Exhibit 99.2

interWAVE Communications International, Ltd.

Condensed Consolidated Statements of Operations
(In thousands, except per share data - Unaudited)

	Three Months Ended June 30,						Year Ended June 30,
	2004			2003			2004			2003

Net revenues	$	13,585		$	8,475		$	44,467		$	29,960
Cost of revenues	7,179			4,816			23,254			22,416

Gross profit	6,406			3,659			21,213			7,544

Operating expenses
Research and development	2,757			1,989			9,613			12,937
Selling, general and administrative	4,451			3,867			18,221			19,017
	7,208			5,856			27,834			31,954
Amortization of deferred stock compensation	—			—			—			194
Losses (gains) on asset sales	—			83			(809		)	(144		)
Restructuring charges	340			2,770			776			3,485
	340			2,853			(33		)	3,535

Total operating expenses	7,548			8,709			27,801			35,489

Loss from operations	(1,142		)	(5,050		)	(6,588		)	(27,945		)

Interest income (expense), net	(41		)	(81		)	(125		)	1
Other expense, net	(12		)	(112		)	(149		)	(53		)

Loss before income taxes	(1,195		)	(5,243		)	(6,862		)	(27,997		)

Benefit from (provision for) income taxes	82			89			139			(267		)

Net loss	$	(1,113	)	$	(5,154	)	$	(6,723	)	$	(28,264	)

Net loss per share, basic and diluted	$	(0.12	)	$	(0.76	)	$	(0.85	)	$	(4.34	)

Weighted average common shares outstanding, basic and diluted	9,058			6,748			7,892			6,508

See Accompanying Reconciliation of Net Loss to Pre-Depreciation and Amortization Loss

interWAVE Communications International, Ltd.

Reconciliation of Net Loss to Pre-Depreciation and Amortization Loss
(In thousands, except per share amounts - Unaudited)

	Three Months Ended June 30,
	2004			2003

Net loss	$	(1,113	)	$	(5,154	)

Net loss reconciling items:
Depreciation and amortization	1,057			1,286

Total net loss reconciling items	1,057			1,286

Pre-depreciation and amortization loss	$	(56	)	$	(3,868	)

interWAVE Communications International, Ltd.

Condensed Consolidated Balance Sheets

(In thousands, Unaudited)

	June 30, 2004			June 30, 2003
Assets:
Current assets:
Cash and cash equivalents (including restricted cash, current portion)	$	5,732		$	4,478
Trade receivables, net	8,803			6,584
Inventories, net	7,989			8,058
Prepaids and other current assets	2,634			2,421
Total current assets	25,158			21,541

Restricted cash, long term portion	199			147
Property and equipment, net	2,747			4,321
Intangible assets, net	6,007			7,150
Other assets	113			118
Total assets	$	34,224		$	33,277

Liabilities and Shareholders’ Equity:
Current liabilities:
Short-term borrowings	$	3,588		$	1,000
Current portion of notes and leases payable	308			656
Accounts payable	6,933			5,324
Accrued expenses	3,283			5,822
Accrued compensation	2,034			2,193
Income taxes payable	172			417
Accrued restructuring expenses	1,416			1,915
Deferred revenue	378			2,080
Customer prepayments	4,093			1,567
Total current liabilities	22,205			20,974

Other long term liabilities	1,000			2,284
Total liabilities	23,205			23,258

Shareholders’ equity:
Common stock	344,769			337,836
Accumulated deficit	(333,634		)	(326,911		)
Other	(116		)	(906		)
Total shareholders’ equity	11,019			10,019

Total liabilities and shareholders’ equity	$	34,224		$	33,277

INTERWAVE COMMUNICATIONS INTERNATIONAL LTD 8-K/A