JOINT FILING AGREEMENT

EXHIBIT 99.2

JOINT FILING AGREEMENT

THIS JOINT FILING AGREEMENT (this "Agreement") is made and entered into as of this 2^nd day of April, 2007, by and among Wynnefield Partners Small Cap Value, L.P., Wynnefield Partners Small Cap Value, L.P. I, Wynnefield Small Cap Value Offshore Fund, Ltd., Channel Partnership II L.P., Wynnefield Capital Management LLC, Wynnefield Capital Inc., Xxxxxx Xxxx, Xxxxxx Xxxxxx, Terrier Partners LP, B-Doggy LLC, Xxxxx Xxxxxxx, Xxxxxxxxx & Xxxxxx Incorporated, Xxxxxxxxx & Xxxxxx Asset Management LLC, Xxxxxxxxx & Xxxxxx Capital Appreciation LLC, Xxxxxx X. Xxxxxxxxx, Xxx X. Xxxxxx and Xxxxxx X. Xxxx.

The parties to this Agreement hereby agree to prepare jointly and file timely (or otherwise to deliver as appropriate) all filings on Schedule 13D and Schedule 13G (the "Filings") required to be filed by them pursuant to Section 13(d) or 13(g) under the Securities Exchange Act of 1934, as amended, with respect to their respective ownership of the Common Stock of Breeze Eastern Corporation that are required to be reported on any Filings. Each party to this Agreement further agrees and covenants to the other parties that it will fully cooperate with such other parties in the preparation and timely filing (and other delivery) of all such Filings.

[signature pages follow]

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first set forth above.

WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P.

By: Wynnefield Capital Management, LLC,

its General Partner

By: /s/ Xxxxxx Xxxx                                     

Xxxxxx Xxxx, Co-Managing Member

WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P., I

By: Wynnefield Capital Management, LLC,

its General Partner

By: /s/ Xxxxxx Xxxx                                     

Xxxxxx Xxxx, Co-Managing Member

WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD.

By: Wynnefield Capital, Inc.,

its Investment Manager

By: /s/ Xxxxxx Xxxx                                     

Xxxxxx Xxxx, President

WYNNEFIELD CAPITAL MANAGEMENT, LLC

By: /s/ Xxxxxx Xxxx                                     

      Xxxxxx Xxxx, Co-Managing Member

WYNNEFIELD CAPITAL, INC.

By: /s/ Xxxxxx Xxxx                                     

Xxxxxx Xxxx, President

CHANNEL PARTNERSHIP II, L.P.

By: /s/ Xxxxxx Xxxx                                     

      Xxxxxx Xxxx, General Partner

/s/ Xxxxxx Xxxx                                            

Xxxxxx Xxxx, Individually

/s/ Xxxxxx X. Xxxxxx                                    

Xxxxxx X. Xxxxxx, Individually

Signature page to joint filing agreement

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first set forth above.

TERRIER PARTNERS LP

By: B-DOGGY LLC

Its General Partner

By: /s/ Xxxxx Xxxxxxx                                 

        Xxxxx Xxxxxxx, Managing Member

B-DOGGY LLC

By: /s/ Xxxxx Xxxxxxx                                 

        Xxxxx Xxxxxxx, Managing Member

/s/ Xxxxx Xxxxxxx                                 

        Xxxxx Xxxxxxx

Signature page to joint filing agreement

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first set forth above.

XXXXXXXXX & XXXXXX INCORPORATED

By: /s/ Xxxxxx X. Xxxxxxxxx                         

       Xxxxxx X. Xxxxxxxxx, Chairman

XXXXXXXXX & XXXXXX ASSET MANAGEMENT, LLC

By: /s/ Xxxxxx X. Xxxxxxxxx                         

       Xxxxxx X. Xxxxxxxxx, Managing Director

XXXXXXXXX & XXXXXX CAPITAL APPRECIATION, LLC

By: /s/ Xxxxxx X. Xxxxxxxxx                         

       Xxxxxx X. Xxxxxxxxx, Managing Director

/s/ Xxxxxx X. Xxxxxxxxx                       

         Xxxxxx X. Xxxxxxxxx

/s/ Xxx X. Xxxxxx                                    

         Xxx X. Xxxxxx

/s/ Xxxxxx X. Xxxx                                

         Xxxxxx X. Xxxx

Signature page to joint filing agreement