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                                                                     Exhibit 3.1


                AMENDED AND RESTATED CERTIFICATE OF INCORPORATION
                                       OF
                               EXIDE TECHNOLOGIES

      Exide Technologies (the "Corporation"), a corporation organized and
existing under and by virtue of the General Corporation Law of the State of
Delaware (the "GCL"), does hereby certify:

      FIRST: That the name of this Corporation is Exide Technologies and the
date of filing of the Corporation's original Certificate of Incorporation with
the Secretary of State of the State of Delaware was November 23, 1966 under the
name ESB Incorporated.

      SECOND: The Corporation on December 24, 1980 changed its name to Exide
Corporation and on August 1, 2001 the Corporation changed its name to Exide
Technologies.

      THIRD: The date of filing of the Corporation's most recent Restated
Certificate of Incorporation was August 14, 1996.

      FOURTH: This Amended and Restated Certificate of Incorporation has been
duly approved by the stockholders and Board of Directors of the Corporation in
accordance with Sections 242 and 245 of the Delaware General Corporation Law,
and reads as follows:

                                  ARTICLE FIRST

      The name of the corporation is Exide Technologies.

                                 ARTICLE SECOND

      The address of the corporation's registered office in the State of
Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle
County, Delaware 19801. The name of its registered agent at such address is The
Corporation Trust Company.

                                  ARTICLE THIRD

      The nature of the business or purposes to be conducted or promoted is to
engage in any lawful act or activity for which corporations may be organized
under the General Corporation Law of the State of Delaware.
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                                 ARTICLE FOURTH

      The total number of shares which the corporation shall have authority to
issue shall be 105,000,000, divided into two classes, namely:

      (1)   5,000,000 shares of Preferred Stock, par value $.01 per share (the
            "Preferred Stock"); and

      (2)   100,000,000 shares of Common Stock, par value $.01 per share (the
            "Common Stock").

      The number of authorized shares of Preferred Stock and Common Stock may be
increased or decreased (but not below the number of shares thereof outstanding)
by the affirmative vote of the holders of a majority of the stock of the
corporation entitled to vote with respect to such matter without any class vote
required by the General Corporation Law of the State of Delaware.

      The designation, relative, rights, preferences and limitations of the
shares of each class, the authority of the board of directors of the corporation
to establish and to designate series of the Preferred Stock and to fix the
variations in the relative rights, preferences and limitations as between such
series, and the relative rights, preferences and limitations of each such
series, shall be as follows:

      1. Preferred Stock.

      (a) The board of directors of the corporation is authorized, subject to
the limitations prescribed by law and the provisions of this Section 1 of this
ARTICLE FOURTH, by resolution or resolutions, to provide for the issuance of the
Preferred Stock in series, to establish or change the number of shares to be
included in each such series and to fix the designation, relative rights,
preferences and limitations of the shares of each such series. The authority of
the board of directors of the corporation with respect to each series shall
include, but not be limited to, determination of the following:

            (i) The number of shares constituting that series and the
      distinctive designation of that series;

            (ii) the dividend rate or rates on the shares of that series and/or
      the method of determining such rate or rates, whether dividends shall be
      cumulative, and, if so, from which date or dates;

            (iii) whether and to what extent the shares of that series shall
      have voting rights in addition to the voting rights provided by law, which
      might include the right to elect a specified number of directors in any
      case or if dividends on such series were not paid for a specified period
      of time;


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            (iv) whether the shares of that series shall be convertible into
      shares of stock of any other series or class, and, if so, the terms and
      conditions of such conversion, including the price or prices or the rate
      or rates of conversion and the terms of adjustment thereof;

            (v) whether or not the shares of that series shall be redeemable,
      and, if so, the terms and conditions of such redemption, including the
      date or dates upon or after which they shall be redeemable and the amount
      per share payable in case of redemption, which amount may vary under
      different conditions and at different redemption dates;

            (vi) the rights of the shares of that series in the event of
      voluntary or involuntary liquidation, dissolution or winding up of the
      corporation;

            (vii) the obligations, if any, of the corporation to retire shares
      of that series pursuant to a sinking fund; and

            (viii) any other relative rights, preferences and limitations of the
      series.

      (b) Subject to the designations, relative rights, preferences and
limitations provided pursuant to Section 1(a) of this ARTICLE FOURTH, each share
of Preferred Stock shall be of equal rank with each other share of Preferred
Stock.

      (c) Shares of any series of Preferred Stock which shall be issued and
thereafter acquired by the Corporation through purchase, redemption, exchange,
conversion or otherwise shall return to the status of authorized but unissued
Preferred Stock unless otherwise provided in the resolution or resolutions of
the Board of Directors designating such series.

      (d) Subject to the express terms of the Preferred Stock outstanding from
time to time, such dividends or distributions as may be determined by the board
of directors of the corporation may from time to time be declared and paid or
made upon the Preferred Stock out of any source at the time lawfully available
for the payment of dividends.

      2. Common Stock.

      (a) Voting Rights. Except as otherwise provided by the General Corporation
Law of the State of Delaware, by this certificate of incorporation or any
amendments thereto or by resolutions adopted by the board of directors providing
for the issuance of Preferred Stock, all of the voting power of the corporation
shall be vested in the holders of the Common Stock, and each holder of Common
Stock shall have one (1) vote for each share of Common Stock held by such holder
on all matters voted upon by the stockholders.

      (b) Dividends. Whenever dividends upon the Preferred Stock, to the extent
such stock may be entitled thereto, shall have been paid or declared and set
apart for payment, the board of directors may declare a dividend upon the Common
Stock out of the


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unrestricted and unreserved surplus of the corporation. The holders of the
Common Stock shall share ratably in any such dividend in proportion to the
number of shares of Common Stock held by each.

      (c) Liquidation. In the event of any voluntary or involuntary liquidation,
dissolution or winding up of the corporation and after the payment of any
preferential amounts to be distributed to the holders of Preferred Stock, the
remaining assets of the corporation shall be distributed ratably among the
holders of the Common Stock in proportion to the number of shares held by each.

      3. General Provisions with Respect to All Classes of Stock.

      (a) Issuance of Stock. Shares of capital stock of the corporation may be
issued by the corporation from time to time in such amounts and proportions and
for such consideration (not less than the par value thereof in the case of
capital stock having par value) as may be fixed and determined from time to time
by the board of directors and as shall be permitted by law.

      (b) Unclaimed Dividends. Any and all right, title, interest and claim in
or to any dividends declared by the corporation, whether in cash, stock or
otherwise, which are unclaimed by the stockholder entitled thereto for a period
of six years after the close of business on the payment date, shall be and shall
be deemed to be extinguished and abandoned; and such unclaimed dividends in the
possession of the corporation, its transfer agents or other agents or
depositories, shall at such time become the absolute property of the
corporation, free and clear of any and all claims of any persons whatsoever.

      (c) Nonliquidating Events. A consolidation or merger of the corporation
with or into another corporation or corporations or a sale, whether for cash,
shares of stock, securities or properties, or any combination thereof, of all or
substantially all of the assets of the corporation shall not be deemed or
construed to be a liquidation, dissolution or winding up of the Corporation
within the meaning of this ARTICLE FOURTH.

      (d) No Preemptive Rights. No holder of Preferred Stock or Common Stock of
the corporation shall be entitled, as such, as a matter of right, to subscribe
for or purchase any part of any new or additional issue of stock of any class or
series whatsoever, whether now or hereafter authorized and whether issued for
cash or other consideration, or by way of dividend.

                                  ARTICLE FIFTH

      The corporation is to have perpetual existence.


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                                  ARTICLE SIXTH

      The business and affairs of the corporation shall be managed by or under
direction of the board of directors. Election of directors need not be by
written ballot unless the by-laws of the corporation so provide. In furtherance
and not in limitation of the powers conferred by statute, the board of directors
of the corporation is expressly authorized to make, alter or repeal the by-laws
of the corporation.

                                 ARTICLE SEVENTH

      Meetings of stockholders may be held within or without the State of
Delaware, as the by-laws of the corporation may provide. Action shall be taken
by the stockholders of the corporation only at annual or special meetings of
stockholders or by unanimous written consent in lieu of meeting. Stockholder
meetings may be called only as provided in the by-laws.

                                 ARTICLE EIGHTH

      The books of the corporation may be kept outside the State of Delaware at
such place or places as may be designated from time to time by the board of
directors or in the by-laws of the corporation. The board of directors shall
from time to time decide whether and to what extent and at what times and under
what conditions and requirements the accounts and books of the corporation, or
any of them, except the stock book, shall be open to the inspection of the
stockholders, and no stockholder shall have any right to inspect any books or
documents of the corporation except as conferred by the laws of the State of
Delaware or as authorized by the board of directors.

                                  ARTICLE NINTH

      To the fullest extent permitted by the General Corporation Law of the
State of Delaware as the same exists or may hereafter be amended, a director of
the corporation shall not be liable to the corporation or its stockholders for
monetary damages for a breach of fiduciary duty as a director. Any repeal or
modification of this ARTICLE NINTH shall not adversely affect any right or
protection of a director of the corporation existing at the time of such repeal
or modification.

                                  ARTICLE TENTH

      The corporation shall indemnify each officer and director of the
corporation to the fullest extent permitted by applicable law for any and all
liability arising out of or in connection with such person's status as an
officer or director of the corporation, except as may be otherwise provided in
the corporation's by-laws; and in furtherance hereof, the


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board of directors is expressly authorized to amend the corporation's by-laws
from time to time to give full effect hereto, notwithstanding possible
self-interest of the directors in the action being taken. The modification or
repeal of this ARTICLE TENTH shall not adversely affect the right to
indemnification of an officer or director hereunder with respect to any act or
omission occurring prior to such modification or repeal.

                                ARTICLE ELEVENTH

      The corporation reserves the right to amend, alter, change or repeal any
provision contained in this certificate of incorporation in the manner now or
hereafter prescribed herein and by the laws of the State of Delaware, and all
rights conferred upon stockholders herein are granted subject to this
reservation.

                                   * * * * * *

            IN WITNESS WHEREOF, the Corporation has caused this Amended and
Restated Certificate of Incorporation to be executed by the below named officer
of the Corporation.

Dated: September 19, 2001


                                        By: /s/ John R. Van Zile
                                            ------------------------------------
                                            John R. Van Zile, Executive Vice
                                            President, General Counsel and
                                            Secretary


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