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, 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)

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

     Check whether the Registrant (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
               ---      ---                  ---      ---

Indicate by check mark whether the Registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act).  Yes      No X
                                        ---     ---

                 (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, 2005
       -----              ------------------------------------

Common stock, $0.001                68,125,707

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 September 30, 2005, and for all periods presented not misleading
have been made. The results of operations for the period ended September 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.
                  [A Development Stage Company]
                       Financial Statements
                           (Unaudited)
                        September 30, 2005
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                          Balance Sheet
                        September 30, 2005
                           (Unaudited)

                              ASSETS
                                              September 30,    December 31,
                                                  2005             2004
                                                (Unaudited)     (Audited)
Current assets
     Cash                                      $ 1,385,158     $ 1,866,034
                                               -----------     -----------
Total Current Assets                             1,385,158       1,866,034
                                               -----------     -----------

Furniture, fixtures, equipment, net                784,083         900,343
Intangible assets, net                              13,871          12,303
Other long-term assets                               2,200           2,200
                                               -----------     -----------
Total Assets                                   $ 2,185,312     $ 2,780,880
                                               ===========     ===========

                     LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Current liabilities
     Accounts payable                          $     4,952         193,071
     Accrued liabilities-related parties            88,862               -
                                               -----------     -----------
Total Current Liabilities                           93,814         193,071
                                               -----------     -----------
Total Liabilities                                   93,814         193,071

Stockholders' Equity
  Common stock
    100,000,000 shares authorized at $0.001
    par value, 68,125,707 shares issued and
    outstanding                                     68,126          62,681
  Additional paid-in capital                    15,985,603      13,991,547
  Deficit accumulated prior to development
   stage                                        (2,319,595)     (2,319,595)
  Deficit accumulated during development stage (11,642,636)     (9,146,824)
                                               -----------     -----------
Total Stockholders' Equity                       2,091,498       2,587,809
                                               -----------     -----------
Total liabilities and stockholders' equity     $ 2,185,312     $ 2,780,880
                                               ===========     ===========

          See accompanying notes to financial statements
                                    F-1
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                     Statements of Operations
                   September 30, 2005 and 2004
                           (Unaudited)
                                                                     From
                          Three Months Ended  Nine Months Ended     Inception
                             September 30,       September 30,   [1/1/96] to
                           2005       2004    2005     2004      Sept 30, 2005

Revenues               $       -  $    280  $        - $     1,260 $  117,466
                       ---------  --------  ---------- ----------- ----------
Operating expenses:
     General and
     administrative       54,303  3,312,776   2,139,609  5,726,001  7,160,217
     Research and
     development          85,575     68,868     247,344    181,163    866,172
     Sales and marketing     (60)     1,540       2,880     55,345     92,880
     Depreciation and
     amortization         41,602     33,585     124,028     89,130    354,203
                       ---------   -------- ----------- ---------- ----------
Operating income
(Loss)                  (181,420)(3,417,489) (2,513,861)(6,050,379)(8,356,006)

Other income and expense
     Interest and other
     income                6,513      2,878      18,049      8,345     47,214
     Interest Expense          -          -           -          -   (340,159)
     Gain/(loss) on
     asset sales               -          -           -          - (4,608,767)
     Gain on Settlement
     of Debt                   -          -           -          -  1,615,082
                       ---------  --------- ----------- ---------- ----------
Net Income (Loss)
Before Taxes            (174,907)(3,414,611)(2,495,812)(6,042,034)(11,642,636)


Current Period
Provision (benefit)
for Income taxes               -          -          -          -           -
                       ---------  --------- ---------- ----------- ----------
Net Income (Loss)     $ (174,907)(3,414,611)(2,495,812)(6,042,034)(11,642,636)
                       =========  ========= ========== ========== ===========
Loss Per Share         $   (0.01) $   (0.06)$    (0.04)$    (0.20)
                       =========  ========= ========== ==========
Weighted Average Shares
Outstanding
  Basic               68,088,207 54,727,436 65,410,707 30,398,019
                      ========== ========== ========== ==========
         See accompanying notes to financial statements
                               F-2
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                Statement of Stockholders' Equity
                        September 30, 2005
                           (Unaudited)

                                                                     Total
                                                                     Stock-
                            Common stock   Additional               holders'
                        Shares     Common   Paid in    Accumulated  Equity/
                        Issued     Stock    Capital     Deficit     Deficit
Balance at December
31, 2004             62,680,707 $ 62,681 $13,991,547 $(11,466,419)$ 2,587,809

Issuance of common
stock for services
at $0.378 per share   5,040,000    5,040   1,897,961                1,903,001

Sale of common stock
at $0.42 per share       30,000       30      12,470                   12,500

Sale of common stock
at $0.20 per share      300,000      300      59,700                   60,000

Issuance of common
stock for services
at $0.32 per share       75,000       75      23,925                   24,000

Net loss for period                                    (2,495,812) (2,495,812)
                     ---------- -------- ----------- ------------ -----------
Balance, September
30, 2005             68,125,707 $ 68,126 $15,985,603 $(13,962,231)$ 2,091,498
                     ========== ======== =========== ============ ===========

          See accompanying notes to financial statements
                               F-3
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                     Statements of Cash Flows
                   September 30, 2005 and 2004
                           (Unaudited)

                                    For the Nine  For the Nine  From Inception

                                    Months Ended  Months Ended  [1/1/96] to
                                    September 30, September 30, September 30,
                                        2005          2004          2005
Cash Flows From Operating Activities:
 Net Income (Loss)                  $ (2,495,812) $(6,042,034)  $(11,642,636)
 Adjustments to reconcile net profit
 to net cash provided by operating
 activities:
  Depreciation and amortization
   expense                               124,028       89,130        354,203
  Changes in Deposits                          -            -         (2,200)
  Changes in Accounts Payable and
   Accrued Liabilities                   (99,257)     183,152        470,009
  Issuance of common stock for
   expenses and contributed
   capital for expenses                1,927,001    5,443,658      5,742,906
  Loss on Assets                               -            -      4,608,767
  Gain on Settlement of Debt                   -            -     (1,615,082)
                                    ------------  -----------   ------------
Net Cash Flows From Operating
Activities                              (544,040)    (326,094)    (2,084,033)

Cash Flows From Investing Activities:
  Additions to furniture, fixtures
   and equipment                          (4,546)    (499,856)    (1,127,486)
  Additions to intangible assets          (4,790)      (3,518)       (24,674)
                                    ------------  -----------   ------------
Net Cash Flows From Investing
Activities                                (9,336)    (503,374)    (1,152,160)
                                    ------------  -----------   ------------
Cash Flows From Financing Activities:
 Shareholder loan proceeds
 Proceeds from stock issuance             72,500    2,706,769      4,621,351
                                    ------------  -----------   ------------
Net Cash Flows From Financing
Activities                                72,500    2,706,769      4,621,351
                                    ------------  -----------   ------------
Net Increase in Cash                    (480,876)   1,877,301      1,385,158
Cash and equivalents, beginning of
period                                 1,866,034      327,678              -
                                    ------------  -----------   ------------
Cash and equivalents, ending of
period                              $  1,385,158  $ 2,204,979   $  1,384,158
                                    ============  ===========   ============

          See accompanying notes to financial statements
                               F-4
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                  Notes to Financial Statements
                        September 30, 2005
                           (Unaudited)

PRELIMINARY NOTE
The condensed financial statements of Oak Ridge Micro-Energy, Inc. ("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
September 30, 2005, and for all periods presented not misleading have been
made. The results of operations for the period ended September 30, 2005 are
not necessarily an indication of operating results to be expected for the full
year ending December 31, 2005.

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.

                               F-5
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                  Notes to Financial Statements
                        September 30, 2005
                           (Unaudited)


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 the second quarter of 2005, the Company issued 5,025,000 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.

During the third quarter of 2005, the Company issued 75,000 shares to an
employee of the Company.  These shares were recorded at their estimated fair
value of $24,000 and expensed during the three-month period ending September
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 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
                               F-6
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                  Notes to Financial Statements
                        September 30, 2005
                           (Unaudited)

NOTE 6   LAWSUIT   (continued)
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.

                               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 and
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.

Technical Highlights
--------------------

In August 2005, we produced 324 batteries which were our first manufactured
batteries.

In September 2005, we filed a patent on our hermetic packaging process.

On September 6, 2005, we received notice of allowance of 21 claims from USPTO
on a thin file packaging process.

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

Revenue.
--------

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

We will not achieve profitability by the fourth quarter of 2005 as anticipated
in our March 22, 2005 press release.

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

Research and development expenses in the third quarter of calendar 2005 were
$85,575, compared to $68,868 during the third quarter of 2004. For the nine
month period ending September 30, 2005, research and development expenses were
$247,344, compared to $181,163 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 $54,303 in the third quarter of
2005, compared to $3,312,776 in the third quarter of 2004.  For the nine month
period ended September 30, 2005, general and administrative expenses were
$2,139,609, compared to $5,726,001 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
September 30, 2005 and 2004, were from the issuance of common stock to various
consultants and members of the Board of Directors, valued at $1,927,001 and
$5,443,658 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 nine-month periods ended
September 30, 2005 and 2004, (b) the financial position at September 30, 2005
and December 31, 2004, statement of changes in stockholders' equity at
December 31, 2004, and for the nine months period ended September 30, 2005,
and (c) cash flows for the nine-month period ended September 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 nine-month periods ended
September 30, 2005, are not necessarily indicative of those to be expected for
the entire year.

Our Company incurred a net loss of $174,907 for the three-month period ended
September 30, 2005.  This loss consists mostly of issuance of stock expensed
as services. As of September 30, 2005, we had a stockholder's equity of
$2,091,498 and working capital of $1,291,344.

We believe cash on hand will be sufficient to finance our current business
operations for at least the next 12 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          75,000                  $24,000
stock for services
at $0.32 per share
to an employee

We issued these securities to an employee who was either an "accredited
investor," or "sophisticated investor" who, by reason of education, business
acumen, experience or other factors, was fully capable of evaluating the risks
and merits of an investment in our Company; and the employee 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.

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 November 8, 2005, and filed with the Securities
     and Exchange Commission on September 1, 2005*

     8-K Current Report dated August 11, 2005, and filed with the Securities
     and Exchange Commission on August 22, 2005*

     8-K Current Report dated August 12, 2005, and filed with the Securities
     and Exchange Commission on September 1, 2005*

     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: 11/21/05                         By/s/Mark Meriwether
                                       --------------------------------------
                                       Mark Meriwether
                                       President, CEO, Secretary/Treasurer
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