UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


         Date of Report (Date of earliest event reported):  April 21, 2005
                                                           -----------------



                             C&D Technologies, Inc.
                        ---------------------------------
             (Exact name of registrant as specified in its charter)



Delaware                              1-9389                     13-3314599
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(State or other             (Commission file number)            (IRS employer
jurisdiction of                                                 identification
incorporation)                                                  no.)


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


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


                                       N/A
                    ----------------------------------------
          (Former name or former address, if changed since last report)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]   Written communications pursuant to Rule 425 under the Securities
      Act (17 CFR 230.425)

[ ]   Soliciting material pursuant to Rule 14a-12 under the Exchange
      Act (17 CFR 240.14a-12)

[ ]   Pre-commencement communications pursuant to Rule 14d-2(b) under
      the Exchange Act (17 CFR 240.14d-2(b))

[ ]   Pre-commencement communications pursuant to Rule 13e-4(c) under
      the Exchange Act (17 CFR 240.13e-4(c))




Item 1.01  Entry into Material Definitive Agreements.

     C&D  Technologies,  Inc. ("C&D") breached the leverage ratio covenant under
its Amended and Restated Credit Agreement dated as of June 30, 2004 (the "Credit
Agreement").  C&D obtained a waiver and renegotiated the credit facility to more
accurately reflect the company's leverage on a going-forward basis.

     On April 21, 2005, C&D executed a Second Amendment (the "Second Amendment")
to the Credit  Agreement,  together with C&D International  Investment  Holdings
Inc.  (the  "Co-Borrower"),  the  subsidiaries  of C&D  identified  therein,  as
Guarantors,  the Lenders identified therein (collectively,  the "Lenders"),  and
Bank of America,  N.A., as Administrative  Agent (the  "Administrative  Agent").
Pursuant to the Credit  Agreement,  the Lenders have made a $200 million  credit
facility (the "Credit Facility") available to C&D and the Co-Borrower to finance
working capital, capital expenditures and other lawful corporate purposes.

     The Second Amendment establishes financial covenants,  which require C&D to
maintain  minimum  ratios such as fixed charge  coverage and leverage  ratios as
well as minimum  consolidated  net  worth.  And,  for a period of one year,  the
Second Amendment  requires C&D to maintain  minimum levels of trailing  earnings
before  interest,  taxes,  depreciation and  amortization.  The Second Amendment
changes the applicable rates of interest charged by the Lenders under the Credit
Facility,  which rates of interest are  determined by the total  leverage  ratio
maintained  by the  Company.  As a condition to amending the terms of the Credit
Facility,  the Lenders required C&D to pledge to the  Administrative  Agent, for
the benefit of the  Lenders,  as security for the  obligations  of C&D under the
Credit  Agreement,  (i) all of C&D's personal  property  assets;  and (ii) C&D's
interest in the real properties located in Attica,  Indiana;  Conyers,  Georgia;
and Milwaukee,  Wisconsin  (collectively,  the "Real Properties").  As a further
condition  to  amending  the terms of the  Credit  Facility,  the  Lenders  also
required  each of the  Co-Borrower  and the  Guarantors  to pledge  all of their
respective personal property assets to the Administrative Agent, for the benefit
of the Lenders, as security for the obligations of each of them under the Credit
Agreement.  In order to  implement  the  agreement to pledge  personal  property
assets,  each of C&D, the  Co-Borrower  and the  Guarantors  executed a Security
Agreement dated April 21, 2005, in favor of the Administrative  Agent. Within 90
days after the date of the Second  Amendment,  C&D is also required to execute a
mortgage and any and all related  documentation for each of the Real Properties,
in accordance  with the terms of the Second  Amendment.  The Company paid normal
and customary  arrangement,  syndication  and commitment fees in connection with
the execution of the Second Amendment.





                                   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 hereunto duly authorized.

                                            C&D TECHNOLOGIES, INC.



Date:  April 22, 2005                    By: /s/ Stephen E. Markert, Jr.
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                                              Stephen E. Markert, Jr.,
                                              Vice President - Finance and
                                              Chief Financial Officer