8-K/A

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


                           FORM 8-K/A

                         AMENDMENT NO. 3

                   AMENDMENT TO CURRENT REPORT

             Pursuant to Section 13 or 15(d) of the

                 Securities Exchange Act of 1934

  Date of Report (Date of earliest event reported) September 2, 2003


                 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


                         Not Applicable
  (Former Name or Former Address, if Changed Since Last Report)





Item 4.   Changes in Registrant's Certifying Accountant.

     The Audit Committee of Competitive Technologies, Inc. ("the
Company") has recommended and its Board of Directors has approved
selection of BDO Seidman, LLP to replace PricewaterhouseCoopers
LLP as the Company's independent accountant.  In that connection,
the Audit Committee recommended and the Board of Directors had
approved dismissal of PricewaterhouseCoopers LLP as the Company's
independent accountant contingent upon BDO Seidman, LLP's
acceptance of its engagement and execution of a satisfactory
engagement letter.

     On September 2, 2003, PricewaterhouseCoopers LLP notified
the Company that it viewed its dismissal to have occurred.  A
copy of PricewaterhouseCoopers LLP's September 2, 2003 letter is
attached hereto as Exhibit 16.1.  Accordingly, as of September 2,
2003, PricewaterhouseCoopers LLP was dismissed as the Company's
auditor.  It is the Company's understanding that
PricewaterhouseCoopers LLP views its dismissal to have occurred
on August 25, 2003.  However, the Company disagrees with
PricewaterhouseCoopers LLP's opinion as to the date of their
dismissal, which was not intended to occur until the retention of
new auditors was completed on September 16, 2003.  But, the
Company accepts that September 2, 2003 may be viewed as the
dismissal date of PricewaterhouseCoopers LLP.

     The reports of PricewaterhouseCoopers LLP on the Company's
consolidated financial statements for the fiscal years ended July
31, 2002 and 2001 contained no adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principles.

     During the fiscal years ended July 31, 2002 and 2001, and
through September 2, 2003, there was no disagreement with
PricewaterhouseCoopers LLP on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope
or procedures, which disagreement, if not resolved to the
satisfaction of PricewaterhouseCoopers LLP, would have caused
them to make reference thereto in their report on the
consolidated financial statements for such years.

     During the fiscal years ended July 31, 2002 and 2001, and
through September 2, 2003, there were no reportable events as
defined in Item 304(a)(1)(v) of Regulation S-K.

     The Company has provided PricewaterhouseCoopers LLP a copy
of the above statements and requested that PricewaterhouseCoopers
LLP furnish it with a letter addressed to the SEC stating whether
or not it agrees with the above statements.  A copy of
PricewaterhouseCoopers LLP's letter in response to that request
is attached hereto as Exhibit 16.2.

Item 7.   Financial Statements and Exhibits.

(c)  Exhibits.

     Exhibit No.    Description of Exhibit                  Page

     16.1       Letter from PricewaterhouseCoopers
                    dated September 2, 2003, regarding
                    change in certifying accountant           4

     16.2       Letter from PricewaterhouseCoopers
                    dated October 6, 2003, regarding
                    change in certifying accountant           5



                            Signature


     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:  October 7, 2003             /s/  John B. Nano
By:  John B. Nano
                                   President and
                                   Chief Executive Officer

EX-16.1

 PRICEWATERHOUSECOOPERS                            Exhibit 16.1



                                        PricewaterhouseCoopers LLP
                                        300 Atlantic Street
                                        Stamford   CT  06901
                                        Telephone  (203) 539-3000
                                        Facsimile  (817) 207-3999



 September 2, 2003


 Ms. Jeanne Wendschuh
 Controller
 Competitive Technologies, Inc.
 1960 Bronson Road
 Building 1
 Fairfield, CT   06824



 Dear Ms. Wendschuh:

 This is to confirm that the client-auditor relationship
 between Competitive Technologies, Inc. (Commission File Number
 1-8696) and PricewaterhouseCoopers LLP has ceased.


 Very truly yours,


 s/PricewaterhouseCoopers LLP
 PricewaterhouseCoopers LLP

 cc:  Chief Accountant
      SECPS Letter File, Mail Stop 11-3
      Securities and Exchange Commission
      450 Fifth Street, N.W.
      Washington, D.C. 20549

EX-16.2

 PRICEWATERHOUSECOOPERS                            Exhibit 16.2



                                        PricewaterhouseCoopers LLP
                                        300 Atlantic Street
                                        P.O. Box 9316
                                        Stamford   CT  06904-9316
                                        Telephone  (203) 539-3000
                                        Facsimile  (203) 539-3001



 October 6, 2003

 Securities and Exchange Commission
 450 Fifth Street, N.W.
 Washington, D.C. 20549

 Commissioners:

 We have read the statements made by Competitive Technologies,
 Inc. ("CTI") (copy attached), which we understand was filed
 with the Commission, pursuant to Item 4 of Form 8-K, as part
 of CTI's Form 8-K/A Amendment No. 2 report dated September 2,
 2003.  With respect to the statements concerning
 PricewaterhouseCoopers LLP, we make the following
 observations:
      In the first paragraph, we do not agree with the date upon
      which our Firm ceased to serve as CTI's independent accountant.
      On August 25, 2003, we received notification from CTI that we
      had been dismissed as CTI's independent accountant.

      In the second paragraph, other than with respect to the
      August 25, 2003 date, PricewaterhouseCoopers LLP makes no
      comment whatsoever on any other statements included in this
      paragraph.

      In the fourth and fifth paragraphs regarding disagreements
      and reportable events, respectively, based on the date of our
      dismissal, as discussed above, we believe the September 2, 2003
      date should be August 25, 2003.


 Very truly yours,

 s/PricewaterhouseCoopers LLP

 PricewaterhouseCoopers LLP