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

                              FORM 10-QSB

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

     For the quarter ended September 30, 2004
                           ------------------

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

     For the transition period from               to
                                    -------------    -------------

                        Commission File No. 000-50032
                                            ---------

                          OAK RIDGE MICRO-ENERGY, INC.
                          ----------------------------
              (Name of Small Business Issuer in its Charter)

         COLORADO                                           94-3431032
         --------                                           ----------
(State or Other Jurisdiction of                     (I.R.S. Employer I.D. No.)
 incorporation or organization)

                              275 Midway Lane
                         Oak Ridge, Tennessee 37830
                         --------------------------
                 (Address of Principal Executive Offices)

                Issuer's Telephone Number:  (801) 556-9928

     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 Issuer 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
               ---                           ---

                 (APPLICABLE ONLY TO CORPORATE ISSUERS)

          Indicate the number of shares outstanding of each of the Issuer's
classes of common stock, as of the latest practicable date:

       Class              Outstanding as of September 30, 2004
       -----              ------------------------------------

Common stock, $0.001                62,616,093

Transitional Small Business Disclosure Format (Check One):  Yes  X   No
                                                                ---   ---

<PAGE>

                  PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.

          The Financial Statements of the Company required to be filed with
this 10-QSB Quarterly Report were prepared by management, and commence on the
following page, together with Related Notes.  In the opinion of management,
the Financial Statements fairly present the financial condition of the
Company.
<PAGE>
<TABLE>
<CAPTION>
                    Oak Ridge Micro-Energy, Inc.
                    (Development Stage Company)
                          Balance Sheet
                           (unaudited)
                                                           September 30, 2004
                                                           ------------------
Assets
<S>                                                         <C>
Current assets:
     Cash and cash equivalents                               $ 2,204,979
                                                             -----------
          Total current assets                                 2,204,979

     Furniture, fixtures, and equipment, net                     802,789

     Intangible assets, net                                       13,297

     Other long-term assets                                        2,200
                                                             -----------
Total assets                                                 $ 3,023,265
                                                             ===========

Liabilities and stockholders' equity

Current liabilities:
     Accounts payable                                        $   192,468

     Accrued liabilities                                          10,000
                                                             -----------
Total current liabilities                                        202,468


Stockholders' equity:

     Common stock, 100,000,000 shares
     authorized, $0.001 par value,
     62,616,093 shares issued and
     outstanding at September 30, 2004                            62,616

     Stock subscriptions received                                      -

     Additional paid in capital                               17,049,788

     Accumulated deficit                                     (14,291,607)
                                                             -----------
Total stockholders' equity                                     2,820,797
                                                             -----------
Total liabilities and stockholders' equity                   $ 3,023,265
                                                             ===========


</TABLE>
The accompanying notes are an integral part or these financial statements.
                               F-1
<PAGE>
<TABLE>
<CAPTION>
                  Oak Ridge Micro-Energy, Inc.
                   (Development Stage Company)
                       Income Statement

                          (Unaudited)
                          Three Months Ended  Nine Months Ended Period January
                             September 30,       September 30,    1, 1996 to
                           2004       2003    2004     2003      Sept 30, 2004
<S>                       <C>       <C>       <C>      <C>     <C>
Revenues               $       -  $ 39,995  $    1,260 $   109,676 $  117,466
                       ---------  --------  ---------- ----------- ----------
Operating expenses:
     General and
     administrative      142,272    21,174    5,726,001  1,072,125  7,992,792
     Research and
     development          79,200    29,460      181,163    112,739    536,363
     Sales and marketing  23,990         -       55,345          -     55,345
     Depreciation and
     amortization         36,334    21,551       89,130     65,880    191,043
                       ---------  --------  ----------- ---------- ----------
  Total operating
  expenses               281,796    72,185    6,051,639  1,250,744  8,775,543
                       ---------  --------  ----------- ---------- ----------
Operating income
(loss)                  (281,796)  (32,190)  (6,050,379)(1,141,068)(8,658,077)

Other income/expenses:
     Interest and other
     income                4,641       417        8,345      1,321     19,909
     Interest expense          -         -            -          -   (340,159)
     Loss of assets            -         -            -          - (4,608,767)
     Gain on settlement
     of debt                   -         -            -          -  1,615,082
                       ---------  --------  ----------- ---------- ----------
  Total other income/
  expense                  4,641       417        8,345      1,321 (3,313,935)
                       ---------  --------  ----------- ---------- ----------
Net income (loss)      $(277,155)$ (31,773)$(6,042,034)(1,139,747)(11,972,072)
                       =========  ========  =========== ========== ==========
Earnings (loss) per share:
  Basic                $   (0.00)$   (0.00)$     (0.12) $    (0.04)

  Diluted              $   (0.00)$   (0.00)$     (0.11) $    (0.03)
                       ========= ========= ===========  ==========
Weighted average shares
outstanding:
  Basic               62,545,580 34,859,805 49,331,436  30,398,019

  Diluted             70,232,180 42,546,405 55,025,948  38,084,619
                      ========== ========== ==========  ==========
</TABLE>
The accompanying notes are an integral part or these financial statements.
                               F-2
<PAGE>
<TABLE>
<CAPTION>
                    Oak Ridge Micro-Energy, Inc.
                    (Development Stage Company)
             Statement of Changes in Stockholders' Equity
                            (Unaudited)

                                      Nine Months Ended September 30, 2004
______________________________________________________________________________
                                     Common   Stock   Additional   Accumulated
                                     Shares   Amount  Paid-in Capital Deficit
<S>                               <C>      <C>      <C>       <C>
Balance at December 31, 2003    36,187,806  $36,187 $  8,697,983 $(8,249,573)

Common stock issued for
services at $0.2455 per share    6,750,000    6,750    1,654,875           -

Common stock issued for
services at $0.40 per share        816,999      817      326,527           -

Common stock issued for
services at $0.633 per share         45,000      45       28,485           -

Common stock issued for
services at $0.816 per share        180,000     180      146,940           -

Sale of common stock at $0.417
per share, net offering costs     9,012,390    9,013   2,925,563           -

Common stock issued for
services at $0.417 per share      4,990,071    4,990   2,075,870           -

Common stock issued for
services at $0.25 per share       4,500,000    4,500   1,120,500           -

Common stock issued for
services at $0.667 per share         45,000       45      29,955           -

Common stock issued for
services at $0.5625 per share        41,208       41      23,138           -

Common stock issued for UT-Battelle
license at $0.42 per share           47,619       48      19,952           -

Net loss                                 -        -            -  (6,042,034)
                               -----------  -------  ----------- ------------
Balance, end of period          62,616,093  $62,616  $17,049,788 (14,291,607)

</TABLE>
                               F-3
The accompanying notes are an integral part or these financial statements.
<PAGE>
<TABLE>
<CAPTION>
                   Oak Ridge Micro-Energy, Inc.
                    (Development Stage Company)
                      Statement of Cash Flows
                           (Unaudited)
                                     Nine Months Ended       Period
                                       September 30,    January 1, 1996 to
                                      2004       2003   September 30, 2004
<S>                                 <C>         <C>        <C>
Operations
 Net income (loss)                   $(6,042,034) $(1,139,513)  $(11,972,012)
 Adjustments to reconcile net income
 (loss) to net cash provided by
 operations:
  Changes in accounts payable and
  accrued liabilities                    183,152       89,147        568,662
   Changes in deposits                         -            -         (2,200)
   Depreciation and amortization          89,130       65,880        191,043
   Issuance of common stock for
   expenses and contributed to
   capital for expenses                5,443,658      816,650      6,965,359
   Loss of assets                              -            -      4,608,767
   Gain on settlement of debt                  -            -     (1,615,082)
                                     -----------    ---------    -----------
   Net cash from operations             (326,094)    (167,836)    (1,255,463)
                                     -----------    ---------    -----------
Investing
 Additions to furniture, fixtures and
 equipment                              (499,856)     (34,372)      (987,248)
 Additions to intangible assets           (3,518)     (82,705)       (19,885)
                                     -----------    ---------    -----------
   Net cash used for investing          (503,374)    (117,077)    (1,007,133)
                                     -----------    ---------    -----------
Financing
 Stock subscriptions received                  -            -              -
 Proceeds from stock issued            2,706,769       81,275      4,467,575
                                     -----------    ---------    -----------
   Net cash received for financing     2,706,768       81,275      4,467,575
                                     -----------    ---------    -----------
Net change in cash and equivalents     1,877,301     (203,638)     2,204,979

Cash and equivalents, beginning of
 period                                  327,678      415,361              -
                                     -----------    ---------    -----------
Cash and equivalents, end of period  $ 2,204,979    $ 211,723    $ 2,204,979
                                     ===========    =========    ===========
</TABLE>
The accompanying notes are an integral part or these financial statements.
                               F-4
<PAGE>
                   Oak Ridge Micro-Energy, Inc.
                  Notes to Financial Statements

Note 1   Description of Business and Liquidity

Oak Ridge Micro-Energy, Inc. (referred to hereafter as "the Company" or "Oak
Ridge") was incorporated on August 15, 1986 under the laws of the state of
Colorado, with the original name "Vates Corp.".  Since inception, the Company
has completed six name changes resulting in its present name.  The Company has
changed the par value of its stock and effected three stock splits (see note
4).  The accompanying consolidated financial statements have been prepared
showing the after spilt effect with a par value of $0.001 since inception.

The Company became inactive after 1995 and is considered to be in the
development stage after that date.  The Company's principal operation is the
further development and commercialization of the rechargeable thin-film
lithium battery.

Note 2   Basic net loss per share

Basic net loss per share is computed based on the weighted average number of
common shares outstanding, after the stock splits.  Options, warrants,
convertible preferred stock, and convertible debt are included in the
calculation of diluted earnings per share, except where their effect would be
anti-dilutive.

Note 3   Technology Licensing Agreement

The Company owns a non-exclusive license from the Department of Energy through
their licensor, UT Battelle LLC.  The license pertains to rechargeable thin-
film lithium batteries.  The initial payment was made in 2002 for $10,000.  A
second payment of $10,000 was made in the first quarter of 2003.  Additional
payments of $40,000 and $20,000 in common stock based upon market value, which
at the time of issuance equaled 47,619 shares of common stock, were paid
during the third quarter of 2004.
An incremental royalty fee of five percent applies to all net sales of
products incorporating the licensed technology.

Note 4   Stockholders' Equity
The Company's only issued and authorized equity shares consist of common
stock, par value $0.001.  Effective June 1, 2004, the Company effected a one
to three forward split of its outstanding common stock, while retaining the
current par value of $0.001.  The accompanying financial statements have been
prepared retroactively showing the after spilt effect with a par value of
$0.001 since inception.

During 2001, the Company received stock subscriptions of $75,000 for the
purchase of 112,500 restricted shares of common stock under a private
placement.  As of June 30, 2004, 45,000 of the shares had yet to be issued.
The Company issued the aforementioned 45,000 shares on July 29, 2004.

During the first quarter of 2004, the Company issued a combined 7,791,999
shares of its common stock to various consultants, attorneys, and members of
management for general business services.  The services were recorded at their
estimated fair value of $2,164,619 and recognized as expense during the three-
month period ending March 31, 2004.

During the second quarter of 2004, the Company issued a combined 9,490,071
shares of its common stock to various consultants, attorneys, and members of
management for general business services.  The services were recorded at their
estimated fair value of $3,205,860 and recognized as expense during the three-
month period ending June 30, 2004.

The Company recently completed a private placement offering.  The Company
raised a total $2,934,576 net, for the sale of 9,012,390 units (consisting of
one share of restricted stock and one warrant to purchase an additional share
within one year from April 15, 2004), including commission for the sale of
these units of 1,318,950 restricted common shares of its stock.

During the third quarter of 2004, the Company issued 41,208 shares of its
common stock to an attorney for legal services provided to the Company.  These
services were estimated at the fair value of $23,179 and recognized as an
expense during the three-month period ended September 30, 2004.

Note 5   Related Parties

Officers-directors (and their families) and their controlled entities have
acquired 57% of the outstanding common stock.

During the first quarter, members of the board of directors were issued a
combined 6,000,000 shares (these shares are part of the 7,791,999 discussed
under note 4) for general business services.  The services were recorded at
their estimated fair value of $1,473,000 and recognized as expense during the
three-month period ending March 31, 2004.

During the second quarter, members of the board of directors were issued a
combined 4,500,000 shares (these shares are part of the 9,490,071 discussed
under note 4) for general business services.  The services were recorded at
their estimated fair value of $1,125,000 and recognized as expense during the
three-month period ending June 30, 2004.

Item 2.  Management's Discussion and Analysis of Financial Condition and
Results of Operations.

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

Oak Ridge Micro-Energy is enhancing a thin-film lithium battery technology for
commercial, consumer, industrial, security and military use.  Our corporate
objective is to capitalize on delivering solutions for the world's micro-power
needs.  The battery is lithium-based and is manufactured to be considerably
thinner than common plastic wrap.  Like the larger, traditional lithium
batteries that power laptops and cell phones, this lithium battery is also
rechargeable.  Unlike traditional lithium batteries, the thin-film battery is
intended for hi-tech, low power applications, some of which have not yet been
developed or brought to market.  Current anticipated uses include "smart"
credit cards, security cards, wireless sensors, radio frequency identification
tags, chip memory backup, and advanced drug delivery devices.  Future
applications will grow as the availability of thin-film batteries increases.
The technology has evolved over the past decade at the Oak Ridge National
Laboratories ("ORNL"), a U. S. Government laboratory in Oak Ridge, Tennessee.
The U. S. Department of Energy has released the technology for
commercialization through their licensing agent, UT Battelle LLC.  We are one
of a number of non-exclusive licensees of this technology.  The primary
inventor of the technology for ORNL, Dr. John B. Bates, retired from ORNL who
is now our Chief Technology Officer, a member of our Board of Directors and
major shareholder.  The batteries must be substantially manufactured in the
United States, under our licensing agreement (the "Licensing Agreement"),
unless a waiver is obtained.  There may be exportation limitations into
certain countries; there are no environmental compliance issues that we know
of; and raw materials and manufacturing equipment are readily available from
several vendors in the United States.

We are developing prototype batteries using our current laboratory-scale
hardware.  We recently raised additional capital to acquire equipment to
manufacture thin-film batteries for pilot production requirements.  Prototype
batteries will be delivered to a variety of potential clients who desire
samples to evaluate for integration into their products.  We will likely
develop a relationship with a third party manufacturing partner when
quantities dictate.  Batteries will be shipped directly to our customers,
without the need for a distributor, in the short term.  Until such time as our
Company's prospective clients have evaluated prototypes and made commitments
for commercial quantities of our product, we intend to apply for revenue from
research contracts, like similar grants we have received from the Department
of Defense.  During fiscal 2004, we anticipate that we may have at least one
and up to four clients, and would expect that number to grow in future years,
as applications and the availability of thin-film batteries increases.
Dr. Bates and our staff will continue to advance thin-film technology, which
will result in the creation of an intellectual property portfolio for our
Company and our shareholders.  Currently, we have made patent applications for
an improved electrolyte; a new barrier coating to help the battery resist
corrosion; to improve the performance of the battery; and to better protect
the battery from natural elements.  We expect to announce new patent
applications pertaining to the thin-film battery in the future.
We currently have four full-time employees and two part-time employees.

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

Revenue.
--------

Revenue for the third quarter of the year 2004 was $0, a decrease of 100% over
the third quarter of 2003 when we recorded revenues of $3,995.  The revenue
decrease was due to the completion of a SBIR grant during the previous fiscal
year.  Up to date, we have not received additional grants.  We currently are
receiving all of our revenue from the sale of prototypes of the thin-film
battery.  We expect to begin producing prototypes of the thin-film battery in
significant quantities in the future.  We expect those prototypes to lead to
successful sources of revenue during fiscal year 2005.

Operating Expenses.
-------------------

Research and development expenses in the third quarter of 2004 were $79,200,
compared to $29,460 during the third quarter of 2003.  The increase of
research and development expenses is due the increase of the research and
development staff.  Research and development expense consists mainly of
salaries to a small technical staff and materials used in the further
development and prototyping of the thin-film lithium battery.

Sales and marketing expenses were $23,990 in the third quarter of 2004.  Sales
and marketing costs consisted of press release fees and a Company initiated
research report.  During the prior quarters (excluding the first quarter and
second quarter of 2004) sales and marketing expenses have not been separately
accounted for and included with general and administrative costs.

General and administrative costs were $142,272 in the third quarter of 2004,
compared to $21,174 for the same quarter of 2003, with the latter including
sales and marketing expenses.  These charges consisted of rent, utilities,
travel expenses, legal and professional charges, and other miscellaneous
charges related to general business operations.

Financial Condition.
--------------------

The interim financial data are unaudited; however, in the opinion of our
management, the interim data includes all adjustments, consisting only of
normal recurring adjustments, necessary for a fair presentation of (a) the
financial position at September 30, 2004 (b) the results of operations for the
nine and three-month periods ended September 30, 2004 and 2003,(c) statement
of stockholders' equity from the development stage inception to the period
ended September 30, 2004 and (d) cash flows for the nine month period ended
September 30, 2004 and 2003.  The financial statements should be read in
conjunction with our Annual Report on Form 10-KSB for the year ended December
31, 2003.

The results of operations for the three-month period ended September 30, 2004,
are not necessarily indicative of those to be expected for the entire year.

Our Company incurred a net loss from continuing operations of $277,155 and
$31,773 for the three-month periods ended September 30, 2004, and 2003,
respectively.  Cash totaled $2,204,979 as of September 30, 2004, compared to
$211,723 for September 30, 2003.  The primary difference is a result of the
closing of recent U. S. and foreign private placements of our securities in
calendar 2004.

We believe cash on hand will be sufficient to finance current business
operations for at least the next 24 months.

Forward-Looking Statements.

Statements made in this Form 10-QSB Quarterly Report which are not purely
historical are forward-looking statements with respect to the goals, plan
objectives, intentions, expectations, financial condition, results of
operations, future performance and business of our Company, including, without
limitation, (i) our ability to gain a larger share of the thin film battery
industry, our ability to continue to develop products acceptable to the
industry, our ability to retain relationships with suppliers and distributors,
our ability to raise capital and the growth of the thin film battery
industry, and (ii) statements preceded by, followed by or that include the
words "may", "would", "could", "should", "expects", "projects", "anticipates",
"believes", "estimates", "plans", "intends", "targets" or similar expressions.

Item 3. Controls and Procedures.
--------------------------------

As of the end of the period covered by this Quarterly Report, we carried
out an evaluation, under the supervision and with the participation of our
President and Treasurer, of the effectiveness of our disclosure controls and
procedures.  Based on this evaluation, our President and Treasurer concluded
that our disclosure controls and procedures are effective in timely alerting
them to material information required to be included in our periodic
Securities and Exchange Commission reports.  It should be noted that the
design of any system of controls is based in part upon certain assumptions
about the likelihood of future events, and there can be no assurance that any
design will succeed in achieving its stated goals under all potential future
conditions, regardless of how remote.  In addition, we reviewed our internal
controls over financial reporting, and there have been no changes in our
internal controls or in other factors in the last fiscal quarter that has
materially affected or is reasonably likely to materially affect our internal
control over financial reporting.

                    Part II. Other Information

Item 1. Legal Proceedings

None; not applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

     Recent Sales of Unregistered Securities
     ---------------------------------------

Shares and Consideration*                             Number of Shares
-------------------------                            ----------------
Common stock issued for
services at $0.667 per share                              45,000

Common stock issued for
services at $0.5625 per share                             41,208

Common stock issued for UT-Battelle
license at $0.42 per share                                47,619

     *  We issued these securities to persons who were "accredited
        investors" only.  We believe that the offer and sale of these
        securities was exempt from the registration requirements of the
        Securities Act, pursuant to Sections 4(2) and 4(6) thereof, and Rule
        506 of Regulation D of the Securities and Exchange Commission and from
        various similar state exemptions.

Item 3. Defaults Upon Senior Securities

None; not applicable.

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

None; not applicable.

Item 5. Other Information

None; not applicable.

Item 6. Exhibits and Reports on Form 8-K

     (a)   Exhibits.

     31    302 Certification of Mark Meriwether

     32    906 Certification

     10-KSB Annual Report for the year ended December 31, 2003*

           * Incorporated by reference.

     (b)   Reports on Form 8-K.

           None.

<PAGE>
                            SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Quarterly Report to be signed on its behalf by
the undersigned there unto duly authorized.

                                       OAK RIDGE MICRO-ENERGY, INC.



Date: 11/15/2004                       By/s/Mark Meriwether
                                       --------------------------------------
                                       Mark Meriwether
                                       President, CEO, Secretary/Treasurer
<PAGE>