EXHIBIT 23.1

                        Consent of Independent Auditors

We consent to the incorporation by reference in this Registration Statement on
Form S-3 of our report dated February 4, 2002 relating to the financial
statements of L-3 Communications Holdings, Inc. for the three years ended
December 31, 2001 all included in the Annual Report on Form 10-K for the year
ended December 31, 2001.

We consent to the incorporation by reference in this Registration Statement of
our report dated February 19, 2002 relating to the combined financial statements
of Aircraft Integation Systems Business for the three years ended December 31,
2001, included in the report on Form 8-K dated March 22, 2002.

We also consent to the reference to us under the heading "Experts", which is
part of this Registration Statement.


                                               /s/ PricewaterhouseCoopers LLP

March 22, 2002
New York, New York