Comtech Telecommunications (CMTL) 8-K Results of Operations and Financial Condition

Exhibit 99.2

SELECTED HISTORICAL FINANCIAL DATA

The following table displays selected historical financial data for Comtech Telecommunications Corp. and subsidiaries (the “Company”). During the fiscal quarter ended January 31, 2005, the Company adopted Emerging Issues Task Force (“EITF”) Issue No. 04-8, “The Effect of Contingently Convertible Instruments on Diluted Earnings Per Share.” The Company has restated, for comparative purposes, the historical share and per share data, including earnings per share, to reflect the impact of the assumed conversion of the Company’s 2.0% convertible senior notes in calculating diluted earnings per share. No restatement of earnings per share for periods prior to fiscal 2004 was required since the convertible senior notes were not outstanding during these periods. All share and per share amounts have also been adjusted to reflect the three-for-two stock split of the Company’s common shares that occurred on April 4, 2005. Detailed historical financial information is included in the audited consolidated financial statements for fiscal years 2004, 2003, 2002, 2001 and 2000, as previously filed with the Securities and Exchange Commission.

	Years Ended July 31, (In thousands, except per share amounts)
	2000			2001			2002			2003			2004
Consolidated Statement of Operations Data:
Net sales	$	66,444			135,931			119,357			174,035			223,390
Cost of sales		45,942			87,327			78,780			114,317			135,858
Gross profit		20,502			48,604			40,577			59,718			87,532
Expenses:
Selling, general and administrative		12,058			22,707			22,512			28,045			36,016
Research and development		2,644			10,190			11,041			12,828			15,907
In-process research and development		10,218			—			2,192			—			940
Amortization of intangibles		230			2,552			1,471			2,039			2,067
		25,150			35,449			37,216			42,912			54,930
Operating income (loss)		(4,648	)		13,155			3,361			16,806			32,602
Other expenses (income):
Interest expense		381			4,015			3,061			2,803			1,425
Interest income		(1,511	)		(2,303	)		(452	)		(275	)		(921	)
Other (income) expense, net		201			841			(28	)		—			—
Income (loss) from continuing operations before income taxes		(3,719	)		10,602			780			14,278			32,098
Provision (benefit) for income taxes		85			3,888			(368	)		4,569			10,271
Income (loss) from continuing operations		(3,804	)		6,714			1,148			9,709			21,827
Discontinued operations:
Loss from operations of discontinued segment (less applicable
income tax benefit of $79 in 2000)		(137	)		—			—			—			—
Net income (loss)	$	(3,941	)		6,714			1,148			9,709			21,827
Basic income (loss) per share:
Income (loss) from continuing operations	$	(0.30	)		0.41			0.07			0.57			1.03
Loss from discontinued operations		(0.01	)		—			—			—			—
Basic income (loss)	$	(0.31	)		0.41			0.07			0.57			1.03
Diluted income (loss) per share:
Income (loss) from continuing operations	$	(0.30	)		0.38			0.07			0.53			0.92
Loss from discontinued operations		(0.01	)		—			—			—			—
Diluted income (loss)	$	(0.31	)		0.38			0.07			0.53			0.92
Weighted average number of common shares outstanding - Basic		12,743			16,533			16,788			17,168			21,178
Effect of dilutive securities:
Stock options		—			1,265			774			1,122			1,890
Conversion of convertible senior notes		—			—			—			—			1,713
Weighted average number of common and common equivalent
shares outstanding assuming dilution - Diluted		12,743			17,798			17,562			18,290			24,781
Other Consolidated Operating Data:
Backlog at period-end	$	50,538			50,094			44,121			100,142			83,549
New orders		78,345			135,487			113,384			230,056			206,797
Research and development expenditures - internal and customer       funded		6,916			11,846			13,070			16,504			21,656
	As of July 31, (In thousands)
	2000			2001			2002			2003			2004
Consolidated Balance Sheet Data:
Total assets	$	126,031			146,988			126,586			164,250			306,390
Working capital		65,267			67,089			51,577			74,801			201,218
Long-term debt		37,900			42,000			28,683			—			—
Convertible senior notes		—			—			—			—			105,000
Long-term capital lease obligations		908			2,157			1,294			393			158
Stockholders’ equity		57,782			65,565			67,288			117,568			142,398

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SELECTED HISTORICAL FINANCIAL DATA (CONTINUED)

	For the three months ended (In thousands, except per share amounts)
	October 31, 2003			January 31, 2004			April 30, 2004			July 31, 2004			October 31, 2004
Consolidated Statement of Operations Data:
Net sales	$	56,296			56,794			51,244			59,056			56,122
Cost of sales		35,316			36,181			30,635			33,726			29,001
Gross profit		20,980			20,613			20,609			25,330			27,121
Expenses:
Selling, general and administrative		8,574			8,804			8,775			9,863			11,224
Research and development		3,541			3,664			3,993			4,709			4,896
In-process research and development		—			—			—			940			—
Amortization of intangibles		500			499			499			569			569
		12,615			12,967			13,267			16,081			16,689
Operating income		8,365			7,646			7,342			9,249			10,432
Other expenses (income):
Interest expense		24			51			675			675			669
Interest income		(105	)		(114	)		(324	)		(378	)		(643	)
Income from continuing operations before income taxes		8,446			7,709			6,991			8,952			10,406
Provision for income taxes		2,703			2,466			2,238			2,864			3,330
Net income	$	5,743			5,243			4,753			6,088			7,076
Net income per share:
Basic	$	0.27			0.25			0.22			0.29			0.33
Diluted	$	0.25			0.22			0.20			0.25			0.28
Weighted average number of common shares outstanding - Basic		20,930			21,120			21,326			21,339			21,363
Effect of dilutive securities:
Stock options		2,110			2,202			1,780			1,467			1,764
Conversion of convertible senior notes		—			185			3,333			3,333			3,333
Weighted average number of common and common equivalent
shares outstanding assuming dilution - Diluted		23,040			23,507			26,439			26,139			26,460
Other Consolidated Operating Data:
Backlog at period-end	$	98,968			97,142			90,905			83,549			162,639
New orders		55,122			54,968			45,007			51,700			135,212
Research and development expenditures - internal and customer       funded		4,386			4,131			6,454			6,685			5,684
	As of (In thousands)
	October 31, 2003			January 31, 2004			April 30, 2004			July 31, 2004			October 31, 2004
Consolidated Balance Sheet Data:
Total assets	$	172,456			286,682			296,401			306,390			316,501
Working capital		81,726			190,228			194,999			201,218			208,718
Convertible senior notes		—			105,000			105,000			105,000			105,000
Long-term capital lease obligations		320			254			194			158			124
Stockholders’ equity		124,228			131,182			136,147			142,398			149,796

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