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): March 24, 2004
                                                          --------------

                              ---------------------


                         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.)




Item 9.  Regulation FD Disclosure.

                  On March 24, 2004, Tel-Instrument Electronics Corp issued a
         press release announcing its estimated results. A copy of this press
         release is attached hereto.

                  On March 24, 2004, Tel-Instrument Electronics Corp issued a
         press release announcing the contract award from British Airways. A
         copy of this press release is attached hereto.



                                    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:  March 26, 2004                            By   /s/ Harold K. Fletcher
                                                    ------------------------
                                                        /s/ Harold K. Fletcher
                                                        Chairman and President