SCHEDULE 14A INFORMATION

                  Proxy Statement Pursuant to Section 14(a) of
                       the Securities Exchange Act of 1934

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[ ]  Soliciting Material Pursuant to Section 240.14a-12


                                COTELLIGENT, INC.
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                (Name of Registrant as Specified In Its Charter)


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    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)


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                  * RELEASED TO SECURITY HOLDERS ON MAY 31, 2002


                                    
                                       44 Montgomery Street Suite 4050 San Francisco, CA 94104
[LOGO] COTELLIGENT                                 Tel 415.439.6400 Fax 415.439.6888 www.cotelligent.com
         structure without boundaries


                                                                    May 31, 2002

                  VOTE THE ENCLOSED WHITE PROXY CARD -- TODAY!
                                    -----
Dear Stockholder:

I am writing to you today to once again ask you to vote your shares for Dr.
Debra Richardson as Cotelligent's nominee to our Board of Directors at this
year's annual meeting on Tuesday, June 11, 2002. We would also like to inform
you of some important information about Mr. Russell Silvestri and his private
investment firm, Skiritai Capital, LLC, who recently announced that they are
going to engage in a proxy fight to place Mr. Silvestri on the Cotelligent Board
with a stated purpose of immediately liquidating your Company for a quick buck.
WHILE YOUR BOARD HAS THE INTERESTS OF ALL STOCKHOLDERS IN MIND, WE BELIEVE MR.
SILVESTRI IS INTENT UPON DEPRIVING OTHER COTELLIGENT STOCKHOLDERS OF THE
OPPORTUNITY FOR MID TO LONG TERM APPRECIATION.

JUST LOOK AT THE FACTS:

     Mr. Silvestri has never served as a director of a public company.

     Mr. Silvestri has not indicated that he has any experience in our field of
     expertise.

     Our nominee, Dr. Debra Richardson, Chair and Dean of the School of Computer
     Science at the University of California Irvine, is exceedingly qualified to
     serve our stockholder's interest today and in the future. Since joining the
     Board in August 2001, Dr. Richardson has been, and we expect that she will
     continue to be, an active contributor to the Cotelligent Board because of
     the depth of her experience and knowledge of information systems and
     technology as well as the industry in which we compete.

     We are executing our strategic plan to emerge from our 'turnaround' and are
     focusing on our strong client base, our strategic partnerships and our
     expertise in emerging technologies. These strengths, together with our
     clean balance sheet, with no debt, and favorable cash position provide us
     with a competitive advantage in the markets in which we do business.

     We have an outstanding reputation in the IT solution and services industry.
     We believe that our outstanding reputation helps us to compete and to
     continue to win business.







Over the past two years we have implemented a strategic plan in order to have a
secure business model and a more stable financial model, and within the past two
weeks, we have retained Porter, LeVay & Rose, a New York based investor
relations firm, to begin the process of communicating our efforts and
achievements to the investor community.

We strongly believe that by electing Dr. Debra Richardson on your WHITE proxy
card, you are helping Cotelligent continue on a path to realizing our full
potential. WE STRONGLY RECOMMEND THAT YOUR REJECT MR. SILVESTRI'S BID FOR YOUR
VOTE BY SIGNING, DATING AND MAILING THE ENCLOSED WHITE PROXY IN THE ENVELOPE
PROVIDED.

Sincerely,

/s/ James R. Lavelle
------------------------------------
James R. Lavelle
Chairman and Chief Executive Officer


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