BATTERIES BATTERIES INC
DFAN14A, 1998-05-22
MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES
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                    SCHEDULE 14A INFORMATION


Filed by the Registrant [ ]

Filed by a Party other than the Registrant [X]

Check the appropriate box:

[ ]  Preliminary Proxy Statement
[ ]  Confidential, for Use of the Commission Only (as permitted
     by Rule 14a-6(e)(2))
[ ]  Definitive Proxy Statement
[ ]  Definitive Additional Materials
[X]  Soliciting Material Pursuant to Section 240.14a-11(c) 
     or Section 240.14a-12


                     BATTERIES BATTERIES, INC.                  
          (Name of Registrant as Specified in its Charter)

            Batteries Batteries Committee to Maximize
                        Shareholder Value

_________________________________________________________________
          (Name of Person(s) Filing Proxy Statement
               if other than the Registrant)


Payment of Filing Fee (Check the appropriate box):

[X]  No fee required.
[ ]  Fee computed on table below per Exchange Act Rules 14a-
     6(i)(4) and 0-11.

     1)   Title of each class of securities to which transaction
          applies:

_________________________________________________________________

     2)   Aggregate number of securities to which transaction
          applies:

_________________________________________________________________

     3)   Per unit price or other underlying value of transaction
          computed pursuant to Exchange Act Rule 0-11 (Set forth
          the amount on which the filing fee is calculated and
          state how it was determined):

_________________________________________________________________
  <PAGE 1>
     4)   Proposed maximum aggregate value of transaction:

_________________________________________________________________


     5)   Total fee paid:

_________________________________________________________________


     [ ]  Fee paid previously with preliminary materials.   

     [ ]  Check box if any part of the fee is offset as provided
by Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously.  Identify the previous
filing by registration statement number, or the Form or Schedule
and the date of its filing.

     1)   Amount Previously Paid:
          ________________________________________________

     2)   Form, Schedule or Registration Statement No.:
          ________________________________________________

     3)   Filing Party:
          ________________________________________________

     4)   Date Filed:
          ________________________________________________ 
  PAGE 2
<PAGE>
                          PRESS RELEASE


              BATTERIES BATTERIES, INC. REPORTS ON
              APPOINTMENTS OF TWO NEW DIRECTORS AND
               TERMINATION OF CONSENT SOLICITATION


     New York, New York, May 21, 1998 -- Batteries Batteries,
Inc. (NASDAQ: "BATS"), reported today that its Board of Directors
has appointed Allan S. Kalish and Robert C. Meehan as Directors
of the Company.  Messrs. Kalish and Meehan were appointed to fill
the vacancies on the Board created by the resignations, on May 5,
1998, of Warren H. Haber and John L. Teeger as Directors of the
Company.  On May 5, 1998, Alan W. Baldwin, President and Chief
Executive Officer of the Company, was also appointed Chairman of
the Board.

     The Batteries Batteries, Inc. Committee to Maximize
Shareholder Value, which announced on May 4, 1998 that it would
initiate a shareholder consent solicitation for the purpose of
removing Messrs. Haber and Teeger from the Board and replacing
them with Messrs. Kalish and Meehan, has advised the Company that
it has terminated its consent solicitation.  <PAGE 3>



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