The Dewey Electronics Corporation
27 Muller Road
Oakland, New Jersey 07436




                               December 2, 2002

via fax and Federal Express


Mr. Paul O. Koether, Chairman
Asset Value Management, Inc.
211 Pennbrook Road
Far Hills, New Jersey   07931

Dear Paul:

On behalf of the Board of Directors of The Dewey Electronics
Corporation, I am writing to inform you of the Board's unanimous
decision to reject the proposal set forth in your letter to me
dated November 12, 2002, in which you indicated that Asset Value
Fund and/or affiliates were interested in purchasing all of the
Company's shares at a cash price of $5.00 per share.

After careful consideration, the Board unanimously determined that
the proposal described in your letter would not be in the best
interests of the Company or its shareholders and, further, that
the Company is not for sale.  The Board considered, among other
things, the terms of the proposal, which it concluded do not
reflect the inherent value of the Company.  Moreover, the Company's
strategy is to manage for both short and long term shareholder
value, as well as for the benefit of our customers and well-being
of our employees.  This proposal would prevent our shareholders
from participating in the future of the Company.  The Board
believes that it is in the best interests of Dewey Electronics
and its shareholders for us to continue to pursue these
strategies.

I assure you that the Company's Board of Directors and
management are committed to pursuing the goals of building upon
the Company's strengths, seeking to expand business opportunities
and increasing shareholder value.  We appreciate your interest
in Dewey Electronics.

                            Sincerely,


                                 /s/
                            John H.D. Dewey
                            Acting Chief Executive Officer

JHDD/cg