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 June 30, 2005
                           -------------

[ ]  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 June 30, 2005
       -----              -------------------------------

Common stock, $0.001                68,050,707

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

<PAGE>

                  PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.

      The condensed financial statements of Oak Ridge Micro-Energy, ("OKME")
included herein have  been  prepared  in  accordance  with  the instructions
to  quarterly  reports  on  Form 10-QSB pursuant to the rules and regulations
of the Securities and Exchange Commission.  Certain information and footnote
data necessary for fair presentation of financial position and results of
operations in conformity with accounting principles generally accepted in the
United States of America have been condensed or omitted. It is therefore
suggested that these financial statements be read in conjunction with the
summary of  significant  accounting policies and notes to financial statements
included in OKME's Annual Report on Form 10-KSB for the year ended December
31, 2004.

      In the opinion of management, all adjustments necessary in order to make
the financial position, results of operations and changes in financial
position at June 30, 2005, and for all periods presented not misleading have
been made. The results of operations for the period ended June 30, 2005 are
not necessarily an indication of operating results to be expected for the full
year ending December 31, 2005.
<PAGE>
                    OAK RIDGE MICRO-ENERGY, INC.
                          BALANCE SHEET

                                                 June 30,      December 31,
                                                    2005           2004
Assets
Current assets
     Cash and cash equivalents                 $ 1,507,988     $ 1,866,034
                                               -----------     -----------
          Total Current Assets                   1,507,988       1,866,034
                                               -----------     -----------

     Furniture, fixtures, equipment, net           822,755         900,343
     Intangible assets, net                         10,315          12,303
     Other long-term assets                          2,200           2,200
                                               -----------     -----------
Total Assets                                   $ 2,343,258     $ 2,780,880
                                               ===========     ===========

Liabilities and Stockholders' Equity
Current liabilities
     Accounts payable                          $     8,154         193,071
     Accrued liabilities-related parties            92,663               -
                                               -----------     -----------
          Total Current Liabilities                100,817         193,071
                                               -----------     -----------

Stockholders' Equity
  Common stock
    100,000,000 shares authorized at $0.001
    par value, 68,050,707 shares issued and
    outstanding at June 30, 2005                    68,051          62,681
  Additional paid-in capital                    15,961,678      13,991,547
  Accumulated deficit                          (13,787,288)    (11,466,419)
                                               -----------     -----------
          Total Stockholders' Equity             2,242,441       2,587,809
                                               -----------     -----------
Total liabilities and stockholders' equity     $ 2,343,258     $ 2,780,880
                                               ===========     ===========

The accompanying notes are an integral part of these financial statements.
                               F-1
<PAGE>
                  OAK  RIDGE  MICRO-ENERGY, INC.
                       INCOME STATEMENTS

                                      Three Months Ended    Six Months Ended
                                              30-Jun             30-Jun
                                         2005       2004    2005         2004

Revenues                        $       -   $     280   $       -   $   1,260
                                ---------   ---------   ---------   ---------
Operating expenses:

   General and administrative   1,942,328   3,312,776   2,085,307   5,583,730
   Research and development        70,827      68,868     161,732     101,963
   Sales and marketing              1,740       2,540       2,940      31,355
   Depreciation and amortization   41,302      33,585      82,426      52,796
Total operating expenses        2,056,197   3,417,769   2,332,405   5,769,844
                                ---------   ---------   ---------   ---------
Operating income (loss)        (2,056,197) (3,417,489) (2,332,405) (5,768,584)
                                ---------   ---------   ---------   ---------

Other income/expense

   Interest and other income        5,700       2,878      11,536       3,704

   Interest expense                     -           -           -           -

   Loss of assets                       -           -           -           -

   Gain on settlement of debt           -           -           -           -
                                ---------   ---------  ----------   ---------
Total other income/expense          5,700       2,878      11,536       3,704

Net income (loss)              (2,050,497)$(3,414,611)$(2,320,869)$(5,764,880)
                                =========   =========  ==========  ==========
Earnings (loss) per share:

  Basic                         $   (0.03)$     (0.06)$     (0.04)$     (0.12)

Weighted average shares outstanding:

  Basic                        65,365,707  54,727,436  65,365,707  49,331,436
                               ==========  ==========  ==========  ==========


The accompanying notes are an integral part of these financial statements.
                               F-2
<PAGE>
                   OAK RIDGE MICRO-ENERGY,  INC.
              STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

                            Common stock         Additional Paid-  Accumulated
                        Shares        Amount       in capital         Deficit

Balance at December
31, 2004             62,680,707   $ 62,681      $13,991,547     $(11,466,419)

Issuance of common
stock for services
at $0.378 per share   5,040,000      5,040        1,897,961

Sale of common stock
at $0.42 per share       30,000         30           12,470

Sale of common stock
at $0.20 per share      300,000        300           59,700

Net earnings (loss)                                               (2,320,869)
                   ------------   --------      -----------     ------------
Balance, end of
period               68,050,707   $ 68,051      $15,961,678     $(13,787,288)


The accompanying notes are an integral part of these financial statements.

                               F-3
<PAGE>
                   OAK  RIDGE  MICRO-ENERGY, INC.
                       CASH FLOW STATEMENTS

                                                     Six Months Ended
                                                          30-Jun
                                                   2005             2004
Operations
 Net income (loss)                               $ (2,320,869) $(5,764,880)
 Adjustments to reconcile net income (loss) to
 net cash provided by operations:
  Changes in accounts payable                         (92,254)     249,039
  Depreciation and amortization                        82,426       52,796
  Issuance of common stock for
   expenses and contributed to
   capital for expenses                             1,901,340    5,370,480
                                                 ------------  -----------
   Net cash from operations                          (429,357)     (92,565)
                                                 ------------  -----------
Investing
  Additions to furniture, fixtures and equipment       (1,189)    (422,931)
  Additions to intangible assets                            -            -
                                                 ------------  -----------
  Net cash used for investing                          (1,189)    (422,931)
                                                 ------------  -----------
Financing
 Proceeds from stock issued                            72,500    2,736,768
                                                 ------------  -----------
  Net cash received from financing                     72,500    2,736,768
                                                 ------------  -----------
Net change in cash and cash equivalents              (358,046)   2,221,272
Cash and cash equivalents, beginning of period      1,866,034      327,678
                                                 ------------  -----------
Cash and cash equivalents, end of period         $  1,507,988  $2,548,950
                                                 ============  ===========

                               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.  With the 2002
acquisition of its sole subsidiary, Oak Ridge Micro-Energy, Inc., a Nevada
Corporation ("Oak Ridge Nevada"), the name of the Company was changed from
Global Acquisitions, Inc.  The Company has changed the par value of its stock
and effected four 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.  The Company does not
currently have any outstanding options, warrants, convertible preferred stock,
and/or convertible debt.

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.
                               F-5
<PAGE>
                 OAK RIDGE MICRO-ENERGY, INC.
                NOTES TO FINANCIAL STATEMENTS

Note 4   Stockholders' Equity   (cont.)

During the second quarter of 2005, the Company issued 5,040,000 to members of
the Board of Directors and attorneys.  These shares are subject to lock-
up/leak-out conditions which do not allow the shares to be traded for a period
of two years from the date of issuance, and then commencing at the beginning
of the third year from the date of issuance, no more than one-twelfth of these
shares may be traded in any monthly period for the next two consecutive
months.  These shares were recorded at their estimated fair value of
$1,903,001 and expensed during the three-month period ending June 30, 2005.

Note 5   Related Parties

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

During the second quarter of 2005, members of the board of directors were
issued a combined 4,500,000 shares (these shares are part of the 5,025,000
discussed under Note 4 for general business services.  The services were
recorded at their estimated fair value of $1,704,180 and recognized as an
expense during the three-month period ending June 30, 2005.

The Company currently owes its President and Chief Executive Officer, $82,663
for money loaned to the Company.  This note is non interest bearing and
payable on demand.

Note 6   Lawsuit

On August 27, 2004, Oak Ridge Micro-Energy, Inc. commenced an action against
Timothy Rock, Andrew Goodell, Water & Gold, Inc. and Jeffrey Kohutka in the
Third Judicial District Court, State of Utah, County of Salt Lake, Case No.
040918223.   Oak Ridge asserted claims against these individuals for
violations of Utah's Uniform Securities Act, Utah Code Ann. Section 61-1-1 et
seq.; Fraudulent Inducement and Conspiracy to Defraud; Misappropriation and
conversion; and Breach of Contract.  Oak Ridge also sought a Preliminary and
Permanent Injunction against defendants enjoining them from selling,
transferring or otherwise encumbering any of the shares these individuals had
obtained from Oak Ridge pending the outcome of the case.

On September 1, 2004, Oak Ridge obtained a Temporary Restraining Order against
Messrs. Rock, Goodell, Kohutka and Water & Gold enjoining those individuals,
entities and their agents from attempting to sell, assign or encumber or
selling, assigning or encumbering any Oak Ridge stock owned by them or their
agents.

On November 5, 2004, the defendants filed an Answer and Counterclaim against
Oak Ridge and its President, Mark Meriwether alleging violation of the Utah
Uniform Securities Act, Utah Code Ann. Section 61-1-1 et seq. against
Meriwether and Oak Ridge, and Breach of Contract against Oak Ridge.

On December 21 and December 22, 2004, the Court held a Preliminary Injunction
Hearing on Oak Ridge's request to enjoin the defendants from transferring,
selling or otherwise encumbering their shares pending the outcome of the case.
After the two-day hearing in which evidence was presented by both sides, the
Court issued Findings of Fact and Conclusions of Law.  In its Findings, the
Court determined that an injunction was appropriate.  The Court specifically
found that Oak Ridge had established a substantial likelihood of prevailing on
the merits of its claims that defendants Rock, Goodell, Water & Gold and
Kohutka violated Utah's Uniform Securities Act, Utah Code Ann. Section 61-1-1;
that if the injunction was not issued, Oak Ridge would be irreparably harmed;
that the harm to Oak Ridge in the event an injunction was not issued would not
outweigh any harm to Rock, Goodell, Kohutka and Water & Gold; and that the
public interest would not be affected by the granting of the Preliminary
Injunction.  The Court also ordered Oak Ridge to post a $100,000 bond.

Evidence presented at the hearing detailed 4,744,800 shares that were the
subject of the Preliminary Injunction.  In furtherance of the Court's
Preliminary Injunction and at a hearing held on Oak

                               F-6
<PAGE>
                 OAK RIDGE MICRO-ENERGY, INC.
                NOTES TO FINANCIAL STATEMENTS

Note 6   Lawsuit   cont.

Ridge's Motion on May 10, 2005, the Court verbally ordered defendants Rock,
Goodell, Kohutka and Water & Gold to forthwith deliver or cause to be
delivered all shares of Oak Ridge common stock that were the subject of the
Preliminary Injunction, whether held by the defendants or deposited in their
respective brokerage accounts or other repositories, to the Clerk of the
Court, to be held by such Clerk until a final adjudication of Oak Ridge's
legal action.  The Court Order has been reduced to writing and substantially
all of the shares that were the subject of such Court Order have been
deposited with the Clerk of the said Court.

                               F-7
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.

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

Oak Ridge Micro-Energy is developing a new, 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 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 small,
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 and a member of our Board of Directors.

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 to preserve capital. 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 U. S. Government grants and research contracts, like
similar grants we have received from the Department of Defense. During fiscal
2004, we anticipate that we may have between one and 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 currently have three full-time employees and two part-time employees.

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

Revenue.
--------

We had no revenue for our second quarter ended June 30, 2005, and only $280 in
revenue for the quarter ended June 30, 2004.  For the six months ended June
30, 2005, we also had no revenue, compared to $1,260 for the six months ended
June 30, 2004.

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

Research and development expenses in the second quarter of calendar 2005 were
$70,827, compared to $68,868 during the second quarter of 2004. For the six
month period ending June 30, 2005, research and development expenses were
$161,732, compared to $101,963 for the same period of 2004.  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.

General and Administrative expenses were $1,942,328 in the second quarter of
2005, compared to $3,312,776 in the second quarter of 2004.  For the six month
period ended June 30, 2005, general and administrative expenses were
$2,085,307, compared to $5,583,730 for the same period of 2004.  These charges
consisted of rent, utilities, travel expenses, legal and professional charges
and other miscellaneous charges related to general business operations. The
majority of general and administrative expenses of the quarters ended June 30,
2005 and 2004, were from the issuance of common stock to various consultants
and members of the Board of Directors, valued at $1,903,001 and $3,205,860
respectively.

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

Our interim financial data is 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
results of operations for the three-month and six-month periods ended June 30,
2005 and 2004, (b) the financial position at June 30, 2005 and December 31,
2004, statement of changes in stockholders' equity at December 31, 2004, and
for the three and six months period ended June 30, 2005, and (c) cash flows
for the six-month period ended June 30, 2005 and 2004, which have been
prepared by our management in conformity with accounting principles generally
accepted in the United States of America. The financial statements should be
read in conjunction with our Company's Annual Report on Form 10-KSB for the
year ended December 31, 2004.

The results of operations for the three-month and six-month periods ended June
30, 2005, are not necessarily indicative of those to be expected for the
entire year.

The Company incurred a net loss from continuing operations of $2,050,497 for
the three-month period ended June 30, 2005.  This loss consists mostly of
issuance of stock expensed as services. As of June 30, 2005, the Company had a
shareholder's equity of $2,242,441 and working capital of $1,407,171.

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

Forward-looking statements involve inherent risks and uncertainties, and
important factors (many of which are beyond our control) that could cause
actual results to differ materially from those set forth in the forward-
looking statements, including the following, in addition to those contained in
our reports on file with the Securities and Exchange Commission; general
economic or industry conditions, nationally and/or in the communities in which
we conduct business, changes in the interest rate environment, legislation or
regulatory requirements, conditions of the securities markets, changes in the
thin film battery industry, the development of products and that may be
superior to the products and services offered by our Company, demand for thin
film batteries, competition, changes in the quality or composition of our
products and services, our ability to develop new products and services, our
ability to raise capital, changes in accounting principles, policies or
guidelines, financial or political instability, acts of war or terrorism,
other economic, competitive, governmental, regulatory and technical factors
affecting our operations, products, services and prices.

Accordingly, results actually achieved may differ materially from expected
results in these statements. Forward-looking statements speak only as of the
date they are made. We do not undertake, and specifically disclaim, any
obligation to update any forward-looking statements to reflect events or
circumstances occurring after the date of such statements.

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 effectively designed, to
ensure that information required to be disclosed or filed by us is recorded,
processed or summarized, within the time periods specified in the rules and
regulations  of the Securities and Exchange Commission.  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

On August 27, 2004, Oak Ridge Micro-Energy, Inc. commenced an action against
Timothy Rock, Andrew Goodell, Water & Gold, Inc. and Jeffrey Kohutka in the
Third Judicial District Court, State of Utah, County of Salt Lake, Case No.
040918223.   Oak Ridge asserted claims against these individuals for
violations of Utah's Uniform Securities Act, Utah Code Ann. Section 61-1-1 et
seq.; Fraudulent Inducement and Conspiracy to Defraud; Misappropriation and
conversion; and Breach of Contract.  Oak Ridge also sought a Preliminary and
Permanent Injunction against defendants enjoining them from selling,
transferring or otherwise encumbering any of the shares these individuals had
obtained from Oak Ridge pending the outcome of the case.

On September 1, 2004, Oak Ridge obtained a Temporary Restraining Order against
Messrs. Rock, Goodell, Kohutka and Water & Gold enjoining those individuals,
entities and their agents from attempting to sell, assign or encumber or
selling, assigning or encumbering any Oak Ridge stock owned by them or their
agents.

On November 5, 2004, the defendants filed an Answer and Counterclaim against
Oak Ridge and its President, Mark Meriwether alleging violation of the Utah
Uniform Securities Act, Utah Code Ann. Section 61-1-1 et seq. against
Meriwether and Oak Ridge, and Breach of Contract against Oak Ridge.

On December 21 and December 22, 2004, the Court held a Preliminary Injunction
Hearing on Oak Ridge's request to enjoin the defendants from transferring,
selling or otherwise encumbering their shares pending the outcome of the case.
After the two-day hearing in which evidence was presented by both sides, the
Court issued Findings of Fact and Conclusions of Law.  In its Findings, the
Court determined that an injunction was appropriate.  The Court specifically
found that Oak Ridge had established a substantial likelihood of prevailing on
the merits of its claims that defendants Rock, Goodell, Water & Gold and
Kohutka violated Utah's Uniform Securities Act, Utah Code Ann. Section 61-1-1;
that if the injunction was not issued, Oak Ridge would be irreparably harmed;
that the harm to Oak Ridge in the event an injunction was not issued would not
outweigh any harm to Rock, Goodell, Kohutka and Water & Gold; and that the
public interest would not be affected by the granting of the Preliminary
Injunction.  The Court also ordered Oak Ridge to post a $100,000 bond.

Evidence presented at the hearing detailed 4,744,800 shares that were the
subject of the Preliminary Injunction.  In furtherance of the Court's
Preliminary Injunction and at a hearing held on Oak

Ridge's Motion on May 10, 2005, the Court verbally ordered defendants Rock,
Goodell, Kohutka and Water & Gold to forthwith deliver or cause to be
delivered all shares of Oak Ridge common stock that were the subject of the
Preliminary Injunction, whether held by the defendants or deposited in their
respective brokerage accounts or other repositories, to the Clerk of the
Court, to be held by such Clerk until a final adjudication of Oak Ridge's
legal action.  The Court Order has been reduced to writing and substantially
all of the shares that were the subject of such Court Order have been
deposited with the Clerk of the said Court.

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

Issuance of common          5,040,000
stock for services
at $0.378 per share
to Board Members and
Consultants*

Sale of common stock           30,000
at $0.42 per share
to one person

Sale of common stock          300,000
at $0.20 per share
to one person

     * See our 8-K Current Report dated May 10, 2004, and filed with the
       Securities and Exchange Commission on May 25, 2004, which is
       incorporated herein by reference.

We issued these securities to persons who were either "accredited investors,"
or "sophisticated investors" who, by reason of education, business acumen,
experience or other factors, were fully capable of evaluating the risks and
merits of an investment in our Company; and each had prior access to all
material information about us. We believe that the offer and sale of these
securities was exempt from the registration requirements of the Securities Act
of 1933, as amended (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, and with  respect to the
foreign investors, pursuant to Regulation S of the  Securities and Exchange
Commission.

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.

     Exhibits.

     31    302 Certification of Mark Meriwether

     32    906 Certification

     8-K Current Report dated May 23, 2005, regarding a Press Release about
     the deposit of shares by the defendants in our legal action with Water &
     Gold, et. al. that was filed with the Securities and Exchange Commission
     on May 23, 2005.*

     8-K Current Report dated May 10, 2004, and filed with the Securities and
     Exchange Commission on May 25, 2004.*

     10-KSB Annual Report for the year ended December 31, 2004*

           * Incorporated by reference.

                            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: 8/15/05                          By/s/Mark Meriwether
                                       --------------------------------------
                                       Mark Meriwether
                                       President, CEO, Secretary/Treasurer
<PAGE>