SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SCHMITZ WILLIAM A

(Last) (First) (Middle)
2000 TECHNOLOGY PARKWAY

(Street)
NEWARK NY 14513

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ULTRALIFE BATTERIES INC [ ULBI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $.10 par value 03/03/2004 M 16,000 A $6.125 21,000 D
Common Stock, $.10 par value 03/03/2004 S 16,000 D $21.5229 5,000 D
Common Stock, $.10 par value 03/03/2004 M 15,000 A $7.375 20,000 D
Common Stock, $.10 par value 03/03/2004 S 15,000 D $21.5229 5,000 D
Common Stock, $.10 par value 300 I By Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options(1) $6.125 03/03/2004 M 16,000 (2) 12/17/2005 Common Stock, $.10 par value 20,000(2) $0 4,000(2) D
Options(1) $7.375 03/03/2004 M 15,000 (3) 06/02/2006 Common Stock; $.10 par value 25,000(3) $0 10,000(3) D
Explanation of Responses:
1. Option = Option to purchase Common Stock, $.10 par value
2. This option vests as follows: 4,000 shares on 12/17/2000; 4,000 shares on 12/17/2001; 4,000 shares on 12/17/2002; 4,000 shares on 12/17/2003 and 4,000 shares on 12/17/2004
3. This option vests as follows: 5,000 shares on 6/2/2001; 5,000 shares on 6/2/2002; 5,000 shares on 6/2/2003; 5,000 shares on 6/2/2004; 5,000 shares on 6/2/2005
Remarks:
Peter F. Comerford by Authority of William A. Schmitz 03/04/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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CONFIRMING STATEMENT


 This Statement confirms that the undersigned, WILLIAM A. SCHMITZ
 has authorized and designated either Peter F. Comerford or
 Robert Fishback to execute and file on the undersigned's behalf
 Form 3's, Form 4's or Form 5's with the U.S. Securities and Exchange
 Commission through and until, December 31, 2004, that the undersigned
 is required or entitled to file with the U.S. Securities and Exchange
 Commission as a result of changes in the undersigned's ownership of
 securities of Ultralife Batteries, Inc.  The undersigned acknowledges
 that Peter F. Comerford or Robert Fishback are not assuming any of the
 undersigned's responsibilities to comply with Section 16 of the
 Securities Exchange Act of 1934.


 Date:  February 13, 2004


	/s/  William A. Schmitz
	WILLIAM A. SCHMITZ