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FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
OCAMPO RAYMOND L JR
(Last)(First)(Middle)
C/O KEYNOTE SYSTEMS, 777 MARINERS ISLAND BLVD.
(Street)
SAN MATEOCA94404
(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
KEYNOTE SYSTEMS INC [KEYN]		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code
(Instr. 8)		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock         22,728 D  
Common Stock         34,716 I Ocampo Revocable Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date
(Month/Day/Year)		7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units $ 0 (1) 07/01/2009 A  4,000   (2) (2) Common Stock 4,000 $ 0 4,000 D  
Restricted Stock Units $ 0 (1) 07/01/2009 A  15,000   (3) (3) Common Stock 15,000 $ 0 15,000 D  
Non-Employee Option Grant $ 12.37       03/25/200504/16/2014 Common Stock 60,000   60,000 D  
Non-Employee Option Grant $ 11.98       03/22/200707/01/2015 Common Stock 30,000   30,000 D  
Non-Employee Option Grant $ 11.68       09/30/200602/02/2016 Common Stock 5,000   5,000 D  
Non-Employee Option Grant $ 10.97       02/27/2009(4)03/23/2016 Common Stock 15,000   15,000 D  
Non-Employee Option Grant $ 11.53       09/30/200602/09/2016 Common Stock 5,000   5,000 D  
Non-Employee Option Grant $ 12.13       02/02/200702/02/2017 Common Stock 10,000   10,000 D  
Non-Employee Option Grant $ 13.51       03/19/2010(5)03/19/2020 Common Stock 15,000   15,000 D  
Non-Employee Option Grant $ 9.86       02/01/200802/01/2018 Common Stock 12,000   12,000 D  
Non-Employee Option Grant $ 11.97       03/17/2011(6)03/20/2018 Common Stock 15,000   15,000 D  
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
2. The restricted share units vest fully on September 30, 2009.
3. The restricted share units will be fully vested on the earlier of February 27, 2012 or the date of the Company's 2012 Annual Meeting.
4. Vests ratably over a 12-month period commencing on February 27, 2009 and will vest fully on the earlier of February 27, 2010 or the date of the 2010 Annual Meeting of Shareholders.
5. Vests ratably over a 12-month period commencing on the date of the 2010 Annual Meeting and concluding on the date of the 2011 Annual Meeting.
6. Vests ratably over a 12-month period commencing on the date of the 2011 Annual Meeting and concluding on the date of the 2012 Annual Meeting.
/s/ Raymond L. Ocampo Jr. By David Chen, Attorney-in-Fact07/06/2009
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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