On April 28, 2009, Keynote Systems, Inc. (the "Company") issued a press release announcing its results for the fiscal quarter ended March 31, 2009. 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, EBITDA, and free cash flow. 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. EBITDA is calculated as earnings before interest, taxes, depreciation and amortization. Keynote defines free cash flow as cash flow from operations less cash used for purchases of property, equipment, software and acquired technology. 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, EBITDA, and free cash flow are useful measures of performance as they provide investors with additional methods for evaluating operating performance.

(d) Exhibits.

         Exhibit No.                         Exhibit Title
            99.01    Press Release, dated April 28, 2009, issued by Keynote
                     Systems, Inc.