<PAGE>

                                  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 June 30, 2001


                                       OR

   [_]            TRANSITION REPORT PURSUANT TO SECTION 13 OR
                  THE SECURITIES EXCHANGE ACT OF 1934

                  For the transition period from _________ to __________

                         Commission File Number: 0-22145

                             RWD TECHNOLOGIES, INC.
             (Exact name of Registrant as specified in its Charter)

                 Maryland                                       52-1552720
     (State or other jurisdiction of                         (I.R.S. Employer
      incorporation or organization)                       Identification No.)

      10480 Little Patuxent Parkway                             21044-3530
            Columbia, Maryland                                  (Zip Code)
 (Address of principal executive offices)


                                 (410) 730-4377
              (Registrant's telephone number, including area code)

                                      None
   (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 __
                                       ---

As of July 31, 2001, 15,286,030 shares of common stock $0.10 par value ("Common
Stock") of the Registrant were outstanding.

<PAGE>

                             RWD TECHNOLOGIES, INC.

                                      INDEX

                                   FORM 10-Q/A

<TABLE>
<CAPTION>
                                                                                                   Page
                                                                                                   ----
<S>                                                                                                <C>
PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements

          Explanatory Note                                                                           1

          Consolidated Condensed Balance Sheets as of June 30, 2001, (Unaudited) and
          December 31, 2000                                                                          2

          Consolidated Statements of Operations for the Three Months and Six Months
          ended June 30, 2001, and 2000 (Unaudited)                                                  3

          Consolidated Statements of Cash Flows for the Six Months ended June 30,
          2001, and 2000 (Unaudited)                                                                 4

          Notes to Consolidated Financial Statements                                                 5

Signatures                                                                                           8
</TABLE>

<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements


                                Explanatory Note

This Form 10-Q/A amends the Registrant's quarterly report on Form 10-Q for the
quarter ended June 30, 2001 as filed on August 14, 2001 and is being filed to
reflect the restatement of the Registrant's consolidated financial statements.
The reason for and effects of this restatement are for the sole purpose of
correcting numbers transposed by the filing agent. Except for one line item in
the Consolidated Statement of Cash Flows, no other information included in the
original report on Form 10-Q is amended by this Form 10-Q/A. The Registrant has
not updated disclosures in this Form 10-Q/A to reflect any events subsequent to
the Registrant's initial filing of the quarterly report on Form 10-Q filed on
August 14, 2001. For the most recent information concerning the Registrant,
please see the Registrant's quarterly report on Form 10-Q for the quarter ended
June 30, 2001.

                                                                             1

<PAGE>

                    RWD TECHNOLOGIES, INC., AND SUBSIDIARIES
                      Consolidated Condensed Balance Sheets
                                 (In thousands)

<TABLE>
<CAPTION>
                                                            June 30, 2001  December 31, 2000
                                                            -------------  -----------------
                                                            (unaudited)
<S>                                                         <C>            <C>
                              ASSETS

CURRENT ASSETS:
    Cash and investments ................................     $ 23,525          $ 27,340
    Contract accounts receivable, net ...................       18,846            26,556
    Costs and estimated earnings in excess of billings on
         uncompleted contracts ..........................       10,048            10,273
    Prepaid expenses and other ..........................        2,183             2,153
    Deferred tax asset ..................................        2,493               929
                                                              --------          --------
         Total Current Assets ...........................       57,095            67,251
NET FIXED ASSETS ........................................       13,208            15,265
GOODWILL, net ...........................................       12,886            13,244
OTHER ASSETS ............................................        8,874             2,066
                                                              --------          --------
         Total Assets ...................................     $ 92,063          $ 97,826
                                                              ========          ========

               LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
    Accounts payable and accrued expenses ...............     $ 10,416          $ 13,669
    Billings in excess of costs and estimated earnings on
         uncompleted contracts ..........................        1,990             2,902
    Current portion of capital lease obligation .........           28                57
                                                              --------          --------
         Total Current Liabilities ......................       12,434            16,628
NONCURRENT LIABILITIES:
    Capital lease obligation, net of current portion ....           11                18
    Other liabilities ...................................          554               532
    Deferred tax liability ..............................        1,348             1,347
                                                              --------          --------
         Total Liabilities ..............................       14,347            18,525
                                                              --------          --------
COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY:
    Common stock ........................................        1,528             1,512
    Additional paid-in capital ..........................       49,158            49,097
    Accumulated comprehensive income ....................         (354)             (606)
    Retained earnings ...................................       27,384            29,298
                                                              --------          --------
         Total Stockholders' Equity .....................       77,716            79,301
                                                              --------          --------
             Total Liabilities and Stockholders' Equity .     $ 92,063          $ 97,826
                                                              ========          ========
</TABLE>


          See accompanying notes to consolidated financial statements.

                                                                               2

<PAGE>

                    RWD TECHNOLOGIES, INC., AND SUBSIDIARIES
                      Consolidated Statements of Operations
                (Unaudited) (In thousands, except per share data)

<TABLE>
<CAPTION>
                                                   Three Months Ended June 30,      Six Months Ended June 30,
                                                   ---------------------------      -------------------------
                                                     2001              2000              2001         2000
                                                   --------         ----------      ----------    -----------

<S>                                                <C>              <C>               <C>         <C>
Revenue ........................................   $ 30,418         $ 33,527          $ 60,468    $ 64,341
Cost of services ...............................     26,155           25,281            51,119      49,247
                                                   --------         --------          --------    --------
    Gross profit ...............................      4,263            8,246             9,349      15,094
Selling, general and administrative expenses....      7,264            6,813            13,720      13,060
                                                   --------         --------          --------    --------
Operating (loss) income ........................     (3,001)           1,433            (4,371)      2,034
Other income, net ..............................        222              228               430         483
                                                   --------         --------          --------    --------
    (Loss) income before taxes .................     (2,779)           1,661            (3,941)      2,517
Income tax (benefit) provision .................     (1,179)             615            (1,726)        932
                                                   --------         --------          --------    --------
    Net (loss) income ..........................   $ (1,600)        $  1,046          $ (2,215)   $  1,585
                                                   ========         ========          ========    ========

    Diluted (loss) earnings per share ..........   $  (0.10)        $   0.07          $  (0.14)   $   0.10
                                                   ========         ========          ========    ========
    Basic (loss) earnings per share ............   $  (0.10)        $   0.07          $  (0.14)   $   0.11
                                                   ========         ========          ========    ========

    Weighted average shares outstanding -
       Diluted calculation .....................     15,262           15,260            15,285      15,332
                                                   ========         ========          ========    ========
       Basic calculation .......................     15,262           14,912            15,285      14,835
                                                   ========         ========          ========    ========
</TABLE>

          See accompanying notes to consolidated financial statements.

                                                                               3

<PAGE>


                    RWD TECHNOLOGIES, INC., AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                           (Unaudited) (In thousands)

<TABLE>
<CAPTION>
                                                                 Six Months Ended June 30,
                                                                   2001           2000
                                                                 --------       --------
<S>                                                              <C>            <C>
  CASH FLOWS FROM OPERATING ACTIVITIES:
        Net (loss) income ....................................   $ (2,215)      $  1,585
        Adjustments to reconcile net (loss) income to net cash
           provided by operating activities:
           Depreciation and amortization .....................      3,721          3,026
           Loss on sale of fixed assets ......................        214             26
           Effect of changes in:
              Contract accounts receivable ...................      4,792         (3,350)
              Costs and earnings in excess of
                 billings on uncompleted contracts ...........        219        (11,188)
              Prepaid expense and other ......................       (268)         1,501
              Increase in other assets .......................     (4,491)        (1,070)
              Accounts payable and accrued expenses ..........     (3,988)         3,839
              Billings  in excess of earnings on
                 uncompleted contracts .......................       (914)         3,243
              Other liabilities ..............................         20            (60)
                                                                 --------       --------
           Net cash from operating activities ................     (2,910)        (2,448)
                                                                 --------       --------

  CASH FLOWS FROM INVESTING ACTIVITIES:
           Sale (purchases) of investments, net ..............      3,565           (663)
           Payments related to acquisition ...................         --         (1,380)
           Purchase of fixed assets ..........................     (1,416)        (5,369)
           Proceeds from sale of fixed assets ................        293              5
                                                                 --------       --------
           Net cash from investing activities ................      2,442         (7,407)
                                                                 --------       --------

  CASH FLOWS FROM FINANCING ACTIVITIES:
           Principal portion paid on capital lease ...........        (34)            --
           Borrowings under line of credit ...................     19,676         12,832
           Payments under line of credit .....................    (19,676)        (8,070)
           Issuance of common stock ..........................        355            891
           Repurchase of common stock ........................       (148)            --
                                                                 --------       --------
           Net cash from financing activities ................        173          5,653
                                                                 --------       --------
  NET DECREASE IN CASH AND CASH
     EQUIVALENTS .............................................       (295)        (4,202)

  Effect of exchange rate changes on cash ....................         32              7
  CASH AND CASH EQUIVALENTS, beginning of period .............      2,596          3,760
                                                                 --------       --------
  CASH AND CASH EQUIVALENTS, end of period ...................   $  2,333       $   (435)
                                                                 ========       ========
Supplemental Cash Flow Disclosures:
           Income taxes paid .................................   $    379       $    539
                                                                 ========       ========
           Interest expense paid .............................   $     51       $     33
                                                                 ========       ========
</TABLE>

          See accompanying notes to consolidated financial statements.

                                                                               4

<PAGE>

                    RWD TECHNOLOGIES, INC., AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

1.   Summary of Significant Accounting Policies:

Organization and Business
-------------------------

     RWD Technologies, Inc., and subsidiaries (the "Company") was incorporated
on January 22, 1988, in the State of Maryland. The Company provides a broad
range of integrated solutions and products designed to improve the productivity
and effectiveness of workers in complex operating environments. For the quarter
and six months ended June 30, 2001, the Company's statements incorporate the
results of a majority-owned joint venture, SAP Learning Solutions Pte Ltd
("SAPLS"). SAPLS's results are included in the Enterprise Systems segment.

     The Company's operations depend upon, among other things, the Company's
ability to attract, develop, and retain a sufficient number of highly skilled
professional employees. In addition, a major portion of the Company's revenue is
generated from a small number of clients in specific industries. Future
operations may be affected by its ability to retain these clients and cyclical
and economic factors that could have an impact on those industries.

Basis of Presentation
---------------------

     The accompanying unaudited consolidated condensed financial statements have
been prepared in accordance with accounting principles generally accepted in the
United States for interim financial information and with the instructions to
Form 10-Q. Accordingly, they do not include all of the information and footnotes
required by accounting principles generally accepted in the United States for
complete financial statements. In the opinion of management, all adjustments,
consisting of normal recurring adjustments considered necessary for a fair
presentation, have been included. These financial statements should be read in
conjunction with the audited consolidated financial statements of the Company
for the fiscal year ended December 31, 2000, included in the Company's Annual
Report on Form 10-K.

     During 2000, the Company changed the way it reports gross profit margins.
The Company previously included all selling expenses with cost of services.
These expenses are now included in selling, general and administrative expenses,
except time devoted to marketing by professional personnel normally assigned to
client work, which remain in cost of services. Certain reclassifications were
made to prior years amounts to conform to the Company's current year
presentation.

Comprehensive Income
--------------------

     Comprehensive income is defined as the change in equity of a business
enterprise during a period from transactions and other events and circumstances
from nonowner sources. It includes all changes in equity during a period, except
those resulting from investments by owners and distributions to owners. The
Company's comprehensive income for the periods presented is listed below:

                                             For the                For the
                                       Three Months Ended       Six Months Ended
                                            June 30,                June 30,
                                       ------------------     ------------------
                                                     (in thousands)
                                         2001       2000        2001       2000
                                       -------    -------     -------    -------
Net (loss) income as reported          $(1,600)   $ 1,046     $(2,215)   $ 1,585
Effect of unrealized (loss) gains on
   investments available-for-sale           (9)        16         (15)        39
Effect of unrealized (loss) gain on
   foreign exchange                        (16)       (15)        267          7
                                       -------    -------     -------    -------

Comprehensive net (loss) income        $(1,625)   $ 1,047     $(1,963)   $ 1,631
                                       =======    =======     =======    =======

                                                                               5

<PAGE>

2.   Business Segments:

     The Company has identified three distinct operating segments: Enterprise
Systems, which provides products and services supporting the implementation of
Enterprise Resource Planning ("ERP") software products and applications;
Manufacturing Performance, which addresses all aspects of manufacturing
processes in order to promote continuous improvements; and Latitude360(TM),
which encompasses the design and delivery of information to end users of
technology, including Web-based training.

     The accounting policies for these segments are the same as those described
in the summary of significant accounting policies. Depreciation and amortization
expense is reported in each operating segment. However, the Company's tangible
assets are not managed as distinct asset groups. All tangible assets not
specifically identified to a segment are recorded at the corporate level with
depreciation expense allocated to operating segments based on headcount.
Interest expense, interest income, and income taxes are reported at the
corporate level only and are not disclosed below.

<TABLE>
<CAPTION>

                                                              Three Months Ended   Six Months Ended
                                                                   June 30,             June 30,
                                                                           (in thousands)
                                                                 2001      2000      2001      2000
                                                               -------   -------   -------   -------
<S>                                                            <C>       <C>       <C>       <C>
Revenue (all external):

    Enterprise Systems                                         $12,674   $11,518   $23,446   $22,310
    Manufacturing Performance                                    9,490    12,322    20,666    23,291
    Latitude360                                                  8,254     9,687    16,356    18,740
                                                               -------   -------   -------   -------
Total Revenue                                                  $30,418   $33,527   $60,468   $64,341
                                                               =======   =======   =======   =======

Gross Profit:

    Enterprise Systems                                         $ 2,263   $ 3,096   $ 4,111   $ 5,998
    Manufacturing Performance                                    1,223     3,801     3,537     6,715
    Latitude360                                                    777     1,349     1,701     2,381
                                                               -------   -------   -------   -------
Total Gross Profit                                             $ 4,263   $ 8,246   $ 9,349   $15,094
                                                               =======   =======   =======   =======

Depreciation and Amortization Expense Allocated To Segments:

    Enterprise Systems                                         $   677   $   371   $ 1,079   $   710
    Manufacturing Performance                                      235       245       495       442
    Latitude360                                                    403       461       807       906
                                                               -------   -------   -------   -------
Total Allocated to Segments                                      1,315     1,077     2,381     2,058
Amount not Allocated to Segments                                   617       561     1,340       968
                                                               -------   -------   -------   -------
Total Depreciation and Amortization Expense                    $ 1,932   $ 1,638   $ 3,721   $ 3,026

Revenue (by geography):

    United States                                              $26,720   $30,301   $53,565   $57,557
    Non-United States                                            3,698     3,226     6,903     6,784
                                                               -------   -------   -------   -------
Total Revenue                                                  $30,418   $33,527   $60,468   $64,341
                                                               =======   =======   =======   =======
</TABLE>

3.    Subsequent Event:

       On July 2, 2001 the Company purchased software for $750,000 from
Experient Technologies, LLC. The software, which the Company named 360Sync(TM),
allows users to view and interact with web-based content offline and synchronize
and update such content via the Internet.

                                                                               6

<PAGE>

4.   Recent Accounting Pronouncements:

     In June 2001, the Financial Accounting Standards Board issued SFAS No. 141,
"Business Combinations" (effective July 1, 2001) and SFAS No. 142, "Goodwill and
Other Intangible Assets" (effective for the Company on January 1, 2002). SFAS
No. 141 prohibits pooling-of-interests accounting for acquisitions. SFAS No. 142
specifies that goodwill and some intangible assets will no longer be amortized
but instead will be subject to periodic impairment testing. The Company is in
the process of evaluating the financial statement impact of adoption of SFAS No.
142.

                                                                               7

<PAGE>

                                   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.

                                                RWD TECHNOLOGIES, INC.

                                                By: /s/ Beth Marie Buck, CPA
                                                    ----------------------------
                                                    Beth Marie Buck, CPA
                                                    Chief Financial Officer and
                                                    Vice President

Dated: October 29, 2001

      Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
Name                                    Capacity                                Date
----                                    --------                                ----
<S>                                     <C>                                     <C>
/s/ Robert W. Deutsch                   Chairman of the Board,                  October 29, 2001
-----------------------------------
Robert W. Deutsch                       Chief Executive Officer and Director


/s/ Beth Marie Buck, CPA                Chief Financial Officer and             October 29, 2001
-----------------------------------
Beth Marie Buck, CPA                    Vice President
</TABLE>