<Page>




                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                                For Quarter Ended

                                  June 30, 2001

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934


     For the transition period from _________ to __________

                             Commission file number

                                     1-11916

                          WIRELESS TELECOM GROUP, INC.
             (Exact name of registrant as specified in its charter)

<TABLE>

<S>                                                         <C>
             New Jersey                                     22-2582295
   (State or other jurisdiction of                        (I.R.S. Employer
   incorporation or organization)                        Identification No.)

      East 64 Midland Avenue
        Paramus, New Jersey                                   07652
(Address of principal executive offices)                    (Zip Code)
</TABLE>

                                 (201) 261-8797
               Registrant's telephone number, including area code


              (Former name, former address and former fiscal year,
                         if changed since last report.)

              Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES [X] NO [ ]

              Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the most recent practicable date.


<TABLE>

<S>                                          <C>
Common Stock -  Par Value $.01                   17,662,777
         Class                               Outstanding Shares
                                              At July 23, 2001
</TABLE>





<Page>



                          WIRELESS TELECOM GROUP, INC.

                                Table of Contents


<TABLE>
<CAPTION>

PART I.  FINANCIAL INFORMATION                                                       Page(s)

<S>                                                                                   <C>
             Item 1 -- Consolidated Financial Statements:

                       Condensed Balance Sheets as of June 30, 2001
                               (unaudited) and December 31, 2000                         3

                       Condensed Statements of Operations for the Three and Six
                         Months Ended June 30, 2001 and 2000 (unaudited)                 4

                       Condensed Statements of Cash Flows for the Six
                         Months Ended June 30, 2001 and 2000 (unaudited)                 5

                       Notes to Interim Condensed Financial
                         Statements (unaudited)                                          6

             Item 2 -- Management's Discussion and Analysis of Financial
                              Condition and Results of Operations `                  7 - 9

PART II. OTHER INFORMATION

             Item 1 -- Legal Proceedings                                                10

             Item 2 -- Changes in Securities                                            10

             Item 3 -- Defaults upon Senior Securities                                  10

             Item 4 -- Submission of Matters to a Vote of Security Holders              10

             Item 5 -- Other Information                                                10

             Item 6 -- Exhibits and Reports on Form 8-K                                 10

    Signatures                                                                          11

    Exhibit 11.1                                                                        12

</TABLE>


                                                                               2



<Page>



                         PART 1 - FINANCIAL INFORMATION

Item 1 - Financial Statements

                          WIRELESS TELECOM GROUP, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>


                                   - ASSETS -
                                                                                     JUNE 30,           DECEMBER 31,
                                                                                      2001                 2000
                                                                               -----------------       ---------------
                                                                                   (unaudited)
<S>                                                                                <C>                    <C>
CURRENT ASSETS:
   Cash and cash equivalents                                                       $ 19,514,379           $ 21,451,256
   Accounts receivable -- net of allowance for doubtful accounts of
     $132,121 and $44,681, respectively                                               2,933,160              2,932,461
   Inventories                                                                        4,902,387              4,664,264
   Current portion of deferred tax benefit                                               98,000                 98,000
   Prepaid expenses and other current assets                                            724,920                306,716
                                                                                  -------------          -------------
TOTAL CURRENT ASSETS                                                                 28,172,846             29,452,697
                                                                                  -------------          -------------
PROPERTY, PLANT AND EQUIPMENT - NET                                                   5,247,959              5,251,603
                                                                                  -------------          -------------
OTHER ASSETS:
   Goodwill - net                                                                     2,115,384              2,198,718
   Deferred tax benefit                                                                 112,435                112,435
   Other assets                                                                         645,747                640,820
                                                                                  -------------          -------------
TOTAL OTHER ASSETS                                                                    2,873,566              2,951,973
                                                                                  -------------          -------------
TOTAL ASSETS                                                                       $ 36,294,371           $ 37,656,273
                                                                                  =============          =============
                    - LIABILITIES AND SHAREHOLDERS' EQUITY -

CURRENT LIABILITIES:
   Accounts payable                                                                   $ 690,161              $ 979,040
   Accrued expenses and other current liabilities                                       514,029                888,158
   Current portion of mortgage payable                                                   28,060                 32,168
   Income taxes payable - current                                                       484,004                      -
                                                                                  -------------          -------------
TOTAL CURRENT LIABILITIES                                                             1,716,254              1,899,366
                                                                                  -------------          -------------
LONG TERM LIABILITIES:
   Mortgage payable                                                                   3,189,622              3,201,295
   Other long term liabilities                                                          139,237                172,574
                                                                                  -------------          -------------
TOTAL LONG TERM LIABILITIES                                                           3,328,859              3,373,869
                                                                                  -------------          -------------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY (Note 3):
   Preferred stock, $.01 par value, 2,000,000 shares authorized,
     none issued                                                                              -                      -
   Common stock, $.01 par value, 75,000,000 shares authorized,
     19,787,177 and 19,781,677 shares issued, in 2001 and 2000, respectively            197,872                197,817
   Additional paid-in-capital                                                        12,758,269             12,748,855
   Retained earnings                                                                 23,562,960             21,466,402
   Treasury stock at cost, - 2,054,100 and 907,100, in 2001 and 2000,
     respectively                                                                    (5,269,843)            (2,030,036)
                                                                                  -------------          -------------
TOTAL SHAREHOLDERS' EQUITY                                                           31,249,258             32,383,038
                                                                                  -------------          -------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                                         $ 36,294,371           $ 37,656,273
                                                                                  =============          =============
</TABLE>




   The accompanying notes are an integral part of these financial statements.


                                                                               3




<Page>



                          WIRELESS TELECOM GROUP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)

<TABLE>
<CAPTION>

                                                    For the Three Months                      For the Six Months
                                                         Ended June 30,                          Ended June 30,
                                            ----------------------------------------------------------------------------
                                                    2001               2000                  2001               2000
                                                    ----               ----                  ----               ----

<S>                                              <C>                <C>                  <C>                 <C>
NET SALES                                        $ 5,335,268        $ 4,600,783          $ 11,114,820        $ 8,943,132
                                                 -----------        -----------          ------------        -----------
COSTS AND EXPENSES:
   Cost of sales                                   2,610,069          1,913,402             5,214,694          3,941,955
   Operating expenses                              1,507,938          2,805,242             2,968,401          4,325,351
   Interest, dividend and other income              (167,261)          (323,992)             (415,331)          (728,217)
                                                 -----------        -----------          ------------        -----------
TOTAL COSTS AND EXPENSES                           3,950,746          4,394,652             7,767,764          7,539,089
                                                 -----------        -----------          ------------        -----------
INCOME BEFORE INCOME TAXES                         1,384,522            206,131             3,347,056          1,404,043

PROVISION FOR INCOME TAXES                           511,838            117,556             1,250,497            549,542
                                                 -----------        -----------          ------------        -----------
NET INCOME                                       $   872,684        $    88,575          $  2,096,559        $   854,501
                                                 ===========        ===========          ============        ===========
NET INCOME PER COMMON
SHARE (Note 2):
    BASIC                                        $      0.05        $         -          $       0.12        $      0.04
                                                 ===========        ===========          ============        ===========
    DILUTED                                      $      0.05        $         -          $       0.11        $      0.04
                                                 ===========        ===========          ============        ===========

</TABLE>


   The accompanying notes are an integral part of these financial statements.




                                                                               4


<Page>





                          WIRELESS TELECOM GROUP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                                       For the Six Months
                                                                                          Ended June 30,
                                                                                ----------------------------------
                                                                                   2001                   2000
                                                                                   ----                   ----
<S>                                                                             <C>                      <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                                                    $ 2,096,559              $ 854,501
  Adjustments to reconcile net income to net cash
    provided by operating activities:
    Depreciation and amortization                                                   250,988                243,183
    Provision for losses on accounts receivable                                      61,363                 10,956
    Other income                                                                    (33,336)               (33,336)
  Changes in assets and liabilities:
    (Increase) in accounts receivable                                               (62,062)            (1,055,799)
    (Increase) in inventories                                                      (238,123)              (802,538)
    (Increase) decrease in prepaid expenses and other current assets               (418,398)             1,075,160
    (Decrease) increase in accounts payable and accrued expenses                   (663,008)               258,537
    Increase (decrease) in income taxes payable                                     484,004               (218,391)
                                                                               ------------           ------------
      Net cash provided by operating activities                                   1,477,987                332,273
                                                                               ------------           ------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Capital expenditures                                                           (186,729)              (168,931)
    Proceeds from sale of fixed assets                                               22,720                      -
    Purchase of investment                                                                -               (500,000)
    Increase in real estate escrow                                                   (4,736)                (3,946)
                                                                               ------------           ------------
      Net cash (used for) investing activities                                     (168,745)              (672,877)
                                                                               ------------           ------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Payments of mortgage note                                                       (15,781)               (12,823)
    Payments of loans                                                                     -                (41,642)
    Proceeds from related party borrowings                                                -                250,000
    Acquisition of treasury stock                                                (3,239,807)                     -
    Proceeds from exercise of stock options/warrants                                  9,469                401,262
                                                                               ------------           ------------
      Net cash (used for) provided by financing activities                       (3,246,119)               596,797
                                                                               ------------           ------------

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS                             (1,936,877)               256,193

  Cash and cash equivalents, at beginning of year                                21,451,256             22,225,763
                                                                               ------------           ------------
  CASH AND CASH EQUIVALENTS, AT END OF PERIOD                                  $ 19,514,379           $ 22,481,956
                                                                               ============           ============
SUPPLEMENTAL INFORMATION:
    Cash paid during the period for:
          Taxes                                                                 $ 1,105,480            $ 1,237,900

          Interest                                                                $ 121,986              $ 134,616

</TABLE>

   The accompanying notes are an integral part of these financial statements.





                                                                               5


<Page>



                          WIRELESS TELECOM GROUP, INC.
          NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND POLICIES

     The condensed, consolidated balance sheet as of June 30, 2001 and the
     condensed, consolidated statements of operations for the three and six
     month periods ended June 30, 2001 and 2000 and the condensed, consolidated
     statements of cash flows for the six month periods ended June 30, 2001 and
     2000 have been prepared by the Company without audit. The consolidated
     financial statements include the accounts of Wireless Telecom Group, Inc.
     and its wholly-owned subsidiaries Boonton Electronics Corporation, WTG
     Foreign Sales Corporation and NC Mahwah, Inc.

     In the opinion of management, the accompanying condensed consolidated
     financial statements referred to above contain all necessary adjustments,
     consisting of normal accruals and recurring entries only, which are
     necessary to present fairly the Company's results for the interim periods
     being presented.

     The accounting policies followed by the Company are set forth in Note 1 to
     the Company's financial statements included in its annual report on Form
     10-K for the year ended December 31, 2000, which is incorporated herein by
     reference. Specific reference is made to this report for a description of
     the Company's securities and the notes to financial statements included
     therein, since certain information and footnote disclosures normally
     included in financial statements in accordance with accounting principles
     generally accepted in the United States of America have been condensed or
     omitted from this report.

     The results of operations for the three and six month periods ended June
     30, 2001 and 2000 are not necessarily indicative of the results to be
     expected for the full year.

NOTE 2 - INCOME PER COMMON SHARE

     Income per common share is computed by dividing the net income by the
     weighted average number of common shares and common equivalent shares
     outstanding during each period. The Company utilizes SFAS 128 "Earnings Per
     Share" ("SFAS 128"), which has changed the method for calculating earnings
     per share. SFAS 128 requires the presentation of "basic" and "diluted"
     earnings per share on the face of the income statement.


NOTE 3 - SHAREHOLDERS' EQUITY

     During the six months ended June 30, 2001, the Company repurchased
     1,147,000 shares (219,000 shares for the quarter ended June 30, 2001) of
     its common stock, pursuant to a stock repurchase program authorized by the
     Board of Directors on November 27, 2000.



                                                                               6



<Page>







ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

     INTRODUCTION

     Wireless Telecom Group, Inc., a New Jersey corporation, and Boonton
     Electronics Corporation (collectively, the "Company"), develops,
     manufactures and markets a wide variety of electronic noise sources and
     electronic testing and measuring instruments including power meters,
     voltmeters and modulation meters. The Company's products have historically
     been primarily used to test the performance and capability of cellular/PCS
     and satellite communication systems and to measure the power of RF and
     microwave systems. Other applications include radio, radar, wireless local
     area network (WLAN) and digital television.

     On July 7, 2000, Wireless Telecom Group, Inc. and Boonton Electronics Corp.
     closed on a merger under an agreement dated March 2, 2000. A newly formed,
     wholly-owned subsidiary of the Company, WTT Acquisition Corp., merged with
     and into Boonton, a public entity. The merger was accounted for as a
     pooling of interests and accordingly, all periods prior to the merger have
     been restated to include the results of operations and cash flows of
     Boonton.

     The financial information presented herein includes:
     (i) Condensed consolidated balance sheets as of June 30, 2001 and as of
     December 31, 2000
     (ii) Condensed consolidated statements of operations for the three and six
     month periods ended June 30, 2001 and 2000 and (iii) Condensed consolidated
     statements of cash flows for the six month periods ended June 30, 2001 and
     2000.

     OPERATIONS

     For the six months ended June 30, 2001 as compared to the corresponding
     period of the previous year, net sales increased to $11,114,820 from
     $8,943,132, an increase of $2,171,688 or 24.3%. For the quarter ended June
     30, 2001 as compared to the corresponding quarter of the previous year, net
     sales increased to $5,335,268 from $4,600,783 an increase of $734,485 or
     16.0%. These increases are primarily due to an increase in application of
     the Company's products as built-in testers in wireless networks and an
     overall increase in the market for the Company's noise-based communication
     and power measurement products.

     The Company's gross profit on net sales for the six months ended June 30,
     2001 was $5,900,126 or 53.1% as compared to $5,001,177 or 55.9% for the six
     months ended June 30, 2000. Gross profit on net sales for the quarter ended
     June 30, 2001 was $2,725,199 or 51.1% as compared to $2,687,381 or 58.4%
     for the three months ended June 30, 2000. The Company can experience
     variations in gross profit based upon the mix of product sales as well as
     variations due to revenue volume and economies of scale. The Company
     continues to rigidly monitor costs associated with material acquisition,
     manufacturing and production.

     Operating expenses for the six months ended June 30, 2001 were $2,968,401
     or 26.7% of net sales as compared to $4,325,351 or 48.4% of net sales for
     the six months ended June 30, 2000. Operating expenses for the quarter
     ended June 30, 2001 were $1,507,938 or 28.3% of net sales as compared to
     $2,805,242 or 61.0% of net sales for the quarter ended June 30, 2000.

     For the three and six months ended June 30, 2001 as compared to the same
     period of the prior year, operating expenses decreased in dollars by
     $1,297,304 and $1,356,950, respectively. These decreases are primarily due
     to a reduction in professional fees, shareholder expenses, internal
     commissions and an increase in rental income. Additionally, there was a
     write-off of $300,000 of Boonton receivables in the second quarter of 2000.
     These reductions were offset by an increase in external commissions and
     office salaries.



                                                                               7



<Page>



ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (Continued)

     Interest, dividend and other income decreased by $312,886 for the six
     months ended June 30, 2001 and by $156,731 for the quarter ended June 30,
     2001. These decreases were primarily due to declining interest rates on
     short-term investments in 2001.

     Net income increased to $2,096,559, or $.11 per share (diluted), for the
     six months ended June 30, 2001 as compared to $854,501, or $.04 per share
     (diluted) for the six months ended June 30, 2000. The Company realized net
     income for the quarter ended June 30, 2001 of $872,684 or $.05 per share
     (diluted) as compared to net income of $88,575 or $.00 per share (diluted)
     for the three months ended June 30, 2000. The explanation of these changes
     can be derived from the analysis given above of operations for the three
     and six month periods ending June 30, 2001 and 2000, respectively.

     LIQUIDITY AND CAPITAL RESOURCES:

     The Company's working capital has decreased by $1,096,739 to $26,456,592 at
     June 30, 2001, from $27,553,331 at December 31, 2000. At June 30, 2001 the
     Company had a current ratio of 16.4 to 1, and a ratio of debt to net worth
     of .16 to 1. At December 31, 2000 the Company had a current ratio of 15.5
     to 1, and a ratio of debt to net worth of .16 to 1.

     The Company realized cash provided by operations of $1,477,987 for the six
     month period ending June 30, 2001. This increase was primarily due to cash
     provided by net income of $2,096,559, offset by a decrease in accounts
     payable of $663,008, an increase in prepaid expenses of $418,398 and an
     increase in inventories of $238,123.

     The Company has historically been able to turn over its accounts receivable
     approximately every two months. This average collection period has been
     sufficient to provide the working capital and liquidity necessary to
     operate the Company. The Company continues to monitor production
     requirements and delivery times while maintaining manageable levels of
     goods on hand.

     Operating activities provided $332,273 in cash flows for the comparable
     period in 2000. Cash provided by net income of $854,501 and a reduction of
     prepaid expenses and other current assets of $1,075,160 was offset by
     increases in accounts receivable of $1,055,799 and inventories of $802,538.

     Net cash used for investing activities for the six months ended June 30,
     2001 was $168,745. The primary use of these funds was capital expenditures
     of $186,729. For the six months ended June 30, 2000, net cash used for
     investing activities was $672,877. The primary use of these funds was the
     purchase of a $500,000 investment in equity securities of an unrelated
     entity and capital expenditures of $168,931.

     Net cash used for financing activities for the six months ended June 30,
     2001 was $3,246,119. The primary use of these funds was for the acquisition
     of treasury stock in the amount of $3,239,807. Net cash provided by
     financing activities in the same period of 2000 was $596,797. The primary
     source of these funds was the proceeds from the exercise of stock options
     and warrants of $401,262 and the proceeds from related party borrowings of
     $250,000.

     The Company believes that its financial resources from working capital
     provided by operations are adequate to meet current requirements.



                                                                               8




<Page>




     INFLATION AND SEASONALITY

     The Company does not anticipate that inflation will significantly impact
     its business nor does it believe that its business is seasonal.

     FORWARD LOOKING STATEMENTS

     The statements contained in this Quarterly Report on Form 10-Q that are
     not historical facts are forward-looking statements. Such forward-looking
     statements may be identified by, among other things, the use of
     forward-looking terminology such as "believes," "expects," "intends,"
     "plans," "may," "will," "should," or "anticipates," or the negative thereof
     or other variations thereon or comparable terminology, or by discussions of
     strategy that involve risks and uncertainties. These forward-looking
     statements involve predictions. Our actual results, performance or
     achievements could differ materially from the results expressed in, or
     implied by, these forward-looking statements.



                                                                               9



<Page>



                           PART II - OTHER INFORMATION

         Item 1.  LEGAL PROCEEDINGS

                          Not applicable.

         Item 2.  CHANGES IN SECURITIES

                          Not applicable.

         Item 3.  DEFAULTS UPON SENIOR SECURITIES

                          Not applicable.

         Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                          Not applicable.

         Item 5.  OTHER INFORMATION

                          Not applicable.

         Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

                 (a)  Exhibits:

                      11.1  Computation of per share earnings

                 (b)  Reports on Form 8-K:

                          Not applicable.




                                                                              10



<Page>






                                   SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                      WIRELESS TELECOM GROUP, INC.
                                      (Registrant)


Date: July 27, 2001                   /S/ Edward Garcia
                                          ---------------------------------
                                          Edward Garcia
                                          Chairman and Chief Executive Officer



Date: July 27, 2001                   /S/ Marc Wolfsohn
                                          --------------------------------
                                          Marc Wolfsohn
                                          Chief Financial Officer




                                                                              11