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FIRST AMENDMENT TO AGREEMENT ON TRANSFER OF SHARES IN ABLE NEW ENERGY CO., LIMITED BY ULTRALIFE BATTERIES, INC.

Stock Transfer Agreement

FIRST AMENDMENT TO

                         AGREEMENT ON TRANSFER OF SHARES

                                       IN

                          ABLE NEW ENERGY CO., LIMITED

                                       BY

                            ULTRALIFE BATTERIES, INC. | Document Parties: ULTRALIFE BATTERIES INC | ABLE NEW ENERGY CO., You are currently viewing:
This Stock Transfer Agreement involves

ULTRALIFE BATTERIES INC | ABLE NEW ENERGY CO.,

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Title: FIRST AMENDMENT TO AGREEMENT ON TRANSFER OF SHARES IN ABLE NEW ENERGY CO., LIMITED BY ULTRALIFE BATTERIES, INC.
Governing Law: Delaware     Date: 5/11/2006
Industry: Electronic Instr. and Controls     Sector: Technology

FIRST AMENDMENT TO

                         AGREEMENT ON TRANSFER OF SHARES

                                       IN

                          ABLE NEW ENERGY CO., LIMITED

                                       BY

                            ULTRALIFE BATTERIES, INC., Parties: ultralife batteries inc , able new energy co.
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<PAGE>

                                                                    Exhibit 10.2

                               FIRST AMENDMENT TO

                         AGREEMENT ON TRANSFER OF SHARES

                                       IN

                           ABLE NEW ENERGY CO., LIMITED

                                       BY

                            ULTRALIFE BATTERIES, INC.

                                       AND

                                 (HUANG DEYONG)

                                  (LI XIAOCHUN)

                                  (ZHU DEHONG)

<PAGE>

             First Amendment to the Agreement on Transfer of Shares

             FIRST AMENDMENT TO THE AGREEMENT ON TRANSFER OF SHARES

This First Amendment to the Agreement on Transfer of Shares (this "Amendment")
is made on this ____ day of __________ 2006 by and between:

ULTRALIFE BATTERIES, INC. (hereinafter referred to as the "PURCHASER"), a
corporation organised and existing under the laws of the State of Delaware and
having its principal office at 2000 Technology Parkway, Newark, New York 14513,
US.

and

(Huang Deyong, hereinafter referred to as "MR.HUANG"), a Chinese citizen whose
ID number is 230103670711321 and having domicile at B-7E, Huifangyuan, Xuefu
Road, Nanshan District, Shenzhen, Guangdong, China;

(Li Xiaochun, hereinafter referred to as "MR.LI"), a Chinese citizen whose ID
number is 110105197004075339 and having domicile at 8E, Building 2, Xiandaicheng
Huating, Chuangye Road, Nanshan District, Shenzhen, Guangdong, China;

(Zhu Dehong, hereinafter referred to as "MR.ZHU"), a Chinese citizen whose ID
number is 522101197204236013 and having domicile at B-7C, Qingchun Jiayuan, No.
205, Nanhai Road, Nanshan District, Shenzhen, Guangdong, China.

Mr. Huang, Mr. Li and Mr. Zhu hereinafter may be referred to collectively as the
"SELLERS" or individually as the "SELLER". The Purchaser and the Sellers may be
collectively referred to as the "PARTIES" or individually as a "PARTY".

                                    PREAMBLE

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