UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q/A

(Mark One)
[X]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
           EXCHANGE ACT OF 1934

For the quarterly period ended October 31, 2004

                                       OR

[ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
           EXCHANGE ACT OF 1934

For the transition period from ____________________ to ____________________

Commission File No. 1-9389

                             C&D TECHNOLOGIES, INC.
             (Exact name of Registrant as specified in its charter)

                 Delaware                             13-3314599
      (State or other jurisdiction of              (I.R.S. Employer
      incorporation or organization)              Identification No.)

                             1400 Union Meeting Road
                          Blue Bell, Pennsylvania 19422
                     (Address of principal executive office)
                                   (Zip Code)

                                 (215) 619-2700
              (Registrant's telephone number, including area code)

                      _________________N/A_________________
   (Former name, former address and former fiscal year, if changed since last
      report)

     Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES X NO ___

     Indicate by check mark whether the Registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Securities Exchange Act of 1934). YES X NO ___

     Number of shares of the  Registrant's  Common Stock  outstanding  on
November 30, 2004:  25,347,113





Explanatory Statement

     This  amendment  to the  Registrant's  Form 10-Q  report for the  quarterly
period  ended  October 31, 2004 is being filed in order to correct the number of
shares of the Registrant's  Common Stock outstanding on November 30, 2004 on the
cover page to such Form 10-Q report.





SIGNATURES
- -------------------

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                               C&D TECHNOLOGIES, INC.

December 15, 2004                         BY:  /s/ Stephen E. Markert, Jr.
                                              ----------------------------------
                                                 Stephen E. Markert, Jr.
                                                 Vice President Finance
                                                 and Chief Financial Officer
                                                 (Principal Financial and
                                                 Accounting Officer)