8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 Current Report
     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                Date of Report (Date of earliest event reported):

                                February 1, 2007

                            ULTRALIFE BATTERIES, INC.
                            -------------------------
             (Exact name of registrant as specified in its charter)

                                    Delaware
                                    --------
         (State or other jurisdiction of incorporation or organization)

          0-20852                                        16-1387013
          -------                                        ----------
 (Commission File Number)                   (I.R.S. Employer Identification No.)

                 2000 Technology Parkway, Newark, New York 14513
                 -----------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (315) 332-7100
                                 --------------
              (Registrant's telephone number, including area code)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b)

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
    Exchange Act (17 CFR 240.13e-4(c))




Item 2.02.   Results of Operations and Financial Condition.

Ultralife Batteries, Inc. (the "Company") announced that, based on a preliminary
review of results for the fourth  quarter ended  December 31, 2006,  the Company
expects to report an operating loss of approximately  $1.5 million on revenue in
the range of $30.0 million to $30.5 million.

The  Company's  press  release is attached as Exhibit 99.1 to this Form 8-K. The
information  set  forth  in this  Form  8-K and the  attached  exhibit  is being
furnished to and not filed with the Securities and Exchange Commission and shall
not be deemed to be incorporated by reference in any filing under the Securities
Exchange Act of 1934,  as amended,  or the  Securities  Act of 1933, as amended,
except to the extent specifically provided in any such filing.

Item 9.01. Financial Statements, Pro Forma Financials and Exhibits.

(a)   Financial Statements of Business Acquired.

      Not applicable.

(b)   Pro Forma Financial Information.

      Not applicable.

(c)   Exhibits.

      99.1     Press Release dated February 1, 2007.




                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                               ULTRALIFE BATTERIES, INC.
Dated: February 1, 2007
                                               By: /s/ Robert W. Fishback
                                               ----------------------------
                                               Robert W. Fishback
                                               Vice President of Finance and CFO



                                INDEX TO EXHIBITS

(99)     Additional Exhibits

         99.1     Press Release dated February 1, 2007.

EX-99.1

                                                                    Exhibit 99.1

         Ultralife Batteries Reports Preliminary Fourth Quarter Results

    NEWARK, N.Y.--(BUSINESS WIRE)--Feb. 1, 2007--Ultralife Batteries,
Inc. (NASDAQ: ULBI) announced that, based on a preliminary review of
results for the fourth quarter ended December 31, 2006, the company
expects to report an operating loss of approximately $1.5 million on
revenue in the range of $30.0 million to $30.5 million. Because the
company's auditors are still conducting the fiscal 2006 year-end
audit, management cautions readers that actual results may differ from
the preliminary results announced today.

    Along with the impact from lower-than-expected sales, the
anticipated operating loss reflects $1.1 million in
higher-than-expected material costs at McDowell Research and $0.5
million in unplanned non-cash charges, including $0.3 million in
higher-than-expected intangible amortization and $0.2 million in
additional inventory and bad debt reserves at McDowell related to an
assessment of reserves at the McDowell operating unit. In addition,
the company incurred approximately $0.6 million in manufacturing
inefficiencies at its Newark operation, which resulted from a change
in the process parameters of one part used in its 9-volt battery
operation. The company revised its processes around a substitute
product and, based on preliminary indications, efficiencies returned
to planned levels in early January.

    "As we proceed with the integration of McDowell, we are
identifying and addressing operational issues and, although we have
made considerable progress, more work lies ahead," said John D.
Kavazanjian, Ultralife's president and chief executive officer. "To
address inadequacies in McDowell's cost accounting system,
manufacturing and accounting staff from our Newark facility have been
on site examining reporting procedures and analyzing manufacturing
costs. As a result of an extensive review, we discovered purchasing
decisions that had been made in the third quarter, which resulted in
significantly higher-than-anticipated fourth quarter product costs.
The magnitude of these higher material costs became apparent to us
with the closing of the books for the fourth quarter."

    Mr. Kavazanjian continued, "To rectify this situation and further
improve operations, we made appropriate personnel changes and
appointed Ultralife personnel to three positions at McDowell: Chief
operating officer, director of operations and controller. In addition,
we are changing the sourcing of certain components to reduce
purchasing costs, the benefit of which will be realized as we work
through current inventory levels. We currently expect to realize the
full benefit of this change during the second quarter. Finally, we
have begun installing a new accounting system at McDowell, consistent
with the one in use at Ultralife, to enhance management information
and decision-making. We expect to complete the project by the third
quarter; while the system is being installed, we have instituted a
number of interim reporting procedures to capture all necessary
manufacturing cost information on a timely basis.

    "Our initiatives to coordinate sales and marketing at Ultralife
and McDowell are already producing benefits in broadening our top-line
growth opportunities. Demand remains high for our diversified product
offering and customer recognition of the enhanced value of our
complementary solutions continues to grow. We will continue to tackle
the operational issues and believe we are now firmly on course to
complete the integration and substantially enhance manufacturing
efficiencies, reduce costs and improve the bottom-line performance,"
concluded Mr. Kavazanjian.

    Ultralife is scheduled to report its fourth quarter 2006 results
for the period ended December 31, 2006, on Thursday, February 15,
2007.

    About Ultralife Batteries, Inc.

    Ultralife is a global provider of high-energy power solutions and
communications accessories for diverse applications. The company
develops, manufactures and markets a wide range of non-rechargeable
and rechargeable batteries, charging systems and accessories including
power supplies, amplifiers, amplified speakers, equipment mounts, case
equipment and integrated communication systems for markets including
military, industrial and consumer portable electronics. Through its
portfolio of standard products and engineered solutions, Ultralife is
at the forefront of providing the next generation of power systems and
accessories. Industrial, retail and government customers include
General Dynamics, Philips Medical Systems, General Motors, Energizer,
Kidde Safety, Lowe's, Radio Shack and the national defense agencies of
the United States, United Kingdom, Germany, Australia and New Zealand,
among others.

    Ultralife's headquarters, principal manufacturing and research
facilities are in Newark, New York, near Rochester. Ultralife's three
other operating units are: Ultralife Batteries (UK) Ltd., in Abingdon,
England; McDowell Research in Waco, Texas; and ABLE New Energy in
Shenzhen, China. Detailed information on Ultralife is available at:
www.ultralifebatteries.com.

    This press release may contain forward-looking statements based on
current expectations that involve a number of risks and uncertainties.
The potential risks and uncertainties that could cause actual results
to differ materially include: Worsening global economic conditions,
increased competitive environment and pricing pressures, disruptions
related to restructuring actions and delays. Further information on
these factors and other factors that could affect Ultralife's
financial results is included in Ultralife's Securities and Exchange
Commission (SEC) filings, including the latest Annual Report on Form
10-K.

    Ultralife(R) is a registered trademark of Ultralife Batteries,
Inc.

    CONTACT: Ultralife Batteries, Inc.
             Robert W. Fishback, 315-332-7100
             bfishback@ulbi.com
             or
             Investor Relations:
             Lippert/Heilshorn & Associates, Inc.
             Jody Burfening, 212-838-3777
             jburfening@lhai.com