Exhibit 99.2

BARNES & NOBLE, INC. AND SUBSIDIARIES

Unaudited Pro Forma Condensed Consolidated Financial Statements

(Thousands of dollars, except per share data)

The accompanying unaudited pro forma condensed consolidated financial statements have been prepared by Barnes & Noble, Inc. (the Company) to reflect its completed acquisition of Barnes & Noble College Booksellers, Inc. (B&N College) on September 30, 2009, as described in Item 2.01 of the Current Report on Form 8-K filed on October 1, 2009.

On September 29, 2009, the Board of Directors of the Company authorized a change in the Company’s fiscal year end from the Saturday closest to the last day of January to the Saturday closest to the last day of April. The change in fiscal year, which became effective on September 30, 2009 upon the closing of the acquisition of B&N College by the Company, gives the Company and B&N College the same fiscal year. The change was intended to better align the Company’s fiscal year with the business cycles of both the Company and B&N College.

The unaudited pro forma condensed consolidated balance sheet is based on the assumptions and adjustments which give effect to events that are directly attributable to the acquisition and factually supportable regardless of whether they have continuing impact or are nonrecurring. The unaudited pro forma condensed consolidated balance sheet as of August 1, 2009 is based on the Company’s historical balance sheet as of that date, and gives effect to the acquisition transaction as if it had occurred on August 1, 2009.

The unaudited pro forma condensed consolidated statements of operations are based on the assumptions and adjustments which give effect to events that are: (i) directly attributable to the acquisition transaction; (ii) expected to have a continuing impact; and (iii) factually supportable, as described in the accompanying notes. The unaudited pro forma condensed consolidated statements of operations for the 13 and 26 weeks ended August 1, 2009 and the 13 weeks ended May 2, 2009 are based on the historical condensed consolidated statements of operations of the Company and B&N College and give effect to the acquisition transaction as if it had occurred on February 3, 2008, the first day of the Company’s prior fiscal year. The unaudited pro forma condensed consolidated statements of operations for the 52 weeks ended January 31, 2009 combine the Company’s historical condensed consolidated statements of operations for the 52 weeks ended January 31, 2009 and the B&N College historical condensed consolidated statements of operations for the 52 weeks ended May 2, 2009 and give effect to the acquisition transaction as if it had occurred on February 3, 2008, the first day of the Company’s prior fiscal year. The results of operations of B&N College for the 13 weeks ended May 2, 2009 have been included in the pro forma condensed consolidated statements of operations for the 26 weeks ended August 1, 2009 and the 52 weeks ended January 31, 2009. Management believes that the assumptions used and the adjustments made are reasonable given the information available.

The allocation of the purchase price of the acquisition used in these unaudited pro forma condensed consolidated financial statements is based upon the Company’s estimates and assumptions at the date of preparation, which have been made for the purpose of developing such pro forma condensed consolidated financial statements.

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Unaudited Pro Forma Condensed Consolidated Financial Statements

(Thousands of dollars, except per share data)

The unaudited pro forma condensed consolidated financial statements are presented for informational purposes only and are not necessarily indicative of the operating results or the financial position that would have been achieved had the acquisition been consummated as of the date indicated or of the results that may be obtained in the future. The unaudited pro forma condensed consolidated financial statements and the accompanying notes should be read in conjunction with the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) on April 1, 2009, Quarterly Reports on Form 10-Q filed with the SEC on June 4, 2009 and September 10, 2009, the Transition Report on Form 10-Q filed with the SEC on November 9, 2009, recent Current Reports on Form 8-K filed with the SEC and the historical financial statements and accompanying notes of B&N College contained in Exhibit 99.1 of this Current Report on Form 8-K/A.

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Unaudited Pro Forma Condensed Consolidated Balance Sheet

As of August 1, 2009

(In thousands, except per share data)

3

BARNES & NOBLE, INC. AND SUBSIDIARIES

Unaudited Pro Forma Condensed Consolidated Statements of Operations

13 weeks ended May 2, 2009

(In thousands, except per share data)

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Unaudited Pro Forma Condensed Consolidated Statements of Operations

13 weeks ended August 1, 2009

(In thousands, except per share data)

5

BARNES & NOBLE, INC. AND SUBSIDIARIES

Unaudited Pro Forma Condensed Consolidated Statements of Operations

26 weeks ended August 1, 2009

(In thousands, except per share data)

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Unaudited Pro Forma Condensed Consolidated Statements of Operations

52 weeks ended January 31, 2009

(In thousands, except per share data)

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements

(Thousands of dollars, except per share data)

The unaudited pro forma condensed consolidated financial statements are based on the historical financial statements of Barnes & Noble, Inc. (the Company) and Barnes & Noble College Booksellers, Inc. (B&N College) after giving effect to the cash paid, seller financing and a new credit facility used to consummate the acquisition of B&N College, as well as certain pro forma adjustments.

On September 29, 2009, the Board of Directors of the Company authorized a change in the Company’s fiscal year end from the Saturday closest to the last day of January to the Saturday closest to the last day of April. The change in fiscal year, which became effective on September 30, 2009 upon the closing of the acquisition of B&N College by the Company, gives the Company and B&N College the same fiscal year. The change was intended to better align the Company’s fiscal year with the business cycles of both the Company and B&N College.

The unaudited pro forma condensed consolidated balance sheet as of August 1, 2009 is based on the Company’s historical balance sheet as of that date, and gives effect to the acquisition transaction as if it had occurred on August 1, 2009. The pro forma adjustments give effect to events that are directly attributable to the acquisition and are factually supportable regardless of whether they have continuing impact or are nonrecurring.

The unaudited pro forma condensed consolidated statements of operations for the 13 and 26 weeks ended August 1, 2009 and the 13 weeks ended May 2, 2009 are based on the historical condensed consolidated statements of operations of the Company and B&N College and give effect to the acquisition transaction as if it had occurred on February 3, 2008, the first day of the Company’s prior fiscal year. The unaudited pro forma condensed consolidated statements of operations for the 52 weeks ended January 31, 2009 combine the Company’s historical condensed consolidated statements of operations for the 52 weeks ended January 31, 2009 and the B&N College historical condensed consolidated statements of operations for the 52 weeks ended May 2, 2009 and give effect to the acquisition transaction as if it had occurred on February 3, 2008, the first day of the Company’s prior fiscal year. The pro forma condensed consolidated statements of operations combine the historical results of the Company and B&N College, including pro forma adjustments.

The allocation of the purchase price of the acquisition used in these unaudited pro forma condensed consolidated financial statements is based upon the Company’s estimates and assumptions at the date of preparation, which have been made for the purpose of developing such pro forma condensed consolidated financial statements.

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements – (Continued)

(Thousands of dollars, except per share data)

The unaudited pro forma condensed consolidated financial statements and the accompanying notes should be read in conjunction with the historical financial statements and accompanying notes of B&N College (contained elsewhere in this Form 8-K/A) and the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) on April 1, 2009, Quarterly Reports on Form 10-Q filed with the SEC on June 4, 2009 and September 10, 2009, the Transition Report on Form 10-Q filed with the SEC on November 9, 2009, recent Current Reports on Form 8-K filed with the SEC and the historical financial statements and accompanying notes of B&N College contained in Exhibit 99.1 of this Current Report on Form 8-K/A. The unaudited pro forma condensed consolidated financial statements are presented for informational purposes only and are not necessarily indicative of the operating results or the financial position that would have been achieved had the acquisition been consummated as of the date indicated or of the results that may be obtained in the future.

On September 30, 2009, the Company completed the acquisition (the Acquisition) of B&N College from Leonard Riggio and Louise Riggio (the Sellers) pursuant to a Stock Purchase Agreement dated as of August 7, 2009 among the Company and the Sellers (the Purchase Agreement).

The purchase price paid to the Sellers under the Purchase Agreement was $596,000, consisting of $346,000 in cash and $250,000 in aggregate principal amount of the Seller Notes described below. However, pursuant to the terms of the Purchase Agreement, the cash paid to the Sellers was reduced by $82,352 in cash bonuses paid by B&N College to 192 members of its management team and employees, not including Leonard Riggio.

On September 30, 2009, in connection with the closing of the Acquisition described above, the Company issued to the Sellers (i) a senior subordinated note in the principal amount of $100,000, payable in full on December 15, 2010, with interest of 8% per annum payable on the unpaid principal amount (the Senior Seller Note), and (ii) a junior subordinated note in the principal amount of $150,000, payable in full on the fifth anniversary of the closing of the Acquisition, with interest of 10% per annum payable on the unpaid principal amount (the Junior Seller Note; and together with the Senior Seller Note, the Seller Notes).

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements – (Continued)

(Thousands of dollars, except per share data)

Credit Facility

On September 30, 2009, the Company entered into a credit agreement with Bank of America, N.A., as administrative agent, collateral agent and swing line lender, and other lenders, under which the lenders committed to provide up to $1,000,000 in commitments under a four-year asset-backed revolving credit facility (the Credit Facility). Banc of America Securities LLC, J.P. Morgan Securities Inc. and Wells Fargo Retail Finance, LLC are the joint lead arrangers for the Credit Facility.

The purchase price was allocated to tangible and identifiable intangible assets acquired and liabilities assumed, based on the Company’s estimates of fair value as of the acquisition date of September 30, 2009. The excess of the purchase price over the net tangible and identifiable intangible assets is recorded as goodwill. Based upon a valuation and assuming the acquisition transaction had occurred on August 1, 2009, the purchase price for these transactions would be allocated as set forth in the following table:

Trade Name

The Company previously licensed the “Barnes & Noble” trade name from B&N College under certain agreements. The acquisition of B&N College gave the Company exclusive ownership of the Barnes & Noble trade name. The $245,000 ascribed to the trade name represents solely the estimated incremental value acquired as part of the acquisition, which is not representative of the value of the Barnes & Noble trade name taken as a whole. The trade name has been classified as an indefinite life intangible asset.

Customer Relationships

The estimated fair value of customer relationships of B&N College is $255,000. Customers are comprised of existing college and university contractual relationships at the date of acquisition.

Amortization of Fair Value Ascribed to Customer Relationships

Historical customer attrition rates imply a life of 50 years, however the useful life was shortened to 25 years since the majority of the value of discounted cash flows are captured in this period. The $255,000 will be amortized evenly over the 25 year period.

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements – (Continued)

(Thousands of dollars, except per share data)

The following adjustments have been reflected in the unaudited pro forma condensed consolidated balance sheet as of August 1, 2009:

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements – (Continued)

(Thousands of dollars, except per share data)

The following adjustments have been reflected in the unaudited pro forma condensed consolidated statement of operations for the 13 weeks ended May 2, 2009:

The following adjustments have been reflected in the unaudited pro forma condensed consolidated statement of operations for the 13 and 26 weeks ended August 1, 2009:

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements – (Continued)

(Thousands of dollars, except per share data)

The following adjustments have been reflected in the unaudited pro forma condensed consolidated statement of operations for the 52 weeks ended January 31, 2009:

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BARNES & NOBLE, INC. AND SUBSIDIARIES

Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements – (Continued)

(Thousands of dollars, except per share data)

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