BluePhoenix Solutions Reports Record Q3 and Nine Months Results 

HIGHEST - EVER REVENUES, OPERATING INCOME & NET INCOME

HERZLIA, Israel — November 7, 2006 — BluePhoenix Solutions (NASDAQ: BPHX - News), the leader in Enterprise IT Modernization, today reported record revenues and earnings for both the third quarter and nine months ended September 30, 2006.

For the first nine months of fiscal 2006, BluePhoenix reported record sales of $49.7 million, up 14% from $43.5 million in the same period a year ago. Operating income for the first nine months of 2006 rose 133% to $5.6 million, from $2.4 million in the first nine months of 2005. As a percentage of revenues, operating income for the first nine months nearly doubled to 11% from 6% in the comparable year prior period.

Adjusted net income for the first nine months of 2006, excluding non-cash financial expenses mainly related to convertible debentures, reached $4.2 million or $0.29 per share, from $1.4 million or $0.11 per share in the first nine months of 2005. Net income grew over threefold, reaching $3.3 million, or $0.24 per share, versus $980,000, or $0.07 per share, in the first three quarters of 2005.

BluePhoenix reported Q3 record sales of $17.1 million, up 14% from $15 million in the third quarter of 2005. Operating income for the third quarter-the sixth quarter of sequential top and bottom line growth-was a record $2 million, up 130% from $871,000 in the third quarter of 2005. As a percentage of revenues, third quarter operating income doubled to 12%, from 6 % in the third quarter of 2005.

Third quarter adjusted net income, excluding non-cash financial expenses mainly related to convertible debentures, rose to $1.5 million, or $0.10 per share, from $620,000, or $0.05 per share, in the third quarter of 2005. Net income grew 156% to $1.2 million, or $0.09 per share, from $485,000, or $0.03 per share, in the third quarter of 2005.

Arik Kilman, Chief Executive Officer of BluePhoenix Solutions, commented, "We are proud of the record operating results of our operations. As expected, our performance during 2006 is demonstrating the inherent strengths of our business strategy. The steady increase in revenues is mainly attributed to the broadening awareness and acceptance of the inevitability of IT system modernization. Our concept of modernizing the IT system with automated tools, in order to improve its 'heartbeat' is gaining momentum. A process that was perceived as an interesting technological solution is now recognized by leading industry analysts as a 'must' in order to facilitate the ongoing business growth of our customers."

"As expected, our infrastructure that combines local presence at our customers' sites, together with offshore competence centers, efficiently supports our customers' needs and drives our improving results. We continue to invest in the development of our automated modernization tools. The expanded range of our solutions and the proven high satisfaction of our customers has been the engine that generates the spiral growth," concluded Mr. Kilman.

BluePhoenix has scheduled a conference call on:

Tuesday, November 7th, 2006 at 10:00 A.M. EST (17:00 Israel Time).

Arik Kilman, Chief Executive Officer, and Iris Yahal, Chief Financial Officer will discuss the third quarter results and will be available to answer questions.

Interested parties are welcome to call the telephone numbers listed below, 5-10 minutes prior to the start of the conference call.

In the US call: (877)-209-0397

Outside the US call: +1-(612)-332-0630

Callers should reference "BluePhoenix Solutions Third Quarter 2006" to the AT&T conference call operator.

An automated replay of the conference call will be available from November 7th 2:30 P.M. until November 9th at 11:59 P.M. (EST).

To access the replay, please call (USA) (800)-475-6701 (International) +1-(320)-365-3844 and enter the BluePhoenix Solutions access code of 847062.

The replay will also be available at any time on the BluePhoenix Web site: http://www.bphx.com/Investors/.

About BluePhoenix Solutions

BluePhoenix (NASDAQ: BPHX) is a leading global provider of modernization solutions for legacy information systems. Its unique suite of automated tools and services helps customers grow revenue, reduce costs, shorten time to market, and extend the ROI of their existing legacy systems. BluePhoenix is unique in addressing the full range of IT modernization through automated migration solutions that mitigate risk, minimize IT downtime, and preserve application business logic. BluePhoenix offerings help firms effectively plan and carry out strategic projects such as database, application, and platform migrations; SOA enablement; field transformations; system standardizations; application development; transformation of COBOL applications business rules to OO Java; and legacy application maintenance.

Its solutions serve companies from numerous, diverse industries, such as automotive, banking and financial services, insurance, manufacturing, and retail. Among its prestigious customers are: Aflac, DaimlerChrysler, Lawson Products, Los Angeles County Employees Retirement Association, Merrill Lynch, RSI, SDC Udvikling, and TEMENOS. BluePhoenix has 10 offices in the USA, UK, Denmark, Germany, Italy, The Netherlands, Australia, Romania, Cyprus, and Israel.

For more information, please visit our Web site at: www.bphx.com.

Company Contact: Iris Yahal +972-9-9526110

(Tables to Follow)

SAFE HARBOR: Certain statements contained in this release may be deemed forward-looking statements, with respect to plans, projections, or future performance of the Company, the occurrence of which involves certain risks and uncertainties that could cause actual plans to differ materially from these statements. These risks and uncertainties include but are not limited to: market demand for the Company's tools, successful implementation of the Company's tools, competitive factors, the ability to manage the Company's growth, the ability to recruit and retrain additional software personnel, and the ability to develop new business lines.

All names and trademarks are their owners' property.

Company Contact: Iris Yahal +972-9-9526110
Investor Relations Contact: Paul Holm (212) 496-7238

                             BLUEPHOENIX SOLUTIONS LTD.
                            (AN ISRAELI CORPORATION)
                             CONSOLIDATED STATEMENTS OF OPERATIONS
                            (in thousands, except per share data)

                       Three months ended   Nine months ended    Year ended
                       September 30,        September 30,        December 31,
                       2006      2005       2006        2005         2005
                         Unaudited              Unaudited

    Revenues          $17,111    $15,005   $49,714      $43,504     $58,947

    Cost of revenues    7,249      6,368    20,841       18,947      25,379

    Gross profit        9,862      8,637    28,873       24,557      33,568

    Software
    development
    costs, net          2,327      2,158     6,813        5,916       8,006

    Selling,
    general and
    administrative
    expenses           5,279       5,309    15,831       15,361      20,553

                       2,256       1,170     6,229        3,280       5,009

    Depreciation         254         299       654          876       1,058

    Operating
    income             2,002         871     5,575        2,404       3,951

    Financial
    expenses, net       (832)       (290)   (2,447)      (1,521)     (1,978)

    Other income, net                (10)      282           97         104

    Income before
    taxes              1,170         571     3,410          980       2,077

    Taxes on
    income                             3        54            3         149
                       1,170         568     3,356          977       1,928

    Minority
    interest              72         (83)      (62)           3        (139)

    Net income        $1,242        $485    $3,294         $980      $1,789

    Adjusted Net
    income(*)         $1,502        $620    $4,156       $1,445      $2,345

    Basic earnings
    per share           0.09        0.04      0.24         0.07        0.13
    Diluted
    earnings per
    share               0.09        0.03      0.23         0.07        0.13

    Adjusted
    Diluted
    earnings per
    share(*)            0.10        0.05      0.29         0.11        0.17

    Common shares
    outstanding       13,913      13,579    13,822       13,568      13,557

    Common shares
    assuming
    dilution          14,446      13,978    14,333       13,990      13,960

    *excluding non-cash financial expenses mainly related to convertible
    debentures



                               BLUEPHOENIX SOLUTIONS LTD.
                              (AN ISRAELI CORPORATION)
                               CONSOLIDATED BALANCE SHEETS
                              (in thousands)

                                      September 30,       December 31
                                      2006                2005
                                      Unaudited
    ASSETS

    CURRENT ASSETS:
    Cash and cash equivalents         $15,173             $10,791
    Accounts receivable:
    Trade                              25,037              18,143
    Other                               2,955               2,495
    Total current assets               43,165              31,429

    LONG-TERM TRADE RECEIVABLES           948                 ---
    INVESTMENTS                            --                 370

    PROPERTY AND EQUIPMENT, NET
    Cost                               11,874              11,465
    Less - accumulated depreciation     9,885               9,305
                                        1,989               2,160

    OTHER ASSETS, NET                  70,004              65,732

    Total assets                     $116,106             $99,691

    LIABILITIES AND SHAREHOLDERS' EQUITY

    CURRENT LIABILITIES:
    Short-term credit from banks
    and others                         $8,174             $14,095
    Accounts payable and accruals:
    Trade                               4,141               3,088
    Deferred revenue                    3,245               2,776
    Other                               6,846               6,924
    Total current liabilities          22,406              26,883

    LONG-TERM LIABILITIES:
    Convertible debentures              18,646               4,342
    Accrued severance pay, net          1,603               1,309
    Provision for losses in
    formerly-consolidated
    subsidiary                          1,971               1,971
    Loans from banks and others         9,356               8,389
    Total long-term liabilities        31,576              16,011

    MINORITY INTEREST                   5,094               5,031

    Share capital
    Capital surplus
    Retained earnings

    Cost of Company shares held
    by subsidiaries (1,766,100
    shares)
    SHAREHOLDERS' EQUITY               57,030              51,766

    Total liabilities and
    shareholders' equity             $116,106             $99,691
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