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

                                    FORM 8-K

     PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

                Date of Report (Date of earliest event reported):

                                  May 13, 2003

                            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)



Item 7. 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 May 13, 2003

Item 9. Regulation FD Disclosure.

      The following information is furnished pursuant to Item 12, Disclosure of
Results of Operations and Financial Condition. It is being furnished under Item
9 of this Form 8-K in accordance with interim guidance issued by the Securities
and Exchange Commission in Release No. 33-8216.

      On May 13, 2003, Ultralife Batteries, Inc. (the "Company") issued a press
release setting forth the Company's financial results for the first quarter of
2003. A copy of the Company's press release is attached hereto as Exhibit 99.1.

                                    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: May 13, 2003                           By: /s/Robert W. Fishback
                                                  ------------------------------
                                                  Robert W. Fishback
                                                  Vice President - Finance and
                                                  Chief Financial Officer



                                Index to Exhibits

(99) Additional Exhibits

      99.1 Press Release dated May 13, 2003


                                                                    Exhibit 99.1

Company Contact:
Ultralife Batteries, Inc.
Robert W. Fishback
(315) 332-7100
bfishback@ulbi.com

Investor Relations Contact:
Lippert/Heilshorn & Associates, Inc.
Jody Burfening
(212) 838-3777
jks@lhai.com

Media Contact:
Lippert/Heilshorn & Associates, Inc.
Chenoa Taitt
(212) 201-6635
ctaitt@lhai.com

             ULTRALIFE BATTERIES, INC. REPORTS FIRST QUARTER EPS OF
                       $0.02 ON REVENUE OF $15.4 MILLION

   - Revenues Increase 74% Over Prior Year; Operating Profit is $0.6 Million -

Newark,  NY, May 13, 2003 - Ultralife  Batteries,  Inc. (NASDAQ:  ULBI) today is
reporting  operating  income of $0.6 million and net income of $0.3 million,  or
$0.02 per share,  on revenues of $15.4  million for the quarter  ended March 29,
2003.  These  revenues  represent a 74%  increase  over the  Company's  previous
quarterly record of $8.9 million reported for the same three-month period a year
ago. In addition, the Company's operating cash flow, defined as operating income
plus depreciation and amortization, amounted to $1.3 million.

Revenue growth was fueled by greater demand for the Company's  HiRate(R) battery
products,  particularly  related to orders for UBI5390  batteries  from the U.S.
military used in a wide variety of communications and weapons  applications.  In
addition, shipments of 9-volt batteries reached a quarterly record, and revenues
from battery pack assemblies continued to increase.

Consolidated  gross margin for the first  quarter of 2003 was $3.2  million,  an
improvement  of more than $2.2 million over the same quarter a year ago.  Higher
primary battery sales volumes, partially offset by ramp-up costs associated with
the rapid growth in production levels, resulted in the gross margin increase.

The Company  achieved  operating income of $0.6 million compared to an operating
loss of $2.1 million a year earlier. This progress resulted from the improvement
in gross margins,  as well as lower research and development costs  attributable
to the Company's rechargeable operations.

Net income for the quarter ended March 29, 2003 was $0.3  million,  or $0.02 per
share,  compared to a net loss of $2.8  million,  or $0.23 per share in the same
three-month period last year.

"We are thrilled to have met our key  financial  goal of turning  profitable  on
both an operating and a net basis and  producing  positive  operating  cash flow
this quarter," said John D.  Kavazanjian,  president and chief executive officer
of Ultralife Batteries. "This achievement is a major milestone for us as we have
reported an operating  profit for the first time in the Company's  history.  The
sales growth in the quarter was even greater than we had been projecting because
of an acceleration of shipments of UBI5390  batteries to the U.S.  military.  It
was quite an accomplishment for our manufacturing operations to quickly increase
production  in such a short  period of time.  Going  forward,  we  expect  gross
margins to improve further as our  manufacturing  processes  mature and revenues
continue to grow."

Mr.  Kavazanjian  continued,  "Developing  a  broad,  diversified  portfolio  of
products is an essential part of our growth  strategy,  and we are continuing to
see  increasing  demand  for  products  in all  areas  of our  business.  We are
optimistic  about being able to build on our  achievements  this  quarter as the
marketplace  continues to recognize the superior  performance and  technological
advantages of our products."

                                     -MORE-



Second Quarter and Full Year Outlook

The  Company  projects  that it will  achieve  revenues of  approximately  $18.0
million for the quarter  ending June 28, 2003.  The Company now  estimates  that
revenues for the full year of 2003 will exceed $65.0  million,  an increase from
the previous  guidance of at least $50.0  million.  Basic earnings per share are
projected  to be in the  range  of $0.11 to  $0.15  for the June  2003  quarter,
compared  with a loss of $1.28 per share in the same quarter last year.  For the
full year,  basic earnings per share are expected to be between $0.35 and $0.45,
compared  with a loss of $1.75 per share in 2002.  The  losses per share for the
June  quarter  and full  year of 2002  include  a charge  of $1.11 and $1.12 per
share, respectively, related to the impairment of certain fixed assets reflected
in the June quarter.

About Ultralife

Ultralife is a leading developer,  manufacturer,  and marketer of customized and
standard  lithium  primary,   lithium  ion  and  lithium  polymer   rechargeable
batteries.  Ultralife  manufactures  high-energy  batteries  utilizing  advanced
lithium  technology.  Our  Primary  (non-rechargeable),  lithium ion and lithium
polymer  rechargeable  batteries are used in military,  industrial  and consumer
portable  electronic  products.  OEM,  retail and government  customers  include
Energizer,  Kidde Safety,  Philips Medical Systems, Radio Shack and the national
defense agencies of the United States, United Kingdom and Germany.

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,   world  events,   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.

Detailed  information  on  Ultralife is  available  at the  Company's  web site,
www.ultralifebatteries.com.

Conference Call Information

Investors  are  invited to listen to a live  webcast of the  conference  call at
10:00 a.m. ET on May 13 at  www.ultralifebatteries.com/invest.asp.  To listen to
the live  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 broadcast,  a replay of the webcast will be available  shortly after
the call at the  same  location  for 90 days.  Investors  may also  listen  to a
telephone  replay of the conference  call by dialing  800-428-6051,  Reservation
#291285, starting at 12:00 p.m. ET May 13 until 12:00 p.m. ET May 20.

Ultralife and HiRate are registered trademarks of Ultralife Batteries, Inc.

                                     -MORE-



                            ULTRALIFE BATTERIES, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    (In Thousands, Except Per Share Amounts)
                                   (Unaudited)

- --------------------------------------------------------------------------------

                                                      Three Month Period Ended
                                                      March 29,       March 31,
                                                        2003            2002
                                                        ----            ----
Revenues:
  Battery sales                                        $15,012        $ 8,827
  Technology contracts                                     416             35
                                                       -------        -------
Total revenues                                          15,428          8,862

Cost of products sold:
  Battery costs                                         12,055          7,907
  Technology contracts                                     214             33
                                                       -------        -------
Total cost of products sold                             12,269          7,940
                                                       -------        -------
Gross margin                                             3,159            922
Operating expenses:
  Research and development                                 585          1,038
  Selling, general, and administrative                   1,962          1,981
                                                       -------        -------
Total operating expenses                                 2,547          3,019
                                                       -------        -------
Operating income (loss)                                    612         (2,097)
Other income (expense):
  Interest, net                                            (91)           (98)
  Equity loss in UTI                                        --           (501)
  Miscellaneous                                           (210)           (97)
                                                       -------        -------
Income (loss) before income taxes                          311         (2,793)
                                                       -------        -------
Income taxes                                                --             --
                                                       -------        -------
Net income (loss)                                      $   311        $(2,793)
                                                       =======        =======

Earnings (loss) per share - basic                      $  0.02        $ (0.23)
                                                       =======        =======
Earnings (loss) per share - diluted                    $  0.02        $ (0.23)
                                                       =======        =======

Average shares outstanding - basic                      12,852         12,319
                                                       =======        =======
Average shares outstanding - diluted
                                                        12,938         12,319
                                                       =======        =======



                            ULTRALIFE BATTERIES, INC.
                           CONSOLIDATED BALANCE SHEETS
                    (In Thousands, Except Per Share Amounts)

- --------------------------------------------------------------------------------

                                                      March 29,     December 31,
                           ASSETS                      2003             2002
                                                    (Unaudited)
Current assets:
   Cash and investments                              $    446        $  1,374
   Trade accounts receivable, net                       9,696           6,200
   Inventories                                          5,744           5,813
   Prepaid expenses and other
     current assets                                       851             968
                                                     --------        --------
     Total current assets                              16,737          14,355

Property and equipment                                 15,897          15,336

Other assets                                            1,658           1,683
                                                     --------        --------
   Total Assets                                      $ 34,292        $ 31,374
                                                     ========        ========

           LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
   Accounts payable                                  $  5,922        $  4,283
   Other current liabilities                            3,825           2,861
                                                     --------        --------
      Total current liabilities                         9,747           7,144

Long-term debt and capital
  lease obligations                                     1,904           1,987

Shareholders' equity:
   Common stock, par value
     $0.10 per share                                    1,358           1,358
   Capital in excess of
     par value                                        115,279         115,251
   Accumulated other
     comprehensive loss                                  (957)         (1,016)
   Accumulated deficit                                (90,661)        (90,972)
                                                     --------        --------
                                                       25,019          24,621
   Less --Treasury stock, at cost                       2,378           2,378
                                                     --------        --------
       Total shareholders' equity                      22,641          22,243
                                                     --------        --------
Total Liabilities and
  Shareholders' Equity                               $ 34,292        $ 31,374
                                                     ========        ========

                                       ###

                                     -MORE-