Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
POPIELEC MICHAEL D
   2. Issuer Name and Ticker or Trading Symbol
ULTRALIFE CORP [ULBI] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last)
(First)
(Middle)
ULTRALIFE CORPORATION, 2000 TECHNOLOGY PARKWAY		 3. Date of Earliest Transaction (Month/Day/Year)
06/07/2011
(Street)

NEWARK, NY 14513		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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               30,000 (1) D  

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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 Underlying Securities
(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 of Derivative Security: 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
Employee Stock Option (right to buy) $ 6.4218 06/07/2011   A   250,000 (2)   12/30/2011 12/30/2017 Common Stock; $.10 par value 250,000 $ 0 250,000 D  
Employee Stock Option (right to buy) $ 10 06/07/2011   A   200,000 (3)     (3) 12/30/2020(5) Common Stock; $.10 par value 200,000 $ 0 200,000 D  
Employee Stock Option (right to buy) $ 15 06/07/2011   A   200,000 (4)     (4) 12/30/2020(5) Common Stock; $.10 par value 200,000 $ 0 200,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
POPIELEC MICHAEL D
ULTRALIFE CORPORATION
2000 TECHNOLOGY PARKWAY
NEWARK, NY 14513		   X     President and CEO  

Signatures

 /s/Peter F. Comerford attorney-in-fact for Michael D. Popielec   08/29/2011
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The reported amount of securities benefically owned by Mr. Popielec reflects the amount owned on June 7, 2011, the transaction date identified in Table II, and does not reflect any subsequent acquisitions of the Company's Common Stock.
(2) This option vests as follows: 62,500 shares on 12/30/11; 62,500 shares on 12/30/12; 62,500 shares on 12/30/13 and 62,500 shares on 12/30/14.
(3) This option has an exercise price of $10 per share with a vesting to begin on the date the Company's Common Stock first reaches a closing price of $10 for 15 trading days in a 30 trading-day period, with such vesting in equal amounts of 50,000 shares over the four anniversary dates of such date.
(4) This option has an exercise price of $15 per share with a vesting to begin on the date the Company's Common Stock first reaches a closing price of $15 for 15 trading days in a 30 trading-day period, with such vesting in equal amounts of 50,000 shares over the four anniversary dates of such date.
(5) These options expire as of the later of December 30, 2017 and five years after the initial vesting commences, but in no event later than December 30, 2020.

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