BATTERIES BATTERIES INC
DFAN14A, 1998-05-08
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):

_________________________________________________________________

     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>
                          PRESS RELEASE


         SHAREHOLDER GROUP CALLS FOR GREATER SHAREHOLDER
    REPRESENTATION ON THE BOARD OF BATTERIES BATTERIES, INC.

HUNTINGDON VALLEY, Pa., May 4 -- A group led by Stephen Rade, the
largest shareholder and a Vice President and director of
Batteries Batteries, Inc. (Nasdaq:  BATS), filed an SEC
Schedule 13D on Friday stating that the purpose of the group is
to remove from the board of directors Warren Haber, Chairman, and
John Teeger, Vice President and Director, and to replace them
with two independent directors.  Warren Haber and John Teeger are
the partners in Founders Equity, Inc., a private investment firm
in New York.  The group, whose members control 30% of the shares
outstanding and believe they have a significantly greater
percentage of the vote already committed to their proposals,
intends to accomplish its objective through a consent
solicitation of shareholders.

If Rade's group accomplishes its purpose, it will be the second
time in less than 6 months that Haber and Teeger have been ousted
by the shareholders from the board of a public company.  As
recently as January, Haber and Teeger, along with the other
directors of HealthRite, Inc. (Nasdaq:  HLRT) were ousted from
the board in a proxy battle initiated and won by a shareholder
group upset with the company's poor performance and Haber and
Teeger's generous fee arrangements.

According to Rade, the group's reasons for seeking to replace
Haber and Teeger with independent directors are remarkably
similar to those that galvanized the shareholders at HealthRite,
and include:

- -    Steady Deterioration in Financial Performance.  Due to a
failure to integrate the operations of its acquired companies and
capitalize on the combined economies of scale, there has been a
steady deterioration in reported financial results, culminating
in a net loss just announced for the quarter ended December 31,
1997.

- -    Drastic Decline in Shareholder Value.  Under the
Chairmanship of Warren Haber, the Company has suffered over a 60%
decline in shareholder value since its initial public offering in
April 1996.

- -    Drain on Company Resources.  During the same period that
shareholder value has been plummeting, Haber and Teeger have
collected over $700,000 in fees from the Company.

- -    This drain on Company resources continues despite the
deterioration of reported results.

In addition to Steve Rade, the Committee to Maximize Shareholder
Value is comprised of two other directors, Robert Tauber and
William Sapp, who like Rade had sold their businesses to the
Company and whose families, together with Rade, own roughly 30%
of the total shares outstanding.  The Group's nominees to replace
Haber and Teeger are Allan S. Kalish, owner of Kalish &
Associates, a marketing consulting firm, and Robert C. Meehan, a
private investor.

Batteries Batteries, Inc. is a value-added assembler and
distributor of specialty batteries and cellular products with
facilities nationwide.



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