Abstract: An inventive flashlight capable of operating in an automatic hands free and self-activating mode that is response to an ambient light conditions about the flashlight. This self-activating flashlight includes a body, a light source directing a light output from one end of the flashlight body, a power source, an ambient light sensor responsive to ambient light conditions and a control circuit electrically connected to the ambient light sensor and the light source. In one mode of operation the light output of the light source is regulated in proportion to the amount of ambient light present, wherein the light source provides proportionally more light output as ambient light decreases and proportionally less light, to fully turning off, as the ambient light increases.