Exhibit (e)(11)

                                October 22, 2002


Paravant Inc.
89 Headquarters Plaza North
Suite 1421
Morristown, New Jersey 07960

      Re:   Employment Agreement dated March 20, 2002

Dear Sirs:

      In connection with the above-referenced Employment Agreement (the
"Agreement") between the undersigned and Paravant Inc. (the "Company"), this
letter is intended to acknowledge that the undersigned hereby relinquishes and
waives his rights under Section 15 of the Agreement to receive additional
severance benefits under Section 9 thereof if the undersigned's employment by
the Company is terminated "without cause" during the first one year following
the change of control and to voluntarily resign and receive a total severance of
2 years base salary upon acceptance of a two year covenant not to compete
following a change of control.

      Capitalized terms used in this letter and not otherwise defined shall have
the meanings ascribed to such terms in the Agreement. Except as modified hereby,
the terms and provisions of the Agreement shall continue in full force and
effect.

                                              /s/ William R. Craven
                                              ---------------------------------
                                              William R. Craven

ACKNOWLEDGED AND AGREED TO:

PARAVANT INC.


By: /s/ John C. Zisko
    --------------------------------
Name: John C. Zisko
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Title:      Chief Financial Officer
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