Exhibit 10.2

                               AMENDMENT NO. 1 to

                        COMMON STOCK PURCHASE AGREEMENT

     THIS Amendment No. 1 (this "Amendment") dated as of June 2, 2010, is to the
COMMON  STOCK  PURCHASE  AGREEMENT  dated  as  of  the 1st day of June 2010 (the
"Agreement")  by  and  between  Crisnic  Fund  SA,  a  Costa  Rican  Investment
corporation  (the  "Investor"), and Competitive Technologies Inc., a corporation
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organized  and existing under the laws of the State of Delaware (the "Company").

     WHEREAS, the parties desire to amend certain terms of the Agreement.

     NOW, THEREFORE, the parties hereto hereby agree as follows:

     1)     CONFLICT.  In the event there is a conflict between the terms of the
Agreement  and  this  Amendment,  the  terms of this Amendment shall control any
interpretation.  Unless  this  Amendment  expressly  amends  or  supplements the
language  of  the  Agreement,  ,  the  Agreement  shall remain in full force and
effect.  Unless  otherwise  defined  in  this  Amendment,  terms  defined in the
Agreement  shall  be  similarly  defined  herein.

     2)     AMENDMENT TO CLOSING.  Section 2.2 of the Agreement is hereby
amended to read as follows:

" 2.2   Closing

     On the Transfer Day, the Company shall deliver by DWAC transfer the total
of Two Million (2,000,000) Shares of the Common Stock registered in the name of
the Investor. During the Fourteen (14) business days following the Transfer Day,
the Investor from time to time shall deliver payment for these Shares by wire
transfer on the earlier of (i) the end of such Fourteen (14) business day period
or (ii) within 24 hours of receipt of funds by Investor from the sale of such
Shares. To the extent the Company has not paid the fees, expenses, and
disbursements of the Investor in accordance with Section 10.4, the amount of
such fees, expenses, and disbursements may be deducted by the Investor (and
shall be paid to the relevant party) directly out of the proceeds of the
Purchase Price."


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     IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to
Stock Purchase Agreement to be executed by the undersigned, thereunto duly
authorized, as of the date first set forth above.


     COMPANY:
     Competitive Technologies Inc..

By:  \s\ John B. Nano
     ----------------
     John B. Nano, President


     INVESTOR:
     Crisnic Fund SA

By:  \s\ Anthony Salvatore Gentile
     -----------------------------
     Anthony Salvatore Gentile, Portfolio Manager