EXHIBIT 10.3
C&D TECHNOLOGIES, INC.
Amendment to Supplemental Executive Retirement Plan
This Amendment to the Supplemental Executive Retirement Plan of C&D
Technologies, Inc. (the "Company"), as amended and restated as of October 22,
1998 (the "Plan"), is dated as of November 22, 1999.
WHEREAS, on November 22, 1999, the Compensation Committee of the Board
of Directors of the Company approved an amendment to Appendix A to the Plan to
add new Paragraph D thereto,
NOW, THEREFORE, pursuant to the action of the Compensation Committee,
Appendix A to the Plan is hereby amended to add Paragraph D, which states in its
entirety as follows:
"D. Participation Effective Beginning November 30, 1999.
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1. Charles R. Giesige
Notwithstanding anything herein to the
contrary, only Mr. Giesige's service with
the Company from March 1, 1999 is to be
recognized for purposes of vesting, or
calculation of his SERP Benefit. (That is,
Mr. Giesige's prior service with Johnson
Controls, Inc. will not be recognized for
purposes of such calculation in any event,
nor will Mr. Giesige's Maximum Annual
Benefits be reduced by any qualified
retirement program benefits sponsored by
Johnson Controls, Inc.)
2. Linda R. Hansen
3. Bernie Radecki"
IN WITNESS WHEREOF, the Company has caused this Amendment to the Plan
to be executed as of this 22nd day of November, 1999.
C&D TECHNOLOGIES, INC.
By: /s/ Mark Z. Sappir
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Mark Z. Sappir, Vice President
Human Resources