Financial Highlights for the Second Quarter of Fiscal Year 2009:

• Reported revenues increased 9 percent year-over-year to $91.9 million
• Deferred revenues increased 16 percent year-over-year to $134.2 million
• GAAP net income per share of $0.11 and non-GAAP net income per share of $0.17
• Cash flows from operations were $9.9 million

Wind River Systems, Inc. (NASDAQ: WIND), the global leader in Device Software Optimization (DSO), today reported results for the second quarter of fiscal year 2009, ended July 31, 2008. Revenues for the second quarter of fiscal 2009 were $91.9 million, compared with $84.6 million reported in the second quarter of fiscal 2008, an increase of 9 percent.

GAAP Results: Net income for the second quarter of fiscal 2009 was $8.8 million, compared to a net income of $4.3 million in the second quarter a year ago, an increase of 104 percent. Net income per diluted share for the quarter was $0.11, compared to a net income per diluted share of $0.05 in the second quarter a year ago, an increase of 120 percent.

Non-GAAP Results: Non-GAAP net income for the second quarter of fiscal 2009 was $14.0 million, compared to non-GAAP net income of $10.5 million in the second quarter a year ago, an increase of 33 percent. Non-GAAP net income per diluted share for the quarter was $0.17, compared to $0.12 in the second quarter a year ago, an increase of 42 percent. A detailed reconciliation of GAAP to non-GAAP results is provided at the end of this release.

Deferred revenues as of July 31, 2008 were $134.2 million, compared to $115.4 million as of July 31, 2007, an increase of 16 percent. Cash, cash equivalents and investments totaled $201.6 million as of July 31, 2008. During the second quarter of fiscal 2009, Wind River repurchased 2.2 million shares for a total amount of $18.6 million. Cash flows from operations for the second quarter of fiscal 2009 were $9.9 million.

“Wind River’s strong business execution in the second quarter drove impressive revenue and earnings growth,” said Ken Klein, chairman, president and chief executive officer of Wind River. “It is clear that investments we have made in products, sales and alliances as well as our alignment by product division and vertical market focus have continued to fuel our strong business momentum in the first half of fiscal year 2009.”

Financial Outlook

For the full fiscal year 2009 ending January 31, 2009:

• Revenue is expected to be in the range of $365.0 million to $375.0 million.
• GAAP net income per share is expected to be in the range of $0.17 to $0.19.
• Non-GAAP net income per share is expected to be in the range of $0.50 to $0.52.

For the third quarter fiscal 2009 ending October 31, 2008:

• Revenue is expected to be in the range of $88.0 million to $90.0 million.
• GAAP net income per share is expected to be in the range of $0.01 to $0.02.
• Non-GAAP net income per share is expected to be in the range of $0.08 to $0.09.

A reconciliation of GAAP to non-GAAP targets is provided at the end of this release.

Wind River will also provide directional commentary on its expected financial performance for fiscal year 2010 during its quarterly conference call today.

Conference Call

Wind River will hold its quarterly conference call today at 5:00 p.m. ET/2:00 p.m. PT to discuss its second quarter financial results, business highlights and outlook. The conference call may be accessed via webcast at http://ir.windriver.com or by calling +1.800.399.5927 in the United States or +1.706.643.3427 internationally.

A replay of the webcast can be accessed via Wind River’s web site at http://ir.windriver.com. Additionally, an audio replay of the conference call will be available through September 5, 2008 by calling +1.800.642.1687 in the United States or +1.706.645.9291 internationally (conference id required: 47350981).

Use of Non-GAAP Financial Information

This press release includes the following supplemental non-GAAP financial measures: non-GAAP gross profit, non-GAAP operating income, non-GAAP net income and non-GAAP net income per diluted share. The presentation of this supplemental non-GAAP financial information, which is not prepared under any comprehensive set of accounting rules or principles, is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with generally accepted accounting principles. In addition, these measures may be materially different from non-GAAP financial measures used by other companies. Wind River is providing these non-GAAP financial measures because it believes that such measures provide important supplemental information to management and investors about the company’s core operating results, primarily because the non-GAAP measures exclude certain expenses and other amounts that management does not consider to be indicative of the company’s core operating results or business outlook. Wind River management uses these non-GAAP financial measures, in addition to the corresponding GAAP financial measures, in evaluating the company’s operating performance, in planning and forecasting future periods, in making decisions regarding business operations and the allocation of resources, and in comparing the company’s performance against its historical performance. For a description of these non-GAAP financial measures, including the reasons management uses these measures, and reconciliations of these non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with GAAP, please see the following sections of this release entitled “About Non-GAAP Financial Measures,” “Reconciliation of GAAP to Non-GAAP Financial Measures” and “Reconciliation of GAAP to Non-GAAP Net Income per Share Targets.” All non-GAAP financial measures should be read in conjunction with the comparable information presented in accordance with GAAP. Unless specified otherwise in this release, all references to GAAP and non-GAAP net income per share are calculated on a fully-diluted basis.

Forward-Looking Statements

This press release contains forward-looking statements, including those relating to expected revenues and GAAP and non-GAAP net income per share for the three-month period ending October 31, 2008 and the fiscal year ending January 31, 2009, as well as statements made by our CEO about our business. Words such as “expects,” “anticipates,” “projects,” “intends,” “plans,” “believes” and “estimates,” variations of such words and similar expressions are also intended to identify forward-looking statements. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those contemplated herein. Factors that could cause or contribute to such differences include but are not limited to, the success of Wind River’s implementation of its new and current products, the success of our business models and market strategies, the ability to address rapidly changing technology and markets and to deliver our products on a timely basis, our ability to grow our Linux business, the ability of our customers to sell products that include the company’s software, the impact of competitive products and pricing, weakness in the economy generally or in the technology sector specifically, the success of the company’s strategic relationships, the impact of other costs and the risk factors detailed in Wind River’s Annual Report on Form 10-K for the fiscal year ended January 31, 2008, its Quarterly Reports on Form 10-Q and other periodic filings with the Securities and Exchange Commission. Wind River undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

About Wind River

Wind River is the global leader in Device Software Optimization (DSO). Wind River enables companies to develop, run and manage device software faster, better, at lower cost and more reliably. Wind River platforms are pre-integrated, fully standardized, enterprise-wide development solutions. They reduce effort, cost and risk and optimize quality and reliability at all phases of the device software development process, from concept to deployed product.

Founded in 1981, Wind River is headquartered in Alameda, California, with operations worldwide. To learn more, visit Wind River at www.windriver.com or call 1-800-872-4977.

Wind River Systems and the Wind River Systems logo are trademarks of Wind River Systems, Inc., and VxWorks and WIND RIVER are registered trademarks of Wind River Systems, Inc. Third party marks and brands are the property of their respective holders.