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.  2)


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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 27, 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  27,  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 eighteen months ago.  During Mr.
Nano's  tenure as President and Chief Executive Officer, as more fully set forth
below,  the  Company  returned  to  profitability  from  losses and continued to
perform  at  record  levels  of  profitability.  The  reason  for  Mr.  Nano's
termination has never been disclosed to Competitive Technologies shareholders by
the  Company's current Board and management.  The Company has operated at a loss
for all reporting periods since Mr. Nano's removal eighteen months ago.   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.
Competitive  Technology's  fortunes  changed  from  a  2005 profit of about $5.7
million,  to  a  2006  loss  of  nearly  $2.4  million  this  year.  Competitive
Technologies  has  recorded  losses  every  quarter after the termination of Mr.
Nano.  The  stock  price  declined from over $10 per share to under $3 per share
during  this  eighteen  month  period.



     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 eighteen months,
after  termination  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 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.

- --   The  stock  price  has  gone  from over $10 per share to under $3 per share

during  the past eighteen months resulting in 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 diluted the
outstanding  common  stock  by  continuing to sell newly issued shares to Fusion
Capital  Fund  II, LLC, even though the Company had over $13 million in cash and
zero  long-term debt eighteen months ago.  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.



- --   The  existing  Board  of  Directors  and  their management have compensated

themselves  with increased salaries, bonuses and stock options while the Company
experienced 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

                                        4


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, while Mr. Freed was Chief
Executive  Officer, the 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 decided to increase management compensation while the
revenues  declined  63% and the profits dropped $8.1 million and the stock price
dropped  60%.



- --   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.  Under  John's  leadership,  who  is a key member of the Committee, the
Company  was  returned  to  profitability  and  experienced  record revenues and
profits as set forth elsewhere herein.  During this time, CTT was 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 eighteen months ago by
this  Board  after  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.   He currently
has  a suit against the Company under the whistleblower protection provisions of
the  Sarbanes-Oxley Act.  See further discussion of this matter under Mr. Nano's
biography  set  forth  below.



- --  The Company continues to spend resources on non-licensing related litigation
matters,  including  the $371,368 spent in 2006 on certain litigation related to
Mr.  Nano.  These  include  expensive  litigation  against  Dr.  Arnold Pross, a
shareholder,  for  posting  comments  on  a  shareholder message board which the
Company  alleged  were  "defamatory"  against Mr. Freed. The current Board again
spent  resources  defending  their  actions  with the Vice President and General
Counsel  and  a Senior Vice President who alleged that the Company failed to pay
commissions  on  homocysteine  revenues  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 (see next bullet point). The
Company  has  spent  resources  (by  their  own disclosure at least $371,368) 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 separation agreement with Mr. Nano related to
that  litigation,  the  Company  failed  to  honor the agreed-upon terms of that
Separation  Agreement.  As  disclosed  in the Form 10-K of the Company and other
periodic filings, the company continues to spend resources on these and numerous
other legal actions. The Board Nominated by the Committee to Restore Shareholder
Value  intends  to  seek  to  settle  these  legal  actions  based  on  the

                                        5


appropriate decision to honor these legal agreements which the Company failed to
honor,  and  will  resolve  the  matters  with Mr. Nano as set forth below under
"Certain  Litigation".



     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.  These two employees were key to the homocysteine licensing
revenues  which  accounted  for  approximately  76%  of  revenues  in  2005  and
approximately  70%  of  revenues  in  2006.  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 Supreme Court for comments the Dr.
Pross  posted on an internet message board about the Company.  The Committee and
its  legal  counsel  have  reviewed  the  information posted by Dr. Pross on the
message  board and believe that it does not constitute any actionable defamation
against  the company, and that consequently legal action against Dr. Pross would
merely  be  an  attempt  to  squash his dissenting voice as a stockholder of the
Company  The  information  about  the lawsuit is disclosed in the Company's Form
10-K  of  fiscal  2006.



     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 July 27, 2006.  The Company then
awarded  Mr.  Kiley  a  consulting  contract  guaranteeing him $20,000 per month
minimum  plus  expenses.


      The market value of the company has decreased from over $100 million in
March  of  2005  to  about  $20  million  today.  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 (as more fully set forth below). Under Mr. Nano's leadership,
profitability  of  the company improved 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

                                        6


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.     Under Mr. Nano's leadership and strategic
plan,  licensing  agreements  were  signed  with  Abbott  Laboratories,  Bayer
Corporation,  Diagnostic Products Corporation, Mayo Clinic, Cleveland Clinic and
others.  Mr.  Nano  resolved  litigation and reached settlements which generated
funds  for  the  Company from JDS Uniphase Corporation, Unilens and others.  The
Company  acquired  new  technologies  including  nanotechnology  bone cement and
RFID.


     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 with 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%.



     We  strongly  believe  these  serious  issues  demonstrate the need for new
leadership.  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 key executives to manage the Company.  The

Committee  urgently asks for your support as a stockholder, advisor or broker to
appoint  new  leadership  which  we  expect  will  restore  the  Company  to
profitability,  drive  growth  and  increase  stockholder  value.


                                        7


     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.    Under Mr.
Nano's  leadership  and  strategic  plan,  licensing agreements were signed with
Abbott  Laboratories,  Bayer  Corporation, Diagnostic Products Corporation, Mayo
Clinic,  Cleveland  Clinic and others.  Mr. Nano resolved litigation and reached
settlements  resulting  in  funds  to the Company from JDS Uniphase Corporation,
Unilens  and  others.  The  Company  acquired  new  technologies  were  acquired
including  nanotechnology  bone  cement  and  RFID.


     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:

- --   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

                                        8



on  our  opinion  that  this is an attractive business model.  While Competitive
Technologies  is  not  presently a major global company, the licensing market is
attractive  in  size and growth with major global companies spending billions in
licensing  fees  annually.  The Committee believes that Competitive Technologies
could  take part in a small portion of this substantial global market.  While we
certainly  do  not  believe  we  would  reach  such  extraordinary  results  for
Competitive  Technologies,  companies  like Qualcomm receive millions of dollars
per  year  in  licensing fees creating a market value for Qualcomm stock of over
$60  billion  (as  can  be  clearly  derived from review of their publicly filed
securities  reports).  Successful licensing companies like Qualcomm validate the
attractiveness  of  this  business  model  for  companies that can execute.  The
Committee's  management  team believes it can take part in this global market at
some  level,  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.

     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
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.

                                        9


     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 be named in this proxy statement and 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
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.  Following his termination, Mr. Nano divested
most  of  his common stock and currently owns 22 shares of stock.  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 was
terminated eighteen months ago by the Board, would return as Director, President


                                       10


and Chief Executive Officer.  Mr. Nano was President and Chief Executive Officer
of  Competitive  Technologies,  Inc. from June 2002 until June 2005.  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. 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.  The
proposed  terms  of  settlement together with the terms of employment, returning
Mr. Nano to his role as President and Chief Executive Officer are also disclosed
under  the  "Certain  Litigation"  section.



     The  current  Board  terminated Mr. Nano in June 2005.   The reason for Mr.
Nano's  termination  has  never  been  disclosed  to  Competitive  Technologies
shareholders  by  the Company's current Board and management.  Mr. Nano believes

it  was  in  part  due  to  his  refusal  to  sign  the  Chief Executive Officer
certification  required under Sarbanes-Oxley legislation disclosure requirements
due  to  unresolved  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 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
- --------------------
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


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's evidence of these insider trading activities 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
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

                                       12


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 eighteen 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
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

                                       13


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).   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