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 28, 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 7.01. Regulation FD Disclosure. Ultralife Batteries, Inc. (the "Company") has received a contract valued at more than $6 million for its Sophie Thermal Imager battery from the U.K. Ministry of Defence. Deliveries are expected to begin this quarter and be completed in the second quarter. 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 28, 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 28, 2007 By: /s/ Peter F. Comerford ----------------------------------- Peter F. Comerford Vice President of Administration & General Counsel

INDEX TO EXHIBITS (99) Additional Exhibits 99.1 Press Release dated February 28, 2007.

                                                                    Exhibit 99.1

Ultralife Batteries Receives Contract Valued at More Than $6 Million for
                  Batteries to Power Thermal Imagers


    NEWARK, N.Y.--(BUSINESS WIRE)--Feb. 28, 2007--Ultralife Batteries,
Inc. (NASDAQ: ULBI) has received a contract valued at more than $6
million for its Sophie Thermal Imager battery from the U.K. Ministry
of Defence. Deliveries are expected to begin this quarter and be
completed in the second quarter.

    John D. Kavazanjian, Ultralife's president and chief executive
officer, said, "This significant contract to provide the power for one
of the most advanced thermal imaging systems on the market
demonstrates our continued success in winning international orders for
our high-performance military batteries and further diversifying our
government/defense business."

    Ultralife's 15-volt lithium-manganese dioxide batteries power
the Sophie binoculars and thermal imaging camera. Manufactured by
Thales, Sophie is a lightweight multi-application portable binoculars
and thermal imaging system designed for hand-held or
remote-controlled day/night surveillance including bad weather
conditions. More than 6,000 systems have been deployed in France, the
U.K. and 43 other countries.

    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 for
markets including defense, commercial 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. Defense, commercial and
retail 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: Addressing the process of U.S. military
procurement, 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.
             Pete Comerford, 315-332-7100
             pcomerford@ulbi.com
             or
             Investor Relations:
             Lippert/Heilshorn & Associates, Inc.
             Jody Burfening, 212-838-3777
             jburfening@lhai.com