Item 1.01. Entry into a Material Definitive Agreement.

Effective as of November 10, 2008, the Board of Directors of Wizzard Software Corporation, a Colorado corporation (the "Company"), approved the execution by the Company's President, Christopher J. Spencer, of a Modification and Amendment Agreement (the "Agreement") with Alpha Capital Anstalt ("Alpha Capital") under which the Company agreed to extend the maturity date of the convertible promissory note held by Alpha Capital from April 27, 2009, to October 15, 2009.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

10.1

Modification and Amendment Agreement

10.2

Subscription Agreement*

* Incorporated by reference from our Registration Statement on Form SB-2, which was filed with the Securities and Exchange Commission on December 22, 2006.