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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*
AOKI DONALD J
(Last)(First)(Middle)
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Professional Services
3. Date of Earliest Transaction (Month/Day/Year)
07/29/2009
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 07/29/2009 S  4,500 (1) D$ 10 14,978 D  
Common Stock         19,972 (2) I Aoki Family Trust
Common Stock         2,842 (3) I Uniform Gift to Minors custodial accounts for Caroline Aoki and Mark Aoki
Common Stock         350 (4) I Frank & Jeanne Aoki 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 (5)        (6) (6) Common Stock 12,500   12,500 D  
Employee Stock Option (Right to Purchase) $ 11.98       07/01/2006(7)07/01/2015 Common Stock 30,000   30,000 D  
Employee Stock Option (Right to Purchase) $ 13.01       07/16/200507/16/2014 Common Stock 25,000   25,000 D  
Employee Stock Option (Right to Purchase) $ 10.31       07/01/2007(7)07/01/2016 Common Stock 25,000   25,000 D  
Employee Stock Option (Right to Purchase) $ 35.87       08/11/200008/11/2010 Common Stock 30,000   30,000 D  
Employee Stock Option (Right to Purchase) $ 9.02       07/18/200207/18/2011 Common Stock 78,750   78,750 D  
Employee Stock Option (Right to Purchase) $ 7.27       07/01/200307/01/2012 Common Stock 35,000   35,000 D  
Employee Stock Option (Right to Purchase) $ 10.73       07/18/200407/18/2013 Common Stock 40,000   40,000 D  
Employee Stock Option (Right to Purchase) $ 12.76       11/16/2005(7)11/16/2014 Common Stock 25,000   25,000 D  
Employee Stock Option (Right to Purchase) $ 12.65       07/07/2009(7)07/06/2018 Common Stock 20,000   20,000 D  
Explanation of Responses:
1. Sale under an established 10b5-1 plan.
2. Represents 19,972 shares held in the Aoki Family Trust. The Reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in the shares.
3. Represents 2,842 shares held by the Reporting Person as Trustee for trusts for each of his minor children. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in the shares.
4. Represents 350 shares held by the Frank and Jeanne Aoki Revocable Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in the shares.
5. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
6. The restricted stock units will fully vest three years from the date of grant.
7. Option is exercisable as to (i)25% of the total shares as of this first anniversary date and (ii)2.083% of the total number of shares each month thereafter.
/s/ Don Aoki by David Chen, Attorney-in-Fact07/31/2009
** 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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