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 26, 2006


                            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))


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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 30, the Company expects
to report  revenue of  approximately  $24.4 million and an operating loss in the
range of $1.5 million. These results compare to the guidance management provided
in its second  quarter report that called for revenue of between $25 million and
$29 million and operating profit in the range of $1.2 million to $2.4 million.

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 2.02.


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 October 26, 2006.






                                    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 26, 2006.
                                         By: /s/ Robert W. Fishback
                                             -----------------------------------
                                             Vice President of Finance and CFO





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                                INDEX TO EXHIBITS

(99) Additional Exhibits

     99.1     Press Release dated October 26, 2006.







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