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):

                                October 23, 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 third quarter ended September 29, 2007, the Company expects to report revenue in the range of $33 million and slightly positive operating income. These preliminary results compare to the guidance management provided in its second quarter report that called for operating profit in the range of $1.2 million to $1.8 million on revenue of $33 million to $36 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) Exhibits. 99.1 Press Release dated October 23, 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: October 24, 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 October 23, 2007.

                                                                    Exhibit 99.1

         Ultralife Reports Preliminary Third Quarter Results

    NEWARK, N.Y.--(BUSINESS WIRE)--Oct. 23, 2007--Ultralife Batteries,
Inc. (NASDAQ: ULBI) announced that, based on a preliminary review of
results for the third quarter ended September 29, the company expects
to report revenue in the range of $33 million and slightly positive
operating income. These preliminary results compare to the guidance
management provided in its second quarter report that called for
operating profit in the range of $1.2 million to $1.8 million on
revenue of $33 million to $36 million.

    The difference between management's operating income guidance and
the preliminary results reflects higher-than-anticipated professional
fees and other expenses associated with acquisition-related activity,
including negotiating the McDowell Research purchase price settlement;
and a three-day power outage at the company's Newark, NY facility.

    "While we expect to book a substantial gain associated with the
McDowell settlement when we make the convertible note prepayment in
the fourth quarter, we incurred certain non-recurring charges that
impacted our third quarter financial results," said John D.
Kavazanjian, Ultralife's president and chief executive officer.

    "In addition, we were affected by an area wide power outage that
caused us to lose production for three days, reducing productivity in
all facets of our Newark operations during the quarter. Although this
factor, combined with less-favorable than expected product mix,
compressed the quarter's gross margin, we did achieve improved gross
margin in our communications accessories business and continue to
manage toward our target margins. Our opportunities for growth remain
strong and diverse, and in the fourth quarter we anticipate reporting
our first $40 million plus revenue quarter, which will translate to
full year revenue growth of at least 50%."

    About Ultralife Batteries, Inc.

    Ultralife is a global provider of high-energy power solutions,
communications accessories, and engineering and technical services 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, communications accessories and technical
services. Defense, commercial and retail customers include: General
Dynamics, Raytheon, 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.

    Ultralife's headquarters, principal manufacturing and research
facilities, and its McDowell Research operating unit are in Newark,
New York, near Rochester. Ultralife's other operating units are:
Ultralife Batteries (UK) Ltd., in Abingdon, England; Innovative
Solutions Consulting in Hollywood, Maryland; 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) and McDowell Research(R) are registered trademarks 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