Item 2.02 Results of Operations and Financial Condition.

On August 12, 2009, Procera Networks, Inc., a Delaware corporation (the "Company"), issued a press release and held a conference call regarding its financial results for the quarter ended June 30, 2009.

The information under this Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto are being furnished and shall not be deemed "filed" for purposes of Section 18 of the 1934 Act, nor shall they be deemed incorporated by reference in any filing with the Securities and Exchange Commission under the 1934 Act or the 1933 Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.1 Press Release issued on August 12, 2009.

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