Reconciliations of the Company's three months ended June 30, 2011 and the six months ended June 30, 2011 GAAP net revenue, operating expenses, net income and earnings per share to its Non-GAAP pro forma amounts are set forth below (unaudited, in thousands, except per share amounts):

  For the Three Months ended June 30, 2011 For the Six Months ended June 30, 2011
     
Net Revenue $19,954 $37,379
Inclusion of Alteris  7,409 13,355
Adjustment for change in accounting for percentage of completion revenue recognition  (651) (1,279)
Non-GAAP pro forma net revenue $26,712 $49,455
     
Operating expenses $7,234 $12,197
Inclusion of Alteris  3,966 6,843
Inclusion of amortization  40 90
Adjustment for reclassification of Alteris expenses previously recorded in cost of goods sold  240 770
Acquisition-related costs  (2,010) (2,010)
Non-GAAP pro forma operating expenses $9,470 $17,890
     
Net income $(1,575) (1,538)
Inclusion of Alteris  (2,055) (3,465)
Pro forma adjustments (1)  1,769 1,597
Non-GAAP pro forma net loss $(1,861) $(3,406)
     
Shares outstanding    
Weighted average shares outstanding, as reported  19,112 18,714
Inclusion of shares issued for Alteris  8,700 8,700
Pro forma weighted average shares outstanding  27,812 27,414
     
Earnings per share $(0.08) (0.08)
Inclusion of Alteris  (0.05) (0.10)
Pro forma adjustments (1)  0.06 0.06
Non-GAAP pro forma loss per share $(0.07) $(0.12)
     
  For the Three Months ended June 30, 2012 For the Six Months ended June 30, 2012
     
Net Revenue $21,447 $39,703
Adjustment for safe harbor  1,042 2,125
Non-GAAP pro forma net revenue $22,489 $41,828
     

(1)  Pro forma adjustments for the three months ended June 30 th 2011 include: $2.0 million for the acquisition costs of Alteris Renewables, Inc.; ($0.2) million due to a change in estimate for contracts recorded under the percentage of completion accounting method; ($0.1) million due to tax benefits.

Pro forma adjustments for the six months ended June 30 th 2011 include: $2.0 million for the acquisition costs of Alteris Renewables, Inc.; ($0.3) million due to a change in estimate for contracts recorded under the percentage of completion accounting method; ($0.1) million due to amortization of intangibles.
CONTACT:  Company Contact:          John Coletta          Chief Financial Officer          Real Goods Solar, Inc.          Tel (303) 222-8310          john.coletta@realgoods.com	           Investor Relations:          Ron Both          Liolios Group, Inc.          Tel (949) 574-3860          RSOL@liolios.com

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