EMRISE INDEPENDENT DIRECTORS ACCEPT RESTRICTED COMMON STOCK FOR MAJORITY OF DEFERRED 2010 AND PORTION OF FUTURE COMPENSATION

Increases Director's Ownership, Aligns Compensation with Company Success

DURHAM, NC - October 25, 2010 - EMRISE CORPORATION (NYSE Arca: ERI), a multi-national manufacturer of defense, aerospace and industrial electronic devices and communications equipment, said today that its three independent directors have agreed to accept restricted shares of the Company's common stock for the majority of their deferred 2010 compensation and approximately one-third of their base director's compensation going forward.

EMRISE Chairman and Chief Executive Officer Carmine T. Oliva said the independent director's acceptance of restricted shares of common stock in lieu of all-cash compensation increases the director's ownership of EMRISE and more closely aligns their compensation to the Company's future success.

The Company's independent directors had previously agreed to defer payment of a significant portion of their 2010 compensation pending the sale of the Company's Advanced Control Components, Inc., (ACC) subsidiary, and the substantial pay down of the $16.5 million of total debt owed to EMRISE's previous principal lender and the former shareholders of ACC.

"After we closed the sale of ACC and paid down all but $3.8 million of the Company's debt in August of this year, our independent directors agreed to accept a significant portion in common stock in lieu of a full cash payment of their agreed upon deferred 2010 compensation and as payment of a meaningful portion of their compensation going forward," Oliva added. "Our independent director's acceptance of this compensation plan not only increases their ownership stake in the Company, I believe it demonstrates their faith in and commitment to the future success of EMRISE."

Throughout the past 18 months EMRISE's independent directors have invested a significant amount of their time and energy to help guide the Company through an extremely difficult period, and they have played a key role in the success of its efforts to sell ACC, pay down debt and re-position the Company for future growth.

The restricted shares of common stock issued to the independent directors for their 2010 deferred compensation will be issued immediately, and going forward the shares are expected to be issued quarterly dependent on the meeting dates of the Board. All shares issued to the directors under this plan are priced based on the last reported sale price of the Company's common stock on the day the shares are issued, as provided in the Company's 2007 Stock Incentive Plan, and have a six month vesting period.

A Form 4, Statement of Changes in Beneficial Ownership of Securities, will be filed with the Securities and Exchange Commission for each independent director whenever the director receives shares of EMRISE Corporation common stock under this plan.

About EMRISE Corporation
EMRISE designs, manufactures and markets electronic devices, sub-systems and equipment for aerospace, defense, industrial and communications markets. EMRISE products perform key functions such as power supply and power conversion; radio frequency (RF) and microwave signal processing; and network access and timing and synchronization of communications networks. The use of its network products in network timing and synchronization in edge networks is a primary growth driver for the Company's Communications Equipment business segment. The use of its power supplies, RF and microwave signal processing devices and subsystems in on-board in-flight entertainment and communications systems is a primary growth driver for the Company's Electronic Devices business segment. EMRISE serves customers in North America, Europe and Asia through operations in the United States, England and France. The Company has built a worldwide base of customers throughout the U.S., Europe and Asia. For more information go to www.emrise.com.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
With the exception of historical information, certain matters discussed in this press release are forward looking statements within the meaning of the Private Securities Litigation Reform Act, including but not limited to whether the issuance of common stock to the independent directors will align director compensation to future success and whether the Company will enjoy future success. The actual future results of EMRISE could differ from those statements, for many and varied reasons, many of which are beyond the control of the Company. The Company refers you to those factors contained in the "Risk Factors" Section of EMRISE's Annual Report on Form 10-K for the year ended December 31, 2009, as amended, Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2010, its Current Reports on Form 8-K filed in recent months, and other EMRISE filings with the SEC.