8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              ---------------------

                                    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): January 24, 2007
                                                         ----------------
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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 07072                  (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.)

    Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

|_| Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))

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Section 7 - Regulation FD

Item 7.01.   Regulation FD Disclosure


         On January 24, 2007, the registrant issued a press release to announce
that it was notified by the Navy that the protests filed with the Government
Accountability Office (GAO) relating to the award of the Intermediate Level
TACAN Test Set (ITATS) contract to the Company has been dismissed.

         A copy of the press release is attached as Exhibit 99.1 and
incorporated herein by reference.


                                    SIGNATURE

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:  January 25, 2007                          By   /s/ Harold K. Fletcher
                                                      ------------------------
                                                          Harold K. Fletcher
                                                          Chairman and President


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EX-99.1

                                                                    Exhibit 99.1

       Tel-Instrument Electronics Corp Announces ITATS Protest Dismissal

    CARLSTADT, N.J.--(BUSINESS WIRE)--Jan. 24, 2007--Tel-Instrument
Electronics Corp (AMEX: TIK) has been notified by the U.S. Navy that
the protests filed with the Government Accountability Office (GAO)
relating to the award of the Intermediate Level TACAN Test Set (ITATS)
contract to the Company have been dismissed. As a result, Tel and its
subcontractors, will resume work immediately on this important
product.

    The ITATS award value for the firm-fixed price;
indefinite-delivery/indefinite-quantity is estimated at $12,700,000,
including future deliverables of up to 180 units. The Company has
received the first delivery order valued at $4,443,816 for systems
engineering, fabrication, testing, and associated logistics costs for
six First Article Test units.

    Jeff O'Hara, the Company's Chief Operating Officer, said,
"Tel-Instrument is proud that the U.S. Navy has selected the Tel
solution for its Intermediate Level TACAN test requirements. The ITATS
design combines advanced digital technology with state of the art
automated testing capabilities. This contract, when taken in
conjunction with the current CRAFT contract (AN/USM-708), should
represent a solid base for the future profitable growth of the
Company."

    This press release includes statements that are not historical in
nature and may be characterized as "forward-looking statements,"
including those related to future financial and operating results,
benefits, and synergies of the combined companies, statements
concerning the Company's outlook, pricing trends, and forces within
the industry, the completion dates of capital projects, expected sales
growth, cost reduction strategies, and their results, long-term goals
of the Company and other statements of expectations, beliefs, future
plans and strategies, anticipated events or trends, and similar
expressions concerning matters that are not historical facts. All
predictions as to future results contain a measure of uncertainty and,
accordingly, actual results could differ materially. Among the factors
which could cause a difference are: changes in the general economy;
changes in demand for the Company's products or in the cost and
availability of its raw materials; the actions of its competitors; the
success of our customers; technological change; changes in employee
relations; government regulations; litigation, including its inherent
uncertainty; difficulties in plant operations and materials;
transportation, environmental matters; and other unforeseen
circumstances. A number of these factors are discussed in the
Company's previous filings with the Securities and Exchange
Commission. The Company disclaims any intention or obligation to
update any forward-looking statements as a result of developments
occurring after the date of this press release.

    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.

    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.

    The Company's stock is traded in the American Stock Exchange under
the symbol TIK.

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