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):


                                  May 18, 2005


                            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))


                                       1

Item 7.01. Regulation FD Disclosure. Ultralife Batteries, Inc. (the "Company") has received an order valued in the mid six-figure dollar range from one of its Australian distributors for its HiRate(R) non-rechargeable lithium batteries for the Australian Defence Force to power the SOPHIE thermal imaging system. The Company's press release is attached as Exhibit 99.1 to this Form 8-K, and the information set forth therein is furnished under Item 7.01. 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 May 18, 2005. 2

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: May 18, 2005 By: /s/ Peter F. Comerford --------------------------- Peter F. Comerford Vice President of Administration & General Counsel 3

INDEX TO EXHIBITS Exhibits Description - -------- ----------- 99.1 Press Release dated May 18, 2005.

                                                                    Exhibit 99.1

                       Ultralife Batteries Receives Order
      for Batteries to Power Thermal Imagers for Australian Defence Force



    NEWARK, N.Y.--(BUSINESS WIRE)--May 18, 2005--Ultralife Batteries,
Inc. (NASDAQ: ULBI) has received an order valued in the mid six-figure
dollar range from one of its Australian distributors for its HiRate(R)
non-rechargeable lithium batteries for the Australian Defence Force to
power the SOPHIE thermal imaging system. Deliveries under this order
are expected to be split equally between the 3rd and 4th quarters.
    John D. Kavazanjian, Ultralife's president and chief executive
officer, said, "This order further demonstrates both our ability and
commitment to develop and win military battery business on an
international scale, leveraging the distribution network we have
established. This year we are focused on strengthening our
international representation, and we anticipate continued strong
growth from non-U.S. government entities during 2005 and beyond."
    Ultralife's 15-volt, 6 ampere-hour lithium-manganese dioxide
batteries power the SOPHIE binoculars and thermal imaging camera.
Manufactured by THALES Optronique, 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 power solutions for diverse
applications. The company develops, manufactures and markets a wide
range of non-rechargeable and rechargeable batteries, charging systems
and accessories for use in military, industrial and consumer portable
electronic products. Through its range of standard products and
engineered solutions, Ultralife is able to provide the next generation
of power systems. Industrial, retail and government customers include
General Dynamics, Philips Medical Systems, Energizer, Kidde Safety,
Lowe's, Radio Shack and the national defense agencies of the United
States and United Kingdom, among others.
    Ultralife's headquarters, principal manufacturing and research
facilities are in Newark, New York, near Rochester. Ultralife (UK)
Ltd., a second manufacturing facility, is located in Abingdon,
England. Both facilities are ISO-9001 certified. Detailed information
about 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 HiRate(R) are registered trademarks of Ultralife
Batteries, Inc.


    CONTACT: Ultralife Batteries, Inc.
             Peter Comerford, 315-332-7100
             pcomerford@ulbi.com
             or
             Investor Relations Contact:
             Lippert/Heilshorn & Associates, Inc.
             Jody Burfening, 212-838-3777
             jburfening@lhai.com
             or
             Media Contact:
             Lippert/Heilshorn & Associates, Inc.
             Chenoa Taitt, 212-201-6635
             ctaitt@lhai.com