Using laser radiation as the energy input to a rocket, it is possible to consider the transfer of large payloads economically between low initial orbits and higher energy orbits. In this paper we will discuss the results of an investigation to use a ground-based High Energy Laser (HEL) coupled to an adaptive antenna to transmit multi-megawatts of power to a satellite in low-earth orbit. Our investigation included diffraction effects, atmospheric transmission efficiency, adaptive compensation for atmospheric turbulence effects, including the servo bandwidth requirements for this correction, and the adaptive compensation for theral blooming. For these evaluations we developed vertical profile models of atmospheric absorption, strength of optical turbulence (CN2), wind, temperature, and other parameters necessary to calculate system performance. erformed for Our atmospheric investigations were for CO2, 12C1802 isotope, CO and DF wavelengths. For all of these considerations, output antenna locations of both sea level and mountain top (3.5 km above sea level) were used. Several adaptive system concepts were evaluated with a multiple source phased array concept being selected. This system uses an adaption technique of phase locking independent laser oscillators. When both system losses and atmospheric effects were assessed, the results predicted an overall power transfer efficiency of slightly greater than 50%.