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 March 31, 2006
                           --------------

[ ]  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
Registrant's classes of common stock, as of the latest practicable date:

       Class              Outstanding as of March 31, 2006
       -----              --------------------------------

Common stock, $0.001                73,426,707

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

<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, 2005.

      In the opinion of management, all adjustments necessary in order to make
the financial position, results of operations and changes in financial
position at March 31, 2006, and for all periods presented not misleading
have been made. The results of operations for the period ended March 31,
2006, are not necessarily an indication of operating results to be expected
for the full year ending December 31, 2006.
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                       Financial Statements
                           (Unaudited)
                          March 31, 2006
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                          Balance Sheet


                                                              March 31,
                                                                 2006
                                                            (Unaudited)
Assets
Current assets
     Cash and cash equivalents                              $ 1,107,111
                                                            -----------
Total Current Assets                                          1,107,111
                                                            -----------

Furniture, fixtures, equipment, net                             766,830
Intangible assets, net                                           12,671
Other long-term assets                                            2,200
                                                            -----------
Total Assets                                                $ 1,888,812
                                                            ===========

Liabilities and Stockholders' Equity
Current liabilities
     Accounts payable                                       $    49,157
     Accrued liabilities-related parties                          1,541
                                                            -----------
Total Current Liabilities                                        50,698
                                                            -----------

Stockholders' Equity
  Common stock
    100,000,000 shares authorized at $0.001
    par value, 73,426,707 shares issued and
    outstanding at Mar 31, 2006                                  73,426
  Additional paid-in capital                                 17,199,303
  Deficit accumulated prior to development stage             (2,319,595)
  Accumulated Deficit during development stage              (13,115,019)
                                                            -----------
Total Stockholders' Equity                                    1,838,114
                                                            -----------
Total liabilities and stockholders' equity                  $ 1,888,812
                                                            ===========
   The accompanying notes are an integral part of these financial statements
                                    F-1
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                     INCOME STATEMENTS

                                       March 31, March 31, January 1, 1996 to
                                         2006       2005     March 31, 2006

Revenues                             $      538  $      -   $   118,004
                                     ----------  --------   -----------
Operating expenses:
     General and administrative       1,240,494   144,178     8,439,838
     Research and development            70,966    90,907     1,078,398
     Sales and marketing                      -         -         2,880
     Depreciation and amortization       44,229    41,124       440,139
                                     ----------  --------   -----------
Total operating expenses              1,355,689   276,209     9,961,255
                                     ----------  --------   -----------
Operating income (loss)              (1,355,151) (276,209)   (9,843,251)

Other income/expenses:
     Interest and other income            5,570     5,836        62,076
     Interest Expense                         -         -      (340,159)
     Loss on assets                           -         -    (4,608,767)
     Gain on Settlement of Debt               -         -     1,615,082
                                     ---------- ---------   -----------
Total other income/expense                5,570     5,836    (3,271,768)
                                     ---------- ---------   -----------
Net income (loss)                   $(1,349,581)$(270,373) $(13,115,019)
                                     ========== =========   ===========
Earnings (loss) per share
  Basic                             $     (0.02)$   (0.01)

Weighted average shares outstanding:
  Basic                             70,776,207  49,434,000
                                    ==========  ==========

   The accompanying notes are an integral part of these financial statements
                               F-2
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                     CASH FLOW STATEMENTS

                                       March 31, March 31, January 1, 1996 to
                                         2006       2005     March 31, 2006


Operations
 Net income (loss)                  $ (1,349,581) $  (270,373)  $(13,115,019)
 Adjustments to reconcile net income
 (loss) to net cash provided by
 operations
  Changes in accounts payable             26,250      (44,533)       426,890
  Changes in deposits                          -            -         (2,200)
  Depreciation and amortization           44,229       41,124        440,139
  Issuance of common stock for
   expenses and contributed
   capital for expenses                1,219,000            -      6,961,907
  Loss on assets                               -            -      4,608,767
  Gain on settlement of debt                   -            -     (1,615,082)
                                    ------------  -----------   ------------
Net cash from operations                 (60,102)    (273,782)    (2,294,598)

Investing
  Additions to furniture, fixtures
   and equipment                         (64,925)           -     (1,192,411)
  Additions to intangible assets            (456)           -        (27,231)
                                    ------------  -----------   ------------
Net cash used for investing              (65,381)           -     (1,219,642)
                                    ------------  -----------   ------------
Financing
 Proceeds from stock issued                    -            -      4,621,351
                                    ------------  -----------   ------------
Net cash received from financing               -            -      4,621,351
                                    ------------  -----------   ------------
Net change in cash and cash
 equivalents                            (125,483)    (273,782)     1,107,111
Cash and cash equivalents,
 beginning of period                   1,232,594    1,866,034              -
                                    ------------  -----------   ------------
Cash and cash equivalents, end of
period                              $  1,107,111  $ 1,592,252   $  1,107,111
                                    ============  ===========   ============

  The accompanying notes are an integral part of these financial statements
                               F-3
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                  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.

The interim financial data are unaudited; however, in the opinion of the
management of the Company, the interim data includes all adjustments,
consisting only of normal recurring adjustments, necessary for a fair
presentation of (a) the financial position at March 31, 2006 (b) the results
of operations for the three-month periods ended March 31, 2006 and 2005, (c)
statement of changes to stockholders' equity, and (d) cash flows for the
three-month periods ended March 31, 2006 and 2005.  The financial statements
should be read in conjunction with the Company's annual report on Form 10-
KSB/A for the year ended December 31, 2005.

The results of operations for the three-month period ended March 31, 2006 are
not necessarily indicative of those to be expected for the entire year.

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.

During the first quarter of 2006, the Company issued 5,300,000 to members of
the Board of Directors and attorneys.  These shares were recorded at their
estimated fair value of $1,219,000 and expensed during the three-month period
ending March 31, 2006.
                               F-4
<PAGE>
                   OAK RIDGE MICRO-ENERGY, INC.
                  [A Development Stage Company]
                  Notes to Financial Statements

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 of 2006, members of the board of directors were
issued a combined 4,400,000 shares for general business services provided to
the Company.  The services were recorded at their estimated fair value of
$1,012,000 and recognized as expense during the three-month period ending
March 31, 2006.

The Company currently owes its' President and Chief Executive Officer, $1,541
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 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 will be
reduced to writing within seven days and is subject to review by counsel for
the defendants.

                               F-5
<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
2006, 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.

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.  We do not expect
this case to have a material impact on our company.

Results of Operations.

Revenue.

The Company had revenue $538 from the sale of batteries during the first
quarter of 2006.

Operating Expenses.

Research and development expenses in the first quarter of 2006 were $70,966,
compared to $90,909 during the first quarter of 2005.  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 $1,240,494 in the first quarter of
2006, compared to $142,979 in the first quarter of 2005.  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 for period ended March 31,
2006 were from the issuance of common stock to various consultants and members
of the Board of Directors, valued at $1,219,000.  Minus expenses for stock
issued, general and administrative expenses were $21,294.

Financial Condition.

The interim financial data are unaudited; however, in the opinion of the
management of the Company, the interim data includes all adjustments,
consisting only of normal recurring adjustments, necessary for a fair
presentation of (a) the financial position at March 31, 2006 (b) the results
of operations for the three-month periods ended March 31, 2006 and 2005, (c)
statement of changes to stockholders' equity, and (d) cash flows for the
three-month periods ended March 31, 2006 and 2005.  The financial statements
should be read in conjunction with the Company's annual report on Form 10-
KSB/A for the year ended December 31, 2005.

The results of operations for the three-month period ended March 31, 2006 are
not necessarily indicative of those to be expected for the entire year.

Our Company incurred a net loss for operations of $1,349,581 for the three-
month period ended March 31, 2006.  However, cash on hand only decreased
$125,483 during the first quarter of 2006.  Cash on hand totaled $1,092,132.
We believe cash on hand will be sufficient to finance 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.

We issued 1,301,000 shares 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.

On March 24, 2006, pursuant to resolutions adopted by the Board of Directors
and an S-8 Registration Statement that was filed on that date with the
Securities and Exchange Commission, the Company issued 5,300,000 shares of its
$0.001 par value common stock to three individuals pursuant to written
compensation agreements at a price of $0.23 per share for gross aggregate
compensation of $1,219,000.  Mark Meriwether, our President, Secretary and a
director, received 4,400,000 of these shares as a bonus under his Amended and
Restated Employment Agreement with the Company.

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

     10-KSB Annual Report for the year ended December 31, 2005*

           * 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: 5/18/06                          By/s/Mark Meriwether
                                       --------------------------------------
                                       Mark Meriwether
                                       President, CEO, Secretary/Treasurer
<PAGE>