Exhibit 10.2


                      AMENDMENT TO THE AMENDED AND RESTATED
                             C&D TECHNOLOGIES, INC.
                     SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN


     THIS  AMENDMENT  to  the  Amended  and  Restated   Supplemental   Executive
Retirement  Plan is made and entered into on May 6, 2005,  by C&D  TECHNOLOGIES,
INC., a corporation  duly  organized and existing under the laws of the State of
Delaware (the "Company").

                               W I T N E S S E T H

     WHEREAS,  the Company  maintains the C&D  Technologies,  Inc.  Supplemental
Executive  Retirement  Plan (the "Plan"),  which was  originally  established by
indenture dated September 30, 1997, and was last amended March 1, 2005;

     WHEREAS,  the  Company  desires  to  further  amend the Plan to  accelerate
vesting for one of the Plan's participants;

     WHEREAS,  this amendment  shall supersede the provisions of the Plan to the
extent those provisions are inconsistent with the provisions of this amendment.

     NOW,  THEREFORE,  effective as of May 6, 2005 the Plan is hereby amended as
follows:

     The following shall be added as new paragraph L of Appendix A to the Plan:

          Linda R. Hansen shall be deemed to have  completed  seven and one-half
          (7.5) full and consecutive years of employment with the Company on May
          6, 2005,  provided  that Ms.  Hansen  either  remains  employed by the
          Company  until August 31, 2005 or prior to such date is  involuntarily
          terminated by the Company  without Cause,  dies,  becomes  Disabled or
          terminates employment by mutual agreement with the Company.

     Except as specifically  amended hereby, the Plan shall remain in full force
and effect as prior to this Amendment.

     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Amendment to be
executed as of the day and year first above written.


                                                C & D TECHNOLOGIES, INC.

                                                By:  /s/ KD Burgess
                                                   ----------------------------

                                                Title: VP Human Resources
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