Stock Repurchase Plan Pursuant to SEC Rule 10b-18

1.

Corporation Purchasing: Keynote Systems Inc          .

a)

Broker shall effect a repurchase (each a “Purchase”) of shares of Common Stock in accordance with the formula set forth below on each even day of the month (e.g., 2, 4, 6, 8, 10, 12, 14, 16, 18, 20, 22, 24, 26, 28, 30) on which NASDAQ Global Market is open for trading and the then applicable market price for the Common Stock is a price of not more than $11.00 per share (the “Price Limitation”). In the event of subsequent stock split or reverse stock split by the Company, the Price Limitation shall also be proportionately adjusted by the stock split ratio at the time the Board of Directors of the Company effects such a stock split or reverse stock split.

Minimum

Maximum

Maximum

Price

Price

Amount

$

11.00

1,000,000 shares

b)

Broker shall purchase up to 1,000,000 shares of Common Stock on the NASDAQ Global Market or in block purchases as defined in Rule 10b-18 subject to (i) the Price Limitation, (ii) the termination provisions for this Instruction as set forth in Section 2 below, and (iii) any other limitations as set forth in this Instruction.

c)

Notwithstanding the foregoing, the total number of shares of Common Stock to be purchased on any day shall not exceed either 10,000 shares per day (not including the allowable for cumulative catch up on days where less than 10,000 shares were purchased) or the then applicable volume limitation of Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Broker agrees to provide confirmations of any purchases hereunder promptly.

a)

December 31, 2007

b)

Such time as the aggregate number of shares of Common Stock purchased under this Instruction equals 1,000,000 shares;