8-K

UNITED STATESSECURITIES 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):

April 29, 2010
ULTRALIFE CORPORATION
(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 Corporation reported operating income of $0.9 million on revenue of $38.5 million for the quarter ended March 28, 2010. For the first quarter of 2009, the company reported an operating loss of $2.3 million on revenue of $39.8 million.

Gross margin for the first quarter of 2010 was $9.8 million, or 25.3% of revenue, compared to $7.8 million, or 19.5% of revenue, for the same quarter a year ago, primarily reflecting improved manufacturing efficiencies in the company’s Battery & Energy Products segment and improved  mix of high-margin communications systems revenue partially offset by a negative gross margin in the Energy Services segment. Operating expenses for the first quarter of 2010 totaled $8.9 million inclusive of $0.7 million of expenses for AMTI, which was acquired on March 20, 2009, compared to $10.0 million a year ago. Net income for the first quarter of 2010 was $0.3 million, or $0.02 per share, compared to a net loss of $2.5 million, or $0.15 per share, for the same quarter in 2009.

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)        Exhibits.

             99.1      Press Release dated April 29, 2010.

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 CORPORATION
Dated:	April 29, 2010	By:	/s/ Philip A. Fain
			Philip A. Fain
			Chief Financial Officer & Treasurer

INDEX TO EXHIBITS

(99)  Additional Exhibits

99.1      Press Release dated April 29, 2010.

EX-99.1

Exhibit 99.1

Ultralife Corporation Reports First Quarter Results

NEWARK, N.Y.--(BUSINESS WIRE)--April 29, 2010--Ultralife Corporation (NASDAQ: ULBI) reported operating income of $0.9 million on revenue of $38.5 million for the quarter ended March 28, 2010. For the first quarter of 2009, the company reported an operating loss of $2.3 million on revenue of $39.8 million.

Gross margin for the first quarter of 2010 was $9.8 million, or 25.3% of revenue, compared to $7.8 million, or 19.5% of revenue, for the same quarter a year ago, primarily reflecting improved manufacturing efficiencies in the company’s Battery & Energy Products segment and improved mix of high-margin communications systems revenue partially offset by a negative gross margin in the Energy Services segment. Operating expenses for the first quarter of 2010 totaled $8.9 million inclusive of $0.7 million of expenses for AMTI, which was acquired on March 20, 2009, compared to $10.0 million a year ago. Net income for the first quarter of 2010 was $0.3 million, or $0.02 per share, compared to a net loss of $2.5 million, or $0.15 per share, for the same quarter in 2009.

“Improving gross margin is a key goal for the company in 2010, and for the first quarter we delivered a six percentage point gain over last year’s first quarter. The investments we have made to improve manufacturing processes and move up the value chain from components to advanced batteries and communications systems with greater engineered content are yielding desired returns,” said John D. Kavazanjian, Ultralife’s president and chief executive officer. “While gross margin in our Energy Services segment continues to negatively impact the total company gross margin, we are starting to see evidence of a recovery in customer spending. This should alleviate project delays and pricing pressures that have weighed on the industry and the segment’s financial results.

“On the strength of gross margin gains and ongoing operating expense discipline, we generated positive operating cash flow for the quarter. Increased operating cash flow combined with improved working capital management strengthened the balance sheet, and we ended the quarter with an outstanding balance under our revolving credit facility of $8.0 million and $4.1 million of cash and cash equivalents on our balance sheet,” added Kavazanjian.

“Business conditions are steadily improving, particularly for our battery and energy products, creating more opportunities for us to further penetrate international markets. In addition, demand for our advanced communications systems remains robust,” concluded Kavazanjian. “During the rest of 2010, we plan to increase research and development activities while holding quarterly operating expenses under $10 million. Above all, we remain keenly focused on delivering incremental returns on increased revenue.”

Outlook

The company’s 2010 operating plan calls for the company to generate revenue of $177 million and operating income of approximately $4.6 million on this base business. Management cautions that the timing of orders and shipments may cause some variability in quarterly results.

About Ultralife Corporation

Ultralife Corporation, which began as a battery company, serves its markets with products and services ranging from portable and standby power solutions to communications and electronics systems. Through its engineering and collaborative approach to problem solving, Ultralife serves government, defense and commercial customers across the globe.

Ultralife’s family of brands includes: Ultralife Batteries, Stationary Power Services, RPS Power Systems, ABLE, McDowell Research, RedBlack Communications and AMTI. Ultralife’s operations are in North America, Europe and Asia. For more information, visit www.ultralifecorp.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, and the possibility of intangible asset impairment charges that may be taken should management decide to retire one or more of the brands of acquired companies. The Company cautions investors not to place undue reliance on forward-looking statements, which reflect the Company’s analysis only as of today’s date. The Company undertakes no obligation to publicly update forward-looking statements to reflect subsequent events or circumstances. 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.

Conference Call Information

Ultralife will hold its first quarter earnings conference call today at 10:00 AM ET. To participate, please call (800) 915-4836, identify yourself and ask for the Ultralife call. The conference call will also be broadcast live over the Internet at http://investor.ultralifecorp.com. To listen to the call, please go to the web site at least fifteen minutes early to download and install any necessary audio software. For those who cannot listen to the live webcast, a replay of the webcast will be available shortly after the call at the same location.

ULTRALIFE CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Amounts)
(Unaudited)
	Three-Month Periods Ended
	March 28,			March 29,
		2010			2009
Revenues:
Battery & energy products	$	23,403		$	22,992
Communications systems		13,066			11,265
Energy services		2,038			5,546
Total revenues		38,507			39,803
Cost of products sold:
Battery & energy products		18,467			19,192
Communications systems		8,163			7,649
Energy services		2,119			5,181
Total cost of products sold		28,749			32,022
Gross margin		9,758			7,781
Operating expenses:
Research and development		1,728			1,980
Selling, general, and administrative		7,176			8,058
Total operating expenses		8,904			10,038
Operating income (loss)		854			(2,257	)
Other income (expense):
Interest income		3			3
Interest expense		(497	)		(182	)
Miscellaneous		41			11
Income (loss) before income taxes		401			(2,425	)
Income tax provision-current		24			2
Income tax provision-deferred		81			89
Total income taxes		105			91
Net income (loss)		296			(2,516	)
Net (income) loss attributable to noncontrolling interest		(9	)		4
Net income (loss) attributable to Ultralife	$	287		$	(2,512	)
Net income (loss) attributable to Ultralife common shareholders - basic	$	0.02		$	(0.15	)
Net income (loss) attributable to Ultralife common shareholders - diluted	$	0.02		$	(0.15	)
Weighted average shares outstanding - basic		16,995			17,115
Weighted average shares outstanding - diluted		16,999			17,115

ULTRALIFE CORPORATION
CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Per Share Amounts)
(unaudited)
	March 28,			December 31,
ASSETS		2010			2009
Current assets:
Cash and cash equivalents	$	4,147		$	6,094
Trade accounts receivable, net		26,264			32,449
Inventories		34,009			35,503
Prepaid expenses and other current assets		2,136			1,912
Total current assets		66,556			75,958
Property and equipment		15,879			16,648
Other assets
Goodwill, intangible and other assets		38,251			38,560
Total Assets	$	120,686		$	131,166
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Short-term debt and current portion of long-term debt	$	11,502		$	19,082
Accounts payable		14,622			19,177
Other current liabilities		11,218			9,875
Total current liabilities		37,342			48,134
Long-term liabilities:
Long-term debt and capital lease obligations		225			267
Other long-term liabilities		4,722			4,651
Total long-term liabilities		4,947			4,918
Shareholders' equity:
Ultralife equity:
Common stock, par value $0.10 per share		1,839			1,831
Capital in excess of par value		169,377			169,064
Accumulated other comprehensive loss		(1,590	)		(1,256	)
Accumulated deficit		(83,734	)		(84,021	)
		85,892			85,618
Less -- Treasury stock, at cost		7,558			7,558
Total Ultralife equity		78,334			78,060
Noncontrolling interest		63			54
Total shareholders' equity		78,397			78,114
Total Liabilities and Shareholders' Equity	$	120,686		$	131,166

CONTACT:
Company:
Ultralife Corporation
Philip Fain, 315-332-7100
pfain@ulbi.com
or
Investor Relations:
Lippert/Heilshorn & Associates
Jody Burfening, 212-838-3777
jburfening@lhai.com