Item 2.02 Results of Operations and Financial Condition.

On November 13, 2008, Keynote Systems, Inc. (the "Company") issued a press release announcing its results for the fiscal quarter ended September 30, 2008. A copy of the press release is attached as Exhibit 99.01 to this Current Report. This Current Report and the exhibit attached hereto are being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing with the Securities and Exchange Commission under the Securities Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the date hereof and irrespective of any general incorporation by reference language in any filings, unless expressly set forth by specific reference to this filing.

The press release includes information on Non-GAAP net income. These measures are not based on any standardized methodology prescribed by U.S. generally accepted accounting principles ("GAAP") and are not necessarily comparable to similar measures presented by other companies. Non-GAAP net income is calculated by adjusting GAAP net income for provision for income taxes less cash tax expense, stock-based compensation expense, amortization of purchased intangibles and in-process development associated with acquisitions. These measures should not be considered in isolation or as a substitute for measures prepared in accordance with GAAP. Management believes that Non-GAAP net income is a useful measure of performance as it provides investors with an additional method for evaluating operating performance.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. Exhibit No. Exhibit Title 99.01 Press Release, dated November 13, 2008, issued by Keynote Systems, Inc.

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