UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: * Name of Issuer: Ultralife Batteries Inc. Title of Class of Securities: Common Stock CUSIP Number: 903899102 (Date of Event Which Requires Filing of this Statement) January 5, 2001** Check the appropriate box to designate the rule pursuant to which this Schedule is filed: /X/ Rule 13d-1(b) /X/ Rule 13d-1(c) / / Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). __________________ ** Certain persons reporting on this Schedule 13G did not become obligated to file on Schedule 13G until a later date. CUSIP Number: 903899103 1. Name of Reporting Person I.R.S. Identification No. of Above Person Kimelman & Baird, LLC 2. Check the Appropriate Box if a Member of a Group a. b. X 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power: 6. Shared Voting Power: 7. Sole Dispositive Power: 8. Shared Dispositive Power: 1,085,230 9. Aggregate Amount Beneficially Owned by Each Reporting Person 1,085,230 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares 2 11. Percent of Class Represented by Amount in Row (9) 9.71% 12. Type of Reporting Person IA, CO 3 CUSIP Number: 903899102 1. Name of Reporting Person I.R.S. Identification No. of Above Person Daeg Capital Management, LLC 2. Check the Appropriate Box if a Member of a Group a. b. X 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power: 6. Shared Voting Power: 574,600 7. Sole Dispositive Power: 8. Shared Dispositive Power: 574,600 9. Aggregate Amount Beneficially Owned by Each Reporting Person 574,600 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares 4 11. Percent of Class Represented by Amount in Row (9) 5.14% 12. Type of Reporting Person IA, CO 5 CUSIP Number: 903899102 1. Name of Reporting Person I.R.S. Identification No. of Above Person Daeg Partners, L.P. 2. Check the Appropriate Box if a Member of a Group a. b. X 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power: 6. Shared Voting Power: 574,600 7. Sole Dispositive Power: 8. Shared Dispositive Power: 574,600 9. Aggregate Amount Beneficially Owned by Each Reporting Person 574,600 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares 6 11. Percent of Class Represented by Amount in Row (9) 5.14% 12. Type of Reporting Person PN 7 CUSIP Number: 903899102 1. Name of Reporting Person I.R.S. Identification No. of Above Person Sheila Baird 2. Check the Appropriate Box if a Member of a Group a. b. X 3. SEC Use Only 4. Citizenship or Place of Organization U.S.A. Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power: 32,000 6. Shared Voting Power: 574,600 7. Sole Dispositive Power: 8. Shared Dispositive Power: 1,659,830 9. Aggregate Amount Beneficially Owned by Each Reporting Person 1,659,830 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares 8 11. Percent of Class Represented by Amount in Row (9) 14.86% 12. Type of Reporting Person IN 9 CUSIP Number: 903899102 1. Name of Reporting Person I.R.S. Identification No. of Above Person Michael Kimelman 2. Check the Appropriate Box if a Member of a Group a. b. X 3. SEC Use Only 4. Citizenship or Place of Organization U.S.A. Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power: 6. Shared Voting Power: 574,600 7. Sole Dispositive Power: 8. Shared Dispositive Power: 1,659,830 9. Aggregate Amount Beneficially Owned by Each Reporting Person 1,659,830 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares 10 11. Percent of Class Represented by Amount in Row (9) 14.86% 12. Type of Reporting Person IN 11 CUSIP Number: 903899102 1. Name of Reporting Person I.R.S. Identification No. of Above Person Scott Kimelman 2. Check the Appropriate Box if a Member of a Group a. b. X 3. SEC Use Only 4. Citizenship or Place of Organization U.S.A. Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power: 6. Shared Voting Power: 574,600 7. Sole Dispositive Power: 8. Shared Dispositive Power: 574,600 9. Aggregate Amount Beneficially Owned by Each Reporting Person 574,600 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares 12 11. Percent of Class Represented by Amount in Row (9) 5.14% 12. Type of Reporting Person IN 13 Item 1(a) Name of Issuer: Ultralife Betteries, Inc. (b) Address of Issuer's Principal Executive Offices: 2000 Technology Parkway Newark, NJ 14513 Item 2(a) - (c). Name, Principal Business Address, and Citizenship of Persons Filing: Kimelman & Baird, LLC 100 Park Avenue New York, New York 10017 Delaware LLC Daeg Capital Management, LLC 100 Park Avenue New York, NY 10017 Delaware LLC Daeg Partners, LP 100 Park Avenue New York, NY 10017 Delaware LP Sheila Baird 100 Park Avenue New York, NY 10017 U.S.A. Michael Kimelman 100 Park Avenue New York, NY 10017 U.S.A. Scott Kimelman 100 Park Avenue New York, NY 10017 U.S.A. (d) Title of Class of Securities: Common Stock (e) CUSIP Number: 903899102 14 Item 3. If this statement is filed pursuant to Rule 13d-1(b)(1) or 13d-2(b) or (c) check whether the person filing is: (a) / / Broker or dealer registered under Section 15 of the Act, (b) / / Bank as defined in Section 3(a)(6) of the Act, (c) / / Insurance Company as defined in Section 3(a)(19) of the Act, (d) / / Investment Company registered under Section 8 of the Investment Company Act, (e) /X/ Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940, (f) / / Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund, (g) / / Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G), (h) / / Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act, (i) / / Church plan excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act, (j) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(H). If this statement is filed pursuant to Rule 13d-1(c), check this box. /X/ Item 4. Ownership. (a) Amount Beneficially Owned: 1,085,230 shares owned by Kimelman & Baird, LLC; 574,600 shares owned by Daeg Capital Management, LLC; 574,600 shares owned by Daeg Partners, L.P.; 1,659,830 shares owned by Sheila Baird; 1,659,830 shares owned by Michael Kimelman; 574,600 shares owned by Scott Kimelman (b) Percent of Class: 9.71% by Kimelman & Baird, LLC; 5.14% by Daeg Capital Management, LLC; 5.14% by Daeg Partners, L.P.; 14.86% by Sheila Baird; 14.86% by Michael Kimelman; 5.14% by Scott Kimelman 15 (c) Kimelman & Baird, LLC - 0 shares with shared power to vote or to direct the vote; 0 shares with sole power to vote or to direct the vote; 1,085,230 shares with shared power to dispose or to direct the disposition of; 0 shares with the sole power to dispose or to direct the disposition of Daeg Capital Management, LLC - 574,600 shares with shared power to vote or to direct the vote; 0 shares with sole power to vote or to direct the vote; 574,600 shares with shared power to dispose or to direct the disposition of; 0 shares with the sole power to dispose or to direct the disposition of Daeg Partners, L.P. - 574,600 shares with shared power to vote or to direct the vote; 0 shares with sole power to vote or to direct the vote; 574,600 shares with shared power to dispose or to direct the disposition of; 0 shares with the sole power to dispose or to direct the disposition of Sheila Baird - 574,600 shares with shared power to vote or to direct the vote; 32,000 shares with sole power to vote or to direct the vote; 1,659,830 shares with shared power to dispose or to direct the disposition of; 0 shares with the sole power to dispose or to direct the disposition of Michael Kimelman - 574,600 shares with shared power to vote or to direct the vote; 0 shares with sole power to vote or to direct the vote; 1,659,830 shares with shared power to dispose or to direct the disposition of; 0 shares with the sole power to dispose or to direct the disposition of Scott Kimelman - 574,600 shares with shared power to vote or to direct the vote; 0 shares with sole power to vote or to direct the vote; 574,600 shares with shared power to dispose or to direct the disposition of; 0 shares with the sole power to dispose or to direct the disposition of Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following / /. 16 Item 6. Ownership of More than Five Percent on Behalf of Another Person. N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company. N/A Item 8. Identification and Classification of Members of the Group. N/A Item 9. Notice of Dissolution of the Group. N/A Item 10. Certification for Rule 13d-1(b): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. September 5, 2001 - ------------------- Date KIMELMAN & BAIRD, LLC /s/ Sheila Baird By:------------------------- Sheila Baird Member Certification for Rule 13d-1(c): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the 17 control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Daeg Capital Management, LLC By: Sheila Baird /s/ Sheila Baird ----------------------- Sheila Baird September 5, 2001 Daeg Partners, L.P. By: Daeg Capital Management, LLC General Partner /s/ Sheila Baird ----------------------- Sheila Baird September 5, 2001 /s/ Sheila Baird ----------------------- Sheila Baird September 5, 2001 /s/ Michael Kimelman ----------------------- Michael Kimelman September 5, 2001 18 /s/ Scott Kimelman ----------------------- Scott Kimelman September 5, 2001 19 02962001.AA3