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 29, 2009

ULTRALIFE CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation or organization)

(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 results for the third quarter ended September 27, 2009.

Revenue for the third quarter was $42.4 million compared to $68.0 million for the same quarter last year, a $25.6 million decline attributable to lower communications systems revenue. Revenue in the third quarter of 2008 included $40.7 million of communications systems revenue related primarily to orders received in the latter part of 2007 that were fulfilled during 2008. The company’s three other reporting segments – non-rechargeable products, rechargeable products and design and installation services – grew in total by $5.5 million. That gain was led by a $2.6 million increase in non-rechargeable products revenue reflecting strong sales of BA-5390 batteries. Gross margin for the third quarter was 24.5% compared to 23.1% for the comparable quarter last year.  Included in the gross margin for the third quarter of 2009 was a $1.3 million gain related to the resolution of a trade dispute.

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 29, 2009.

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.

INDEX TO EXHIBITS

(99)  Additional Exhibits

99.1  Press Release dated October 29, 2009.

Exhibit 99.1

Ultralife Corporation Reports Third Quarter Results

NEWARK, N.Y.--(BUSINESS WIRE)--October 29, 2009--Ultralife Corporation (NASDAQ: ULBI) today reported results for the third quarter ended September 27, 2009.

Revenue for the third quarter was $42.4 million compared to $68.0 million for the same quarter last year, a $25.6 million decline attributable to lower communications systems revenue. Revenue in the third quarter of 2008 included $40.7 million of communications systems revenue related primarily to orders received in the latter part of 2007 that were fulfilled during 2008. The company’s three other reporting segments – non-rechargeable products, rechargeable products and design and installation services – grew in total by $5.5 million. That gain was led by a $2.6 million increase in non-rechargeable products revenue reflecting strong sales of BA-5390 batteries. Gross margin for the third quarter was 24.5% compared to 23.1% for the comparable quarter last year. Included in the gross margin for the third quarter of 2009 was a $1.3 million gain related to the resolution of a trade dispute.

Operating expenses for the third quarter of 2009 totaled $10.8 million compared to $10.4 million for the same quarter last year. Operating loss for the third quarter was $0.4 million compared to operating income of $5.3 million for the third quarter last year. Net loss for the third quarter was $0.6 million, or $0.04 per share, compared to net income for the third quarter of 2008 of $4.7 million, or $0.26 per share.

For the nine-month period ended September 27, 2009, revenue was $121.8 million compared to $205.5 million for the same period a year ago. Operating loss amounted to $9.0 million compared to operating income of $17.6 million for the first nine months of 2008. Net loss for the nine-month period ended September 27, 2009 was $10.1 million, or $0.59 per share, compared to net income of $13.5 million, or $0.77 per share, for the same period a year ago.

“Third quarter results demonstrated the strength of our core business as revenue grew sequentially despite only a modest order for advanced communications systems and without the contribution of initial orders from General Dynamics UK to supply rechargeable battery systems to the UK Ministry of Defence,” said John D. Kavazanjian, Ultralife’s president and chief executive officer. “Our standby power business improved as we closed orders that had been pushed back earlier in the year and increased the mix of higher-margin service revenue. As a result, even though we are still contending with pricing pressures and the effects of the economic slowdown, gross margin in our design and installation services segment more than tripled quarter to quarter. Finally, we implemented the planned cost reduction actions during the quarter and, with last quarter’s $1.2 million in non-recurring expenses behind us, we have met our objective of reducing quarterly operating expenses to the $11 million range.

“Attention to operating expenses, streamlining operations, lowering the cost basis of the business and improving manufacturing efficiencies all will remain high priorities for the company,” concluded Kavazanjian. “We are diligently focused on positioning the company to return to sustainable profitability in the fourth quarter with a right-sized business model to deliver incremental profits on revenue growth in 2010.”

Outlook

Based on expected shipments of government/defense orders in the fourth quarter, management has revised its outlook for 2009 and now expects revenue of approximately $175 million and to be profitable in the fourth quarter yielding an operating loss of between $8.0 million and $9.0 million for the year.

Segment Reporting

Beginning with the first quarter of fiscal 2010, management intends to realign its reporting segments. The Non-rechargeable Products and Rechargeable Products segments will be combined into a segment called Battery & Energy Products. The Communications Systems segment will include the company’s RedBlack Communications business, which currently is included in the Design & Installation Services segment. The Design & Installation Services segment, to be renamed Energy Services, will continue to encompass the company’s standby power business.

About Ultralife Corporation

Ultralife Corporation, which began as a battery company, now 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, disruptions related to restructuring actions and delays, 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 in the future. 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.

CONTACT:
Company:
Ultralife Corporation
John C. Casper, 315-332-7100
jcasper@ultralifecorp.com
or
Investor Relations:
Lippert/Heilshorn & Associates, Inc.
Jody Burfening, 212-838-3777
jburfening@lhai.com