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WFYW News Wherify Announces Amendment to Agreement to Pay-off Convertible Debentures

REDWOOD SHORES, Calif.--(BUSINESS WIRE)--Wherify Wireless, Inc. (OTCBB:WFYW), a leading developer of GPS-enabled wireless location products and services, today announced an amendment to the agreement relating to the redemption of Wherify Wireless’ outstanding secured convertible debenture obligations to Cornell Capital Partners (“Cornell”).

On November 7, 2006 Wherify Wireless, Inc. (the “Company”) issued a press release announcing that it had entered into an agreement with Cornell wherein terms were defined for the full redemption of the 7% secured convertible debentures issued on March 10, 2006 and the 7% secured convertible debentures issued on March 14, 2006, and for the concurrent cancellation of certain warrants to purchase 16,250,000 shares of the Company’s common stock. The full redemption would require that the Company pay to Cornell on or before December 31, 2006 the entire principal amount outstanding plus all accrued and outstanding interest then owed, plus the redemption premium of 20% of the principal amount. Cornell would retain the remaining 5,000,000 warrants that would be exercisable on a cash-basis only. Certain other terms and conditions would also apply.

On December 29, 2006 Cornell amended the terms of the agreement such that it has extended the December 31, 2006 deadline for the financing of the full redemption until January 31, 2007. Cornell agrees not to put the Company into an event of default under the terms of the convertible debenture agreements until such time. Furthermore, Cornell is willing to work with Wherify for a further extension until February 28, 2007 but will do so only after January 31, 2007.

Additionally, on November 7, 2006, Wherify Wireless, Inc. announced in a press release that it had retained the services of an investment banker. Effective November 2, 2006 Laidlaw and Company Ltd. has been retained as the Company’s investment banker and has commenced its representation of the Company as of December 10, 2006.

About Wherify Wireless, Inc.

Wherify Wireless, Inc. (OTCBB:WFYW) is a pioneering developer of personal location products and services, as recognized by the Smithsonian Institution Museum’s adoption of Wherify Wireless’ groundbreaking first product, the Child Locator, into permanent display as the world’s first commercial personal GPS tracking device. With three U.S. patents granted in the areas of personal location and position tracking and four more patents pending in the area of GPS locator phones, Wherify Wireless continues to be a leader in location technology development by integrating Aided-GPS location into a GSM cellular platform that has been demonstrated on over 100 GSM networks world-wide. Wherify Wireless’ expertise in GPS technology for wireless devices and its patented back-end location service engine enable customers to obtain real-time location information on individuals and property directly through the Internet or any phone. Wherify Wireless was founded in 1998, and is located in Redwood Shores, California. www.wherify.com

Note Regarding Forward Looking Statements

Any statements that are not statements of historical fact (including statements containing the words "believes," "plans," "anticipates," "expects," "estimates" and similar expressions) should be considered to be forward-looking statements. There are a number of factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including general conditions in the relevant industries and markets, the impact of competitive products, intellectual property issues and the other factors described in Wherify Wireless’ periodic filings with the SEC. The company disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this press release.