20 Broad Street
                                                  New York, NY 10005
                                                  Tel 212 656 8330
                                             
                                                  Catherine R. Kinney
                                                  Group Executive Vice President
                                                  Office of the Chief Executive
                                                  New York            
                                                  Stock Exchange, Inc.



December 12, 1997     

Mr. Frank G. Brandenburg                                                  
President                                                                 
Chief Executive Officer
EA Industries, Inc.
185 Monmouth Parkway
W. Long Branch, NJ 07764-9989

Dear Mr. Brandenberg:

Thank you for the information that you provided in your various correspondence.
As you are aware, EA Industries, Inc. ("EA.) is below the New York Stock
Exchange's ("NYSE") continued listing criteria for net tangible assets available
to common stock (less than $12 million), together with 3-year average net income
(less than $600 thousand). In addition, the convertible note issued to the then
CEO of EA contains a conversion clause that would require shareholder approval
under NYSE requirements.

We have reviewed your October 23, 1997 business plan submission, and based upon
that review, we are prepared to continue the listing of EA at this time.
However, the company's continued listing will be reviewed on a quarterly basis
for compliance with this business plan. Failure to meet the projections set
forth in the plan for each quarter will likely result in the suspension of
trading, and subsequent delisting, of EA. As such, we ask that you provide to
the NYSE the previously submitted fiscal 1999 annual projections in a quarterly
format. Additionally we require that the Company obtain shareholder approval for
the convertible note by the end of the first quarter of calendar 1998. Failure
to obtain this shareholder approval also will result in the suspension and
subsequent delisting of EA unless the company unwinds the transaction or
otherwise cancels the convertible note. The Company should submit for our review
and comment preliminary proxy material regarding shareholder approval of the
listing of the stock underlying the convertible note.

Please sign the enclosed copy of this letter indicating your agreement to
provide us with quarterly data and to obtain shareholder approval regarding the
convertible note. Please return the signed letter to Laura Morrison, Managing
Director, along with the 1999 quarterly projections. If you have any further
questions, please do not hesitate to call.

Sincerely,

/s/ Catherine Kinney


cc: Richard P. Jaffe
    Mesirov Gelman Jaffe Cramer & Jamieson

    Howard P. Kamins
    EA Industries, Inc.