1) Turn on the Pop-up Microlite (i.e. pop it up).

2) On each side of the top head locate the tiny slots about 1/8" wide (A).

3) Using two small flat-blade screwdrivers simultaneously insert the screwdrivers into both slots pushing in slightly (about 1/16").  This will release the snaps holding the top together and an internal spring should push the top slightly apart into two separate pieces (A and F).  It will only push them apart slightly and nothing will pop apart.

4) You can then slide off the cover (A) exposing the internal components.

5) Note the position of the LED (E).  Remove the small conical spring (B), then remove the flat washer- like component, (C) exposing the two CR1225 lithium coin cell batteries (D).

6) Remove the old batteries.  Insure that the LED position is still correct and then insert the new batteries with the positive side down. Now replace the flat washer-like component (C) being sure it's little arm is resting on top of the shorter LED wire.  Next replace the conical spring (B) with the large end down on top of the washer.

7) Slide the top cover (A) back onto (F) until it snaps securely.

8) Turn off the light by snapping it closed.