UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q
(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 for the quarterly period ended January 31, 2010
                 -----------------------------------------------

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 for the transition period from          to

                         Commission file number 1-8696
                                                ------

                  *
                *****
              **-----**
            **-----       COMPETITIVE
          ****----        TECHNOLOGIES
            **=====       Unlocking the Potential of Innovation (R)
              **=====**
                *****
                  *  (R)  Technology Transfer and Licensing Services

                         COMPETITIVE TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)
                            www.competitivetech.net

Delaware                                    36-2664428
--------                                    ----------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

777 Commerce Drive
Fairfield, Connecticut                                   06825
----------------------                                   -----
(Address of principal executive offices)                 (Zip Code)

                                 (203) 368-6044
              (Registrant's telephone number, including area code)

                                      N/A
   (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 [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company. See
definition of "accelerated filer, large accelerated filer and smaller reporting
company" as defined in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ]   Accelerated filer [ ]
Non-accelerated filer [ ]   Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in
rule 12b-2 of the Exchange Act).
Yes [   ]          No [X]

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.     Yes [ ]          No [ ]

The number of shares of the registrant's common stock outstanding as of March
16, 2010 was 11,023,509 shares.

<PAGE>
                         COMPETITIVE TECHNOLOGIES, INC.
                         ------------------------------

                     INDEX TO QUARTERLY REPORT ON FORM 10-Q

PART I. FINANCIAL INFORMATION                                           PAGE NO.
------------------------------                                          --------

Item 1. Condensed Consolidated Interim Financial Statements (Unaudited)

     Condensed Consolidated Balance Sheets at January 31, 2010
          (unaudited) and July 31, 2009........................................3

     Condensed Consolidated Statements of Operations for the
          three months ended January 31, 2010 (unaudited) and 2009.............4

     Condensed Consolidated Statements of Operations for the
          six months ended January 31, 2010 (unaudited) and 2009...............5

     Condensed Consolidated Statement of Changes in Shareholders'
          Interest for the six months ended January 31, 2010.(unaudited).......6

     Condensed Consolidated Statement of Cash Flows for the
          six months ended January 31, 2010 (unaudited) and 2009...............7

     Notes to Condensed Consolidated Interim Financial Statements
          (unaudited).....................................................8 - 15

Item 2. Management's Discussion and Analysis of Financial Condition
          and Results of Operations......................................16 - 23

Item 3.  Quantitative and Qualitative Disclosures About Market Risk...........24

Item 4.  Controls and Procedures..............................................24

PART II. OTHER INFORMATION
---------------------------

Item 1.  Legal Proceedings....................................................25

Item 1A. Risk factors.........................................................25

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds..........25

Item 3.  Defaults Upon Senior Securities......................................25

Item 4.  Submission of Matters to a Vote of Security Holders..................25

Item 5.  Other................................................................25

Item 6.  Exhibits.............................................................25

Signatures....................................................................26

Exhibit Index.................................................................27

                                     Page 2

<PAGE>
PART I.  FINANCIAL INFORMATION
------------------------------
ITEM 1.  CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

                COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES

                     Condensed Consolidated Balance Sheets

                                             JANUARY 31, 2010    July 31, 2009
                                            ------------------  ---------------
                                                   (UNAUDITED)
ASSETS
Current Assets:
 Cash and cash equivalents                  $       1,081,328   $      752,071
 Receivables, net of allowance of $101,154
   at January 31, 2010 and July 31, 2009              143,130          199,619
 Inventory                                            433,752                -
 Prepaid expenses and other current assets            110,038          206,789
                                            ------------------  ---------------
   Total current assets                             1,768,248        1,158,479

Property and equipment, net                           175,690          203,012
Deferred financing costs, net                         137,135           40,000
                                            ------------------  ---------------

TOTAL ASSETS                                $       2,081,073   $    1,401,491
                                            ==================  ===============

LIABILITIES AND SHAREHOLDERS' INTEREST
Current Liabilities:
 Accounts payable                           $         617,096   $      352,543
 Accrued expenses and other liabilities               500,314          682,362
                                            ------------------  ---------------
   Total current liabilities                        1,117,410        1,034,905

Deferred Rent                                          74,642           81,418
Shareholders' interest:
 5% preferred stock, $25 par value,
    35,920 shares authorized, 2,427
    shares issued and outstanding                      60,675           60,675
 Common stock, $.01 par value,
   20,000,000 shares authorized,
    10,911,029  and 9,819,027 shares
   issued and outstanding, respectively               109,110           98,190
 Capital in excess of par value                    39,981,682       37,887,925
 Accumulated deficit                              (39,262,446)     (37,761,622)
                                            ------------------  ---------------
   Total shareholders' interest                       889,021          285,168
                                            ------------------  ---------------

TOTAL LIABILITIES AND SHAREHOLDERS
   INTEREST                                 $       2,081,073   $    1,401,491
                                            ==================  ===============

                             See accompanying notes

                                     Page 3
<PAGE>
                   PART I.  FINANCIAL INFORMATION (CONTINUED)
                   ------------------------------------------

                COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES

                Condensed Consolidated Statements of Operations
                                  (Unaudited)

                                                Three months ended January 31,
                                                     2010                 2009
                                            --------------  -------------------
REVENUE
Product sales                               $     152,269   $                -
Gain on sale of rental assets                      81,203                    -
Retained royalties                                 28,731               27,138
Investment income                                      18                1,608
Other income                                        6,132                    -
                                            --------------  -------------------
 TOTAL REVENUE                                    268,353               28,746
                                            --------------  -------------------

EXPENSES
Cost of product sales                               9,036                  162
Personnel and other direct expenses
 relating to revenue                              510,637              481,785
General and administrative expenses               490,836              479,429
Patent enforcement expenses, net of
 reimbursements                                         -                 (233)
Interest expense                                    2,942                    -
                                            --------------  -------------------
 TOTAL EXPENSES                                 1,013,451              961,143
                                            --------------  -------------------

(Loss) before income taxes                       (745,098)            (932,397)
Provision (benefit) for income taxes                    -                    -
                                            --------------  -------------------

NET (LOSS)                                  $    (745,098)  $         (932,397)
                                            ==============  ===================

Basic and diluted (loss) per share          $       (0.07)  $            (0.11)
                                            ==============  ===================


Basic and diluted weighted average number
 of common shares outstanding                  10,526,100            8,440,698


                             See accompanying notes

                                     Page 4
<PAGE>
                   PART I.  FINANCIAL INFORMATION (CONTINUED)
                   ------------------------------------------

                COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES

                Condensed Consolidated Statements of Operations
                                  (Unaudited)

                                                 Six months ended January 31,
                                                      2010               2009
                                            ---------------  -----------------
REVENUE
Product sales                               $      287,365   $            834
Gain on sale of rental assets                       81,203                  -
Retained royalties                                  37,732             53,758
Investment income                                       48              6,964
Other income                                         6,132             70,991
                                            ---------------  -----------------
 TOTAL REVENUES                                    412,480            132,547
                                            ---------------  -----------------

EXPENSES
Cost of product sales                                9,036                407
Personnel and other direct expenses
 relating to revenue                               953,030          1,160,185
General and administrative expenses                947,127          1,270,601
Patent enforcement expenses, net of
 reimbursements                                          -              1,852
Interest Expense                                     4,111                  -
Insurance recovery                                       -           (400,000)
                                            ---------------  -----------------
 TOTAL EXPENSES                                  1,913,304          2,033,045
                                            ---------------  -----------------

(Loss) before income taxes                      (1,500,824)        (1,900,498)
Provision (benefit) for income taxes                     -                  -
                                            ---------------  -----------------

NET (LOSS)                                  $   (1,500,824)  $     (1,900,498)
                                            ===============  =================

Basic and diluted (loss) per share          $        (0.15)  $          (0.23)
                                            ===============  =================

Basic and diluted weighted average number
 of common shares outstanding:                  10,205,766          8,326,580

                             See accompanying notes
                                     Page 5
<PAGE>

<TABLE>
<CAPTION>


                                          PART I.  FINANCIAL INFORMATION (CONTINUED)

                                        COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES
                             Condensed Consolidated Statement of Changes in Shareholders' Interest
                                           For the six months ended January 31, 2010
                                                          (Unaudited)


<S>                           <C>          <C>        <C>          <C>       <C>             <C>                <C>
                                     PREFERRED STOCK           COMMON STOCK
                              ----------------------  ---------------------
                                                                             CAPITAL                            TOTAL
                              SHARES                  SHARES                 IN EXCESS       ACCUMULATED        SHAREHOLDERS'
                              OUTSTANDING  AMOUNT     OUTSTANDING  AMOUNT    OF PAR VALUE    DEFICIT            INTEREST
                              -----------  ---------  -----------  --------  --------------  -----------------  ---------------

Balance - July 31, 2009             2,427  $  60,675    9,819,027  $ 98,190  $  37,887,925   $    (37,761,622)  $      285,168

 NET (LOSS)                                                                                        (1,500,824)      (1,500,824)

 COMPENSATION EXPENSE
   FROM STOCK OPTION GRANTS                                                        163,063                             163,063
 STOCK ISSUED TO DIRECTORS                                 10,000       100         18,550                              18,650
 ISSUANCE OF FUSION INITIAL
   COMMITMENT SHARES                                       86,933       869        211,247                             212,116
 SALE OF SHARES TO FUSION                                 995,069     9,951      1,865,051                           1,875,002
 AMORTIZATION OF DEFERRED
   FINANCING COSTS RELATED
   TO FUSION SHARES                                                               (164,154)                           (164,154)
                              -----------  ---------  -----------  --------  --------------  -----------------  ---------------

BALANCE - JANUARY 31, 2010          2,427  $  60,675   10,911,029  $109,110  $  39,981,682   $    (39,262,446)  $      889,021
  (Unaudited)                 ===========  =========  ===========  ========  ==============  =================  ===============

<FN>
                                                    See accompanying notes

</TABLE>

                                     Page 6
<PAGE>
                   PART I.  FINANCIAL INFORMATION (CONTINUED)

                COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES

                 Condensed Consolidated Statement of Cash Flows
                                  (Unaudited)

                                                   Six months ended January 31,
                                                        2010               2009
                                              ---------------  -----------------
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net (loss)                                   $   (1,500,824)  $     (1,900,498)
 Adjustments to reconcile net loss to net
   cash used in operating activities:
   Depreciation and amortization                      28,656             32,012
   Deferred rent                                      (6,776)             1,876
   Share-based compensation - stock options          163,063            137,656
   Accrued stock contribution                         14,842            (93,688)
   Gain on sale of rental assets                     (81,203)                 -
 Changes in assets and liabilities:
   Receivables                                        56,489           (168,839)
   Inventory                                        (433,752)                 -
   Prepaid expenses and other long-term
     assets                                           96,751            157,483
   Accounts payable, accrued expenses and
     other liabilities                                86,313            (64,750)
                                              ---------------  -----------------
Net cash (used in) operating activities           (1,576,441)        (1,898,748)
                                              ---------------  -----------------

CASH FLOWS FROM INVESTING ACTIVITIES:
 Purchases of rental assets                          (24,000)            (1,490)
 Proceeds from sale of rental assets                 103,868                  -
                                              ---------------  -----------------
Net cash provided by investing activities             79,868             (1,490)
                                              ---------------  -----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
 Proceeds from sale of stock                       1,875,002            362,498
 Deferred finance charges                            (49,172)            (5,670)
                                              ---------------  -----------------
Net cash provided by financing activities          1,825,830            356,828
                                              ---------------  -----------------

Net increase/(decrease) in cash and cash
 equivalents                                         329,257         (1,543,410)
Cash and cash equivalents at beginning
 of period                                           752,071          2,237,095
                                              ---------------  -----------------

Cash and cash equivalents at end of period    $    1,081,328   $        693,685
                                              ===============  =================

SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS:

     On October 2, 2009 the Company issued 86,933 registered shares of Common
Stock valued at $212,116 to Fusion Capital II, LLC ("Fusion Capital") as initial
commitment shares per our equity financing agreement, dated August 6, 2009.  On
January 4, 2010, the Company issued 10,000 shares valued at $18,650 as
compensation to four non-employee directors under the 1996 Directors' Stock
Participation Plan.

     During the first six months of fiscal 2010, we amortized $164,154 of
deferred financing costs related to our equity financing agreement against
Capital in Excess of Par Value.

                             See accompanying notes

                                     Page 7
<PAGE>
                   PART I.  FINANCIAL INFORMATION (CONTINUED)

                COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES

          Notes to Condensed Consolidated Interim Financial Statements
                                  (Unaudited)

1.     BASIS OF PRESENTATION

     The interim condensed consolidated financial information presented in the
accompanying condensed consolidated financial statements and notes thereto is
unaudited.

     Competitive Technologies, Inc. ("CTT") and its wholly-owned subsidiary, CTT
Trading Company, LLC ("CTT Trading"), and majority-owned subsidiary, Vector
Vision, Inc. ("VVI"), (collectively, "we" or "us") provide patent and technology
licensing and commercialization services throughout the world, with
concentrations in the U.S.A. and Asia, with respect to a broad range of life and
physical sciences, electronics, and nanotechnologies invented by individuals,
corporations and universities.  We are compensated for our services by sharing
in the profits of distribution, or the license and royalty fees generated by our
clients' technologies.

     The consolidated financial statements include the accounts of CTT, CTT
Trading, and VVI.  Inter-company accounts and transactions have been eliminated
in consolidation.

     We believe we made all adjustments necessary, consisting only of normal
recurring adjustments, to present the unaudited condensed consolidated financial
statements in conformity with accounting principles generally accepted in the
United States of America.  The results for the three and six months ended
January 31, 2010 are not necessarily indicative of the results that can be
expected for the full fiscal year ending July 31, 2010.

     The interim unaudited condensed consolidated financial statements, and
notes thereto, should be read in conjunction with our Annual Report on Form 10-K
for the year ended July 31, 2009, filed on October 27, 2009.

     The Company has incurred operating losses since fiscal 2006. At current
reduced spending levels, the Company may not have sufficient cash flow to fund
operating expenses beyond fiscal 2010. These conditions raise substantial doubt
about the Company's ability to continue as a going concern. The financial
statements do not include adjustments to reflect the possible future effect of
the recoverability and classification of assets or amounts and classifications
of liabilities that may result from the outcome of this uncertainty.

     The Company's continuation as a going concern is dependent upon its
developing recurring revenue streams sufficient to cover operating costs. The
company does not have any significant individual cash or capital requirements in
the budget going forward. If necessary, we will meet anticipated operating cash
requirements by further reducing costs, and/or pursuing sales of certain assets
and technologies while we pursue licensing and distribution opportunities for
our remaining portfolio of technologies. In addition, we will sell shares to
Fusion Capital Fund II, LLC ("Fusion Capital") per our August 6, 2009 Agreement,
on an as-needed basis, when the Company's stock price is at or above $1.00 per
share. There can be no assurance that the Company will be successful in these
revenue-generating efforts or that we will be able to obtain alternative
financing should our stock price fall below $1.00 per share. In addition, should
the Company be delisted by the NYSE Amex ("the Exchange") and be unable to
obtain listing with another exchange, the Company will not be able to sell
shares to Fusion Capital (See Note 10). Failure to develop a recurring revenue
stream sufficient to cover operating expenses would negatively affect the
Company's financial position.

     Our liquidity requirements arise principally from our working capital
needs, including funds needed to find and obtain new technologies or products,
and protect and enforce our intellectual property rights, if necessary.  We fund
our liquidity requirements with a combination of cash on hand and cash flows
from operations, if any, including royalty legal awards.  In addition, we have
the ability to fund our requirements through sales of common stock under the
Fusion Capital Agreement.  At January 31, 2010, we had no outstanding debt, and
no credit facility.

                                     Page 8
<PAGE>
     In late fiscal 2007, we obtained exclusive worldwide distribution rights to
a non-invasive pain management therapy device for rapid treatment of
high-intensity oncologic and neuropathic pain, including pain resistant to
morphine and other drugs. The non-invasive Calmare Therapy medical device, which
uses "Scrambler Therapy" developed in Italy by our client, Professor Giuseppe
Marineo, was brought to us through the efforts of Prof. Giancarlo Elia Valori of
the Italian business development group, Sviluppo Lazio S.p.A., and assistance
from the Zangani Investor Community(TM) and with the cooperation of Mr. Giuseppe
Belcastro, Legal Counsel for Professor Marineo. The unit, with a biophysical
rather than a biochemical approach, uses a multi-processor able to
simultaneously treat multiple pain areas by applying surface electrodes to the
skin. The device's European CE mark certification allows it to be distributed
and sold throughout Europe, and makes it eligible for approval for distribution
and sales in multiple global markets. U.S. FDA 510(k) clearance for the device
was awarded in February 2009, opening the door to U.S. sales. GEOMC Co., Ltd. of
Korea is manufacturing the device commercially for worldwide distribution.

     Beginning in fiscal 2008, we entered into a number of distribution
agreements granting country-exclusive rights to a number of international
distributors.  Each distributor is required to obtain local sales authorization.
Ongoing sales from these distribution agreements are anticipated in subsequent
quarters of fiscal 2010 and into the future.

     In the U.S., we have decided to be the principal marketer for the Calmare
device and have hired a Vice President, Sales and Marketing, and contracted with
several salesmen in support of that decision. As a result, we have terminated
the exclusive U.S. distribution agreement we had with Innovative Medical
Therapies, Inc.

2.     NET LOSS PER COMMON SHARE

     The following sets forth the denominator used in the calculations of basic
net income (loss) per share and net income (loss) per share assuming dilution:

                                  Three Months               Six months
                                ended January 31,          ended January 31,
                            -------------------------  -------------------------
                                   2010         2009          2010         2009
Basic and diluted (loss)
per share                   $     (0.07)  $    (0.11)  $     (0.15)  $    (0.23)

Denominator for basic net
income (loss) per share,
weighted average shares
outstanding                  10,526,100    8,440,698    10,205,766    8,326,580

Dilutive effect of
common stock options                N/A          N/A           N/A          N/A

Denominator for net
income (loss) per share,
assuming dilution            10,526,100    8,440,698    10,205,766    8,326,580

     Options to purchase 729,000 and 802,060 shares of our common stock at
January 31, 2010 and 2009, respectively, were outstanding but were not included
in the computation of net income (loss) per share because they were
anti-dilutive. Due to the net loss incurred for the periods ended January 31,
2010 and 2009, the denominator used in the calculation of basic net loss per
share was the same as that used for net loss per share, assuming dilution, since
the effect of any options and warrants would have been anti-dilutive.

3.     RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

     Fair  Value.  In  2006,  the  Financial Accounting Standards Board ("FASB")
issued  a new accounting standard which defined fair value, established a market
based  framework  or hierarchy for measuring fair value and expanded disclosures
about  fair  value  measurements.   We partially adopted this standard in fiscal
2009 and dully adopted it in the first quarter of fiscal 2010.  This standard is
applicable  whenever  another accounting standard requires or permits assets and
liabilities  to  be measured at fair value and did not expand or require any new
fair  value  measures.  The  adoption  of  this standard did not have a material
effect  on  our  financial  condition  or  results  of  operations.

                                     Page 9
<PAGE>

     Transfers of Financial Assets.  In June 2009, the FASB issued a new
accounting standard that eliminates the exceptions for qualifying
special-purpose entities from consolidation guidance and the exception that
permitted sale accounting for certain mortgage securitizations when a transferor
has not surrendered control over the transferred financial assets.  This
standard is effective as of the beginning of the first annual reporting period
that begins after November 15, 2009.  The Company is currently evaluating the
impact this standard will have on the financial statements.

     Variable Interest Entities. In June 2009, the FASB issued a new accounting
standard that requires an enterprise to perform an analysis to determine whether
the enterprise's variable interest or interests give it a controlling financial
interest in a variable interest entity. This analysis identifies the primary
beneficiary of a variable interest entity as the enterprise that has both of the
following characteristics: (1) the power to direct the activities of the
variable interest entity that most significantly impact the entities economic
performance, and (2) the obligation to absorb losses of the entity that could
potentially be significant to the variable interest entity or the right to
receive benefits from the entity that could potentially be significant to the
variable interest entity. Additionally, an enterprise is required to assess
whether it has an implicit financial responsibility to ensure that a variable
interest entity operates as designed when determining whether it has the power
to direct the activities of the variable interest entity that most significantly
impact the entity's economic performance. This standard is effective as of the
beginning of the first annual reporting period that begins after November 15,
2009. Earlier application is prohibited. The Company is currently evaluating the
impact the adoption this standard will have on the financial statements.

     Revenue Recognition. In October 2009, the FASB issued an accounting
standards update amending revenue recognition requirements for
multiple-deliverable revenue arrangements. This update provides guidance on
separating the deliverables and on the method to measure and allocate
arrangement consideration, particularly when the arrangement includes both
products and services provided to the customers. The update is effective for
revenue arrangements entered into or materially modified in fiscal years
beginning on or after June 15, 2010. Early adoption is permitted. The Company is
currently evaluating the impact this standards update will have on the financial
statements.

     Fair Value Disclosures. In January of 2010, the FASB issued an accounting
standards update that requires new disclosures for transfers in and out of
Levels 1 and 2 fair value measurements, and roll forward of activity in Level 3
fair value measurements. The new disclosures are effective for reporting periods
beginning after December 15, 2009, except for the roll forward of activity in
Level 3 fair value measurements. Those disclosures are effective for fiscal
years beginning after December 15, 2010. The Company is currently evaluating the
impact this standards update will have on the financial statements.

4.     RECEIVABLES

     Receivables consist of the following:

                                               JANUARY 31,   July 31,
                                                      2010       2009
                                              ------------  ---------

     Royalties, net of allowance of $101,154
      at January 31, 2010 and July 31, 2009   $    138,963  $  88,023
     Advance to GEOMC Co. Ltd.                           -    107,989
     Other                                           4,167      3,607
                                              ------------  ---------
     Total receivables                        $    143,130  $ 199,619
                                              ============  =========

5.     INVENTORY

     Inventory consists of finished product of our pain management therapy
device.  Inventory is stated at lower of cost (first in, first out) or market.

                                   Page 10
<PAGE>
6.     AVAILABLE-FOR-SALE AND EQUITY SECURITIES

     The fair value of the equity securities we held were categorized as
available-for-sale securities, which were carried at fair value, and classified
as current assets, consisted of the following:

                                 JANUARY 31,   July 31,     Number
                                        2010       2009  of shares          Type
                                ------------  ---------  ---------  ------------
     Security Innovation, Inc.             -          -    223,317  Common Stock
                                ------------  ---------
                                $        -0-  $     -0-
                                ============  =========

     We held shares in NTRU, a privately held company that sold encryption
software for security purposes, principally in wireless markets.  There was no
public market for NTRU shares.  On July 22, 2009, Security Innovation, an
independent provider of secure software located in Wilmington, MA, acquired all
NTRU assets. We have received 223,317 shares of stock in the privately held
Security Innovation in exchange for our investment in NTRU.

7.     PREPAID EXPENSES AND OTHER CURRENT ASSETS

     Prepaid expenses and other assets consist of the following:

                                            JANUARY 31, 2010   July 31, 2009
                                           -----------------  --------------
Prepaid insurance                          $          31,300  $      125,198
Prepaid investor relations service                    20,000          20,000
Prepaid employee benefits                                  -          18,158
Other                                                 58,738          43,433
                                           -----------------  --------------
Prepaid expenses and other current assets  $         110,038  $      206,789
                                           -----------------  --------------

8.     PROPERTY AND EQUIPMENT

     Property and equipment, net, consist of the following:

                                             JANUARY 31, 2010    July 31, 2009
                                           ------------------  ---------------
Equipment and furnishings                  $         419,802   $      419,802
Leasehold improvements                               113,838          113,838
                                           ------------------  ---------------
     Property and equipment, gross                   533,640          533,640
Accumulated depreciation and amortization           (357,950)        (330,628)
                                           ------------------  ---------------
     Property and equipment, net           $         175,690   $      203,012
                                           ==================  ===============

     Depreciation and amortization expense was $14,704 and $15,794, during the
second quarter of fiscal 2010 and 2009, respectively. Depreciation and
amortization expense was $28,656 and $32,012, during the first six months of
fiscal 2010 and 2009, respectively.


                                   Page 11
<PAGE>
9.     ACCRUED EXPENSES AND OTHER LIABILITIES

     Accrued expenses and other liabilities consist of the following:

                                               JANUARY 31, 2010   July 31, 2009
                                              -----------------  --------------
Royalties payable                             $          18,271  $       54,093
Deferred Executive Payroll                              152,808         126,538
Accrued 401(K) contribution                              75,000          50,000
Accrued Directors' Stock Option Compensation              1,192          30,000
Accrued audit fees                                      141,119         100,000
Accrued legal fees                                       38,023         197,214
Other accrued professional fees                           4,624           7,500
Accrued Directors Fees                                    5,333          59,833
Unclaimed property liability                             24,981          25,431
Other                                                    38,963          31,753
                                              -----------------  --------------
Accrued expenses and other liabilities        $         500,314  $      682,362
                                              =================  ==============

10.     SHAREHOLDERS' EQUITY AND STOCK-BASED COMPENSATION PLANS

     During the three and six months ended January 31, 2010, the Company
recognized $59,226 and $118,308 of non-cash compensation expense for stock
options issued to employees in prior years.

     During the second quarter of fiscal 2010, the Company granted to its four
non-employee directors as their annual award, options to purchase an aggregate
of 40,000 shares of common stock under the Directors Stock Option Plan at an
exercise price of $1.87 per share that vest immediately. The fair value of the
options was $44,755.

     We estimated the fair value of each option on the grant date using a
Black-Scholes option-pricing model with the following weighted average
assumptions:

     Dividend yield (1)                   0.0%
     Expected volatility (2)             75.0%
     Risk-free interest rates (3)         2.7%
     Expected term (2)              Five years

(1)  We have not paid cash dividends on our common stock since 1981, and
     currently do not have plans to pay or declare cash dividends. Consequently,
     we used an expected dividend rate of zero for the valuations.

(2)  Estimated based on our historical experience. Volatility was based on
     historical experience over a period equivalent to the expected term in
     years.

(3)  Based on the U.S. Treasury constant maturity interest rate with a term
     consistent with the expected life of the options granted.

     Pursuant to the terms of our 1996 Directors' Stock Participation Plan, on
January 4, 2010 we issued a total of 10,000 shares of our common stock to our
four non-employee directors. These shares were valued at $18,650.

     On July 22, 2008, we entered into an agreement with Fusion Capital to sell
up to $5.0 million of our common stock to Fusion Capital over a 24-month period
(the "2008 Agreement"). We had the right to determine the timing and the amount
of stock sold, if any, to Fusion Capital. On August 5, 2009, we terminated that
2008 Agreement.

     On August 6, 2009, we entered into another agreement with Fusion Capital to
sell up to $8.0 million of our common stock to Fusion Capital over a 25-month
period (the "2009 Agreement"). We have the right to determine the timing and the
amount of stock sold, if any, to Fusion Capital.

                                   Page 12
<PAGE>
     Under the terms of the 2009 Agreement, we issued 86,933 registered shares
of our common stock to Fusion Capital on October 2, 2009 for its initial
commitment (the "Initial Commitment Shares"), and agreed to issue 86,933
Additional Commitment Shares (the "Additional Commitment Shares") to Fusion
Capital on a pro-rata basis as we sell the $8.0 million of stock (collectively,
the "Commitment Shares"). Commencement of sales of common stock under the 2009
Agreement was contingent upon certain conditions, principally the Securities and
Exchange Commission ("SEC") declaring effective our registration statement filed
with the SEC to register 1,962,823 shares of common stock potentially to be
issued under the 2009 Agreement. On October 1, 2009 the SEC declared our
registration statement effective.

     Subject to our right to suspend sales of our common stock at any time and
to terminate the 2009 Agreement at any time, Fusion Capital is obligated to
purchase up to $75,000 of our common stock each two business days (the "Base
Purchase Amount").  No sales will be made below a $1.00 per share floor price.
The sale price per share will be the lower of the lowest sales price on the sale
date or an average of the three lowest closing prices during the 12 consecutive
trading days prior to the sale date.

     Fusion Capital may not purchase shares of our common stock under the 2009
Agreement if Fusion Capital would beneficially own in excess of 19.99% of our
common stock outstanding at the time of purchase.  Fusion Capital has agreed not
to sell the Commitment Shares for 25 months or termination of the 2009
Agreement.

     During the first six months of fiscal 2010, the Company sold 974,694 shares
of common stock, and issued 20,375 additional commitment shares to Fusion
Capital per the terms of the 2009 Agreement. Total proceeds realized from these
sales were approximately $1,875,000. In addition, we amortized approximately
$164,154 of deferred charges against capital in excess of par value. We are
amortizing deferred financing costs based upon the ratio of shares issued
compared to the total number of shares available for sale in the 2009 Agreement.

     On December 2, 2008, we received notice from the NYSE Amex, then known as
NYSE Alternext US LLC (the "Exchange"), notifying us that the staff of the
Exchange Corporate Compliance Department had determined that the Company Form
10-K for the fiscal year ended July 31, 2008 did not meet continued listing
standards as set forth in Part 10 of the Exchange Company Guide, and the Company
has therefore become subject to the procedures and requirements of Section 1009
of the Exchange Company Guide.  As noted in Section 1003 of the Exchange Company
Guide, companies with stockholders' equity of less than $2 million, and losses
from continuing operations and net losses in two out of its three most recent
fiscal years, or with stockholders' equity of less than $4 million and losses
from continuing operations and net losses in three out of its four most recent
fiscal years are non-compliant.

     On December 18, 2008, the company submitted a business plan to the Exchange
detailing actions it will take to bring it into compliance with the above
continued listing standards by June 2, 2010.  On January 22, 2009, the Exchange
accepted our business plan.

     The Company will continue its listing during the plan period up to June 2,
2010, during which time it will be subject to periodic review to determine
whether it is making progress consistent with the plan.  If the Company is not
in compliance with the continued listing standards at the conclusion of the plan
period or does not make progress consistent with the plan during the plan
period, the Exchange staff will initiate delisting procedures as appropriate.
The Company is allowed to appeal a staff determination to initiate delisting
proceedings in accordance with Section 1010 and Part 12 of the Exchange Company
Guide.  Per the 2009 Agreement with Fusion Capital, should we be delisted from
the Exchange and unable to obtain listing with another exchange, we will be
unable to sell shares to Fusion Capital.

11.     CONTINGENCIES

     Carolina Liquid Chemistries Corporation, et al. (Case pending)  - On August
29, 2005, we filed a complaint against Carolina Liquid Chemistries Corporation
("Carolina Liquid") in the United States District Court for the District of
Colorado, alleging patent infringement of our patent covering homocysteine
assays, and seeking monetary damages, punitive damages, attorneys' fees, court
costs and other remuneration at the option of the court.  As we became aware of
other infringers, we amended our complaint to add as defendants Catch, Inc.
("Catch") and the Diazyme Laboratories Division of General Atomics ("Diazyme").
On September 6, 2006, Diazyme filed for declaratory judgment in the Southern
District of California for a change in venue and a declaration of
non-infringement and invalidity.  On September 12, 2006, the District Court in
Colorado ruled that both Catch and Diazyme be added as defendants to the
Carolina Liquid case.  On October 23, 2006, Diazyme requested the United

                                   Page 13
<PAGE>
States Patent and Trademark Office (the "USPTO") to re-evaluate the validity of
our patent and this request was granted by the USPTO on December 14, 2006.  On
July 30, 2009, the U.S. Patent and Trademark Office's Board of Patent Appeals
and Interferences (BPAI) upheld the homocysteine patent.  In September 2008, the
patent had been denied by the examiner, but that denial was overruled by the
BPAI.  Further action in this case is pending as the BPAI result has been
appealed by the examiner prior to being returned to the U.S District Court for
the District of Colorado. We filed information refuting the examiner's appeal
and continue to await the BPAI appeal decision.

     Ben Marcovitch and other co-defendants (Case completed) - Following the
removal for cause from our Board of Directors of former CTT Director Ben
Marcovitch, CTT filed a Federal complaint in the U.S. District Court for the
District of Connecticut against Mr. Marcovitch, Betty Rios Valencia, President
and CEO of Agrofrut and former spouse of Mr. Marcovitch, John Derek Elwin, III,
a former CTT employee, and other defendants. The complaint claimed that false
and misleading information had been provided to CTT in a conspiracy to
fraudulently obtain funds from CTT using the Agrofrut transaction. CTT
requested, among other relief, punitive damages and attorneys' fees.

     Following a number of pretrial motions and other delays, on September 8,
2009, the Judge ruled favorably on CTT's motion for default judgment. The judge
confirmed that Marcovitch was properly removed as a member of CTT's Board of
Directors and issued a permanent injunction prohibiting Marcovitch from holding
himself out as a member of CTT's Board. A judgment was entered against Strauss
prohibiting Strauss from soliciting proxies in contravention of the SEC rules
and regulations. Based on the Court's rulings, CTT will now proceed to collect
all funds possible from the parties.

     Employment matters - former employee (Cases pending) - In September 2003, a
former employee filed a whistleblower complaint with OSHA alleging that the
employee had been terminated for engaging in conduct protected under the
Sarbanes Oxley Act of 2002 (SOX). In February 2005, OSHA found probable cause to
support the employee's complaint and ordered reinstatement and payment of
damages. CTT filed objections and requested a de novo hearing before an
Administrative Law Judge ("ALJ"). Based on evidence submitted at the May 2005
hearing, in October 2005 the ALJ issued a written decision recommending
dismissal of the employee's claim without relief. The employee then appealed the
case to the Administrative Review Board ("ARB"). In March 2008, the ARB issued a
decision and order of remand, holding that the ALJ erred in shifting the burden
of proof to CTT based on a mere inference of discrimination and remanding the
case to the ALJ for clarification of the judge's analysis under the appropriate
burden of proof. In January 2009, the ALJ ruled in favor of CTT on the ARB
remand. The employee has now appealed the January 2009 ALJ ruling to the ARB and
we await the ARB's decision. The employee had previously requested
reconsideration of the ARB order of remand based on the Board's failure to
address the employee's appeal issues; that request was denied by the ARB in
October 2008.

     In August 2007, the same former employee filed a new SOX whistleblower
complaint with OSHA alleging that in April 2007 CTT and its former general
counsel retaliated against the employee for past-protected conduct by refusing
to consider the employee's new employer when awarding a consulting contract. In
March 2008, OSHA dismissed the employee's complaint citing the lack of probable
cause. The employee filed objections and requested de novo review by an ALJ. In
August 2008, the employee gave notice of intent to terminate proceedings before
the ALJ and remove the case to federal district court. In October 2008, the
former employee moved to voluntarily dismiss with prejudice the case before the
ALJ. We anticipate no further action on this matter.

     On September 5, 2008, CTT filed a complaint in the U.S. District Court for
the District of Connecticut against the former employee seeking a declaration
that CTT did not violate SOX as alleged in the employee's 2007 OSHA complaint,
and to recover approximately $80,000 that CTT paid to the employee in compliance
with a court order that was subsequently vacated by the U.S. Court of Appeals
for the Second Circuit. On July 1, 2009, the judge ruled in favor of the former
employee's motion to dismiss. The court abstained from ruling on the question of
unjust enrichment due to the unresolved questions before the Department of Labor
Administrative Review Board.

     On December 4, 2008, the former employee filed a complaint with the
Department of Labor asking to have the Connecticut case dismissed. On June 1,
2009, the Department dismissed the former employees complaint, finding that
"there is no reasonable cause to believe that the Respondent (CTT) violated
SOX". We anticipate no further action on this matter.

                                   Page 14
<PAGE>
     Summary - We may be a party to other legal actions and proceedings from
time to time. We are unable to estimate legal expenses or losses we may incur,
if any, or possible damages we may recover, and have not recorded any potential
judgment losses or proceeds in our financial statements to date. We record
expenses in connection with these suits as incurred.

     We believe we carry adequate liability insurance, directors and officers
insurance, casualty insurance, for owned or leased tangible assets, and other
insurance as needed to cover us against potential and actual claims and lawsuits
that occur in the ordinary course of our business. However, an unfavorable
resolution of any or all matters, and/or our incurrence of significant legal
fees and other costs to defend or prosecute any of these actions and proceedings
may, depending on the amount and timing, have a material adverse effect on our
consolidated financial position, results of operations or cash flows in a
particular period.

12.     GAIN ON SALE OF RENTAL ASSETS

     During October of 2009, the Company entered into an agreement to rent two
of our Calmare Therapy Treatment pain therapy devices.  The monthly rental
amount was $2,400 for both devices and the terms were month to month.  The
agreement required our customer to make a non-refundable upfront payment of
$24,000.  We planned to amortize the upfront payment into income over a period
of three years, which was the expected life of the agreement.  In addition, we
set up rental assets for the cost of purchasing the rental assets from our
manufacturer.  The rental assets were to be depreciated over three years.

     During January of 2010, our customer decided to purchase the two devices
outright. This transaction is reflected as Gain on Sale of Rental Assets in our
statement of operations. The gain reflects the purchase price of the assets plus
the unamortized upfront payment offset by the undepreciated value of the rental
assets.














                                   Page 15
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

FORWARD-LOOKING STATEMENTS

     Statements about our future expectations are "forward-looking statements"
within the meaning of applicable Federal Securities Laws, and are not guarantees
of future performance.  When used in herein, the words "may," "will," "should,"
"anticipate," "believe," "intend," "plan," "expect," "estimate," "approximate,"
and similar expressions are intended to identify such forward-looking
statements.  These statements involve risks and uncertainties inherent in our
business, including those set forth in Item 1A under the caption "Risk Factors,"
in our most recent Annual Report on Form 10-K for the year ended July 31, 2009,
filed with the Securities and Exchange Commission ("SEC") on October 27, 2009,
and other filings with the SEC, and are subject to change at any time.  Our
actual results could differ materially from these forward-looking statements.
We undertake no obligation to update publicly any forward-looking statement.

OVERVIEW

     Competitive Technologies, Inc. ("CTT"), was incorporated in Delaware in
1971, succeeding an Illinois corporation incorporated in 1968.  CTT and its
subsidiaries (collectively, "we," "our," or "us"), provide distribution, patent
and technology transfer, sales and licensing services focusing on the needs of
our customers, matching those requirements with commercially viable technology
or product solutions.  We develop relationships with universities, companies,
inventors and patent or intellectual property holders to obtain the rights or a
license to their intellectual property (collectively, the "technology" or
"technologies"), or to their product.  They become our clients, for whom we find
markets to sell or further develop or distribute their technology or product.
We also develop relationships with those who have a need or use for technologies
or products.  They become our customers, usually through a license or
sublicense, or distribution agreement.

     We earn revenue in two ways, from licensing our clients' and our own
technologies to our customer licensees, and in a business model that allows us
to share in the profits of distribution of finished products.  Our customers pay
us license fees, royalties based on usage of the technology, or per unit fees,
and we share that revenue with our clients.  Our revenue fluctuates due to
changes in revenue of our customers, upfront license fees, new licenses granted,
new distribution agreements, expiration of existing licenses or agreements,
and/or the expiration or economic obsolescence of patents underlying licenses or
products.

     We acquire rights to commercialize a technology or product on an exclusive
or non-exclusive basis, worldwide or limited to a specific geographic area. When
we license or sublicense those rights to our customers, we may limit rights to a
defined field of use. Technologies can be early, mid, or late stage. Products we
evaluate must be a working prototype or finished product. We establish channel
partners based on forging relationships with mutually aligned goals and matched
competencies, to deliver solutions that benefit the ultimate end-user.

PRESENTATION

     We rounded all amounts in this Item 2 to the nearest thousand dollars,
except per share data. Certain amounts may not total precisely.

     The following discussion and analysis provides information that we believe
is relevant to an assessment and understanding of our financial condition and
results of operations.  This discussion and analysis should be read in
conjunction with our Consolidated Financial Statements and Notes thereto.

     The Company has incurred operating losses since fiscal 2006. We continue to
seek revenue from new technologies or products to replace revenues from expiring
licenses. At current reduced spending levels, the Company may not have
sufficient cash flow to fund operating expenses beyond fiscal 2010. These
conditions raise substantial doubt about the Company's ability to continue as a
going concern. The financial statements do not include adjustments to reflect
the possible future effect of the recoverability and classification of assets or
amounts and classifications of liabilities that may result from the outcome of
this uncertainty.

                                   Page 16
<PAGE>

     The Company's continuation as a going concern is dependent upon its
developing recurring revenue streams sufficient to cover operating costs.  If
necessary, we will meet anticipated operating cash requirements by further
reducing costs, and/or pursuing sales of certain assets and technologies while
we pursue licensing and distribution opportunities for our remaining portfolio
of technologies.  The company does not have any significant individual cash or
capital requirements in the budget going forward.  In addition, we will sell
shares to Fusion Capital per our August 6, 2009 Agreement, on an as-needed
basis, when the Company's stock price is at or above $1.00 per share.  There can
be no assurance that the Company will be successful in these efforts or that we
will be able to obtain alternative financing should our stock price fall below
$1.00 per share.  Failure to develop a recurring revenue stream sufficient to
cover operating expenses would negatively affect the Company's financial
position.  In addition, should the Company be delisted by the NYSE Amex ("the
Exchange") and be unable to obtain listing with another exchange, the Company
will not be able to sell shares to Fusion Capital (See Note 10).



                                   Page 17
<PAGE>

RESULTS OF OPERATIONS - THREE MONTHS ENDED JANUARY 31, 2010 ("SECOND QUARTER
2010") VS. THREE MONTHS ENDED JANUARY 31, 2009 ("SECOND QUARTER 2009")

     SUMMARY OF RESULTS

     We incurred a net loss of $745,000 or $0.07 per share for the second
quarter 2010, compared to a net loss of $932,000 or $0.11 per share for the
second quarter 2009, a 20% decrease in net loss of $187,000, or $0.04 per share.
As explained in detail below, the decrease in the net loss reflects an increase
in revenue of $239,000 offset by an increase in expenses of $52,000.

     REVENUE

     In the second quarter 2010, total revenue was $268,000, compared to $29,000
for the second quarter 2009, a 824% increase or $239,000.

     We actively market existing technologies, and seek new technologies to grow
the revenue stream. In fiscal 2009, we created a new business model for
appropriate technologies that allows us to move beyond our usual royalty
arrangement and share in the profits of distribution.

     Product sales for the second quarter of fiscal 2010 included $152,000 in
revenue recorded from the sale and shipment of seven Calmare(R) Therapy
Treatment pain therapy management devices. There were no sales of this device in
the second quarter of fiscal 2009.

     Gain on sale of rental assets for the second quarter of fiscal 2010
included $81,000 from the conversion of a rental contract for two Calmare
Therapy Treatment pain therapy management devices into outright sales of the
devices. There were no conversions of rental assets in the second quarter of
fiscal 2009 (See Note 12).

     Retained royalties for the second quarter 2010 were $29,000, which was
$2,000, or 7% more than the $27,000 of retained royalties reported in the second
quarter 2009.

     Investment income includes dividends and interest earned on our invested
cash.  Investment income was $0 in the second quarter 2010, which was a decrease
of $2,000, or 100% from the $2,000 reported for the second quarter 2009.  The
decrease was primarily due to lower invested balances for the current quarter as
compared to the prior year quarter.

     Other income in fiscal 2010 represents rental income earned on two Calmare
Therapy Treatment pain therapy management devices for two months. These rental
assets were sold to our customer in January 2010. There was no rental income
earned during the second quarter of fiscal 2009.


                                   Page 18
<PAGE>
     EXPENSES

                                       For the three months ended January 31,
                               ----------------------------------------------
                                                     Increase     % Increase
                                     2010      2009   (Decrease)   (Decrease)
                               ----------  --------  -----------  -----------

Cost of Product Sales          $    9,000  $      -  $     9,000         100%
Personnel and other direct
 expenses relating to revenue     510,000   482,000       28,000           6%
General and administrative
 expenses                         491,000   479,000       12,000           3%
Interest expense                    3,000         -        3,000         100%
                               ----------  --------  -----------  -----------
 TOTAL EXPENSES                $1,013,000  $961,000  $    52,000           5%
                               ==========  ========  ===========  ===========

     Total expenses increased  $52,000 or 5% in the second quarter 2010,
compared to the second quarter 2009.

     Cost of Product Sales in the second quarter of fiscal 2010 primarily
relates the company's purchase of 50 Calmare Therapy Treatment pain therapy
management devices from its Korean manufacturer to hold as inventory to fulfill
US sales orders.  One of these 50 devices was sold during the quarter and is
included in cost of sales for the quarter.

     Personnel and other direct expenses relating to revenue increased a net
$28,000 or 6% in the second quarter 2010, compared to the second quarter 2009.
Payroll and related benefits are lower in the second quarter of fiscal 2010, by
$41,000 as a result of reducing full-time equivalent headcount from 12 to 9. In
addition, we recorded $45,000 in severance during the second quarter of fiscal
2009, while there were no corresponding severance payments in the second quarter
of fiscal 2010. Consulting costs were $47,000 less in the second quarter of
fiscal 2010 as management has made a concerted effort to reduce expenses. These
reductions were offset by increases in costs to commercialize our pain
management device. The increase of $20,000 was primarily due to the cost of
samples provided by the manufacturer to CTT. Costs for the employer contribution
to our 401(k) plan were $125,000 more than in the second quarter of fiscal 2009,
because the second quarter of fiscal 2009 expense reflected an adjustment to
correct the 401(k) expense accrual for fiscal 2008 and the first quarter of
fiscal 2009. In addition we incurred $16,000 of recruiting costs in the second
quarter of fiscal 2010. The company has decided to become the principal U.S.
marketer of the Calmare pain therapy devices. As part of that decision, we have
hired a Vice President, Sales and Marketing to help implement the company's
business plan for our pain management technology.

     General and administrative expenses increased a net $12,000 in the second
quarter 2010, compared to the second quarter 2009.  Marketing costs increased
$36,000 as the company has retained RF|Binder to assist with public relations
for the pain management therapy device.  In addition the company retained
Medical Technology partners to help develop insurance reimbursement codes for
the pain management therapy device.  This resulted in an increase of $18,000 in
non-direct consulting costs.  Investor relations costs are $8,000 higher than in
fiscal 2009 due to international release of many press releases for the pain
management therapy device.  In addition, SOX 404 costs are $9,000 higher than
fiscal 2009 because we began our compliance program for fiscal 2010 earlier than
prior years.  These increases were offset by a $58,000 decrease in legal costs,
the result of ending our Marcovitch litigation and eliminating other legal
costs.

     Interest expense in the second quarter of fiscal 2010 was incurred as a
result of our landlord allowing us to defer certain rent payments while we are
in the process of commercializing our pain therapy device. No interest expense
should be incurred after the third quarter of fiscal 2010.


                                   Page 19
<PAGE>
RESULTS OF OPERATIONS - SIX MONTHS ENDED JANUARY 31, 2010 ("FIRST HALF 2010")
VS. SIX MONTHS ENDED JANUARY 31, 2009 ("FIRST HALF 2009")

     SUMMARY OF RESULTS

     We incurred a net loss of $1,501,000 or $0.15 per share for the first half
2010, compared to a net loss of $1,900,000 or $0.23 per share for the first half
2009, a 21% decrease in net loss of $399,000, or $0.08 per share.  As explained
in detail below, the decrease in the net loss reflects an increase in revenue of
$279,000 and a decrease of $120,000 in expenses.

     REVENUE

     In the first half 2010, total revenue was $412,000, compared to $133,000
for the first half 2009, an 210% increase of $279,000.

     We actively market existing technologies, and seek new technologies to grow
the revenue stream. We have created a new business model for appropriate
technologies that allows us to move beyond our usual royalty arrangement and
share in the profits of distribution.

     Product sales for the first half of 2010 are primarily from sales of our
Calmare Therapy Treatment pain therapy management device. We sold nineteen
devices in the first six months of fiscal 2010. No devices were sold during the
first six months of fiscal 2009.

     Gain on sale of rental assets for the first half of fiscal 2010 included
$81,000 from the conversion of a rental contract for two Calmare Therapy
Treatment pain therapy management devices into an outright sale of the devices.
There were no conversions of rental assets in the first half of fiscal 2009 (See
Note 12).

     Retained royalties for the first half 2010 were $38,000, which was $16,000,
or 30% less than the $54,000 of retained royalties reported in the first half
2009.  The main reason for the decrease is the expiration of the patent on our
novel infections bursal disease virus vaccine during the second quarter of
fiscal 2009.  We recorded $15,000 of royalties on this technology in fiscal
2009.

     Investment income includes dividends and interest earned on our invested
cash.  Investment income was $0 in the first half 2010, a decrease of $7,000, or
100%, from the $7,000 reported for the first half 2009.  The decrease was
primarily due to lower invested balances for the first six months of fiscal 2010
as compared to the prior year.

     Other income for first half 2009 is revenue from a one-time sale of our
Flip Chip patents. During the second quarter of fiscal 2010 we recorded rental
revenue on two of our Calmar Therapy Treatment pain therapy management devices
for two months. In January 2010, we sold the units outright to our customer.

                                   Page 20
<PAGE>
Expenses

                                            For the six months ended January 31,
                               -------------------------------------------------
                                                        Increase     % Increase
                                     2010        2009    (Decrease)   (Decrease)
                               ----------  -----------  -----------  -----------
Cost of product sales          $    9,000  $        -   $    9,000          100
Personnel and other direct
 expenses relating to revenue     953,000   1,160,000   $ (207,000)         (18)
General and administrative
 expenses                         947,000   1,271,000     (324,000)         (25)
Patent enforcement expenses
 net of reimbursements                  -       2,000       (2,000)        (100)

Interest Expense                    4,000           -        4,000          100
Insurance recovery                      -    (400,000)     400,000         (100)
                               ----------  -----------  -----------
 TOTAL EXPENSES                $1,913,000  $2,033,000   $ (120,000)          (6)
                               ==========  ===========  ===========

     Total expenses decreased $120,000 or 6% in the first half 2010, compared to
the first half 2009.

     Cost of Product Sales in the first half of fiscal 2010 primarily relates
the company's purchase of 50 Calmare Therapy Treatment pain therapy management
devices from its Korean manufacturer to hold as inventory to fulfill US sales
orders.  One of these 50 devices purchased was sold during the first half of
fiscal 2010 and is included in cost of sales for the period.

     Personnel and other direct expenses relating to revenue decreased a net
$207,000 or 18% in the first half 2010, compared to the first half 2009. Payroll
and related benefits decreased by $116,000 as a result of reducing full-time
equivalent headcount from 13 to 9. Severance costs decreased $56,000 as three
people were terminated in fiscal 2009 but there have been no terminations in
fiscal 2010. Consulting costs were reduced by $84,000 as management has made a
concerted effort to reduce costs. In addition, costs to commercialize our pain
therapy device were $86,000 lower in fiscal 2010. Most of the costs incurred in
fiscal 2009 were paid to consultants who helped us prepare the FDA medical
device clearance documents for the device. FDA 510(k) clearance was obtained in
February 2009 and related costs are significantly lower. These reductions were
offset by an increase of $31,000 in recruiting costs as the company searched for
and hired a Vice President, Sales and Marketing to implement the company's
business plan for our pain management technology. In addition, Employer 401(k)
expenses were $100,000 more in fiscal 2010 because we had corrected the 401(k)
expense accrual for fiscal 2008 during the second quarter of fiscal 2009.

     General and administrative expenses decreased a net $324,000 in the first
half 2010, compared to the first half 2009.  The decrease in expenses is
primarily due to the following reductions: legal fees as a result of less
litigation, $304,000, primarily the Marcovitch case; directors and officers
insurance, $40,000, due to lower premiums negotiated with our policy renewal;
SOX compliance expense, $73,000, because our outside consultants were able to
perform most of the work for fiscal 2009 before year end.  For fiscal 2008, most
of the work was performed in the first quarter of fiscal 2009.  These reductions
were offset by hiring RF|Binder to handle public relations for our pain
management therapy device, $48,000; retaining Medical Technolgy Partners to help
us develop insurance reimbursement codes for the pain management therapy device,
$28,000, and increase in investor relations costs of $27,000 due to
international press releases on the commercialization of the pain management
therapy device.

     Patent enforcement expenses, net of reimbursements, decreased by $2,000 in
the first half 2010, compared to the first half 2009.  Patent enforcement
expenses vary, depending on the activity relating to outstanding litigation.

     Interest expense in the first half of fiscal 2010 was incurred as a result
of our landlord allowing us to defer certain rent payments while we are in the
process of commercializing our pain therapy device. No interest expense should
be incurred after the third quarter of fiscal 2010.

     Insurance recovery in 2009 represents settlement of our action against
Federal Insurance to cover our legal fees and loss associated with the case
involving Ben Marcovitch and other co-defendants. (See Note 11.)

                                   Page 21
<PAGE>

     FINANCIAL CONDITION AND LIQUIDITY

     Our liquidity requirements arise principally from our working capital
needs, including funds needed to find and obtain new technologies or products,
and protect and enforce our intellectual property rights, if necessary.  We fund
our liquidity requirements with a combination of cash on hand and cash flows
from operations, if any, including royalty legal awards.  In addition, we have
the ability to fund our requirements through sales of common stock under the
Fusion Capital agreement.  At January 31, 2010, we had no outstanding debt or
credit facility.

     We believe we will successfully license new technologies and collect due,
but unpaid, royalties on existing licenses to add revenue. Although there can be
no assurance that we will be successful in these efforts, we believe the
combination of our cash on hand, the ability to raise funds from sales of our
common stock under the Fusion Capital agreement, and revenue from executing our
strategy will be sufficient to meet our obligations of current and anticipated
operating cash requirements. In fiscal 2010, we will raise cash through sale of
stock to Fusion Capital as needed, when our stock price is at or above $1.00. If
necessary, we will meet anticipated operating cash requirements by further
reducing costs, and/or the sales of certain assets and technologies while we
pursue licensing opportunities for our remaining portfolio of technologies. In
addition, should the Company be delisted by the NYSE Amex ("the Exchange") and
be unable to obtain listing with another exchange, the Company will not be able
to sell shares to Fusion Capital (See Note 10).

     In late fiscal 2007, we obtained exclusive worldwide distribution rights to
a non-invasive pain management therapy device for rapid treatment of
high-intensity oncologic and neuropathic pain, including pain resistant to
morphine and other drugs.  The non-invasive Calmare Therapy medical device,
which uses "Scrambler Therapy" developed in Italy by our client, Professor
Giuseppe Marineo, was brought to us through the efforts of Prof. Giancarlo Elia
Valori of the Italian business development group, Sviluppo Lazio S.p.A., and
assistance from the Zangani Investor Community(TM) and with the cooperation of
Mr. Giuseppe Belcastro, Legal Counsel for Professor Marineo. The unit, with a
biophysical rather than a biochemical approach, uses a multi-processor able to
simultaneously treat multiple pain areas by applying surface electrodes to the
skin.  The device's European CE mark certification allows it to be distributed
and sold throughout Europe, and makes it eligible for approval for distribution
and sales in multiple global markets.  U.S. FDA 510(k) clearance for the device
was awarded in February 2009, opening the door to U.S. sales.  GEOMC Co., Ltd.
of Korea is manufacturing the device commercially for worldwide distribution.

     Beginning in fiscal 2008, we entered into a number of distribution
agreements granting country-exclusive rights to a number of international
distributors.  Each distributor is required to obtain local sales authorization.
Ongoing sales from these distribution agreements are anticipated in subsequent
quarters of fiscal 2010 and into the future.

     In the U.S., we have decided to be the principal marketer for the Calmare
device and have hired a Vice President, Sales and Marketing, and contracted with
several salesmen in support of that decision. As a result, we have terminated
the exclusive U.S. distribution agreement we had with Innovative Medical
Therapies, Inc.

     Cash and cash equivalents consist of demand deposits and interest earning
investments with maturities of three months or less, including overnight bank
deposits and money market funds. We carry cash equivalents at cost.

     At January 31, 2010, cash and cash equivalents were $1,081,000 compared to
$752,000 at July 31, 2009.  The loss of $1,501,000 for the first six months of
fiscal 2010 contained non-cash charges of $207,000, a gain on the sale of rental
assets of $81,000, and reduction in assets and liabilities of $201,000,
resulting in cash used in operations of $1,576,000.  Capital expenditures for
the first six months of fiscal 2010 were $24,000 and proceeds from the sale of
rental assets were $104,000.  We sold shares to Fusion Capital per our equity
financing agreement totaling $1,875,000.  These activities increased cash by
$329,000.  As of March 16, 2010, our cash and cash equivalents balance is
approximately $686,000.

     We currently have the benefit of using a portion of our accumulated NOLs to
eliminate any future regular federal and state income tax liabilities.  We will
continue to receive this benefit until we have utilized all of our NOLs,

                                   Page 22
<PAGE>
federal and state.  However, we cannot determine when and if we will be
profitable and utilize the benefit of the remaining NOLs before they expire.

     CAPITAL REQUIREMENTS

     We continue to seek revenue from new technology licenses to mitigate the
concentration of revenue, and replace revenue from expiring licenses.  We have
created a new business model for appropriate technologies that allows us to move
beyond our usual royalty arrangement and share in the profits of distribution.

For fiscal 2010, we expect our capital expenditures to be less than $50,000.

     CONTRACTUAL OBLIGATIONS AND CONTINGENCIES

     There have been no substantial changes to our contractual obligations since
July 31, 2009.

     Contingencies.  Our directors, officers, employees and agents may claim
indemnification in certain circumstances.  We seek to limit and reduce our
potential financial obligations for indemnification by carrying directors and
officers liability insurance, subject to deductibles.

     We also carry liability insurance, casualty insurance, for owned or leased
tangible assets, and other insurance as needed to cover us against claims and
lawsuits that occur in the ordinary course of business.

     Many of our license and service agreements provide that upfront license
fees, license fees and/or royalties we receive are applied against amounts that
our clients or we have incurred for patent application, prosecution, issuance
and maintenance costs.  If we incur such costs, we expense them as incurred, and
reduce our expense if we are reimbursed from future fees and/or royalties we
receive.  If the reimbursement belongs to our client, we record no revenue or
expense.

     As of January 31, 2010, CTT and its majority owned subsidiary, Vector
Vision, Inc. ("VVI"), have remaining obligations, contingent upon receipt of
certain revenue, to repay up to $199,006 and $204,352, respectively, in
consideration of grant funding received in 1994 and 1995.  CTT is also obligated
to pay at the rate of 7.5% of its revenue, if any, from transferring rights to
certain inventions supported by the grant funds.  VVI is obligated to pay at
rates of 1.5% of its net sales of supported products or 15% of its revenue from
licensing supported products, if any.  We recognize these obligations only if we
receive revenue related to the grant funds.  We recognized approximately $831 of
these obligations in the second quarter of fiscal 2010.

     We engage commissioned salesmen as independent consultants who provide us
with business development and/or evaluation services under contracts that are
cancelable on certain written notice.  These contracts include contingencies for
potential incentive compensation earned solely on sales resulting directly from
the work of the consultant.  Through the first six months of  fiscal 2009, we
neither accrued nor paid significant incentive compensation under such
contracts.  For fiscal 2010, we recorded approximately $18,000 of such
contingent incentive compensation expense through the first six months.

     CRITICAL ACCOUNTING ESTIMATES

     There have been no significant changes in our accounting estimates
described under the caption "Critical Accounting Estimates" included in Part II,
Item 7, "Management's Discussion and Analysis of Financial Condition and Results
of Operations," in our Annual report on Form 10-K for the year ended July 31,
2009.


                                   Page 23
<PAGE>
ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Not applicable.

ITEM 4.  CONTROLS AND PROCEDURES

     (a)     Evaluation of disclosure controls and procedures
             ------------------------------------------------

     Our management, including our President, Chief Executive Officer, and
Interim Chief Financial Officer, evaluated the effectiveness of the design and
operation of our disclosure controls and procedures (as defined in Securities
Exchange Act Rules 13a-15(e) and 15d-15(e)) as of Janaury 31, 2010.  Our
disclosure controls and procedures are designed to ensure that information
required to be disclosed by the issuer in the reports that it files or submits
under the Act (15 U.S.C. 78a et seq.) is recorded, processed, summarized, and
reported, within the time periods specified in the Commission's rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed by an
issuer in the reports that it files or submits under the Act is accumulated and
communicated to the issuer's management, including its principal executive and
principal financial officers, or persons performing similar functions, as
appropriate to allow timely decisions regarding required disclosure.  Based on
this evaluation, our President, Chief Executive Officer, and Interim Chief
Financial Officer concluded that our disclosure controls and procedures, except
as noted below, were effective as of January 31, 2010.

     (b)     Change in Internal Controls
             ---------------------------

     There were no changes in our internal control over financial reporting for
the period ending January 31, 2010, that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.


                                   Page 24
<PAGE>
PART II - OTHER INFORMATION

Item 1.     Legal Proceedings

     See Part I, Note 11 to the accompanying unaudited condensed consolidated
financial statements of this Quarterly Report on Form 10-Q.

Item 1A.     Risk Factors

     There have been no material changes with respect to the risk factors
disclosed in our Annual Report on Form 10-K for the fiscal year ended July 31,
2009.

Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds

     None

Item 3.     Defaults Upon Senior Securities

     None

Item 4.     Submission of Matters to a Vote of Security Holders

     None

Item 5.     Changes in Registrant's Certifying Accountant

     None.

Item 6.     Exhibits

31.1 Certification by the Principal Executive and interim Chief Financial
     Officer of Competitive Technologies, Inc. pursuant to Section 302 of the
     Sarbanes-Oxley Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a)).

32.1 Certification by the Principal Executive and interim Chief Financial
     Officer of Competitive Technologies, Inc. pursuant to Section 906 of the
     Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) (furnished herewith).


                                   Page 25
<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.


                              COMPETITIVE TECHNOLOGIES, INC.
                              (the registrant)

                              By /s/ John B. Nano.
                              --------------------
                              John B. Nano
                              Chairman, President, Chief Executive Officer,
                              Interim Chief Financial Officer, Chief Accounting
                              Officer and Authorized Signer

March 16, 2010






















                                   Page 26
<PAGE>
                               INDEX TO EXHIBITS


Exhibit No.     Description
-----------     -----------


31.1 Certification by the Principal Executive and Interim Chief Financial
     Officer of Competitive Technologies, Inc. pursuant to Section 302 of the
     Sarbanes-Oxley Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a)).

32.1 Certification by the Principal Executive and Interim Chief Financial
     Officer of Competitive Technologies, Inc. pursuant to Section 906 of the
     Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) (furnished herewith).

























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