8-K

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

                            FORM 8-K


                         CURRENT REPORT

             Pursuant to Section 13 or 15(d) of the

                 Securities Exchange Act of 1934

 Date of Report (Date of earliest event reported) July 16, 2002


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



Delaware                 1-8696                   36-2664428
(State or other          (Commission File         (IRS Employer
jurisdiction             Number)                  Identification No.
of incorporation)




1960 Bronson Road, Fairfield, Connecticut         06824
(Address of principal executive offices)         (Zip Code)



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


1960 Bronson Road, Fairfield, Connecticut         06430

(Former name or former address, if changed since last report)


Item 5.  Other Events and Regulation FD Disclosure.

     Effective August 5, 2002, Competitive Technologies, Inc.
(CTT) sold and transferred all of its interests related to E. L.
Specialists, Inc. (ELS) to MRM Acquisitions, LLC (MRM) for
$200,000 cash.  The transferred interests include CTT's notes
receivable in the face amount of $1,056,300 (plus interest) from
ELS, its related security interest in ELS's intellectual
property, all its other interests under agreements in connection
with its notes receivable from ELS and CTT's interest in a
technology servicing agreement related to ELS's intellectual
property.

     On July 16, 2002, CTT's management recommended and its board
of directors concluded that the carrying value of its notes
receivable from ELS was impaired.  CTT had previously initiated
foreclosure proceedings.  However, on June 26, 2002, another ELS
secured creditor advised CTT that it intended to transfer its
interest to MRM, and on July 1, 2002, MRM filed suit against CTT
claiming the right to block CTT's foreclosure proceedings.
Management and the directors expected MRM's assertion of liens
against ELS's intellectual property and claims against CTT to
complicate CTT's foreclosure proceedings and to delay CTT's
recovery of any related potential proceeds.  Later in July 2002,
CTT and MRM began negotiating a sale of CTT's interests related
to ELS.  These negotiations culminated in the transaction
completed on August 5, 2002, including MRM's withdrawal of its
claims against CTT, and confirmed CTT's impairment and determined
its amount.

     As a result of closing the sale and transfer to MRM, CTT
recorded an additional $262,724 impairment loss on loans to ELS
in July 2002, bringing the total for the fiscal year ended July
31, 2002 to $781,924.  (In addition, CTT previously charged
against other revenues from ELS approximately $75,000 deemed
uncollectible.)  At July 31, 2002, CTT carried its notes
receivable from ELS as current assets at $200,000, which it
collected from MRM in cash on August 5, 2002.

     (See Note 3 to CTT's Condensed Financial Statements and
Management's Discussion and Analysis in its report on Form 10-Q
for the quarterly period ended April 30, 2002, for further
information related to ELS.)

Item 7.  Financial Statements and Exhibits.

  (c)  Exhibits.                                           Page

       10.1 Assignment of Promissory Notes,
            Technology Servicing Agreement, Note
            Purchase Agreement, Security Interest
            Agreement, and Intercreditor Agreement
            between registrant and MRM Acquisitions,
            LLC effective August 5, 2002                   4-6

       99.1 Registrant's press release dated August 6,
            2002                                           7

                           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 hereunto duly authorized.


                                   COMPETITIVE TECHNOLOGIES, INC.
                                   Registrant


Date:  August 6, 2002              S/ Frank R. McPike, Jr.
                                   By:  Frank R. McPike, Jr.
                                        Executive Vice President,
                                        Chief Financial Officer and
                                        Authorized Signer

EX-10.1

                                                     Exhibit 10.1


      ASSIGNMENT OF PROMISSORY NOTES, TECHNOLOGY SERVICING
      AGREEMENT, NOTE PURCHASE AGREEMENT, SECURITY INTEREST
             AGREEMENT, AND INTERCREDITOR AGREEMENT


     THIS ASSIGNMENT OF THE PROMISSORY NOTES, THE SECURITY
INTEREST AGREEMENT, THE NOTE PURCHASE AGREEMENT, THE TECHNOLOGY
SERVICING AGREEMENT AND INTERCREDITOR AGREEMENT ("Assignment") is
made effective as of the 5th day of August, 2002, by and between
COMPETITIVE TECHNOLOGIES, INC., a Delaware corporation
("Assignor"), in favor of MRM ACQUISITIONS, LLC, a Texas limited
liability company ("Assignee").


                           WITNESSETH:

     WHEREAS, Assignor is the owner and holder of those certain
Promissory Notes (the "Notes"), executed by E.L. Specialists, Inc
("Borrower"), which are listed on attached Exhibit "A" and
incorporated herein;

     WHEREAS, Borrower has granted Assignor a security interest
in intellectual property, general intangibles and certain other
collateral (the "Collateral") of Borrower to secure the Notes,
pursuant to the Security Interest Agreement (the "Security
Agreement") attached hereto as Exhibit "B" and incorporated
herein;

     WHEREAS, the Notes and the Security Agreement are subject to
the Intercreditor Agreement, and Amendment #1 to the
Intercreditor Agreement, both executed by and between Assignor
and STARTECH Seed Fund I L.P. and STARTECH Seed Fund II L.P.
(predecessors in interest to Assignee) (collectively the
"Intercreditor Agreement"), which are attached hereto as Exhibit
"C" and incorporated herein; and

     WHEREAS, effective the 1st day of January, 2001, a
Technology Servicing Agreement, (the "Servicing Agreement"),
attached hereto as Exhibit "D", was entered into by and between
Borrower and Assignor;

     WHEREAS, effective January 12, 2001, a Note Purchase
Agreement (the "Note Purchase Agreement"), attached hereto as
Exhibit "E", was entered into by Borrower and Assignor;

     WHEREAS, the Assignor desires to convey to Assignee all of
its interest in the Notes, the Security Agreement, the Note
Purchase Agreement, the Servicing Agreement and the Intercreditor
Agreement effective August 5, 2002 and to release and relinquish
unto Assignee any and all rights, claims, liens, equities,
titles, liens, charges, claims, of every type whatsoever, whether
legal or equitable, choate or inchoate, to Assignee, its
successors and assigns;

     NOW, THEREFORE, for $200,000 U.S. in immediately available
funds, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged and confessed,
Assignor does hereby sell, assign, transfer, convey, release,
relinquish and deliver unto Assignee, its successors and assigns,
all of its interest in and to the Notes, the Security Agreement,
the Note Purchase Agreement, the Servicing Agreement and the
Intercreditor Agreement hereby to convey all of Assignor's right,
title and interest, legal or equitable, contingent, deferred or
otherwise, in and to the Notes, the Security Agreement, the Note
Purchase Agreement, the Servicing Agreement and the Intercreditor
Agreement, WITHOUT ANY RECOURSE, WARRANTY OR REPRESENTATION OF
ANY KIND WHATSOEVER EXCEPT THAT ASSIGNOR REPRESENTS AND WARRANTS.

     1.  THAT ASSIGNOR IS THE SOLE OWNER AND HOLDER OF THE NOTES,
THE SECURITY AGREEMENT, THE NOTE PURCHASE AGREEMENT, THE
SERVICING AGREEMENT AND THE INTERCREDITOR AGREEMENT AND HAS NOT
HERETOFORE ASSIGNED, PLEDGED, HYPOTHETICATED, RELEASED, WAIVED OR
DISCHARGED ANY INTEREST IN THE NOTES, THE SECURITY AGREEMENT, THE
NOTE PURCHASE AGREEMENT, THE SERVICING AGREEMENT, OR THE
INTERCREDITOR AGREEMENT; AND

     2.  THAT ASSIGNOR HAS NOT LICENSED OR OTHERWISE DISPOSED OF
OR DIMINISHED ANY OF THE COLLATERAL; AND

     3.  THAT ASSIGNOR HAS THE REQUISITE AUTHORITY TO MAKE THIS
ASSIGNMENT.

     4.  THE NOTES REPRESENT ALL DEBT OF ANY KIND WHATSOEVER OWED
OR OWING TO ASSIGNOR BY THE MAKER OF THE NOTES, ITS AFFILIATES,
OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS.

     OTHER THAN THE REPRESENTATIONS IN THE PRECEDING THREE (3)
SUBPARAGRAPHS, ASSIGNOR HAS NOT MADE AND MAKES NO REPRESENTATIONS
OR WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE
NOTES, SECURITY AGREEMENT, NOTE PURCHASE AGREEMENT, SERVICING
AGREEMENT AND INTERCREDITOR AGREEMENT BEING SOLD AND ASSIGNED.

     NOTHING HEREIN IS INTENDED BY THE PARTIES TO RELEASE OR
DISCHARGE ANY OF THE LIENS OR SECURITY SECURING THE NOTES, NOR
ARE SAID NOTES PAID, SATISFIED, RELEASED OR DISCHARGED HEREBY.

     BY ACCEPTING THIS ASSIGNMENT: (A) ASSIGNEE ACKNOWLEDGES THAT
ASSIGNOR HAS NOT MADE AND MAKES NO REPRESENTATIONS OR WARRANTIES,
EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE NOTES, SECURITY
AGREEMENT, NOTE PURCHASE AGREEMENT, SERVICING AGREEMENT AND
INTERCREDITOR AGREEMENT EXCEPT AS EXPRESSLY STATED HEREIN; (B)
ASSIGNEE REPRESENTS THAT IT HAS MADE ITS OWN INSPECTION AND
REVIEW OF THE NOTES, SECURITY AGREEMENT, NOTE PURCHASE AGREEMENT,
SERVICING AGREEMENT, AND INTERCREDITOR AGREEMENT AND INQUIRIES
INTO THE BORROWER, AND BASED SOLELY UPON ASSIGNEE'S OWN
INSPECTION AND REVIEW OF THE NOTES, SECURITY AGREEMENT, NOTE
PURCHASE AGREEMENT, SERVICING AGREEMENT AND INTERCREDITOR
AGREEMENT AND INQUIRIES INTO THE BORROWER, ASSIGNEE HAS
DETERMINED TO PURCHASE ALL OF ASSIGNOR'S INTEREST IN THE NOTES,
SECURITY AGREEMENT, NOTE PURCHASE AGREEMENT, SERVICING AGREEMENT
AND INTERCREDITOR AGREEMENT IN AN "AS IS" CONDITION, WITH ALL
FAULTS; AND (C) ASSIGNEE ACKNOWLEDGES THAT ASSIGNOR HAS ADVISED
ASSIGNEE THAT THE NOTES ARE IN DEFAULT.

     This instrument, and the rights and obligations of the
parties hereto past due, shall be governed by and construed and
enforced in accordance with the substantive laws of the state of
Texas.

     IN WITNESS WHEREOF, Assignor, has caused this Assignment to
be duly executed and delivered as of the date first above
written.



                         COMPETITIVE TECHNOLOGIES, INC.

                         By:  S/  E. P. Keiffer
                         Printed Name:  E. P. Keiffer
                         Title:  Attorney in Fact


                         MRM ACQUISITONS, LLC

                         By:  S/  Larry L. Sears
                         Printed Name:  Larry L. Sears
                         Title:  Vice President

EX-99.1

                                                     Exhibit 99.1


               COMPETITIVE TECHNOLOGIES ANNOUNCES
                      SALE OF ELS INTERESTS

Fairfield, CT - (August 6, 2002) - Competitive Technologies, Inc.
(AMEX: CTT) announced today the sale of their ownership interest
in the intellectual property of E. L. Specialists, Inc. (ELS) to
MRM Acquisitions, LLC for $200,000 in cash. CTT will write off
the remaining balance of its investment in July 2002 for a net
charge of $263,000.

During 2001 and 2002, CTT loaned $1,056,300 to ELS, $956,300 in
cash and $100,000 in services, through a series of bridge
financing agreements. Subsequently, ELS has been unable to
arrange additional financing to continue operating. In January
2002, CTT recorded an impairment charge against this loan and its
carrying value was approximately $463,000 as of April 30, 2002.

CTT's recently elected President and CEO, John B. Nano, stated,
"CTT's newly established strategy will not include investments
where we are a primary or lead investor, such as our investment
in ELS. Our strategy going forward is based on leveraging CTT's
core strengths in licensing technology by utilizing our
experience, skills and expertise to build a stream of royalties
generating consistent earnings growth. CTT will focus on end-user
customer requirements, and armed with this "wish list" deliver an
appropriate technology solution. Our strategic objective is to
turn technology into commercial dollars, thus leading to
increased shareholder value."

About Competitive Technologies, Inc.

Competitive Technologies, established in 1968, is a global leader
in identifying, developing and commercializing innovative life
sciences, physical sciences, digital technologies and
electronics. CTT's specialized expertise and experience make it a
valuable partner to assist technology-rich universities,
inventors and companies, of all sizes, to maximize the value of
their intellectual assets. Visit CTT's website:
http://www.competitivetech.net

Statements about the Company's future expectations, including
development and regulatory plans, and all other statements in
this document 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, including those set
forth in Item 1 of the Company's most recent Form 10-K and in
CTT's filings with the SEC, 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.

Direct inquiries to:
Johnnie D. Johnson, Strategic IR, Inc.
E-mail: jdjohnson@strategic-ir.com
Tel. (212) 754-6565;
Fax (212) 754-4333
E-mail: ctt@competitivetech.net