I dont have the TL3, but its doubtful it will even light up without some sort of stepup convertor. 2xAA cells is only 3 volts, some way off the 9 volts 3 CR123's provide. Ive tried lighting up a 5 watter from a single CR123(direct drive) before, and no joy. If you can put a Badboy in there,it will likely light up, but will be dimmer and most likely have a short runtime.