruments

The carrying amounts of financial instruments, including cash and accounts
payable, are considered by management to be their estimated fair values.

Basic  Net Income (Loss) Per Share

Basic net income (loss) per share amounts are computed based on the weighted
average number of shares actually outstanding, after the  stock splits.

Comprehensive Income

The Company adopted Statement of Financial Accounting Standards No. 130. The
adoption of this standard had no impact on the total stockholder's equity.

Other Recent Accounting Pronouncements

The Company does not expect that the adoption of other recent accounting
pronouncements will have a material impact on its financial statements.

3.  RESEARCH AND DEVELOPMENT

On November 12, 2001 the Company entered into a research and development
agreement to further develop the thin film battery outlined in note 8.  The
terms of the agreement include the lease of equipment to be used in the
development process and the payment of consulting fees and expenses during the
development process. If the development process is successful the Company may
purchase the license for a payment of $50,000, and the issuance of 2,000,000
common shares of the Company,  toward  a purchase price to be negotiated by
the parties.

The terms of the agreement includes payments as follows;

Lease of equipment for six months at $35,000 and after six months at
$5,000 per month.
Consultant fees at $5,000 per week, plus expenses, to continue for a
period to be determined by the parties.
The agreement may be terminated by the Company at any time with no further
obligation.
On December 31, 2001 all of the terms of the agreement had been complied with.
<PAGE>

                    GLOBAL ACQUISITIONS,  INC.
            NOTES TO FINANCIAL STATEMENTS - continued



4.  SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

Officers-directors (and their families) and their controlled entities have
acquired  86% of the outstanding common stock after the events outlined below.
During 2000 and 2001 the Company issued 96,565,920 common shares for the
payment of debt of $223,206 due an officer.
During 2000 the Company issued 16,687,300 common shares for services and
expenses provided by officers of $55,200.
On December 21, 2001 an officer returned  40,000,000 post split common shares
to the Company for cancellation with no consideration.
On January 25, 2002, subsequent to the balance sheet date, an officer returned
22,750,000 common shares to the Company for cancellation with no
consideration in connection with the issuance of 23,049,018 common shares
for the acquisition of all of the outstanding stock of Oak Ridge Micro-
Energy, Inc. (Note 8)

5.  COMMON CAPITAL STOCK

During 2000 the company issued 777,020 common shares to retire 331,950
preferred shares.
During December 2001 the Company completed a private placement of 200,000
common shares for $40,000.
The Company received stock subscriptions of $75,000 for the purchase of
375,000 common shares, to be issued in April 2002,  under a private placement.
Common shares have been returned and canceled and new shares have been issued
to officers-directors as outlined in note 4 and note 8

6.   RECISSION OF ACQUISITION OF  SUBSIDIARY

On February 18, 2000, the Company acquired all of the outstanding stock of
"Thin Battery, Inc"., a Nevada corporation through a stock for stock exchange
agreement.
On February 14, 2001 the acquisition of Thin Film Battery, Inc. (subsidiary)
was mutually rescinded and the stock issued in connection with the acquisition
was returned to the Company and canceled.
This report has been prepared showing the rescission of  the acquisition
retroactively.

7.  GOING CONCERN

The Company  acquired an option to further develop a thin-film battery which,
in the opinion of management, will provide a profit to the Company, however
there is insufficient working capital for the future planned activity.
Continuation of the Company  as a going concern is dependent upon obtaining
additional working capital and the management of the Company has developed a
strategy, which it believes will accomplish this objective through the
additional equity funding outlined in note 8  which will enable the Company to
conduct operations for the coming year.
<PAGE>
                    GLOBAL ACQUISITIONS,  INC.
            NOTES TO FINANCIAL STATEMENTS - continued



8.  SUBSEQUENT EVENTS

During March 2002 the Company completed a private placement memorandum for the
sale of 400,000 to 2,000,000 common shares at $.25.  On the date of this
report no shares had been sold.

During January 22, 2002 an officer returned 22,750,000 common shares to the
Company for cancellation with no consideration in connection with the issuance
of 23,049,018 common shares for the acquisition of all of the outstanding
stock of Oak Ridge Micro-Energy, Inc.(subsidiary) and as part of the
acquisition the Company changed its name to Oak Ridge Micro- Energy, Inc.
(parent) on February 13, 2002.

Oak Ridge Micro-Energy, Inc.(subsidiary) was organized under the laws of the
state of Nevada on December 12, 2001 for the purpose of the further
development of a rechargeable thin-film lithium battery for use in a variety
of applications, such as,  semiconductor and  computer manufacturers, and
implantable medical devices through an option to purchase the rights from UT
Battelle LLC.  The subsidiary  has had no operations and its only asset is the
option outlined above which was recorded at its cost of $10,000.

Included in the following is an unaudited pro-forma balance sheet of the
parent and the subsidiary as if the acquisition had been completed on January
1, 2002  under the purchase method of reporting with no good will recognized.
<PAGE>

                      OAK RIDGE MICRO-ENERGY
       (formerly Global Acquisitions, Inc.) and Subsidiary
                 PRO FORMA COMBINED BALANCE SHEETS
                           (Unaudited)
                         January 1, 2002

                               Parent    Subsidiary  Adjustment    Total
ASSETS
CURRENT ASSETS
  Cash                      $   3,493   $      -             -    $   3,493
    Total Current Assets        3,493          -             -        3,493

OPTION                              -     10,000             -       10,000
                            $   3,493   $ 10,000             -    $  13,493
                            =========   ========                  =========

LIABILITIES AND STOCKHOLDERS'
EQUITY
CURRENT LIABILITIES
  Accounts payable          $   3,218   $      -             -    $   3,218
    Total Current
    Liabilities             $   3,218   $      -             -        3,218

STOCKHOLDERS' EQUITY

  Preferred stock-none
  outstanding                       -          -             -            -
  Common stock
    78,879,078 issued and
    outstanding                78,580     10,000    (1)    299
                                                    (2)(10,000)      78,879

  Capital in excess of par
  value                     5,732,025               (1)   (299)
                                                    (2) 10,000    5,741,726
  Stock subscriptions
  received                     75,000                                75,000
  Accumulated deficit      (5,885,330)                           (5,885,330)

     Total Stockholders'
     Equity                       275     10,000                     10,275
                           $    3,493    $10,000                 $   13,493
                           ==========    =======                 ==========

Adjustments
  (1)  return and cancel 22,750,000 shares and issue 23,049,018 shares for
acquisition of subsidiary - reported as a purchase with no good will
recognized
  (2)  consolidation of adjustments
<PAGE>

Item 8.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
--------------------

     None.

                             PART III

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

Identification of Directors and Executive Officers.
---------------------------------------------------

     The following table sets forth, in alphabetical order, the names
and the nature of all positions and offices held by all directors and
executive officers of the Company for the calendar year ended December 31,
2001, and to the date of this Report, and the period or periods during which
each such director or executive officer has served in his respective
positions.

                                           Date of           Date of
                     Positions            Election or       Termination
   Name                 Held              Designation        or Resignation
   ----              -----------          -----------       --------------

John B. Bates, Ph.D.  President             4/17/00             2/14/01
                      Director              4/17/00             2/14/01
                      CEO                   1/15/02                *
                      Director              1/15/02                *

Robert G. Pasquaye    Secretary             4/17/00             2/14/01
                      Treasurer             4/17/00             2/14/01
                      Director              4/17/00             2/14/01

Mark Meriwether       President             2/14/01                *
                      Director              2/14/01                *
                      Secretary             2/14/01                *

          *  These persons presently serve in the capacities indicated
opposite their respective names.

Term of Office.
---------------

     The term of office of the current directors shall continue until
the annual meeting of stockholders, which is scheduled in accordance with the
direction of the Board of Directors.  The annual meeting of the Board of
Directors immediately follows the annual meeting of stockholders, at which
officers for the coming year are elected.

Business Experience.
--------------------

     John B. Bates.  Dr. Bates is 60 years of age and was employed by Oak
Ridge National Laboratory or ORNL for nearly 30 years.  He recently left ORNL
with a plan to commercialize the thin-film batteries.  Dr. Bates invented or
co-invented 11 patents, authored or co-authored 60 articles and wrote three
book chapters in the field of rechargeable thin-film lithium batteries while
at ORNL.  Awards and honors include: the 1996 Lockheed-Martin Energy Systems
Inventor of the Year; the 1996 R&D 100 Award (Thin-Film Battery); the 1998
Lockheed-Martin Energy Research Corp. Technical Achievement Award; and the
2000 Electrochemical Society Battery Research Award.  Through his scientific
achievements, Dr. Bates is internationally recognized as the foremost
authority in thin-film battery technology.

     Mark Meriwether.  Mr. Meriwether is 45 years of age, and for the past
eighteen years, his principal occupation has involved providing services to
public and private companies in the areas of corporate restructuring and
reorganizations, mergers and funding as an independent contractor.

Involvement in Certain Legal Proceedings.
-----------------------------------------

     To the knowledge of management, no present or former director, person
nominated to become a director, executive officer, promoter or control person
of the Company:

          (1)  Was a general partner or executive officer of any business
               by or against which any bankruptcy petition was filed,
               whether at the time of such filing or two years prior
               thereto;

          (2)  Was convicted in a criminal proceeding or named the subject
               of a pending criminal proceeding (excluding traffic
               violations and other minor offenses);

          (3)  Was the subject of any order, judgment or decree, not
               subsequently reversed, suspended or vacated, of any court of
               competent jurisdiction, permanently or temporarily enjoining
               him from or otherwise limiting, the following activities:

               (i)  Acting as a futures commission merchant, introducing
                    broker, commodity trading advisor, commodity pool
                    operator, floor broker, leverage transaction merchant,
                    associated person of any of the foregoing, or as an
                    investment adviser, underwriter, broker or dealer in
                    securities, or as an affiliated person, director or
                    employee of any investment company, bank, savings and
                    loan association or insurance company, or engaging in
                    or continuing any conduct or practice in connection
                    with such activity;

                  (ii)   Engaging in any type of business practice; or

                 (iii)   Engaging in any activity in connection with the
                         purchase or sale of any security or commodity or
                         in connection with any violation of federal or
                         state securities laws or federal commodities
                         laws;

          (4)  Was the subject of any order, judgment or decree, not
               subsequently reversed, suspended or vacated, of any federal
               or state authority barring, suspending or otherwise limiting
               for more than 60 days the right of such person to engage in
               any activity described above under this Item, or to be
               associated with persons engaged in any such activity;

          (5)  Was found by a court of competent jurisdiction in a civil
               action or by the Securities and Exchange Commission to have
               violated any federal or state securities law, and the
               judgment in such civil action or finding by the Securities
               and Exchange Commission has not been subsequently reversed,
               suspended, or vacated; or

          (6)  Was found by a court of competent jurisdiction in a civil
               action or by the Commodity Futures Trading Commission to
               have violated any federal commodities law, and the judgment
               in such civil action or finding by the Commodity Futures
               Trading Commission has not been subsequently reversed,
               suspended or vacated.

Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

     No securities of the Company are registered pursuant to Section
12(g) of the Securities Exchange Act of 1934, as amended, and the Company
files reports under Section 15(d) of this Act; accordingly, directors,
executive officers and 10% stockholders are not required to make filings under
Section 16 of the Securities Exchange Act of 1934.

Item 10. Executive Compensation.
--------------------------------

Cash Compensation.
------------------

     The following table sets forth the aggregate executive compensation paid
by the Company for services rendered during the periods indicated:

                        SUMMARY COMPENSATION TABLE

                                             Long Term Compensation
          Annual Compensation             Awards     Payouts
  (a)           (b)      (c)    (d)   (e)     (f)          (g)    (h)    (i)

Name and     Years or              Other                               All
principal    periods               Annual   Restricted Option/  LTIP   Other
position     Ended       $     $   Compen-  Stock      SAR's   Payouts Compen-
                      Salary Bonus sation   Awards$    #       $       sation
------------------------------------------------------------------------------
Mark         12/31/00    0     0     0         0           0      0       0
Meriwether   12/31/01    0     0     0         0           0      0       0
President
Sec'y/
Treasurer
Director

Gerald       12/31/00    0     0     0         0           0      0       0
Levine
President
and Director

Marie Levine 12/31/00    0     0     0         0           0      0       0
Sec'y/
Treasurer

John B.      12/31/00    0     0     0         0           0      0       0
Bates        12/31/01    0     0     0         0           0      0       0
CEO
and Director

Robert G.    12/31/00    0     0     0         0           0      0       0
Pasquaye     12/31/01    0     0     0         0           0      0       0
Sec'y/
Treasurer
Director

     No cash compensation, deferred compensation or long-term incentive
plan awards were issued or granted to the Company's management during the
years ended December 31, 2001, or 2000, or the period ending on the date of
this Report.  Further, no member of the Company's management has been
granted any option or stock appreciation right; accordingly, no tables
relating to such items have been included within this Item.

Compensation of Directors.
--------------------------

     There are no standard arrangements pursuant to which the Company's
directors are compensated for any services provided as director.  No
additional amounts are payable to the Company's directors for committee
participation or special assignments.

     There are no arrangements pursuant to which any of the Company's
directors was compensated during the Company's last completed calendar year or
the previous two calendar years for any service provided as director.  See the
Summary Compensation Table of this Item.

Termination of Employment and Change of Control Arrangement.
------------------------------------------------------------

     There are no compensatory plans or arrangements, including payments to be
received from the Company, with respect to any person named in the Summary
Compensation Table set out above which would in any way result in payments to
any such person because of his or her resignation, retirement or other
termination of such person's employment with the Company or its subsidiaries,
or any change in control of the Company, or a change in the person's
responsibilities following a change in control of the Company.

Item 11. Security Ownership of Certain Beneficial Owners and Management.
-----------------------------------------------------------------------

Security Ownership of Certain Beneficial Owners.
------------------------------------------------

     The following table sets forth the share holdings of those persons
who own more than 5% of the Company's common stock as of December 31, 2000,
and to the date hereof:

                                            Number and Percentage
                                         of Shares Beneficially Owned
                                         ----------------------------

Name and Address                    12/31/01(1)         Currently(2)
----------------                    -----------         ------------

John B. Bates                          -0-             23,049,018 - 29.2%
74 Rolling Links Blvd.
Oak Ridge, TN 37830

Confetti Enterprises, Inc. (3)    6,000,000 - 7.6%      6,000,000 -  7.6%
3046 East Brighton Place
Salt Lake City, Utah 84121

Mark Meriwether                  60,066,660 - 76.4%    38,433,860 - 48.7%
3046 East Brighton Place
Salt Lake City, Utah 84121

     (1)  Percentages are based on 78,580,060 shares of common stock
outstanding at 12/31/01.

      (2)   Percentages are based on 78,879,078 shares of common stock
outstanding at 4/2/02.

      (3)   Confetti Enterprises is solely owned by Mr. Meriwether's wife,
Collette Meriwether.

Security Ownership of Management.
---------------------------------

     The following table sets forth the share holdings of the Company's
directors and executive officers as of December 31, 2001, and to the
date hereof:

                                             Number and Percentage
                                          of Shares Beneficially Owned
                                          ----------------------------

Name and Address                    12/31/00(1)            Currently(2)
----------------                    -----------            ------------

Mark Meriwether                   60,066,660 - 76.4%    38,433,860 - 48.7%
3046 East Brighton Place
Salt Lake City, Utah 84121

John B. Bates                          -0-              23,049,018 - 29.2%
74 Rolling Links Blvd.
Oak Ridge, TN 37830

     (1)  Percentages are based on 78,580,060 shares of common stock
outstanding at 12/31/01.

      (2)   Percentages are based on 78,879,078 shares of common stock
outstanding at 4/2/02.

Changes in Control.
-------------------

     Following the rescission of the Thin Film Battery acquisition, Mr.
Meriwether became our controlling stockholder, which he was prior to the
completion of the Thin Film Battery acquisition.  See the Company's 8-K,
8-KA-1 and 8-KA-2 Current Reports dated April 7, 2000, Part III, Item 13.

     Effective as of January 15, 2002, we; Global Acquisition Subsidiary,
Inc., a Nevada corporation and our wholly-owned subsidiary; Oak Ridge
Micro-Energy, Inc., a Nevada corporation ("Oak Ridge Nevada"); and John B.
Bates, the sole stockholder of Oak Ridge Nevada (the "Oak Ridge Nevada
Stockholder"), executed an Agreement and Plan of Merger (the "Plan"), whereby
the Global Acquisition Subsidiary merged with and into Oak Ridge Nevada, with
Oak Ridge Nevada being the surviving corporation, and whereby the shares of
issued and outstanding common stock of Oak Ridge Nevada were converted into
and exchanged for 23,049,018 shares of our common stock or approximately 29%
of our post-Plan outstanding securities, taking into account the
cancellation of 22,750,000 shares of our common stock that were owned by Mark
Meriwether, our President and sole pre-Plan director.  The combination of
these entities was treated as a purchase for accounting purposes, with Oak
Ridge Nevada becoming our wholly-owned subsidiary on closing.

     By virtue of (i) the percentage of our common stock acquired under the
Plan by the Oak Ridge Nevada Stockholder; (ii) the provisions of the Plan that
provided for the election of the Oak Ridge Nevada Stockholder to our Board of
Directors and as our CEO and Chief Technical Officer; and (iii) the granting
to the Oak Ridge Nevada Stockholder of an irrevocable proxy to vote the shares
of our company that were owned by Mr. Meriwether under certain circumstances,
this Plan may be deemed to have involved a "change of control," even though
Mr. Meriwether remains as one of our two present directors.  See our 8-K/A-2
Current Report dated January 15, 2002, and filed with the Securities and
Exchange Commission on March 11, 2002.

Item 12. Certain Relationships and Related Transactions.
--------------------------------------------------------

Transactions with Management and Others.
----------------------------------------

     Except as indicated below under Part I, Item 1, there were no material
transactions, or series of similar transactions, during our last two calendar
years, or any currently proposed transactions, or series of similar
transactions, to which we or any of our subsidiaries was or is to be a party,
in which the amount involved exceeded $60,000 and in which any director,
executive officer, any security holder who is known to us to own of record or
beneficially more than 5% of any class of our common stock, or any member of
the immediate family of any of the foregoing persons, or any promoter had a
material interest.

Item 13. Exhibits and Reports on Form 8-K.
------------------------------------------

Reports on Form 8-K.
--------------------

          8-K Current Report dated April 7, 2000, and filed with the
Securities and Exchange Commission on April 28, 2000.**

         8-K/A-1 Current Report dated April 7, 2000, and filed with the
Securities and Exchange Commission on February 14, 2001.**

          8-K/A-2 Current Report dated April 7, 2000, and filed with the
Securities and Exchange Commission on May 8, 2001.**

          8-K Current Report dated January 15, 2002, and filed with the
Securities and Exchange Commission on January 24, 2002.**

          8-K/A-1 Current Report dated January 15, 2002, and filed with the
Securities and Exchange Commission on March 8, 2002.**

          8-K/A-2 Current Report dated January 15, 2002, and filed with the
Securities and Exchange Commission on March 11, 2002.**


Exhibits*
Number
------
          (i)

 3         Certificate of Amendment to the Articles of Incorporation changing
           the name to "Oak Ridge Micro-Energy, Inc."**

21         Subsidiary**

          (ii)                                 Where Incorporated
                                                 In This Report
                                                 --------------

10-KSB for the year ended December 31, 2000       Part 1, Item 1

          *   A summary of any Exhibit is modified in its entirety by
          reference to the actual Exhibit.

          **  These documents and related exhibits have
          previously been filed with the Securities and Exchange
          Commission and are incorporated herein by this
          reference.

                            SIGNATURES

          Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this Report to
be signed on its behalf by the undersigned, hereunto duly authorized.

                              OAK RIDGE MICRO-ENERGY, INC.


Date:4/24/02                         By /s/ Mark Meriwether
                                   Mark Meriwether, President and Director


          Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, this Report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the dates indicated:

                              OAK RIDGE MICRO-ENERGY, INC.


Date: 4/24/02                 By   /s/ Mark Meriwether
                                   Mark Meriwether, President and Director



Date: 4/25/02                 By   /s/John B. Bates
                                   John B. Bates, CEO and Director