Cell-Loc Inc.

30º - 15' - 43"N 97º - 44' - 43"W (Austin TX) 51º - 03' - 20"N 113º - 59' - 26"W (Calgary AB)

Cell-Loc's new president makes fundamental changes to the balance sheet

Cell-Loc announces first quarter results for FY 2003

CALGARY, AB, November 28, 2002 - Cell-Loc Inc. (TSX: CLQ) today reported its financial results for the first quarter of fiscal year 2003 ended September 30, 2002. The net loss for the first quarter was $15.97 million compared to $3.27 million for the same period last year.

"In this reporting period, Cell-Loc has taken significant initiatives which will fundamentally change its financial statements," said Sheldon Reid, President & CEO, Cell-Loc Inc. "Cell-Loc wrote down $11.9 million in network assets and inventory which reflects its departure from the cellular location business model. And, in the same vein, the Company's U.S. affiliate, TimesThree Inc. is considering its alternatives for liquidation or dissolution. We are motivated to confirm the complete business separation of Cell-Loc from TimesThree Inc. in part because the evolution of our technology has surpassed the assumptions implicit in the TimesThree business model. De-consolidation of TimesThree Inc. from Cell-Loc's financial statements would reduce current liabilities by approximately $3.2 million and future contingent liabilities by approximately $9.0 million."

The Q1 conference call will take place at 10 am ET (8 am MT) on Friday, November 29, 2002. Call details are included at the end of this news release.

CORPORATE HIGHLIGHTS

$40 Million US Equity Line of Credit
On May 16, 2002, the Company announced that it had received final receipts from the Alberta and Ontario securities commissions and closed its prospectus offering of subscription shares and commitment warrants under an equity line of credit for proceeds of up to $40 million (US). As of September 30, 2002 the Company has not yet drawn on this equity line of credit.

TimesThree Inc.
During fiscal year 2001 TimesThree Inc. ("TimesThree"), a subsidiary of Cell-Loc Inc., signed leases for 115 tower sites in Dallas, Austin and Atlanta, all of which were for a term of five years. As of September 30, 2002, TimesThree had lease rental payments of approximately $1.6 million US due and payable under these contractual arrangements. The lease commitments for tower sites were predicated on the deployment of the Company's cellular location networks. Accordingly, other costs associated with the corporate activities of TimesThree were incurred and remain outstanding.

The Company has terminated any further network development in Dallas and Austin and has ceased financial and operations support for TimesThree. TimesThree is in default of its tower lease agreements and has advised the respective tower companies of its inability to make payment on those lease agreements.

TimesThree's only assets at September 30, 2002 were its interests in the tower leases, which the Company values at $nil. TimesThree's debts totaled $5.4 million (US) at September 30, 2002, including $3.3 million (US), which was due to Cell-Loc. With respect to the obligations of TimesThree to third parties, the Company has not provided corporate guarantees, letters of credit or any other financial assurances for the obligations of TimesThree.

The Board of Directors of TimesThree is considering its alternatives for liquidation or dissolution.

Asset Impairment
Concurrent with the Company's decision to terminate the deployment of its cellular technology in Austin and Dallas and to cease further support of TimesThree, the Company determined that certain assets being held for network deployment will no longer be required and therefore have been offered for sale. In connection with these decisions, the Company has, at September 30, 2002, re-assessed the carrying value of the assets deployed in the Dallas and Austin network developments, and has re-valued the assets offered for sale at their estimated net realizable value. As a result, the Company has recorded an asset impairment charge of $11.9 million at September 30, 2002.

Interim Management Discussion & Analysis

During the quarter ended September 30, 2002 the Company recognized a loss of $15.9 million. The loss is primarily attributed to a write down of $11.9 million taken on inventory and network assets. The Company used $1.16 million for operations this quarter, which is a nine percent increase from the $1.06 million used for the quarter ended June 2002 and a 55 percent decrease from the same quarter last year. Network and capital expenditures for the quarter decreased to $31,000 from $213,000 last quarter and $42,000 for the quarter ended September 2001.

Deferred Revenue
In March 2002, the Company received $800,000, which has been recorded as deferred revenue from the license agreement with IQ2 Communications Corp. ("IQ2") for exercising their option to acquire from Cell-Loc the sole rights to Cell-Loc's intellectual property for use in the Austin, Texas geographic market, subject to an agreement between the parties dated October 5, 2001. As of September 30, 2002 this amount is still recorded as deferred revenue pending certain performance obligations by the Company.

Operations
Operating expenses were $2.4 million for the quarter relative to $1.18 million from the previous quarter and $1.35 million for the same quarter last year. The increased operating expenses of $1.28 million over the previous quarter reflects TimesThree's default under the tower lease agreements, causing an additional $1.24 million to become due and payable by TimesThree. Cost savings continue to be realized through consolidation of the number of inventory storage facilities.

Marketing and Business Development:
Expenses for marketing and business development for the quarter ended September 30, 2002 were $79,000. This number has increased marginally from $57,000 for last quarter and decreased 57 percent from the same period last year. The lower costs were realized as a result of the restructuring program undertaken in September 2001 and a continued focus on reducing travel and related expenses.

General and Administration
General and administration expenses for the quarter ended September 2002 were $324,000. The reduction of staff levels and the focus on ensuring expenditures are limited to core projects and essential items have resulted in a consistent level of general and administrative expenditures. The current quarter shows a 55 percent reduction from the $713,000 spent during the same period last year.

Research and Development
As the Company continues to upgrade and develop its technology, research and development expenses will be required. The expenditures are and will continue to be specifically related to the ongoing technical development required to refine the Company's commercial products. The $402,000 of expenses this quarter reflects a 28 percent decrease from the $555,000 last quarter, and reflects a 35 percent decrease from the $620,000 for the quarter ended September 2001.

Liquidity and Capital Resources
The September 30, 2002 total cash balance of $1.5 million represents a $1.2 million, or 44 percent, decrease from the previous quarter cash balance of $2.7 million. The working capital deficit has deteriorated 88 percent to ($2.47) million from ($1.31) million for the quarter ended June 30, 2002. The increase in working capital deficit for the period ended September 30, 2002 is a direct result of recognizing the additional lease liabilities in TimesThree arising due to TimesThree's default under the various lease agreements. The Company has entered into contracts to sell a portion of the assets formerly classified as available for deployment, the proceeds from which will be a source of near term cash. The Company has the ability to draw on its equity line of credit. The Company's monthly use of cash continues to be scrutinized to ensure optimal use of the Company's cash resources.

As of November 28, 2002, in the absence of the Company selling the network equipment contracted for sale or the Company generating cash by licensing its technology to third parties, the Company will deplete its cash reserves prior to the end of December 2002.

Business Risks and Prospects
The Company is actively negotiating commercial contracts. The joint venture agreements currently being negotiated are examples of the focused business strategy that Cell-Loc has now undertaken. Joint venture arrangements, such as those negotiated with IQ2 and Cell-Loc Chongqing will enable the Company to introduce Cell-Loc's technology to the global market.

The ability to source products and continue research and development is contingent on the Company's ability to be able to continue the working relationships that have been established with the vendors and creditors who supply goods and services to Cell-Loc.

The Company's ability to continue to generate revenue and achieve positive cash flow in the future is dependent upon various factors, including the level of market acceptance of its services, the degree of competition encountered by the Company, the cost of acquiring new customers, technology risks, the ability to fund continued network deployment and operations, general economic conditions and regulatory requirements.

About Cell-Loc Inc.
Cell-Loc Inc. (www.cell-loc.com), a leader in the wireless location industry, is the developer of Cellocate™, a family of network-based wireless location products that enable location-based services. Located in Calgary, Alberta, Cell-Loc currently develops, markets and supports its patented wireless location technology in Asia as well as North and South America, with a view to expanding globally. Cell-Loc equipment will be manufactured under licenses in Brazil and China. Commercial deployment has been successfully tested in Canadian markets and will now proceed under agreements in major U.S. markets as well. Cell-Loc is listed on the Toronto Stock Exchange (TSX) under the trading symbol: "CLQ."

- 30 -

Forward Looking Statements: This news release contains certain forward-looking statements. All statements, other than statements of historical fact, included herein, are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made, and Cell-Loc does not undertake an obligation to update forward-looking statements should conditions or management's estimates or opinions change.

Note to Editors: Cell-Loc, Cellocate, Cellocate System, Cellocate Beacon, TimesThree and LocationBroker are trademarks of Cell-Loc Inc.

The Toronto Stock Exchange has neither approved nor disapproved the information contained herein.

CONFERENCE CALL
On Friday, November 29, 2002, at 8 am MT (10 am ET), a conference call and simulcast will take place. Sheldon Reid, President & CEO, and Dr. Michel Fattouche, Chief Technical Officer will report on the quarter and answer questions.

Dial In Numbers
Calgary: 403.705.2795
Toronto: 416.640.4127
Toll-Free: 1.888.881.4892

SIMULCAST
Visit http://www.newswire.ca/webcast/pages/CellLoc20021128/

Cell-Loc contact:

Tammy Yamkowy
Manager, Public Relations
Phone: (403) 569-5748
tammy.yamkowy@cell-loc.com