A variety of experiments were carried out to study the dispersion and microstructure of carbon nanotubes in aqueous suspensions and polymer composites with the goal to improve the electrical conductivity of the composites containing nanotubes. Epoxy composites containing covalently and noncovalently functionalized nanotubes were compared in terms of electrical and mechanical behavior. Covalent functionalization of nanotubes is based on chemical attachments of polyethylenimine (PEI) whereas noncovalent functionalization takes place through physical mixing of nanotubes and PEI. The electrical conductivity is reduced in composites containing covalently functionalized nanotubes due to damage of the tube?s conjugated surface that reduces intrinsic conductivity. Conversely, the mechanical properties are always better for epoxy composites containing covalently functionalized nanotubes. Clay particles were used as a rigid dispersing aid for nanotubes in aqueous suspensions and epoxy composites. When both nanotubes and clay were introduced into water by sonication, the suspension is stable for weeks, whereas the nanotubes precipitate almost instantly for the suspension without clay. In epoxy composites, nanotubes form separated clusters of aggregation, whereas a continuous threedimensional nanotube network is achieved when clay is introduced. Electrical conductivity of the epoxy composite is shown to significantly improve with a small addition of clay and the percolation threshold is simultaneously decreased (from 0.05 wt% nanotubes, when there is no clay, to 0.01 wt% when 2 wt% clay is introduced). The addition of clay can also improve the mechanical properties of the composites, especially at higher clay concentration. Weak polyelectrolytes (i.e., pH-responsive polymers) were also studied for their interaction with nanotubes and the electrical properties of the dried composite films. When dispersed by sonication, Nanotubes show pH-dependent dispersion and stability in poly(acrylic acid) water solution, as evidenced by changes in suspension viscosity and cryo-TEM images. The nanotube suspensions were then dried under ambient conditions and the composite films exhibit tailorable nanotube dispersion as a function of pH. The percolation threshold and maximum electrical conductivity are reduced when the pH is changed from low to high. Some other pH-responsive polymers were also studied, but their pH-dependent viscosity and conductivity were not as large or reversible as poly(acrylic acid).