8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K
                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported): June 4, 2004
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                         TEL-INSTRUMENT ELECTRONICS CORP
             (Exact name of registrant as specified in its charter)


       New Jersey                      33-18978                  22-1441806
(State or other jurisdiction    (Commission File Number)       (IRS Employer
    of incorporation)                                        Identification No.)


     728 Garden St
 Carlstadt, New Jersey                                  (201) 933-1600
 (Address of principal                          (Registrant's telephone number,
   executive offices)                                  including area code)




                                 Not Applicable

         (Former name or former address, if changed since last report.)



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Item 9.  Regulation FD Disclosure.

                  On June 3, 2004, Tel-Instrument Electronics Corp issued a
         press release announcing new member of Board of Directors.

                                    SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned there unto duly authorized.


                                          TEL-INSTRUMENT ELECTRONICS CORP


Date:  June 4, 2004                       By  /s/ Harold K. Fletcher
                                             ------------------------------
                                              /s/ Harold K. Fletcher
                                                  Chairman and President





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EX-99

                                                                     EXHIBIT 99

Tel-Instrument Electronics Corp Welcomes New Board Member

    CARLSTADT, N.J.--(BUSINESS WIRE)--June 3, 2004--Tel-Instrument
Electronics Corp (Amex: TIK) today announced the appointment of Robert
A. Rice to its Board of Directors until the next annual meeting of
shareholders. Mr. Rice, a shareholder for over 15 years, owns 76,000
shares of the Company's stock.
    Mr. Rice joins the Company with many years of experience in both
private industry and in securities industry, including high level
positions at these firms. His experience in strategic business
planning and investments will be of great value to the Company. Mr.
Rice is currently the President and Owner of a small New England based
manufacturing company. He is a graduate of the University of Maine
with a B.S. in Business Administration.
    "As a shareholder representative, I have an obvious interest in
the success of the Company," said Mr. Rice. "I am excited about the
direction that Tel-Instrument is taking and look forward to a long and
successful relationship with the Company."
    "I am pleased to welcome Mr. Rice to our Company's Board. I know
that he will be an active participant who will bring both business and
shareholder perspectives to the board and management, and help shape
the future of Tel-Instrument," said Mr. Harold K. Fletcher, CEO.

    Tel-Instrument is a leading designer and manufacturer of avionics
test and measurement solutions for the global commercial air
transport, general aviation, and government/military aerospace and
defense markets. Tel-Instrument provides instruments to test, measure,
calibrate, and repair a wide range of airborne navigation and
communication equipment. For further information please visit our
website at www.telinstrument.com.

    Newly acquired Innerspace Technology, Inc.
(www.innerspacetechnology.com), a division of the Company, designs,
manufactures and distributes a variety of shipboard and underwater
instruments to support hydrographers, oceanographers, researchers,
engineers, geophysicists, and surveyors worldwide.

    CONTACT: Tel-Instrument Electronics Corp.
             Joseph P. Macaluso, 201-933-1600