UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
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                                    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): April 6, 2006
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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 (17CFR 240. 14d-2(b))

[]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17CFR 240. 14e-4(c))


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Section 2 - Financial Information

Item 2.02.   Results of Operations and Financial Condition

                  On April 6, 2006, the registrant issued a press release
         related to its March 31, 2006 results. A copy of the press release is
         attached as Exhibit A and incorporated herein by reference.


                                    SIGNATURE
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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:  April 7, 2006                 By      /s/ Harold K. Fletcher
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                                             Harold K. Fletcher
                                             Chairman and President




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