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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


November 9, 2009
(Date of Report)


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

(315) 332-7100
(Registrant’s telephone number, including area code)

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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 (see General Instruction A.2. below):

⃞ 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))

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John C. Casper resigns as Vice President of Finance and Chief Financial Officer.  Effective November 9, 2009, John C. Casper resigned his position as Vice President of Finance and Chief Financial Officer to pursue other opportunities.  The Company entered into a Release and Waiver of all Claims with Mr. Casper pursuant to which the Company has agreed to continue to pay Mr. Casper his current salary for a period of thirteen weeks commencing on the date of his resignation and to continue his current health insurance coverage through February 28, 2010. The Company also will pay Mr. Casper a cash bonus in the amount of $30,000, which it had agreed to pay him upon his hiring.

Philip A. Fain appointed as Chief Financial Officer on an interim basis.  On November 9, 2009, the Board of Directors named Philip A. Fain, age 55, as the Company’s Chief Financial Officer on an interim basis.  Mr. Fain also will continue to serve as the Company’s Vice President of Business Development. Mr. Fain’s compensation has not changed due to his appointment as Chief Financial Officer on an interim basis.

Since February 2008, Mr. Fain has served as the Company’s Vice President of Business Development.   Prior to joining the Company, Mr. Fain was Managing Partner of CXO on the GO, a management consulting firm, which he co-founded in November 2003. Prior to founding CXO on the GO, Mr. Fain served as Vice President of Finance - RayBan Sunoptics for Luxottica, SpA. Prior to the acquisition of Bausch & Lomb’s global eyewear business by Luxottica, Mr. Fain served as B&L’s Senior Vice President Finance - Global Eyewear from 1997 to 1999 and as Vice President and Controller for the US Sunglass business from 1993 to 1996. From 1983 to 1993, Mr. Fain served in various positions with B&L including executive positions in corporate accounting, finance and audit. Mr. Fain began his career as a CPA and consultant with Arthur Andersen & Co. in 1977. He received his BA in Economics from the University of Rochester and an MBA from the William E. Simon Graduate School of Business Administration of the University of Rochester.

The Company's press release is attached as Exhibit 99.1 to this Form 8-K.

(d)  Exhibits.

SIGNATURES

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.

Exhibit 99.1

Ultralife Corporation Announces Resignation of John C. Casper as VP Finance and Chief Financial Officer

Philip A. Fain, Vice President of Business Development, Named Chief Financial Officer, on an Interim Basis

NEWARK, N.Y.--(BUSINESS WIRE)--November 11, 2009--Ultralife Corporation (NASDAQ: ULBI) announced that John C. Casper has resigned his position as vice president of finance and chief financial officer effective November 9, to pursue other opportunities. The Board of Directors has named Philip A. Fain, Ultralife’s vice president of business development, to serve as chief financial officer on an interim basis while it conducts a search for a new vice president of finance and chief financial officer. Both internal and external candidates will be considered.

“Since joining Ultralife in February 2008, Phil’s role has expanded beyond his responsibilities for managing new business development and strategic alliance activities,” said John D. Kavazanjian, Ultralife’s president and chief executive officer. “Most recently, he played key roles both in the comprehensive review of the company’s operations, cost structure and working capital management and in implementing the various actions that have been taken to lower the cost basis of the business. He has also been directly involved in working to restructure our revolving credit line to an asset based lending facility that more closely matches our operating needs.”

“Phil has readily assumed these additional responsibilities while continuing to lead the company’s strategic planning and business development activities,” concluded Kavazanjian. “We are fortunate to have a financial executive of Phil’s caliber who also possesses extensive knowledge of Ultralife’s operations, to step into the role of chief financial officer on an interim basis.”

Mr. Fain, 55, began his career as a CPA and consultant with Arthur Anderson & Co., after which he joined Bausch & Lomb where he served in various management and executive positions including roles in corporate accounting, financial reporting and corporate audit functions. He became vice president and controller for B&L's U.S. Sunglass business and served as senior vice president of finance for the Global Eyewear business where he provided worldwide financial, information technology and business development leadership for this business, which included the Ray-Ban brand.

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 on Ultralife, 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:
Ultralife Corporation
Julius Cirin, 315-332-7100
jcirin@ultralifecorp.com
or
Investor Relations:
Lippert/Heilshorn & Associates, Inc.
Jody Burfening, 212-838-3777
jburfening@lhai.com