Exhibit 16

November 20, 2002

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Commissioners:

We have read the statements made by Tel-Instrument  Electronics Corp.,  pursuant
to Item 4 of Form 8-K, as part of the Company's  Form 8-K report dated  November
13,  2002.  In addition to the events  reported in such Form 8-K,  with which we
agree,  additional  events  that we believe  should  have been  reported  by the
Company follow:

We believe,  based on a review of the Company's  Minutes of a Special Meeting of
the Board of Directors of  Tel-Instrument  Electronics  Corp.  dated October 23,
2002,  purported  by the  Company  to be in  draft,  that we were  dismissed  as
auditors on October 23, 2002.

Very truly yours,

PricewaterhouseCoopers LLP