EXHIBIT 5.1
CUTLER LAW GROUP
M. Richard Cutler, Esq
Corporate Securities Law
M Gregory Cutler, Esq.
Admitted in California & Texas
Admitted in Florida
June 28, 2013
Competitive Technologies, Inc.
1375 Kings Highway East, Suite 400
Fairfield, Connecticut 06824
Ladies and Gentlemen:
You have requested our opinion as counsel for Competitive Technologies, Inc., a Delaware corporation (the "Company") in connection with the registration under the Securities Act of 1933, as amended, and the Rules and Regulations promulgated thereunder, and the public offering by the Company of up to 4,450,000 shares of Company common stock issuable in connection with legal services.
We have examined the Company's Registration Statement on Form S-8 in the form to be filed with the Securities and Exchange Commission on or about June 28, 2013 (the "Registration Statement"). We further have examined the Certificate of Incorporation, Bylaws, and applicable minutes of the Company as a basis for the opinion hereafter expressed.
Based on the foregoing examination, we are of the opinion that, upon issuance and sale in the manner described in the Registration Statement, the shares of common stock covered by the Registration Statement will be legally issues, fully paid, and nonassessable.
We consent to the filing of this opinion as an exhibit to the Registration Statement.
Very truly yours,
\s\ M. Richard Cutler
Cutler Law Group