UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A
AMENDMENT NO. 1

x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2004
or
o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from       to      

Commission File Number: 0-28180

SPECTRALINK CORPORATION

(Name of Registrant as specified in its charter)

Delaware	84-1141188
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification Number)

5755 Central Avenue
Boulder, Colorado 80301
(303) 440-5330
(Address and telephone number of principal executive offices)

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, $.01 par value per share
(Title of class)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K/A or any amendment to this Form 10-K/A. x

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes x No o

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold as of the last day of the registrant’s most recently completed second fiscal quarter, or June 30, 2004, was approximately: $209,848,915. For purposes of determining this number, all executive officers and directors of the registrant are considered to be affiliates of the registrant, as well as individual stockholders holding more than 5% of the registrant’s outstanding common stock. This number is provided only for the purpose of this report on Form 10-K/A and does not represent an admission by either the registrant or any such person as to the status of such person.

As of January 31, 2005, there were 19,261,652 shares of the registrant’s common stock, $.01 par value per share, outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

None

TABLE OF CONTENTS

Certification Pursuant to Section 302-John H Elms

Certification Pursuant to Section 302-David I Rosenthal

EXPLANATORY NOTE

      SpectraLink Corporation is filing this Form 10-K/A solely to correct the front page to its Form 10-K for the fiscal year ended December 31, 2004, previously filed with the Securities and Exchange Commission, that had incorrectly stated that there were 23,531,229 shares of the registrant’s common stock, $.01 par value per share, outstanding as of January 31, 2005. The correct shares outstanding of the registrant’s common stock, $.01 par value per share, as of January 31, 2005 were 19,261,652.

SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d) 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.

SPECTRALINK CORPORATION

By:	/s/ JOHN H. ELMS
	John H. Elms,
	President and CEO

Date: March 8, 2005

      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.

Signatures	Title	Date
/s/ JOHN H. ELMS      John H. Elms	Principal Executive Officer and Director	March 8, 2005
/s/ DAVID I. ROSENTHAL      David I. Rosenthal	Principal Financial Officer and Principal Accounting Officer	March 8, 2005
*      Anthony V. Carollo, Jr.	Chairman of the Board of Directors	March 8, 2005
*      Carl D. Carman	Director	March 8, 2005
*      Gerald J. Laber	Director	March 8, 2005
*      Werner P. Schmuecking	Director	March 8, 2005

*By:	/s/ JOHN H. ELMS
	John H. Elms
	Attorney-in-Fact

EXHIBIT INDEX

Exhibit Number	Description
31.1	Certification by John H. Elms pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.2	Certification by David I. Rosenthal pursuant to 15 U.S.C. Section 7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*

* Filed with the Securities and Exchange Commission with this Annual Report on Form 10-K/A.