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

                                  SCHEDULE 14A
                PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                               (AMENDMENT NO.  1)


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         14A-6(E)(2))


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[  ]     Definitive Additional Materials

[  ]     Soliciting Material Pursuant to  240.14a-12


                         COMPETITIVE TECHNOLOGIES, INC.
                (NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                   THE COMMITTEE TO RESTORE STOCKHOLDER VALUE
    (NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER THAN THE REGISTRANT)

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                  THE COMMITTEE TO RESTORE STOCKHOLDER VALUE

                         ______________________________

                              PROXY SOLICITATION IN
                      OPPOSITION TO THE BOARD OF DIRECTORS
                        OF COMPETITIVE TECHNOLOGIES, INC.
                         ______________________________


                                                             DECEMBER ____, 2006


     This  Proxy  Statement,  the  accompanying  letter  to stockholders and the
enclosed BLUE proxy card are being furnished to the holders of Common Stock, par
value  $0.01  per  share,  of  Competitive  Technologies,  Inc.  ("Competitive
Technologies"  or  the  "Company"),  777  Commerce  Drive, Suite 100, Fairfield,
Connecticut  06825,  in  connection with the solicitation of BLUE proxies by THE
COMMITTEE  TO RESTORE STOCKHOLDER VALUE (the "Committee").  This Proxy Statement
will  first  be  delivered  to  Competitive  Technology Stockholders on or about

December  ____,  2006.



     The  Committee  is  comprised of the former Chief Executive of the Company,
John  B.  Nano,  as  well  as  Ben  Marcovitch,  William L. Reali and Richard D.
Hornidge, Jr.  Specific information with respect to each of these members of the
Committee,  as  well  as  two  other  nominees  for election as directors by the
Committee,  is  set  forth  below  under  "Nominees  for Election as Directors."


     The  BLUE  proxies  are  for  use  at the Annual Meeting of Stockholders of
Competitive  Technologies  scheduled for Tuesday, January 16, 2007 at 10:00 a.m.
local  time at the American Stock Exchange, 86 Trinity Place, New York, New York
10006  (the "Annual Meeting"), and at any adjournments or postponements thereof.
THIS  SOLICITATION IS BEING MADE ON BEHALF OF THE COMMITTEE AND NOT ON BEHALF OF
THE  BOARD  OF  DIRECTORS  OF  COMPETITIVE  TECHNOLOGIES.


     John  B.  Nano  was  Chief  Executive  Officer and President of Competitive
Technologies from 2002 to 2005. During that period, John relentlessly identified
growth  opportunities  that  drove profitability and value for our stockholders.
Those  efforts  succeeded  as  earnings rose $9.7 million over a period of three
years.  John  and  the  Company  achieved three consecutive years of significant
profit  improvements, reaching $5.7 million in fiscal 2005.  That record revenue
and  profit  growth  resulted  in  the  Company  being  the  fourteenth  largest
percentage  gaining stock in 2004 as reported by the Wall Street Journal with an
increase  share  price  of  345%.



                                        1



     The  current  directors  removed John Nano seventeen months ago for reasons
which the Committee believes to be substantially inappropriate and as more fully
discussed  below  in  the biography of Mr. Nano.  Since then we strongly believe
that Competitive Technologies' stockholder value has continually been squandered

even  as  the  overall  stock market performs at record-levels.  In the recently
announced  fiscal  year  2006  results,  Competitive  Technologies revenues were
reduced  by nearly $9.0 million (or 63%), and earnings by $8.1 million under the
Company's  current  Board  and  management.  The  current  Board  and management
presided over a reversal of Competitive Technology's fortunes from a 2005 profit
of  about  $5.7  million,  to a 2006 loss of nearly $2.4 million this year.  The
$8.1  million  reversal  under  the  current  Board  and management, from strong
profitability  to appalling losses, had the predictable effect of cratering your
stock  price.  The  existing  Board  of  Directors and management of Competitive
Technologies  have  recorded losses every quarter after they changed management.

     The  Committee  has  nominated a slate of six directors for election at the
Annual  Meeting.  The  shares  represented  by each BLUE proxy which is properly
executed  and  returned  to the Committee will be voted at the Annual Meeting in
accordance  with  the  instructions  marked thereon.  Executed but unmarked BLUE
proxies will be voted for the Committee's nominees and, at the discretion of the
persons  named  as  proxies, upon such other matters as may properly come before
the  meeting.

     The  enclosed  form  of  BLUE proxy may only be executed by stockholders of
record at the close of business on November 20, 2006 (the "Record Date").  There
were  8,009,380  shares  of  common  stock, $0.01 par value ("Common Stock") and
2,427  outstanding  shares  of  5%  preferred  stock,  $25 par value ("Preferred
Stock")  outstanding  as  of  November  20,  2006,  according  to  Competitive
Technology's  Proxy  Statement  filed on December 4, 2006.  Each share of Common
Stock  or  Preferred  Stock  outstanding  on the Record Date entitles the record
holder  thereof  to cast one vote.  Business may only be transacted at a meeting
of  stockholders  if a quorum is present at the meeting.  Such a quorum consists
of  a  majority  of  the  outstanding  shares  entitled  to  vote at the meeting
represented  in  person or by proxy.  The affirmative vote of a plurality of the
holders  of  Competitive  Technologies'  outstanding  Common Stock and Preferred
Stock  represented  and  voting  at  the  Annual  Meeting  is  required to elect
directors,  and  a  vote  of  a majority of such holders is required to take all
other  action  to  be  considered  at  the  Annual  Meeting.

     Any  stockholder  granting  a  proxy may revoke it at any time before it is
voted  by executing a new proxy bearing a later date, by voting in person at the
Annual  Meeting  or  by giving written notice of revocation to the Committee c/o
Cutler  Law Group, 3206 West Wimbledon Drive, Augusta, GA 30909; facsimile (706)
738-1966.


                                        2


     If you hold your shares in "street name" or as a beneficial owner (in other
words your shares are held in a brokerage account and you do not physically hold
a  stock  certificate),  you  must advise your broker or nominee how to vote the
shares  in  writing.  Please advise us and we will forward to your broker a form
of  BLUE  proxy.  We  will  also  pay  the  reasonable  costs  of such broker in
obtaining your proxy.  If you wish to vote in person or at the meeting, you will
need  to  obtain from your broker (the record holder) and bring to the meeting a
BLUE  proxy  signed by the record holder identifying you as the beneficial owner
of  the  shares  and  giving  you  the  right to vote the shares at the meeting.

     If  you  have  already  executed  and  returned a proxy card to Competitive
Technologies,  the  Committee  urges  you  to  revoke  it by signing, dating and
returning  the  BLUE  proxy  card  in  the  enclosed  envelope.

     Remember,  only  your  latest  dated  proxy  counts.

     YOUR  VOTE  IS  IMPORTANT.  PLEASE  SIGN  AND  DATE THE BLUE PROXY CARD AND
RETURN  IT  PROMPTLY IN THE ENCLOSED ENVELOPE.  IF YOU NEED ASSISTANCE IN VOTING
YOUR SHARES, PLEASE CONTACT: JOHN DEREK ELWIN III;  PHONE NUMBER: (561) 789-6449

                   THE COMMITTEE TO RESTORE STOCKHOLDER VALUE

                              c/o Cutler Law Group
                            3206 West Wimbledon Drive
                                Augusta, GA 30909

                                        3


                          REASONS FOR THE SOLICITATION

     As  a  stockholder  of Competitive Technologies, you should be aware of the
following  significant  events  that  have  occurred  during  the past seventeen
months,  after  removal  of  John  B.  Nano,  which  we  believe  reflect  the
deteriorating  economic  condition  of  the  Company:


- --   The Company  has  gone from strong profitability of $5.7 million for fiscal
     year  2005  to  appalling  losses of $2.4 million for fiscal year 2006. For
     fiscal  year  2006 the revenues declined to $5.2 million from $14.2 million
     for  fiscal  year 2005 or a decrease of about $9.0 million or 63%. Revenues
     continued  to  decline  into  the First Quarter of fiscal 2007 even further
     with  a drop to $0.9 million compared to $1.4 million for the same period a
     year  earlier.  The  Company  had  a net loss of $1.1 million for the First
     Quarter  fiscal  2007  compared  to a net loss of $0.3 million for the same
     period in 2006 resulting in losses for five straight quarters following the
     termination of Mr. Nano. Profits for fiscal year 2006 declined to a loss of
     $2.4  million  from  a  profit  of $5.7 million for fiscal year 2005 for an
     income  drop of $8.1 million. After this lack of performance by any measure
     we  note  that the Company has not demonstrated positive actions to improve
     the  economic  performance.



- --   The stock  price  has  gone  from  over $10 per share to under $3 per share
     during  the  past  seventeen months. We strongly believe that the Company's
     financial  results  and  actions  by the current Board caused a drop in the
     market  value  for  the  Company from over $100 million in March of 2005 to
     about  $20  million  today  or a decline of about 80%. This is all during a
     period  of  strong  stock  price  performance  in the overall stock market.


- --   The existing Board of Directors and their management have failed to produce
     new  significant royalty streams to replace the homocysteine royalty stream
     which  will  end  with  the  patent  expiration  in  July  2007.  Last year
     homocysteine  royalties  accounted  for  approximately  70%  of Competitive
     Technologies'  revenue.


- --   The existing  Board  of  Directors  and their management have unnecessarily
     diluted  the  outstanding  common  stock,  with  the impact of directly and
     needlessly  reducing  the  market price, by continuing to sell newly issued
     shares to Fusion Capital Fund II, LLC, even though our management team left
     the  Company  with  over  $13  million in cash and zero long-term debt. For
     fiscal  year  2006  the  Company  sold  a total of 595,092 shares to Fusion
     Capital  for  $2,282,459 for an average share price of $3.84 despite a cash
     balance  over $10 million. For fiscal year 2005 the Company sold a total of
     385,712  shares to Fusion Capital for $2,517,539 for an average share price
     of  $6.53.  The  average  share  price  for stock sold to Fusion Capital in
     fiscal  2006  was  approximately  59%  of  the  market value of Competitive
     Technologies  common  stock in fiscal 2005. During these extremely dilutive
     issuances,  our  Company's  stock  price  has  now declined to under $3 per
     share.


                                        4



- --   The existing  Board  of  Directors  and  their  management have compensated
     themselves  with  increased salaries, bonuses and stock options while their
     lack  of  performance  (as set forth in detail elsewhere herein) has caused
     substantial  losses  in  earnings, revenue declines and a major drop in the
     market  value  of  Competitive  Technologies.  As  set forth in their proxy
     statement,  Mr.  Freed,  Mr. Kiley and Mr. Davidson-the existing management
     team-received  total  compensation  of $1,303,980. Mr. Freed's compensation
     package  alone has gone from $244,847 in 2004 to $456,470 in 2006, or 186%.
     During the period from fiscal 2005 to fiscal 2006, when Mr. Freed was Chief
     Executive  Officer  of the Company, revenues declined from $14.2 million to
     $5.2 million for a 63% decline. Profits dropped from $5.7 million to a loss
     of  $2.4  million  for  a  drop in profits of $8.1 million. The stock price
     dropped from fiscal year end 2005 of $5.87 per share to $2.35 per share for
     fiscal  year  end  2006  for  a  60%  drop. The current Board's decision to
     increase  management  compensation  while the revenues declined 63% and the
     profits  dropped $8.1 million and the stock price dropped 60% is not a good
     use  of  shareholder  funds.


- --   The existing  Board of Directors and their management have refused to honor
     the  employment  contract  of  John  Nano,  the  former President and Chief
     Executive Officer. John, a key member of the Committee, had led the Company
     to  record  revenues  and  profits  resulting  in  the  Company  being  the
     fourteenth  largest  percentage  gaining stock in 2004 on the NYSE, NASD or
     AMEX  as  reported by the Wall Street Journal. Mr. John Nano was terminated
     seventeen  months  ago  by  this  Board  because  HE  REFUSED  TO  SIGN THE
     CERTIFICATION  REQUIRED  UNDER THE SARBANES-OXLEY ACT UNLESS ALLEGATIONS OF
     INSIDER  TRADING  AND  SIMILAR  ACTS  BY BOARD MEMBERS WERE CURED AND FULLY

     DISCLOSED  TO THE STOCKHOLDERS. See further discussion of this matter under
     Mr.  Nano's  biography  set  forth  below.



- --   We believe  that  the existing Board of Directors and their management have
     continually wasted Company resources on needless litigation and legal fees.
     These  include  unnecessary  and fruitless litigation against a shareholder
     for  posting  comments  on  a  shareholder message board. The current Board
     wasted  resources  by  being  forced  to defend legal actions with the Vice
     President  and General Counsel and a Senior Vice President when they failed
     to  pay  commissions  that  were  earned  by  these two employees under the
     Company  compensation  plan  that was filed with the SEC with the Form 10-Q
     for the Third Quarter of fiscal year 2003. The Company has wasted resources
     by defending and then implementing legal actions with John Nano, the former
     President  and Chief Executive Officer, by refusing to honor his Employment
     Agreement  that was filed with the SEC as part of the Company Form 10-K for
     fiscal  2004.  Even  after  reaching  a  settlement agreement with Mr. Nano
     related  to  that  litigation,  the Company failed to honor the agreed-upon
     terms  of  that  Separation  Agreement.  The  company  continues  to  waste
     resources  on  these legal actions. The Board Nominated by the Committee to
     Restore  Shareholder  Value  will  settle  these legal actions based on the
     appropriate  decision  to  honor  these  legal agreements which the Company
     failed  to  honor.


                                        5



- --   The existing  Board of Directors and their management have refused to honor
     the  compensation  agreements  of  a  Senior  Vice  President, and the Vice
     President  and  General Counsel. Through their efforts, these two employees
     were directly responsible for generating more revenue than all of the other
     employees  combined.  These employees were responsible for the homocysteine
     licensing  revenues  which  accounted  for approximately 76% of revenues in
     2005  and  approximately  70%  of  revenues  in  2006. Instead of rewarding
     performance,  this  Board  and their management have again elected to spend
     Company  funds  on  legal fees The Senior Vice President and Vice President
     and  General Counsel hired a lawyer to send the Company a demand notice for
     commissions  that  were  earned by the employees and the Company refused to
     pay.  This  information  is  disclosed in the Company's Form 10-K of fiscal
     2006  in the section on Contingencies - Litigation under Employment matters
     -  other.  The  commission  payments  that the Company is not honoring were
     included  in a Compensation Plan previously filed with the SEC as part of a
     Form  10-Q  in  the  third  quarter  of  fiscal  2003.



- --   The existing  Board  of  Directors and their management spent Company funds
     and  management  resources  to  file a lawsuit against a fellow stockholder
     that  spoke  his  mind  on  a  stockholder internet message board about the
     current  management's  lack  of  performance.  The  Company filed a lawsuit
     against longtime shareholder Dr. Arnold H. Pross in New York Superior Court
     for  comments  the  Dr.  Pross posted on a internet message board about the
     Company. This information is disclosed in the Company's Form 10-K of fiscal
     2006  and  demonstrates  how  the  current Board and Management utilize the
     valuable  resources of the Company's money on legal fees and time to pursue
     non-productive  activities  versus  pursuing  new  revenues  We believe the
     unacceptable  results  of  the  Company  validate  the  concerns  of  this
     disclosing  stockholder.  This  Board and current management should use the
     Company's  valuable  resources  of money and people to generate new revenue
     and  not  wasted  on  non-productive  legal  fees.



- --   Michael  Kiley,  who  had  been  Competitive  Technologies  Executive  Vice
     President  and Chief Operating Officer, resigned on November 27, 2006 after
     having only served as COO of the Company since August 25, 2005. Mr. Michael
     Kiley,  formerly  titled  Dr.  Michael  Kiley,  falsified  his  resume  and
     credentials  for  his  employment  at  the  Company. Michael Kiley's resume
     claimed  he  had  a  PhD  in  Econometrics  from  Boston University. Boston
     University  has verified that Michael Kiley does not have a PhD degree. Mr.
     Kiley  claimed  a  PhD  for  obtaining  employment with the Company and Mr.
     Kiley's  false  credentials  were  given  to  shareholders  and included in
     reports  to  the  SEC including Annual Reports and the Company's reports on
     Form  10-K.  We believe that this is why Mr. Kiley resigned as COO from the
     Company.  Inexplicably,  the  Company  then  awarded Mr. Kiley a consulting
     contract  guaranteeing  him  $20,000  per  month  minimum plus expenses. We
     believe  that Mr. Kiley should not be rewarded for his false credentials by
     the  Company  after  his  fraudlent  resume.


                                        6



- --   The existing  Board  of Directors have refused to replace directors despite
     our perception that there is widespread stockholder dissent and concerns as
     evidenced  by  stockholder message boards, communications to members of the
     Committee  and  the  declining  stock  price.

     The  results  prove  that  under  the  current  Board stockholder value has
declined.  The  market value of the company has decreased from over $100 million
in  March  of  2005  to  about  $20  million today.  Decisions by the Board like
terminating  Mr. Nano in our opinion have driven this decline.  Under Mr. Nano's
leadership  as  President  and  Chief  Executive Officer the market value of the
Company increased from approximately $12 million when Mr. Nano joined in 2002 to
over  $100  million  in  March  of  2005.  Mr.  Nano  successfully  drove  the
profitability of the company by increasing revenues from $2.7 million for fiscal
2002 the year before he joined to $14.2 million for fiscal 2005, the year he was
terminated.  Revenue  increased  every  year  under  Mr. Nano's leadership.  For
fiscal  2003  revenues  increased  to  $3.3  million,  for  fiscal 2004 revenues
increased  to  $8.0  million  and  for  fiscal  2005 revenues increased to $14.2
million for a total increase from fiscal 2002 to fiscal 2005 of $11.5 million or
526%.  In  the  first year after Mr. Nano was terminated by this Board, revenues
declined  to $5.2 million for a 63% drop.  The revenues have declined further in
the  First  Quarter  of fiscal 2007 to $0.9 million compared to $1.4 million for
the  same  period  in  fiscal  2006.

     The  year  prior  to Mr. Nano joining the company, fiscal 2002, the Company
had  a net loss of $4.0 million.   Profits increased every year under Mr. Nano's
leadership  reaching  record  levels  for  profits  and  revenues.  Mr.  Nano's
leadership  resulted  in  profits  of  $5.7  million  for  fiscal  2005.

     In  fiscal  2003  profit  improvement of $2.1 million reduced the loss from
$4.0  in  fiscal  2002 to $1.9 million for fiscal 2003.  For fiscal 2004 profits
were  $3.0  million  and  for  fiscal 2005 profits were $5.7 million for a total
profit  improvement from fiscal 2002 to 2005 of $9.7 million.  In the first year
after  Mr.  Nano  was terminated by this Board, profits declined by $8.1 million
resulting  in a loss for fiscal 2006 of $2.4 million.  The profits have declined
further  in  the  First  Quarter  of  fiscal  2007 to a net loss of $1.1 million
compared  to  a  net  loss  of  $0.3 million for the same period in fiscal 2006.

     On  June  14, 2005 the stock price closed at $10.29 before the announcement
of  Mr. Nano's termination by this Board.  The day after the announcement of Mr.
Nano's  termination  by this Board the stock price closed at $8.08 for a drop of
21%.  After  the  second day the stock price closed at $7.45 for a total drop of
28%.  The  stock  price  by  the  end of fiscal 2006 had declined to $2.35 for a
total drop from Mr. Nano's termination of 77%.   The financial results and stock
price  improved during Mr. Nano's leadership and the financial results and stock
price  have  declined  after  Mr. Nano was terminated.  Mr. Nano had created and
implemented  a  strategic  plan during his leadership to guide the Company.  The
Committee  to  Restore  Shareholder  Value believes that Mr. Nano can once again
create  and  implement  a  strategic  plan  to  guide  the  Company  has  he did
previously.


                                        7


     We  strongly  believe  these  serious  issues  demonstrate  the  continued
unacceptable  performance  of  this  Board  and their management and substantial
failures  in  their  fiduciary  responsibilities  to  Competitive  Technologies
stockholders.  We  therefore  request your support in replacing the entire Board
of  Directors  to  return  Competitive  Technologies  to  the  attractive growth
business  that  we  had  achieved  as  recently  as  2005.

                THE COMMITTEE'S PLAN FOR COMPETITIVE TECHNOLOGIES


     To restore our Company's profitability and stockholder value, we are firmly
committed to the replacement of the entire Board of Directors and return of John
Nano as Chief Executive Officer.  John will work with the new Board of Directors
to  determine and bring in a team of other key executives to manage the Company.
The Committee urgently asks for your support as a stockholder, advisor or broker
to  restore  the  Company  to  profitability,  to  drive  growth and to increase
stockholder  value.


     For  our  fellow stockholders, the Committee has a planned, strategic focus
for  the  future  turnaround  and  success of Competitive Technologies.  We will
aggressively  leverage  near-term  opportunities while executing our longer-term
strategy  for  sustained  growth.


     As  many  of  you  are  aware  and as more fully set above, John Nano has a
proven  track  record  through  his  previously  successful  transformation  of

Competitive  Technologies.  Under the leadership of John B. Nano, our management
delivered  on  its commitment to drive revenue growth, improve profitability and
strengthen the balance sheet which significantly increased the stockholder value
of the Company (as measured in market price) during the three year fiscal period
ending  in  2005.  During  that  period,  implementation  of  our  management's
successful  strategy resulted in revenue growth of 546% and a profit increase of
$9.7  million,  from a $4.0 million loss in fiscal 2002 to a $5.7 million profit
in  fiscal  2005.  Cash  on the debt-free balance sheet reached a level of $14.3
million,  and  Competitive  Technologies'  market  capitalization  increased
significantly  from  approximately  $10  million to in excess of $100 million in
2005.  Our  strategic  implementation  of  management's plans drove this success
during  a  challenging  business  environment  and  a  difficult  economy.

     The  Committee's  plan  is to generate profitable growth by focusing on the
attractive  global  market  opportunities for innovative technologies to license
and  commercialize.  Through  our  management team, we will continue to focus on
the  core  strategy  for  the  attractive,  high return on investment, licensing
business  model.  In  addition,  our  management  will  target  and  exploit
commercialization  opportunities  that offer accelerated growth though strategic
partnerships  and  relationships.

     All  the  key  market  drivers  for our technology licensing business model
continue  to  be  favorable  and  include:

                                        8


- --   An increased  number  of  new  patents  available  which  creates licensing
     opportunities  to  fill  market  needs

- --   Utilization  of  licensing  with  a substantial reduction in time to market
     which  provides  significant  competitive  advantages

- --   The comparative  high  cost  of  internal  research and product development
     compared  to  licensing


     The  Committee  believes that technology licensing is a attractive business
model  for  Competitive  Technologies.  We  base  that  critical  assumption  on
historical  success  of other companies.  Revenues for the Company are primarily
from  technology  licensing and we expect that to continue into the future based
on  our  opinion  that this is an attractive business model.  The following is a
general presentation of selected facts about the licensing business based on our
experience  of  over  20  years licensing technologies.  The licensing market is
attractive  in  size and growth with major global companies spending billions in
licensing  fees annually.  Last year, Samsung paid approximately $1.5 billion in
licensing  fees  and  LG  paid  approximately  $1.0  billion  in licensing fees.
Companies  like  Qualcomm receive millions of dollars per year in licensing fees
creating  a  market  value  for  Qualcomm stock of over $60 billion.  Successful
licensing companies like Qualcomm, IBM and Microsoft validate the attractiveness
of  this  business  model  for  companies  that  can  execute.  The  Committee's
management  team  has a proven track record of success in the licensing business
and  plans  to  aggressively exploit near-term licensing opportunities currently
available.


     In  addition  to  our  core  licensing  business,  the  Committee  plans to
accelerate  growth by targeting selected commercialization opportunities that we
will  capitalize  on  though  strategic  partnerships and relationships.  As set
forth  below,  two  large,  profitable  and  attractive global markets have been
specifically  targeted  by  our  experienced  management.  Both  of  these
opportunities  require  innovative  technologies  to  fulfill unmet needs in the
marketplace.  Our  management  team  can  provide  those  technologies.


     One  of  these areas of business opportunity we have targeted and intend to
pursue after the Committee's nominees are elected is in the large and profitable
pharmaceutical  market.  The  Committee's  management  team  discussed  with  a
potential source of innovative technologies for manufacturing nutraceuticals our
interest  in  obtaining  the rights and/or joint venture to explore the possible
opportunities  to  fill  unmet market needs.  This portfolio of technologies has
the  potential to safely reduce cholesterol levels, lower hypertension, suppress
appetite  and other similar needs.  We have not yet been able to determine if we
can  commercialize  the technology, however, we have had interest expressed by a
major  Asian  partner  that  could  provide  commercial  distribution  for these
technologies  in  the  near-term  if the technology proves viable.  We intend to
start  formal  discussions  and  negotiations after the Committee's nominees are
elected.

     The  other  area  of  business  opportunity  we  intend to pursue after the
Committee's  nominees  are  elected  is  the growing need for alternative energy
sources.  For  example,  we  have  had  preliminary  discussions  regarding  the
potential  availability  to  access  a  patent  portfolio  of  semiconductor
technologies that could fill an unmet market need for greater cost effectiveness
in  solar panels.  This portfolio of patented technologies would require further

                                        9


development  to  prove  the  potential  to  reduce the cost to manufacture solar
panels  and  improve  the  efficiency of converting solar energy to electricity.
Demand  for energy continues to grow globally driving the opportunities for this
potentially  valuable  patent portfolio in the near-term.  We intend to identify
potential  commercial  distribution  partners  and  start formal discussions and
negotiations  after  the  Committee's  nominees  are  elected.


     The  Committee's management team has successfully demonstrated this ability
to  create  and  implement  strategic plans that generate revenue and profitable
growth  for both the near-term and longer-term at Competitive Technologies.  Our
experienced  management  is  uniquely  qualified to capitalize on the attractive
market opportunities currently available to increase stockholder value again and
provide  a  bright  future  for  the  Company.


     Your  support  is  urgently  needed  by  sending  us  your  BLUE  proxy and
consequently  electing  our  slate  of  Directors, which gives us the ability to
create  and  implement  a strategic plan to focus on the potential opportunities
for  the  Company  in  the technology marketplace and restore stockholder value.


                       NOMINEES FOR ELECTION AS DIRECTORS

     Competitive  Technologies'  Board  of  Directors  currently consists of six
members.  Each  director elected at the meeting will have a term expiring at the
2008  annual  meeting of stockholders or until his successor is duly elected and
qualified.

     The Committee has nominated John B. Nano, Ben Marcovitch, William L. Reali,
Joel  M. Evans, MD., Richard D. Hornidge, Jr. and Ralph S. Torello to be elected
by stockholders to the Company's Board of Directors at the Annual Meeting.  Each
of these nominees has consented to serve as a director if elected, and it is not
contemplated  that  any  of  the  nominees will be unavailable for election as a
director.  If any of these nominees should for any reason fail to be a candidate
for  election  as  a  director  at  the Annual Meeting, the persons named on the
enclosed  BLUE  proxy  will  vote  for  a  substitute  nominee  selected  by the
Committee.

     None  of the nominees of the Committee has, during the past ten years, been
convicted  in any criminal proceeding.  Except with respect to Mr. Nano who will
be  appointed  as President and Chief Executive Officer, none of the nominees of
the  Committee  have any arrangement or understanding with respect to any future
employment  with  Competitive Technologies or its affiliates, or with respect to
any future transactions to which Competitive Technologies or its affiliates will
or  may  be  a  party.


     After  the  nominees are elected directors, while there is no specific plan
to  do  so,  the  nominees  intend to buy shares in the company to further align
their  interests  with  fellow  shareholders  as  market conditions and personal
finances  permit.  Although  future  purchases  will  depend  on  his ability to

                                       10


purchase  shares  and  performance of the Company, Mr. Nano previously purchased
shares  of  Competitive  Technologies  during his tenure up to a market price of
approximately  $11.00  per  share.  The  following  information is provided with
respect  to  the Committee's nominees for directors of Competitive Technologies:


     JOHN  B. NANO, 62, the President and Chief Executive Officer who we believe
was  forced  out  seventeen  months  ago by the Board, would return as Director,
President  and  Chief  Executive  Officer.  Mr.  Nano  was  President  and Chief
Executive  Officer  of  Competitive Technologies, Inc. from June 2002 until June
2005.  Since  his removal by the existing Board, in January 2006 Mr. Nano become
President  and  Chief  Executive  Officer  of  Articulated Technologies, LLC., a
company  involved  in creating and commercializing patented light emitting diode
technologies for global solid state lighting applications.  Mr. Nano also served
as  Chief  Financial Officer of Competitive Technologies from August 2003 to May
2004.  From  2000 to 2001, he served as a Principal reporting to the Chairman of
Stonehenge  Network  Holdings,  N.V., a global virtual private network provider,
with  respect  to  certain  operating, strategic planning and finance functions.
From  1998  to  1999,  Mr.  Nano  served  as  Executive Vice President and Chief
Financial  Officer  of ConAgra Trade Group, Inc., a subsidiary of ConAgra, Inc.,
an  international  food company.  From 1993 to 1998, he served as Executive Vice
President  and  Chief  Financial  Officer  of  Sunkyong  America,  the  American
subsidiary  of  the  Sunkyong  Group, a Korean conglomerate, and President of an
Internet  Startup  Division  of  Sunkyong  America.  Mr.  Nano owns 22 shares of
Competitive  Technologies,  Inc.  stock  and  has  an  option to purchase 75,000
additional  shares  which  is  presently  disputed  by the Company[1]. After the
change  in  management, Mr. Nano intends to buy additional shares in the company
as he previously did when he was President and Chief Executive Officer.

     As  more  fully  set  forth  below  under "Certain Litigation", Mr. Nano is
involved  in  litigation  pending  against  the  Company  in connection with his
previous  employment  agreement  with  the  Company  and  wrongful  termination.
Returning  Mr. Nano to his very successful role as President and Chief Executive
Officer  will  resolve  this  costly  outstanding  litigation.


     We  strongly believe the current Board terminated Mr. Nano in June 2005 for
his  refusal to certify the Chief Executive Officer certification required under
Sarbanes-Oxley  legislation  disclosure  requirements  due  to  insider  trading
allegations.  The  minutes  written  by the Company of the Board Meeting on June
14,  2005  state that Mr. Nano was terminated by the current Board.  The minutes
were  presented  by  the  Company  and  are  part  of the evidence in Mr. Nano's
litigation  in  Connecticut Superior Court.  Mr. Nano was terminated on June 14,
2005,  the  last  day  for  the  Company  to  file  the  Chief Executive Officer
- -------------------------
1  Mr. Nano had options granted to him under his Employment Agreement that was
approved by the Board and signed by the Chairman and filed with the SEC as part
of Form 10-K.  Under the severance terms in Mr. Nano's agreements the options
granted to him would continue to vest during the severance period.  The Company
did not honor Mr. Nano's Employment Agreement or the Separation Agreement
offered to him by the Company which he accepted.  We believe that the courts
will enforce the agreements and the vesting of Mr. Nano's 75,000 options, and
upon election of the nominees of the Committee, we would immediately restore
these options.

                                       11


Certification  required  under Sarbanes-Oxley legislation.  Mr. Nano had refused
to  sign  unless  the allegations of insider trading were cured and disclosed to
the  shareholders.  Mr.  Nano  was  terminated by the Board on June 14, 2005 and
Donald  Freed  was  appointed  Chief Executive Officer.  Donald Freed signed the
certification  without  any  disclosures of the insider trading allegations that
were  under  investigation  and  of  serious  concern  to  Mr.  Nano.

     As  set  forth in more detail below, Mr. Nano has a lawsuit pending against
Competitive  Technologies  in  United States District Court, for the District of
Connecticut  alleging  the  Company  violated  the  Sarbanes-Oxley legislation's
whistleblower  protection.  Prior  to  his  termination,  Mr.  Nano  and  others
expressed serious concerns of insider trading activities to John Sabin, Chairman
of the Audit Committee of the Board, other members of the Board, lawyers for the
Company  including  Chris  Robertson of Seyfarth Shaw LLP, attorney John Sten at
Greenberg  & Traurig, and also advised the Securities Exchange Commission..  Mr.
Nano  has  evidence  of  these insider trading activities that include testimony
under  oath  from  Richard  Carver,  Chairman  of the Board.  The Committee will
provide  upon request written transcripts of Richard Carver's testimony which he
provided  under  oath  in  Connecticut  Superior  Court,  before  Judge Lewis on
November  14,  2005.  On that transcript on page 173 (lines 18 thru 27) and page
174  (lines  1  thru  14) Richard Carver testifies that he told Donald Freed and
others  in  early  April that he was going to terminate John Nano.  After having
received  that  inside  information,  only  days  later on April 27 and 28, 2005
Donald  Freed  sold  all  of  his  available  shares and options for Competitive
Technologies stock including all shares owned, all vested options and all 401(k)
shares.  Donald  Freed's stock sales were reported to the SEC on filings on Form
4  and  are  all available on the SEC Edgar system.  THE TERMINATION OF MR. NANO
WAS  NOT  MADE  PUBLIC BY COMPETITIVE TECHNOLOGIES UNTIL JUNE 14, 2005 AFTER THE
MARKET  CLOSED

     This and other evidence of insider trading caused Mr. Nano serious concerns
about violations of SEC regulations and fraud against shareholders by members of
the  Board  of  the Company.  We believe that Mr. Nano was terminated because he
voiced  those concerns and emailed those concerns to John Sabin, Chairman of the
Audit Committee and voiced those concerns to lawyers for Seyfarth Shaw including
Chris  Robertson.


     BEN  MARCOVITCH,  72,  will  be  elected as a Director of the Company.  Mr.
Marcovitch  has  over  50  years  of  in-depth  experience in corporate finance,
financial reporting, and compliance matters.  From 2004 through the present, Mr.
Marcovitch  has been a financial advisor for AgroFrut E.U., a company located in
Cali,  Columbia involved in fruit processing for nutriceutical operations.  From
July  2002  to  October  2003  Mr. Marcovitch was President of DDS Technologies,
Inc.,  and  became Chairman and Chief Executive Oficer of DDS Technologies, Inc.
in  October  2003 where he remained until April 2004.  DDS Technologies, Inc. is
an  international  venture capital and corporate management company with several
offices  in two countries.  From 2000 to 2001, Mr. Marcovitch was a Director and
Chairman  of  the  Board  of  Findex.com,  Inc.,  a  developer,  publisher  and
distributor  of  Christian  faith-based  software  products  to  individuals and

                                       12


religious  organizations.  Mr.  Marcovitch is not presently a stockholder of the
Company.

     WILLIAM  L.  REALI,  64, will be elected as a Director of the Company.  Mr.
Reali  is  a  Certified  Public Accountant with the firm of Reali, Giampetro and
Scott  in Canfield, Ohio.  The firm provides accounting, tax and consulting to a
variety  of  business  clients.  Mr.  Reali's primary experience during the past
five  years  has  been  in  business  consulting.  Mr.  Reali is not presently a
stockholder  of  the  Company.

     RICHARD D. HORNIDGE, JR., 60, will be elected as a Director of the Company.
Mr.  Hornidge  is  a  long  time  and  respected  stockholder  of  Competitive
Technologies,  and  owner  of  62,000  shares of Competitive Technologies common
stock,  which is more shares than ANY of the existing management of the Company.
Since  February  2005,  Mr.  Hornidge  has been a tennis professional at Willows

Racquet Club in North Andover, Massachusetts.  From June 1984 through June 1989,
Mr.  Hornidge  was  President  of  Travis Associates, an employment agency.  Mr.

Hornidge was a program coordinator for Raytheon from 1973 through 1984, where he
was  involved  in  the  Patriot  Missile  test  equipment  program.

     JOEL M. EVANS, M.D., 46, will be elected as a Director of the Company.  Dr.
Evans  founded  The  Center  for Women's Health in Stamford, Connecticut in June
1996,  and since then has been its Director.  From November 1996 to present, Dr.
Evans  has been a lecturer and senior faculty member of The Center for Mind Body
Medicine  in  Washington, D.CDr. Evans has been featured in magazines as well as
interviewed  on  television  and radio shows across the country. Dr. Evans is an
Assistant  Clinical  Professor at the Albert Einstein College of Medicine in New
York  City  and  helped  create  a clinical study at Columbia University Medical
Center  for  use of the herb, black cohosh, in breast cancer. From November 2005
to  present,  Dr.  Evans  has been a member of the Scientific Advisory Board for
Metagenics  Incorporated,  a  nutritional  supplement  manufacturer.  Dr.  Evans
brings  key nutriceutical experience to the Company.  Dr. Evans is not presently
a  stockholder  of  the  Company.

     RALPH  S.  TORELLO,  68, will be elected as a Director of the Company.  For
the  past  five  years, Mr. Torello has been an independent financial consultant
advising  various  companies  on their financial strategies.  Included among the
companies  that  Mr.  Torello  has  performed  consulting services are Goodnight
Audio,  a full service recording studio, Patriot American Mortgage, a commercial
and  home  mortgage company, DDS Technologies, Inc., an organic waste processor,
Coit Medical, a medical accessory marketer and other miscellaneous companies and
individuals.  Mr.  Torello  is  not  presently  a  stockholder  of  the Company.

                               CERTAIN LITIGATION

     John  B.  Nano,  the  Committee's  nominee for Director President and Chief
Executive  Officer, was the President and Chief Executive Officer of Competitive
Technologies who was forced out seventeen months ago by the Board.  Mr. Nano has
a  lawsuit  pending  against  Competitive  Technologies.  In Nano v. Competitive
Technologies,  Inc., Docket No. 3:06-cv-00817, pending in United States District

                                       13


Court  for the District of Connecticut, Mr. Nano seeks damages for the Company's
wrongful termination in retaliation for expressing concerns about allegations of
insider  trading, inappropriate corporate governance and lack of independence in
the  law firm selected to conduct an investigation of the issues he raised.  The
lawsuit  alleges  that  the  Company  violated  the Sarbanes-Oxley legislation's
whistleblower  protection.  In addition, Mr. Nano seeks compensatory damages for
the  Company's failure to honor his existing Employment Agreement or its failure
to honor the Separation Agreement and General Release that was negotiated by the
Board  as a substitute for it.  Competitive Technologies then sued Mr. Nano.  In
Competitive  Technologies,  Inc.  v.  Nano,  Docket No. FST-CV-065-40076245973S,
pending  in  Connecticut  Superior  Court,  Judicial  District  of  Stamford,
Competitive  Technologies  makes  numerous  claims  against  Mr. Nano, including
alleged  breach of contract, breach of his fiduciary duty, breach of his duty of
loyalty,  an alleged failure by him to turn over a director's fee paid to him by
another company (even though Mr. Nano's service on the other board was disclosed
and  Mr.  Nano's  receipt  of  a  director's  fee  was  approved  by Competitive
Technologies'  counsel)[2].  Mr. Nano believes  that  the lawsuit against him by
Competitive Technologies is retaliatory, that his actions have not been wrongful
and  that  Competitive  Technologies  has  incurred  no  provable  damages.

     Mr. Nano's damages for the breach of contract and his Sarbanes-Oxley claims
against Competitive Technologies have been calculated to exceed $5 million.  Mr.
Nano  was  not terminated for cause and he had accepted the Separation Agreement
offered  to  him by the Company, valued at approximately $1.4 million, primarily
for  salary  and bonuses under his agreements.  The Company did not honor either
Mr.  Nano's  Employment  Agreement  or  the  substituted  Separation  Agreement.


     If  Mr.  Nano's  slate  of  directors  were  to  succeed  in  this  proxy
solicitation,  the  nominees of the Committee and Mr. Nano have agreed to settle
and  resolve these outstanding actions and enter into an employment agreement on
roughly  the  same  terms  as  his  former  employment  agreement.  Mr.  Nano's
employment  agreement would provide for the same salary of $350,000 and the same
bonus  based  on  performance with a target of 50% of salary.  The resolution of
his  lawsuit  would include the compensation primarily for salary and bonuses to
which  Mr. Nano was entitled under his agreements of approximately $1.85 million
and  the  payment  of  his  legal  fees  of  $650,000.

- ---------------------------

2.  In  its  original  complaint, Competitive Technologies also alleged that Mr.
Nano  had  improperly  kept and disseminated proprietary company materials after
being  terminated.  The  company  sought  an  injunction to enjoin Mr. Nano from
possessing  the  property  or  disseminating  it  to  third parties. The Company
materials  that  were allegedly wrongfully retained by Mr. Nano were retained at
the  time  he  was  terminated  because of a misunderstanding. This material was
immediately  returned  by  Mr.  Nano  to  Competitive  Technologies, without him
keeping  any  copies,  when the misunderstanding became apparent. Because he had
not  kept  the materials wrongfully and had not disseminated them to anyone, Mr.
Nano  voluntarily  and  readily  entered  into a stipulation that the injunction
should  enter,  thereby  making  that  portion  of  the  company's lawsuit moot.

                                       14

                                 OTHER BUSINESS

     The  Committee is not aware of any other matters that will be considered at
the  Annual  Meeting.  However, if any other matters are properly brought before
the  Annual  Meeting, the persons named on the enclosed BLUE proxy will vote the
shares  represented  by the BLUE proxy in accordance with their judgment on such
matters.

                               PROXY SOLICITATION

     The  cost  of  soliciting proxies by the Committee will be borne by it.  To
the extent legally permissible, the Committee intends to seek reimbursement from
Competitive Technologies for such cost.  The Committee does not currently intend
to  submit  approval of such reimbursement to a vote of Competitive Technologies
stockholders  at  a  subsequent  meeting.

     In  addition  to this initial solicitation of proxies by mail, email and/or
facsimile,  other  solicitation  may be made by members of the Committee without
additional  compensation  except  for  reimbursement of reasonable out-of-pocket
expenses.  The  Committee will pay to banks, brokers and other fiduciaries their
reasonable  charges and expenses incurred in forwarding proxy materials to their
principals and in obtaining authorization for execution of proxies.  Total costs
to  date  for solicitation of proxies by the Committee is approximately $25,000.
Total  estimated  costs  for  this  solicitation  will be approximately $50,000.

                             ADDITIONAL INFORMATION
                    CONCERNING COMPETITIVE TECHNOLOGIES, INC.


     No  one  person  or  group  is  the  beneficial  owner  of  more than 5% of
Competitive  Technologies  common  stock.


     Competitive Technologies proxy statement filed on December 4, 2006 contains
information  with  respect  to  ownership  of  common stock by the Directors and
Officers  of  Competitive  Technologies.  Such  information  reflects  direct
ownership  of  a  total  of  156,430  shares  of common stock with an additional
375,250  subject  to  options.

     Proposals  by  security  holders  under  Rule  14a-8  to  be  presented  at
Competitive  Technologies'  2008  annual meeting must be received at Competitive
Technologies offices not later than 120 days before the mailing of the Company's
proxy statement for the 2008 annual meeting.  The Company in its Proxy Statement
has  anticipated  that  this  date  would  be  no  later  than  August  6, 2007.

                                       15


     Copies  of this Proxy Statement and any additional solicitation material we
may  provide  or file is available on the website of the Securities and Exchange
Commission,  www.sec.gov.  On written request, we will provide without charge to
any record or beneficial owner of the Company's common or preferred stock a copy
of  such  Proxy  Statement  or  other  materials.  Written  requests  should  be
addressed  to:  Committee  to  Restore  Stockholder Value, c/o Cutler Law Group,
3206  West  Wimbledon  Drive,  Augusta,  GA  30909.  Copies  of  the  Company
Management's  proxy  statement, Annual Report on 10-K and other periodic reports
may  be  obtained  at  the  website  of  the Securities and Exchange Commission,
www.sec.gov.

PLEASE  SIGN,  DATE  AND  RETURN  PROMPTLY  THE  ENCLOSED BLUE PROXY CARD IN THE
ENCLOSED  ENVELOPE.  BY  SIGNING AND RETURNING THE ENCLOSED BLUE PROXY CARD, ANY
PROXY  PREVIOUSLY  SIGNED  BY  YOU  WILL  AUTOMATICALLY BE REVOKED.  IF YOU NEED
ASSISTANCE  IN  COMPLETING  YOUR  PROXY,  PLEASE  CALL JOHN DEREK ELWIN AT (561)
789-6449.


                   THE COMMITTEE TO RESTORE STOCKHOLDER VALUE

                                       16

                         COMPETITIVE TECHNOLOGIES, INC.
            PROXY FOR ANNUAL MEETING OF STOCKHOLDERS-JANUARY 16, 2007
     THIS PROXY IS SOLICITED BY THE COMMITTEE TO RESTORE STOCKHOLDER VALUE IN
                                   OPPOSITION
TO MANAGEMENT'S NOMINEES FOR THE BOARD OF DIRECTORS OF COMPETITIVE TECHNOLOGIES,
                                      INC.


     The  undersigned  hereby  appoints  John B. Nano and M. Richard Cutler, and
each  of  them,  with  full  power  of  substitution  and  resubstitution,  the
attorney(s)  and  proxy(ies)  of  the  undersigned,  to  vote  all  shares  the
undersigned  may  be  entitled  to  vote,  with all powers the undersigned would
possess  if  personally  present  at  the  Annual  Meeting  of  Stockholders  of
Competitive  Technologies, Inc., to be held on Tuesday, January 16, 2007, and at
any  adjournments  or  postponements  thereof  on  the  following  matters,  as
instructed  below,  and,  in  their  discretion,  on  such  other matters as may
properly  come  before  the meeting, including voting on (but not proposing) any
motion  to  adjourn  or postpone the meeting, all as more fully described in the
Proxy  Statement  of  The  Committee to Restore Stockholder Value ("Committee"),
dated  December  18,  2006.


1.   ELECTION  OF  DIRECTORS

[ ] For all nominees listed below                 [ ] WITHHOLD AUTHORITY to vote
    (except as indicated to the contrary below)       for all nominees

     JOHN B. NANO, BEN MARCOVITCH, WILLIAM L. REALI, JOEL M. EVANS, MD.,
     RICHARD D. HORNIDGE, JR. AND RALPH S. TORELLO

INSTRUCTION:  If you wish to withhold authority and preclude the proxy(ies) from
voting  for any individual nominees, write the name(s) of such nominee(s) in the
space  provided  below:

- -----------------------------------------------------------------------

2.   IN  THEIR  DISCRETION  THE  PROXIES NAMED ABOVE ARE AUTHORIZED TO VOTE UPON
SUCH  OTHER  MATTERS  AS  MAY  PROPERLY  COME  BEFORE  THE ANNUAL MEETING OR ANY
ADJOURNMENTS  OR  POSTPONEMENTS  THEREOF.

                                                 (Continued  on  reverse  side)

[REVERSE  SIDE  OF  PROXY  BELOW]

     This  proxy  when  properly  executed  will be voted in the manner directed
herein  by  the undersigned stockholder.  UNLESS OTHERWISE SPECIFIED, THIS PROXY
WILL  BE  VOTED  "FOR"  THE  ELECTION  OF THE COMMITTEE'S NOMINEES AS DIRECTORS.

     This  proxy  revokes  all  prior  proxies  given  by  the  undersigned.

                         Dated:____________________________________  200___

                         Signature:________________________________________

                         Signature  if
                         held  jointly_______________________________________

                         IMPORTANT:  Please  sign  exactly  as  name  appears on
                         your  stock certificate. Joint owners should each sign.
                         Executors,  Administrators,  Trustees,  etc.  should so
                         indicate  when  signing,  and  where  more  than one is
                         named,  a  majority  should  sign.

                         PLEASE  COMPLETE,  SIGN,  DATE  AND  MAIL THIS PROXY IN
                         THE  ENCLOSED  ENVELOPE.