SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
(Name of Issuer): Wireless Facilities Inc
(Title of Class of Securities): Common Stock
(CUSIP Number): 97653A103
(Date of event which requires filing of this Statement): December 31, 2006
Check the appropriate box to designate the Rule pursuant to which this schedule
is filed:
/X/ Rule 13d-1(b)
/ / Rule l3d-1(c)
/ / Rule l3d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing of this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
CUSIP No. 97653A103
(1) Names of Reporting Persons: Mac-Per-Wolf Company
S.S. or I.R.S. Identification Nos. of Above Persons: 36-3099763
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) (b) N/A
(3) SEC Use Only
(4) Citizenship or Place of Organization: Delaware
Number of Shares Beneficially Owned By Each Reporting Person With:
(5) Sole Voting Power: 0
(6) Shared Voting Power: 0
(7) Sole Dispositive Power: 0
(8) Shared Dispositive Power: 0
(9) Aggregate Amount Beneficially Owned by Each Reporting Person: 0
(10) Check if the Aggregate Amount in Row(9) Excludes Certain Shares (See
Instructions):
(11) Percent of Class Represented by Amount in Row(9): 0%
(12) Type of Reporting Person (See Instructions): HC
SCHEDULE 13G
Item 1(a). Name of Issuer: Wireless Facilities Inc
Item 1(b). Address of Issuer's Principal Executive Offices:
4810 Eastgate Mall
San Diego, CA 92121
Item 2(a). Name of Person Filing:
Mac-Per-Wolf Company
Item 2(b). Address of Principal Business Office or, if none, Residence:
311 S. Wacker Dr., Suite 6000
Chicago, IL 60606
Item 2(c). Citizenship: Delaware
Item 2(d). Title of Class of Securities: Common Stock
Item 2(e). CUSIP No.: 97653A103
Item 3. This statement is filed pursuant to Rule 13d-1 (b) and the person
filing, Mac-Per-Wolf Company, is a parent holding company in accordance
with 240.13d-1(b)(1)(ii)(G). See Item 7 for additional Information.
Item 4. Ownership:
The information in items 1 and 5 through 11 on the cover page(s) on Schedule
13G is hereby incorporated by reference.
Perkins, Wolf, McDonnell and Company, LLC furnishes investment advice to
various investment companies registered under Section 8 of the Investment
Company Act of 1940 and to individual and institutional clients (collect-
ively refferd to herein as "Managed Portfolios").
The shared voting and dispositive holdings are held by Perkins, Wolf,
McDonnell and Company, LLC and such holdings may also be aggregated within
13G filings submitted by Janus Capital Management, LLC, a minority owner of
Perkins, Wolf, McDonnell and Company, LLC.
Item 5. Ownership of Five Percent or Less of a Class:
The Managed Portfolios, set forth in Item 4 above, have the right to receive
all dividends from, and the proceeds from the sale of, the securities held
in thier respective accounts.
This statement is being filed to report the fact that the reporting persons
have ceased to be the beneficial owners of more than five percent of the
class of securities.
Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company:
The reporting person, Mac-Per-Wolf Company, is filing on behalf of its two
subsidiaries:
1) PWMCO, LLC is a wholly-owned subsidiary of Mac-Per-Wolf Company and is
both a broker dealer registered under Section 15 of the Act and an investment
adviser registered under Section 203 of the Investment Advisers Act of 1940.
2) Perkins, Wolf, McDonnell and Company, LLC is a subsidiary of Mac-Per-Wolf
Company, and is an investment adviser registered under section 203 of the
Investment Advisers Act of 1940.
Item 8. Identification and Classification of Members of the Group: N/A
Item 9. Notice of Dissolution of Group: N/A
Item 10. Certification
By signing below, I certify that, to the best of my knowledge and belief, the
Securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I the
Undersigned certify that the information set forth in this statement is true,
complete and correct.
By: /s/ Gregory E. Wolf 2/13/07
Name: Gregory E. Wolf Date
Title: Treasurer