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     April 30,2002

                                  OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

                     Commission file number 1-8696

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


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


     1960 Bronson Road
     Fairfield, Connecticut                        06430
(Address of principal executive                   (Zip Code)
offices)

Registrant's telephone number, including area code: (203) 255-6044

                                   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    .

Common Stock outstanding as of June 4, 2002 - 6,154,351 shares

Exhibit Index on sequentially numbered page 25 of 25.

  Page 1 of 25 sequentially numbered pages


              COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES

                                   INDEX

PART I.   FINANCIAL INFORMATION                             Page No.

Item 1.   Condensed Financial Statements

A.   Financial Statements (Unaudited)

     Consolidated Balance Sheets at
       April 30, 2002 and July 31, 2001                         3

     Consolidated Statements of Operations for the
       three months ended April 30, 2002 and 2001               4

     Consolidated Statements of Operations for the
       nine months ended April 30, 2002 and 2001                5

     Consolidated Statement of Changes in
       Shareholders' Interest for the nine
       months ended April 30, 2002                              6

     Consolidated Statements of Cash Flows for the
       nine months ended April 30, 2002 and 2001                7

     Notes to Consolidated Financial Statements              8-13

Item 2.   Management's Discussion and Analysis of
            Financial Condition and Results of
            Operations                                      14-24

Item 3.   Quantitative and Qualitative Disclosures
            About Market Risk                                  24


PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings                                    25

Item 6.   Exhibits and Reports on Form 8-K                     25

Signatures                                                     25


                      PART I.  FINANCIAL INFORMATION

              COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES
                        Consolidated Balance Sheets
                     April 30, 2002 and July 31, 2001
                                (Unaudited)

                                                April 30,      July 31,
                                                  2002           2001
ASSETS

Current assets:
  Cash and cash equivalents                   $    787,522   $    224,436
  Short-term investments, at market              2,625,867      4,793,441
  Accounts receivable                              597,916      2,782,276
  Notes receivable - E.L. Specialists, Inc.,            --        650,000
  Prepaid expenses and other current assets        121,594         70,044
    Total current assets                         4,132,899      8,520,197

Property and equipment, at cost, net                66,625         66,994
Investments, at cost                             1,075,685      1,025,684
Notes receivable - E.L. Specialists, Inc.,
  net of allowance of $593,576                     462,724             --
Intangible assets acquired, principally
  licenses and patented technologies, net          923,994      1,027,998

    TOTAL ASSETS                              $  6,661,927   $ 10,640,873

LIABILITIES AND SHAREHOLDERS' INTEREST

Current liabilities:
  Accounts payable, including $1,000 and
    $3,876 payable to related parties
    in April and July, respectively           $  1,226,946   $    585,966
  Accrued liabilities, including $2,000
    payable to related parties in April          1,663,888      3,087,161
    Total current liabilities                    2,890,834      3,673,127

Commitments and contingencies                           --             --

Shareholders' interest:
  5% preferred stock, $25 par value                 60,675         60,675
  Common stock, $.01 par value                      61,907         61,907
  Capital in excess of par value                26,893,287     26,975,178
  Treasury stock, at cost;
    36,434 and 51,434 shares in April
    and July, respectively                        (258,037)      (381,253)
  Accumulated deficit                          (22,986,739)   (19,748,761)

    Total shareholders' interest                 3,771,093      6,967,746

      TOTAL LIABILITIES AND SHAREHOLDERS'
        INTEREST                              $  6,661,927   $ 10,640,873

                          See accompanying notes


                PART I.  FINANCIAL INFORMATION (Continued)

              COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES
                   Consolidated Statements of Operations
            for the three months ended April 30, 2002 and 2001
                                (Unaudited)

                                                  2002           2001

Revenues:
  Retained royalties                          $   547,278    $   416,562

Patent enforcement expenses, net of
  reimbursements                                  602,345        791,880
Other costs of technology management
  services                                        592,228        514,316
General and administration expenses,
  of which $47,900 and $27,935 were
  incurred for related parties in 2002
  and 2001, respectively                          370,051        287,354
                                                1,564,624      1,593,550

Operating loss                                 (1,017,346)    (1,176,988)

Impairment loss on investment in
  Digital Ink, Inc.                               (50,000)            --
Recovery of advances to Micro-ASI, Inc.            21,598             --
Interest income                                    13,869        107,909
Other expense, net                                     --        (34,189)

Net loss                                      $(1,031,879)   $(1,103,268)

Net loss per share:
  Basic and diluted                           $     (0.17)   $     (0.18)

Weighted average number of common
  shares outstanding:
    Basic and diluted                           6,154,351      6,120,677

                          See accompanying notes


                PART I.  FINANCIAL INFORMATION (Continued)

              COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES
                   Consolidated Statements of Operations
             for the nine months ended April 30, 2002 and 2001
                                (Unaudited)

                                                  2002           2001

Revenues:
  Retained royalties                          $ 1,729,206      2,437,819
  Other revenues                                   25,000          3,519
                                                1,754,206      2,441,338
Patent enforcement expenses, net of
  reimbursements                                1,786,982      1,157,757
Other costs of technology management
  services                                      1,617,024      1,233,018
General and administration expenses,
  of which $112,630 and $110,497 were
  incurred for related parties in 2002
  and 2001, respectively                        1,098,735      1,132,912
                                                4,502,741      3,523,687

Operating loss                                 (2,748,535)    (1,082,349)

Impairment loss on loans to
  E. L. Specialists, Inc.                        (519,200)            --
Impairment loss on investment in
  Digital Ink, Inc.                               (50,000)            --
Recovery of advances to Micro-ASI, Inc.            21,598             --
Interest income                                    85,494        339,554
Other expense, net                                   (399)       (51,410)

Loss before minority interest                  (3,211,042)      (794,205)
Minority interest in losses of subsidiary         (26,936)            --

Net loss                                      $(3,237,978)      (794,205)

Net loss per share:
  Basic and diluted                           $     (0.53)   $     (0.13)

Weighted average number of common
  shares outstanding:
    Basic and diluted                           6,145,889      6,161,868

                          See accompanying notes


                   PART I.  FINANCIAL INFORMATION (Continued)

                  COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES
              Consolidated Statement of Changes in Shareholders' Interest
                       for the nine months ended April 30, 2002
                                   (Unaudited)
<TABLE>
<CAPTION>

                                Preferred Stock
                               Shares                   Common Stock      Capital in
                             issued and               Shares              excess of        Treasury Stock          Accumulated
                             outstanding    Amount    issued     Amount   par value     Shares held    Amount        Deficit


                              <c>       <c>       <c>        <c>       <c>             <c>        <c>          <c>
Balance - July 31, 2001          2,427     $60,675   6,190,785  $61,907   $26,975,178     (51,434)   $(381,253)   $(19,748,761)
  Stock issued under 1996
    Directors' Stock
    Participation Plan. . . .                                                 (81,891)     15,000      123,216
  Net loss. . . . . . . . . .                                                                                       (3,237,978)
Balance - April 30, 2002         2,427     $60,675   6,190,785  $61,907   $26,893,287     (36,434)   $(258,037)   $(22,986,739)

</TABLE>
                             See accompanying notes


                PART I.  FINANCIAL INFORMATION (Continued)

              COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES
                   Consolidated Statements of Cash Flows
             for the nine months ended April 30, 2002 and 2001
                                (Unaudited)

                                                  2002           2001
Cash flow from (used in) operating activities:
  Net loss                                    $(3,237,978)   $  (794,205)
    Noncash items included in net loss:
      Depreciation and amortization               151,577        161,163
      Minority interest                            26,936             --
      Stock issued to employee in lieu
        of cash compensation                           --         20,000
      Stock issued to directors outside plan           --         23,547
      Directors' stock and stock retirement
        plan accruals                              77,976        115,201
      Loan impairment loss                        519,200             --
      Investment impairment loss                   50,000             --
      Recovery of advances to Micro-ASI, Inc.     (21,598)            --
    Other, net                                     (1,425)            --
    Net changes in various operating
      accounts:
      Accounts receivable                       2,205,958      2,117,298
      Prepaid expenses and other current
        assets                                    (51,550)        72,094
      Accounts payable and accrued
        liabilities                              (818,944)       125,138
Net cash flow from (used in) operating
  activities                                   (1,099,848)     1,840,236

Cash flow from (used in) investing activities:
  Purchases of property and equipment, net        (47,204)       (26,157)
  Proceeds from (purchases of) other short-
    term investments                            2,167,574     (1,546,764)
  Investments in cost-method affiliates          (100,000)            --
  Advances to E. L. Specialists, Inc.            (330,500)      (425,000)
  Other, net                                      (26,936)      (138,301)
Net cash flow from (used in) investing
  activities                                    1,662,934     (2,136,222)

Cash flow from (used in) financing activities:
  Purchases of treasury stock                          --       (679,289)
Net cash flow from (used in) financing
  activities                                           --       (679,289)

Net increase (decrease) in cash and cash
  equivalents                                     563,086       (975,275)
Cash and cash equivalents, beginning
  of period                                       224,436      1,716,375
Cash and cash equivalents, end of period      $   787,522    $   741,100

                          See accompanying notes


              PART I.  FINANCIAL INFORMATION (Continued)

            COMPETITIVE TECHNOLOGIES, INC. AND SUBSIDIARIES

              Notes to Consolidated Financial Statements
                              (Unaudited)

1.   Interim Financial Statements

     Interim financial information presented in the accompanying
financial statements and notes hereto is unaudited.

     The year-end balance sheet data was derived from audited
financial statements but does not include all disclosures
required by generally accepted accounting principles.  Certain
amounts have been reclassified to conform with the presentation
in financial statements for fiscal 2002.

     In the opinion of management, all adjustments which are
necessary to present the financial statements fairly in
conformity with generally accepted accounting principles,
consisting only of normal recurring adjustments, have been made.

     The interim financial statements and notes thereto as well
as the accompanying Management's Discussion and Analysis of
Financial Condition and Results of Operations should be read in
conjunction with the Company's Annual Report on Form 10-K for the
year ended July 31, 2001.

2.   Net Loss Per Share

     The following table sets forth the computations of basic and
diluted net loss per share.

<TABLE>
<CAPTION>

                                       Nine months                   Quarter
                                     ended April 30,             ended April 30,
                                    2002          2001          2002         2001

                            <c>           <c>          <c>           <c>
Net loss applicable to
  common stock:
  Basic and diluted             $(3,237,978) $  (794,205)  $(1,031,879)  $(1,103,268)

  Weighted average number
    of common shares
    outstanding                   6,145,889    6,161,868     6,154,351     6,120,677
  Effect of dilutive
       securities:
    Stock options                        --           --            --            --
Weighted average number
  of common shares outstanding
  and dilutive securities         6,145,889    6,161,868     6,154,351     6,120,677

Net loss per share of
  common stock:
  Basic and diluted             $     (0.53) $     (0.13)  $     (0.17)  $     (0.18)

</TABLE>

    At April 30, 2002 and 2001, respectively, options and
warrants to purchase 650,267 and 683,517 shares of common stock
(of total options and warrants outstanding of 650,267 and
683,517) were outstanding but were not included in the
computation of earnings per share because they were anti-
dilutive.

3.  Investments and Notes Receivable

NTRU Cryptosystems, Inc.

    In August 2001, CTT acquired additional shares of NTRU
Cryptosystems, Inc. (NTRU) Series B convertible preferred stock
for $100,000 in cash as part of a $26.1 million financing round.
After this round of financing, CTT held approximately 7% of
NTRU's outstanding combined preferred and common equity.

E. L. Specialists, Inc.

    Through a series of bridge financing agreements, the Company
loaned $1,056,300 to E. L. Specialists, Inc. (ELS).  As of April
30, 2002, the Company had advanced cash ($956,300) and rendered
services ($100,000) totaling $1,056,300 of which $750,000 was in
default and the remainder was payable on demand.  Interest
accrues on the advances at 7% per annum on the first $750,000 and
at 10% per annum on the remainder.  However, the Company has
recognized no interest since March 31, 2001.  Security interests
in ELS's intellectual property collateralize the Company's loan
and $470,000 advanced to ELS by another lender.  CTT's advances
are convertible into ELS's common stock in certain circumstances,
including an ELS financing round in excess of $3,000,000.  As of
April 30, 2002, CTT classified the advances as noncurrent notes
receivable; although they are payable on demand, ELS has been
unable to arrange other financial support necessary to continue
operating.

    Based on the continuing difficulties in the electronics and
wireless markets, ELS's inability to arrange other financial
support and the absence of quoted values for ELS's stock,
management updated the valuation of its security interest in
ELS's intellectual property at the close of each quarter of
fiscal 2002.  Management considered the timing of CTT's advances,
CTT's ability to withstand a prolonged recovery in the
electronics and wireless industries and the results of an
independent appraiser's valuation of CTT's security interest in
ELS's intellectual property.  In June 2002, CTT began foreclosure
proceedings on its security interest in ELS's intellectual
property to recover its advances to ELS.  The other ELS lender
has told CTT it does not intend to assert a foreclosure claim and
CTT believes its security interest in the underlying intellectual
property is free and clear of any other claims or liens.  In the
second quarter of fiscal 2002, the Company recorded an impairment
loss of $519,200 against its notes receivable from ELS.  These
total charges represent:  (a) $244,200 advanced to ELS (of which
$111,300 was committed at, but advanced after, January 31, 2002)
in excess of the valuation of CTT's security interest in ELS's
intellectual property and (b) an estimated additional $275,000 to
bring ELS's intellectual property to a licensable state for its
principal markets.  CTT will reclassify its noncurrent notes
receivable from ELS as intangible assets in June 2002 and
amortize them appropriately thereafter.

4.  Accounts Receivable

    Accounts receivable were:
                                    April 30,            July 31,
                                      2002                 2001

     Royalties                     $  546,131           $2,731,228
     Other                             51,785               51,048
                                   $  597,916           $2,782,276

5.   Accrued Liabilities

     Accrued liabilities were:
                                    April 30,            July 31,
                                      2002                 2001

     Royalties payable             $1,045,646           $1,852,207
     Accrued professional fees        336,336            1,024,927
     Accrued compensation             130,276               70,543
     Deferred revenues                106,667              100,000
     Other                             44,963               39,484
                                   $1,663,888           $3,087,161

6.   Contingencies

Litigation

Fujitsu

     In December 2000, CTT filed a complaint with the United
States International Trade Commission (ITC) on behalf of CTT and
the University of Illinois against Fujitsu Limited of Tokyo,
Japan, (Fujitsu) and Fujitsu Hitachi Plasma Display Limited,
Japan, et al. under Section 337 of the Tariff Act of 1930, as
amended.  CTT requested that the ITC stop Fujitsu and/or its
subsidiaries from unlawfully importing plasma display panels
(PDPs) into the United States on the basis that the panels
infringe U.S. Patent Numbers 4,866,349 and 5,081,400 held by
CTT's client, the University of Illinois.  The two patents cover
energy recovery in flat plasma display panels.  The ITC has the
power to issue orders directing U.S. customs officials to stop
future importation of Fujitsu PDPs and plasma display products
that infringe the two named patents.  In June 2001, CTT requested
withdrawal of its complaint before the ITC and the ITC complaint
was withdrawn in August 2001.

     Coincident with filing its ITC complaint, CTT and the
University of Illinois also filed a complaint against Fujitsu in
the United States District Court for the Central District of
Illinois seeking damages for past infringements and an injunction
against future sales of PDPs that infringe these patents.  In
July 2001, CTT reactivated this complaint to pursue these
additional legal remedies (damages for past infringing sales and
possible damages for willfulness), which are not available at the
ITC.  In May 2002, the District Court granted defendants' motion
to transfer this case to the Northern District of California.
The case management conference is scheduled for this summer.

     In September 2001, Fujitsu and Fujitsu Hitachi Plasma
Display Limited, Japan, filed suit against CTT and Plasmaco, Inc.
in the United States District Court for the District of Delaware.
This lawsuit alleged, among other things, that CTT
misappropriated confidential information and trade secrets
supplied by Fujitsu during the course of the ITC action.  It also
alleged that, with Plasmaco's assistance, CTT abused the ITC
process to obtain information to which it otherwise would not
have been entitled and which it will use in the action against
Fujitsu in the United States District Court for the Central
District of Illinois (now in the Northern District of
California).  The Delaware District Court has subsequently
dismissed this action.

     CTT is unable to estimate the legal expenses or the loss it
may incur or the possible damages it may recover in these suits,
if any, and has recorded no potential judgment proceeds in its
financial statements to date.

LabCorp

     On May 4, 1999, Metabolite Laboratories, Inc. (MLI) and CTT
(collectively plaintiffs) filed a complaint and jury demand
against Laboratory Corporation of America Holdings d/b/a LabCorp
(LabCorp) in the United States District Court for the District of
Colorado.  (CTT licensed the patent non-exclusively to MLI and
MLI sublicensed it to LabCorp.)  The complaint alleged, among
other things, that LabCorp owes plaintiffs royalties for
homocysteine assays performed beginning in the summer of 1998
using methods falling within the claims of a patent owned by
CTT.  Plaintiffs claimed LabCorp's actions constitute
breach of contract and patent infringement.  The claim sought an
injunction ordering LabCorp to perform all its obligations under
its agreement, to cure past breaches, to provide an accounting of
wrongfully withheld royalties and to refrain from infringing the
patent.  Plaintiffs also sought unspecified money and exemplary
damages and attorneys' fees, among other things.  LabCorp filed
an answer and counterclaims alleging noninfringement, patent
invalidity and patent misuse.  The jury that heard this case in
November 2001 confirmed the validity of CTT's patent rights and
found that LabCorp willfully contributed to and induced
infringement and breached its contract.  In December 2001, the
Court entered judgment affirming the jury's verdict.  If the
Court's judgment is upheld in post-trial motions and on a
potential appeal, CTT will retain approximately $400,000 of
damages awarded plus interest at the statutory rate from the date
judgment was entered.  Among several post-trial motions now
pending, LabCorp has asked that the jury verdict be set aside and
CTT has asked for punitive damages and attorneys' fees based on
the jury's finding that LabCorp's infringement was willful.

     CTT is unable to estimate the related legal expenses it may
incur in this suit if LabCorp appeals the judgment.  CTT has
recorded no revenue for these potential withheld royalties or for
the jury's award.

MaternaTM

     The University of Colorado Foundation, Inc., the University
of Colorado, the Board of Regents of the University of Colorado,
Robert H. Allen and Paul A. Seligman, plaintiffs, previously
filed a lawsuit against American Cyanamid Company, defendant, in
the United States District Court for the District of Colorado.
This case involved a patent for an improved formulation of
MaternaTM, a prenatal vitamin sold by defendant.  While the
Company was not and is not a party to this case, the Company had
a contract with the University of Colorado to license University
of Colorado inventions to third parties.  As a result of this
contract, the Company is entitled to share approximately 18% of
damages awarded to the University of Colorado, if any, after
deducting the expenses of this suit.  On November 19, 1999, the
United States Court of Appeals for the Federal Circuit vacated a
July 7, 1997 judgment by the District Court in favor of
plaintiffs for approximately $44 million and remanded the case to
the District Court for further proceedings.  On July 7, 2000, the
District Court concluded that Robert H. Allen and Paul A.
Seligman were the sole inventors of the reformulation of MaternaTM
that was the subject of the patent and that defendant is liable
to them and the other plaintiffs on their claims for fraud and
unjust enrichment.  In March 2001, the District Court heard
arguments to determine the nature and amount of damages to be
paid by defendant.  The District Court judge has issued a
favorable preliminary opinion to guide findings of fact and
conclusions of law.  The parties await the judge's decision.

     The Company cannot predict the amount of its share of the
judgment, if any, which may ultimately be awarded.  The Company
has recorded no potential judgment proceeds in its financial
statements to date.  While the Company has incurred certain
expenses in connection with this suit, it does not expect to
incur additional expenses in this suit in the future.  The
Company recorded such expenses as they were incurred.

Optical Associates, Limited Partnership (OALP)

     In 1989 University Optical Products Co. (UOP), a majority-
owned subsidiary of CTT which had developed a computer-based
system to manufacture specialty contact lenses, intraocular
lenses and other precision optical products, sold substantially
all its assets to Unilens Corp. USA (Unilens).  The proceeds of
the sale included an installment obligation for $5,500,000
payable at a minimum of $250,000 per year beginning in January
1992.  Due to the uncertainty of the timing and amount of future
cash flows, income on the installment obligation is recorded net
of related expenses as the payments are received.  Cash received
in excess of the fair value assigned to the original obligation
is recorded as other income from continuing operations.  As cash
proceeds are received, CTT records a 4% commission expense
payable to its joint venture partner, Optical Associates, Limited
Partnership (OALP).  Unilens made no payments in fiscal 2002 or
2001.

     On November 4, 1991, a suit was filed in the Superior Court
of the Judicial District of Fairfield, Connecticut, at Bridgeport
by Bruce Arbeiter, Jeffrey A. Bigelow, Jeffrey W. Leiderman,
Optical Associates, Limited Partnership (OALP) and Optical
Associates Management Corp. (OAMC) purportedly on behalf of all
the limited partners of OALP, as plaintiffs, against Genetic
Technology Management, Inc. (GTM), University Optical Products
Co. (UOP), the registrant, Jay Warren Blaker, L.W. Miles, A.
Sidney Alpert, Frank R. McPike, Jr., Michael Behar, Bruce E.
Langton, Arthur M. Lieberman and Harry Van Benschoten, as
defendants.  The complaint alleges, among other things, that in
January 1989 the defendants, GTM, UOP and the registrant, sold
substantially all of the assets of OALP to Unilens and disbursed
only 4% of the sales price to OALP, all in violation of certain
agreements, representations and legal obligations; that OALP is
entitled to the full proceeds of the sale to Unilens; and that by
vote of limited partners holding in excess of 80% of the capital
interests of OALP, the limited partners have removed GTM as the
general partner of OALP and replaced GTM with OAMC.  The
complaint claims, among other things, money damages (in an amount
not specified in the claim for relief); treble and punitive
damages (with no amounts specified); attorneys fees; an
accounting; temporary and permanent injunctive relief; and
judgment holding that OAMC was legally substituted for GTM as the
general partner of OALP.  Based upon all the facts available
to management, management believes that the claims
asserted in the suit are without merit and has
vigorously defended against plaintiffs' claims.  In November
2000, the Company made a motion to dismiss this case.  On
September 14, 2001, the attorney referee recommended that the
Court grant defendants' motion for dismissal.  On November 19,
2001, plaintiffs requested oral argument on the motion for
dismissal.  No date has yet been set for the Court to hear
plaintiffs' oral arguments and no final order has yet been
entered.  Through April 30, 2002, the Company had received
aggregate cash proceeds of approximately $1,011,000 from the
January 1989 sale of UOP's assets to Unilens.  CTT recognized
other expenses of $399 and $51,410 in the first three quarters of
fiscal 2002 and 2001, respectively, for legal expenses related to
this suit.

7.   Related Party Transactions

     During the nine months ended April 30, 2002 and 2001, CTT
incurred charges of approximately $113,000 and $110,000,
respectively, for consulting services (including expenses and use
taxes) provided by two directors in each period.

8.   Recently Issued Accounting Pronouncements

     In addition to the recently issued accounting pronouncements
disclosed in Note 2 to Consolidated Financial Statements in the
Company's Annual Report on Form 10-K for the year ended July 31,
2001, the Financial Accounting Standards Board issued Statement
No. 145, "Rescission of FASB Statements No. 4, 44 and 64,
Amendment of FASB Statement No. 13, and Technical Corrections."
The Company is not currently involved in any transactions to
which Statement No. 145 applies.  See also Recently Issued
Accounting Pronouncements in Management's Discussion and Analysis
in this Quarterly Report on Form 10-Q.


              PART I.  FINANCIAL INFORMATION (Continued)

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

Critical Accounting Policies

     Preparation of our consolidated financial statements in
conformity with accounting principles generally accepted in the United
States requires that we make estimates and assumptions that affect the
reported amounts of assets and liabilities at the date of the
financial statements, the reported amounts of revenues and expenses
for the reporting period, and related disclosures.  We base our
estimates on the information available at the time and assumptions we
believe are reasonable.

     We believe that significant estimates, assumptions and judgments
affect the following critical accounting policies used in preparing
our consolidated financial statements.  Our audit committee has
reviewed their selection, application and disclosure.

Revenue Recognition

     We derive revenues primarily from patent and technology license
and royalty fees.  Since these revenues result from our representation
agreements with owners and assignees of intellectual property rights,
we record revenues net of the owners' and assignees' shares of license
and royalty fees.  We stipulate the terms of our licensing
arrangements in written agreements with the owners, assignees and
licensees.

Single element arrangements

     Since we usually have no significant obligations after we execute
license agreements, they are generally single element arrangements.
Under the terms of our license agreements, we generally receive an
upfront license fee and a royalty stream based on the licensee's sales
of products applying the licensed technology.

License fees under single element arrangements

     We recognize upfront, nonrefundable license fees when our
licensee executes the license agreement and pays the license fee.
When these two events occur, we have persuasive evidence of an
arrangement, no continuing obligations, completed delivery, and
assurance of collection.

Royalty fees under single element arrangements

     Although we fix the royalty rate (e.g., percentage of sales or
rate per unit sold) in the license agreement, the amount of earned
royalties is contingent upon the amount of licensed product the
licensee sells.  Royalties earned in each reporting period are
contingent on the outcome of events (i.e., the licensee's sales of
licensed products) occurring within that period that are not within
our control and are not directly tied to our providing services.
Therefore, we recognize this royalty revenue when the contingency is
resolved and we can estimate the amount of royalty fees earned, which
is upon our receipt of the licensee's royalty report.

Other arrangements

     In limited instances, we enter into multiple element arrangements
with continuing service obligations.  Based upon the limited
verifiable objective evidence available, we generally defer all
revenue from such multiple element arrangements until we deliver all
elements.

     In limited instances, we enter into milestone billing
arrangements.  We evaluate milestone billing arrangements on a case by
case basis.  Generally in these arrangements, we defer upfront fees
and recognize the related revenue and other services revenue as earned
over the entire arrangement.

Impairment of Intangible Assets and Long-Term Investments

     We review intangible assets and investments in equity securities
that do not have readily determinable fair values for impairment when
events or changes in circumstances indicate that the carrying amount
of the asset may not be recoverable.  If the sum of expected future
undiscounted cash flows is less than the carrying amount of the asset,
we recognize an impairment loss based on the fair value of the asset.

     We applied this policy to our $500,000 investment in and $100,000
advance to Micro-ASI, Inc. and recorded a $600,000 impairment charge
in the fourth quarter of fiscal 2001.  In the third quarter of fiscal
2002, we recorded a $21,598 recovery of our advance and a
corresponding other receivable for an amount we received in May 2002.
We cannot predict the timing or amounts of additional potential
recoveries; therefore we will record further recoveries, if any, when
we can estimate their timing and amounts.

     We also applied this policy to our $50,000 investment of services
in Digital Ink, Inc.  We discuss the results of this application more
fully in the third quarter of fiscal 2002 below.

     We regularly apply this policy to our equity investments in
privately held companies (principally $1,034,381 in NTRU
Cryptosystems, Inc. at April 30, 2002).  We consider the investee's
financial health and business outlook, the values of recent rounds of
financing, and historical and forecast financial information.  In the
future, we could be required to write down our investments because of
adverse changes in these or other factors.  These investments are not
readily transferable and our opportunities to liquidate them are
limited and subject to many factors, including circumstances internal
to the investee and broader economic conditions, beyond our control.

Impairment of Loans

     We review loans for impairment when events or changes in
circumstances indicate that the carrying amount of the asset may not
be recoverable.  We determine the present value of expected future
cash flows under the loan (discounted at the loan's effective interest
rate) or the fair value of the collateral if the loan is collateral
dependent.  If the fair value of the loan is less than its carrying
amount, we recognize an impairment loss based on the fair value of the
loan.  This policy is consistent with Statement of Financial
Accounting Standards No. 114, "Accounting by Creditors for Impairment
of a Loan - an amendment of Statements No. 5 and 15."

     We applied this policy to our $1,056,300 of notes receivable from
E. L. Specialists, Inc.  We discuss the results of this application
more fully in financial condition and liquidity below.

Results of Operations - Three Months Ended April 30, 2002 (Third
Quarter of Fiscal 2002) vs. Three Months Ended April 30, 2001 (Third
Quarter of Fiscal 2001)

     Competitive Technologies, Inc.'s (CTT, the Company or we) total
revenues for the third quarter of fiscal 2002 were $547,278, which was
$130,716 (31%) higher than for the third quarter of fiscal 2001.  All
revenues in both quarters were retained royalties.

     Retained royalties from EthyolTM (a chemotherapy protective
agent), Retin-ATM (a skin photo aging and wrinkle retardant) and the
gallium arsenide semiconductor inventions together were approximately
$222,000 higher than in the third quarter of fiscal 2001.  Ethyol's
royalty base is higher since the licensee began selling Ethyol
directly in the United States rather than through a distributor.  We
engaged an independent firm to audit the licensee's previously
reported Retin-A royalties and the increase reflects the licensee's
$77,000 one-time additional past royalties determined in the audit.
Although the greatest portion of royalties from the gallium arsenide
semiconductor inventions is reported in the second and fourth
quarters, licensees reporting in the third quarter reported higher net
sales and royalties than in the third quarter of fiscal 2001.
However, the one gallium arsenide license accounting for this increase
expires in the fourth quarter of fiscal 2002.  Other gallium arsenide
licenses expire in 2004 and 2006.

     Offsetting these royalty increases were approximately $88,000 of
lower retained royalties from homocysteine and expiring Vitamin B12
assay patents.  Another homocysteine licensee has taken a position
similar to LabCorp's and is withholding certain royalties to which we
believe we are entitled.  We believe that the judgment of the U.S.
District Court for the District of Colorado confirms that our patent
rights are valid and that LabCorp willfully contributed to and induced
infringement and breached its contract.  (See "LabCorp" in Note 6 to
the accompanying Consolidated Financial Statements.)

     Licensees of our endoscopic ligator have withheld royalties since
the third quarter of fiscal 2000.  (Our retained royalties from the
endoscopic ligator were approximately $138,000 and $247,000 for the
fiscal years ended July 31, 2000 and 1999, respectively.)  We believe
we are entitled to all withheld and future royalties for use of our
patented technology.  However, we cannot predict when, if ever,
licensees will resume remitting royalties for this technology.  We
believe that a recent Supreme Court decision avoids our licensee's
arguments that their products are not using our patented technology.
This decision upheld earlier decisions that a patent's scope is not
limited to its literal terms, but embraces all equivalents to the
claims described, and puts the burden of proof on the patentee to show
that the equivalents at issue have not been surrendered.  According to
patent law, an equivalent uses substantially the same invention in
substantially the same way to achieve substantially the same result.
Currently we are actively pursuing collection of these royalties
through non-judicial means.

     Other changes in retained royalty revenues quarter to quarter
reflect changes in the timing of royalties reported by licensees and
in licensees' sales of licensed products.  Historically, the Company's
royalty revenues in its first and third fiscal quarters have been
lower than in its second and fourth fiscal quarters.

     Total operating expenses for the third quarter of fiscal 2002
were $1,564,624 (including $602,345 of patent enforcement expenses,
net of reimbursements) compared with $1,593,550 (including $791,880 of
patent enforcement expenses, net of reimbursements) in the third
quarter of fiscal 2001.  This was $28,926 (2%) lower than in the third
quarter of fiscal 2001.  Higher corporate legal, shareholder and
various other expenses (none of which individually was significantly
higher) partially offset lower patent enforcement expenses, net of
reimbursements, in the third quarter of fiscal 2002 compared with
third quarter of fiscal 2001.  Corporate legal expenses were higher
due in part to cumulative legal expenses pursuant to our June 13, 2001
legal expense reimbursement agreement with a director, Samuel M.
Fodale, related to an SEC investigation (see Exhibit 10.16 to our
Annual Report on Form 10-K for the year ended July 31, 2001) and
increased legal services related to certain contractual matters with a
client.

     Patent enforcement expenses, net of reimbursements, were $189,535
(24%) lower in the third quarter of fiscal 2002 compared to the third
quarter of fiscal 2001.  In the third quarter of fiscal 2002, we paid
a client $201,058 as a reimbursement of certain of our previously
deducted patent enforcement expenses.  If and when the related
enforcement action is settled, we are entitled to withhold these
and additional litigation expenses we have then incurred from any
recovery we receive as a result of the litigation and from
subsequent income from the related patents.  Without this charge,
our net patent enforcement expenses would have been $390,593 (49%)
lower than for the third quarter of fiscal 2001.

     Patent enforcement expenses exclude personnel costs related to
our enforcement actions, which are included in other costs of
technology management services discussed below.  CTT is involved in
three patent litigations (Fujitsu, LabCorp and MaternaTM, two of which
were active in the third quarter of fiscal 2002) in which our clients
and we have sued to enforce their and our patent rights.  The level of
activities in these two active cases in the third quarter of fiscal
2002 was lower than in the third quarter of fiscal 2001.  We have
included details of progress and status in these three cases in Note 6
to Consolidated Financial Statements.  Although the costs to enforce
our patent rights are high, we believe they are necessary to obtain
the potential substantial returns we expect from licensing these
technologies.  While we continue to explore arrangements to limit or
share the cash requirements for these enforcement actions, we
currently expect to continue incurring significant unreimbursed patent
litigation expenses as we pursue enforcement of our patent rights in
these suits.

     Other costs of technology management services for the third
quarter of fiscal 2002 were $592,228, which was $77,912 (15%) higher
than for the third quarter of fiscal 2001.  This reflects increased
costs related to licensing and retained royalties, principally
personnel and related expenses, reflecting our increased focus on
these activities.

     General and administration expenses for the third quarter of
fiscal 2002 were $82,697 (29%) higher than in the third quarter of
fiscal 2001.  This reflects higher corporate legal, shareholder and
various other expenses (none of which individually was significantly
higher) as discussed above in total operating expenses.

     Because of Digital Ink, Inc.'s (DII) inability to arrange
financial support to continue its operations in the third quarter, CTT
recorded an impairment loss of $50,000 to write off 100% of our equity
investment in DII in the third quarter of fiscal 2002.  CTT provided
patenting, marketing and accounting services in exchange for its
$50,000 equity in DII in June 1999.

     In the third quarter of fiscal 2002, CTT recorded a recovery of
$21,598 of its secured bridge financing advances to Micro-ASI, Inc.
CTT received this cash in May 2002 and recorded a receivable for this
amount at April 30, 2002.  At July 31, 2001, CTT reduced its carrying
value for all its investments and advances to Micro-ASI to zero
because of Micro-ASI's bankruptcy filing.  CTT may receive additional
recovery of its secured bridge financing advances to Micro-ASI in the
future; however, we are unable to predict the timing or amount of such
potential additional recovery.

     Interest income of $13,869 for the third quarter of fiscal 2002
was $94,040 (87%) lower than in the third quarter of fiscal 2001.  Our
average invested balance was approximately 53% lower and our weighted
average interest rate was approximately 1.5% per annum compared with
approximately 5.6% per annum in the third quarter of fiscal 2001.

     The Company has substantial net operating and capital loss
carryforwards for Federal income tax purposes, of which a significant
portion expires in fiscal 2002.  See Note 8 to Consolidated Financial
Statements in the Company's Annual Report on Form 10-K for the year
ended July 31, 2001.

Results of Operations - Nine Months Ended April 30, 2002 (Three
Quarters of Fiscal 2002) vs. Nine Months Ended April 30, 2001 (Three
Quarters of Fiscal 2001)

     Our total revenues for the three quarters of fiscal 2002 were
$1,754,206, which was $687,132 (28%) lower than for the three quarters
of fiscal 2001.

     For the three quarters of fiscal 2002, retained royalties were
$1,729,206, which was $708,613 (29%) lower than for the three quarters
of fiscal 2001.  Retained royalties from the gallium arsenide
semiconductor inventions for the three quarters of fiscal 2002 were
approximately $623,000 (36% of retained royalties) compared with
approximately $1,295,000 (53% of retained royalties) for the three
quarters of fiscal 2001, a decline of approximately $672,000 (52%).
Also lower were retained royalties from homocysteine and expiring
Vitamin B12 assay patents.  In addition, a licensee (which previously
had been paying $100,000 minimum annual retained royalties in the
second quarter of prior fiscal years) terminated its license in the
second quarter of fiscal 2002.

     Increases in minimum royalties on licenses of our sunless tanning
technology and a treatment for sexual dysfunction, Retin-A one-time
royalties from a royalty audit and earned royalties from a new license
in 2002 partially offset the retained royalty reductions noted above.
Although Ethyol's royalty base was higher in the third quarter of
fiscal 2002, it was very low in the second quarter because of
inventory absorption from the former distributor and therefore only
slightly higher for the three quarters of fiscal 2002 compared with
the three quarters of fiscal 2001.

     For the fiscal year ended July 31, 2001, our retained royalties
from the gallium arsenide semiconductor inventions, which include
laser diode applications, were approximately $2,190,000 (60% of
retained royalties).  Due to uncertainties in the markets for products
using these inventions, we cannot predict whether our royalties (which
are based on our licensees' sales of licensed products) will continue
to decline or begin to increase, nor can we predict whether, if an
increase were to occur, our royalties would return to the 2001 level.
Most of our royalties from these inventions are reported semi-annually
in the second and fourth fiscal quarters.

     See also the discussions concerning retained royalties from
licensees of our endoscopic ligator and other changes in retained
royalty revenues in the third quarter of fiscal 2002 above.

     Total operating expenses for the three quarters of fiscal 2002
were $4,502,741 (including $1,786,982 of patent enforcement expenses,
net of reimbursements) compared with $3,523,687 (including $1,157,757
of patent enforcement expenses, net of reimbursements) in the three
quarters of fiscal 2001.  This was $979,054 (28%) higher than in the
three quarters of fiscal 2001.  Patent enforcement expenses, net of
reimbursements, personnel and related expenses, corporate legal
expenses and recruiting expenses were higher in the three quarters of
fiscal 2002, while consultants' fees and expenses and directors' stock
expense were lower.  We employed 12 people (full-time equivalents) in
the three quarters of fiscal 2002 compared with 11 in the three
quarters of fiscal 2001.  By increasing our professional staff, we
reduced our need to use consultants.  Corporate legal expenses were
higher due in part to legal expenses related to an SEC investigation,
including those of a director, (see the discussion of total operating
expenses in the third quarter of fiscal 2002 above) and increased
legal services related to certain contractual matters with a client.
In December 2001, we retained an executive search firm to assist us in
identifying a new chief executive officer, which resulted in the
increase in recruiting expenses.  The Search Committee expects to
complete its search and negotiations in the near future.  In the three
quarters of fiscal 2002, our expense for stock issued to directors was
$18,825 compared with $84,796 for the three quarters of fiscal 2001.
We accrued $90,000 ($15,000 per director) from January 1 to December
31, 2001.  However, under the terms of our 1996 Directors' Stock
Participation Plan (the Plan), we pay each director (who is not an
employee and who has served as a director for one year on the first
business day of January) the lesser of $15,000 worth or up to 2,500
shares of common stock.  The value of the common stock we issued to
directors (2,500 shares to each of six directors) on January 2, 2002
was $41,325; therefore on January 2, 2002 we reversed $48,675
previously accrued.  In the three quarters of fiscal 2001, in addition
to $75,000 of common stock issued to directors on January 2, 2001, we
issued $23,546 of common stock to directors outside the Plan.

     Patent enforcement expenses, net of reimbursements, were $629,225
(54%) higher in the three quarters of fiscal 2002.  In addition to the
$201,058 we paid to a client (see discussion of patent enforcement
expenses in the third quarter of fiscal 2002 above), this increase
reflects the level of activity in our enforcement litigations during
the respective periods.  See also the discussion of CTT's patent
litigations in the third quarter of fiscal 2002 above.

     Other costs of technology management services for the three
quarters of fiscal 2002 were $1,617,024, which was $384,006 (31%)
higher than for the three quarters of fiscal 2001.  This increase
reflects increased costs related to licensing and retained royalties
and new client development, principally personnel and related
expenses.

     General and administration expenses for the three quarters of
fiscal 2002 were $1,098,735, which was $34,177 (3%) lower than in the
three quarters of fiscal 2001.  Higher corporate legal and recruiting
expenses partially offset lower consultants' fees and expenses and
directors' stock expense.

    See also the discussion regarding E. L. Specialists, Inc. under
financial condition and liquidity below.

     See also the discussions regarding DII and Micro-ASI, Inc. in the
third quarter of fiscal 2002 above.

     Interest income of $85,494 for the three quarters of fiscal 2002
was $254,060 (75%) lower than in the three quarters of fiscal 2001.
Our average invested balance was approximately 34% lower and our
weighted average interest rate was approximately 2.3% per annum
compared with approximately 6.1% per annum in the three quarters of
fiscal 2001.

     See also the discussion of the Company's net operating and
capital loss carryforwards in the third quarter of fiscal 2002 above.

Financial Condition and Liquidity

     At April 30, 2002, cash and cash equivalents of $787,522 were
$563,086 (251%) higher than cash and cash equivalents of $224,436 at
July 31, 2001.  Operating activities used $1,099,848 and investing
activities provided $1,662,934 in the three quarters of fiscal 2002.

     In addition, the Company held $2,625,867 in short-term
investments at April 30, 2002 compared with $4,793,441 at July 31,
2001.  These investments are available for our current operating,
investing and financing needs.

     The Company's net loss for the three quarters of fiscal 2002
included non-cash charges of approximately $152,000 for depreciation
and amortization, approximately $78,000 for stock compensation,
$519,200 of loan impairment loss, $50,000 of investment impairment
loss and $21,598 recovery of advances to Micro-ASI, Inc.

     In general, changes in various operating accounts result from
changes in the timing and amounts of cash flows before and after the
end of the period.  The most substantial changes in operating accounts
were the $2,185,097 (80%) decrease in royalties receivable, the
$640,980 (109%) increase in accounts payable, the $806,561 (44%)
decrease in royalties payable and the $688,591 (67%) decrease in
accrued professional fees.  In addition to fluctuations in the amounts
of royalties reported, the changes in royalties receivable and payable
reflect the Company's normal cycle of royalty collections and
payments.  The changes in accounts payable and accrued professional
fees were principally related to patent enforcement expenses.

     During the nine months ended April 30, 2002, the Company sold
$2,167,574 of short-term investments at book value to support
operating and other investing activities described below.

     In August 2001, CTT acquired additional shares of NTRU Series B
convertible preferred stock for $100,000 in cash as part of a $26.1
million financing round.  After this round of financing, CTT held
approximately 7% of NTRU's outstanding combined preferred and common
equity.

E. L. Specialists, Inc.

    Through a series of bridge financing agreements, the Company
loaned $1,056,300 to E. L. Specialists, Inc. (ELS).  As of April 30,
2002, the Company had advanced cash ($956,300) and rendered services
($100,000) totaling $1,056,300 of which $750,000 was in default and
the remainder was payable on demand.  Interest accrues on the advances
at 7% per annum on the first $750,000 and at 10% per annum on the
remainder.  However, the Company has recognized no interest since
March 31, 2001.  Security interests in ELS's intellectual property
collateralize the Company's loan and $470,000 advanced to ELS by
another lender.  CTT's advances are convertible into ELS's common
stock in certain circumstances, including an ELS financing round in
excess of $3,000,000.  As of April 30, 2002, CTT classified the
advances as noncurrent notes receivable; although they are payable on
demand, ELS has been unable to arrange other financial support
necessary to continue operating.

    Based on the continuing difficulties in the electronics and
wireless markets, ELS's inability to arrange other financial support
and the absence of quoted values for ELS's stock, management updated
the valuation of its security interest in ELS's intellectual property
at the close of each quarter of fiscal 2002.  Management considered
the timing of CTT's advances, CTT's ability to withstand a prolonged
recovery in the electronics and wireless industries and the results of
an independent appraiser's valuation of CTT's security interest in
ELS's intellectual property.  In June 2002, CTT began foreclosure
proceedings on its security interest in ELS's intellectual property to
recover its advances to ELS.  The other ELS lender has told CTT it
does not intend to assert a foreclosure claim and CTT believes its
security interest in the underlying intellectual property is free and
clear of any other claims or liens.  In the second quarter of fiscal
2002, the Company recorded an impairment loss of $519,200 against its
notes receivable from ELS.  These total charges represent:  (a)
$244,200 advanced to ELS (of which $111,300 was committed at, but
advanced after, January 31, 2002) in excess of the valuation of CTT's
security interest in ELS's intellectual property and (b) an estimated
additional $275,000 to bring ELS's intellectual property to a
licensable state for its principal markets.  CTT will reclassify its
noncurrent notes receivable from ELS as intangible assets in June 2002
and amortize them appropriately thereafter.

Other Matters

     At April 30, 2002, the Company had no outstanding commitments for
capital expenditures other than those discussed above.

     The Company carries liability insurance, directors' and officers'
liability insurance and casualty insurance for owned or leased
tangible assets.  It does not carry key person life insurance.  There
are no legal restrictions on payments of dividends by CTT.

     We continue to pursue additional technology commercialization
opportunities.  If and when such opportunities are consummated, we may
commit capital resources to them.

     The Company is involved in four pending litigation matters, three
of which are patent enforcement suits.  They are detailed in Note 6 to
the accompanying Consolidated Financial Statements.  As stated above,
we are exploring various arrangements to limit or share our cash
requirements for these enforcement actions.

     At April 30, 2002, we had net working capital of $1,242,065,
approximately $3,605,000 less than at July 31, 2001.  Reclassification
of notes receivable from ELS to noncurrent in January 2002 accounted
for $650,000 of this reduction.  Currently we do not have any
outstanding debt or maintain a credit facility.

     Based on our current expectations, we anticipate that currently
available funds and expected revenues will be sufficient to finance
cash needs at least through fiscal 2003 for our current operating
activities and enforcement actions.  However, costs of enforcement
actions and expansion of our business are subject to many factors
outside our control or that we cannot currently anticipate, including
without limitation business opportunities that may arise in the
future.  Accordingly, there can be no assurance that our current
expectations regarding the sufficiency of currently available funds
and expected revenues will prove to be accurate.

Recently Issued Accounting Pronouncements

    In June 2001, the Financial Accounting Standards Board (FASB)
issued Statement No. 141, "Business Combinations."  This statement
establishes financial accounting and reporting for business
combinations and requires that purchase accounting be used for all
business combinations.  The provisions of this statement apply to all
business combinations initiated after June 30, 2001.

    In June 2001, the FASB issued Statement No. 142, "Goodwill and
Other Intangible Assets."  This statement establishes financial
accounting and reporting for acquired goodwill and other intangible
assets acquired individually or with a group of other assets but not
acquired in a business combination.  The Company does not expect
adoption of Statement No. 142 to have a material effect on its
financial condition or results of operations.  The Company will adopt
this Statement on August 1, 2002.

    In August 2001, the FASB issued Statement No. 144, "Accounting for
the Impairment or Disposal of Long-lived Assets."  This statement
establishes a single accounting model for the impairment of long-lived
assets.  Because Statement No. 144 adopts the Statement No. 121
accounting model for the impairment of long-lived assets (which the
Company currently uses), the Company does not expect adoption of this
standard to have a material effect on its financial condition or
results of operations.  The Company will adopt this statement on
August 1, 2002.

     In April 2002, the FASB issued Statement No. 145, "Rescission of
FASB Statements No. 4, 44 and 64, Amendment of FASB Statement No. 13,
and Technical Corrections."  Statement No. 145 rescinds Statement
No. 4, "Reporting Gains and Losses from Extinguishment of Debt" and
Statement No. 64, "Extinguishments of Debt Made to Satisfy
Sinking-Fund Requirements."  It also rescinds Statement No. 44,
"Accounting for Intangible Assets of Motor Carriers."  Statement No.
145 amends Statement No. 13, "Accounting for Leases", to eliminate
an inconsistency between the required accounting for sale-leaseback
transactions and the required accounting for certain lease
modifications that have economic effects that are similar to sale-
leaseback transactions.  This statement also amends other existing
authoritative pronouncements to make various technical corrections,
clarify meanings, or describe their applicability under changed
conditions.  The Company is not currently involved in any
transactions to which Statement No. 145 applies.

Related Party Transactions

     During the nine months ended April 30, 2002 and 2001, CTT
incurred charges of approximately $113,000 and $110,000, respectively,
for consulting services (including expenses and use taxes) provided by
two directors in each period.

     The Company's board of directors has determined that when a
director's services are outside the normal duties of a director,
generally the Company should compensate the director at the rate of
$1,000 per day plus expenses (which is the same amount it pays a
director for attending a one-day Board meeting).  CTT classifies these
amounts as consulting expenses.

                           For the              For the
                        Third Quarter       Three Quarters
                        2002      2001      2002       2001

George C.J. Bigar     $ 46,000  $ 28,000  $107,000   $ 83,000
All directors         $ 48,000  $ 28,000  $113,000   $110,000

     George C. J. Bigar's consulting services (which are being
discontinued in the fourth quarter of fiscal 2002) related to the
Company's investments and potential investments in development-stage
companies.  The Company compensated Mr. Bigar at the rate of $8,000
per month except for three months which were at $12,000.

Forward-Looking Statements

     Statements about the Company's future expectations, including
development and regulatory plans, and all other statements in this
Quarterly Report on Form 10-Q other than historical facts, are
"forward-looking statements" within the meaning of applicable Federal
Securities Laws and are not guarantees of future performance.  These
statements involve risks and uncertainties related to market
acceptance of and competition for the Company's licensed technologies
and other risks and uncertainties inherent in the Company's business,
including those set forth in Item 1 of the Company's Annual Report on
Form 10-K for the year ended July 31, 2001 under the caption "Risk
Factors," and other factors that may be described in the Company's
filings with the Securities and Exchange Commission, and are subject
to change at any time.  The Company's actual results could differ
materially from these forward-looking statements.  The Company
undertakes no obligation to update publicly any forward-looking
statement.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Not applicable.


                      PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

     The Company is involved in four pending litigation matters.  They
are fully detailed in Note 6 to the accompanying Consolidated
Financial Statements.

Item 6.  Exhibits and Reports on Form 8-K              Page

A)   Exhibits

     None

B)   Reports on Form 8-K

     No reports on Form 8-K were filed during the quarter for which
this report is filed.


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.
                                    (Registrant)

Date:  June 14, 2002             By: s/ Frank R. McPike, Jr.
                                     Frank R. McPike, Jr.
                                     President, Chief Executive
                                     Officer, Chief Financial
                                     Officer and Authorized Signer