Riverbed Technology, Inc. Reports Second Quarter 2008 Financial Results

• Revenue of $81.6 million, increased 51% year-over-year
• Added more than 500 new customers totaling more than
   4,500 worldwide
• 44 of the Forbes Global 100 are Riverbed customers
• Cash and marketable securities increased 24% year-over-year
   to $269 million

San Francisco, CA, July 24, 2008 – Riverbed Technology, Inc. (NASDAQ: RVBD), the technology and market leader in wide-area data services (WDS), today released financial results for the second fiscal quarter ended June 30, 2008.

Revenues for the second quarter of 2008 were $81.6 million, an increase of 51% from the second quarter of 2007 and an increase of 12% from the first quarter of 2008. Pre-tax GAAP income was $1.4 million in the second quarter of 2008. Due to a GAAP tax rate of 163% in the period, Riverbed® posted a GAAP net loss of $869,000, or $0.01 per share. In the second quarter of 2007, with a GAAP tax rate of 17%, GAAP net income was $3.9 million, or $0.05 per share. Riverbed's second quarter of 2008 GAAP results included $14.0 million of stock-based compensation expenses and related payroll taxes. Excluding the impact of stock-based compensation and related payroll taxes in all periods, as well as related income tax effects, the non-GAAP net income for the second quarter of 2008 was $9.9 million, or $0.13 per share, compared to non-GAAP net income of $11.7 million, or $0.16 per share, in the second quarter of 2007. Our non-GAAP tax rate in the second quarter of 2008 was 35%, and our non-GAAP tax rate for the second quarter of 2007 was 7%.

"We are encouraged by our strong sequential and year-over-year revenue growth, as we posted the highest revenues in company history," said Jerry M. Kennelly, Riverbed president and chief executive officer. "Wide area data services offers compelling productivity and cost benefits, and the technological advantages of Riverbed's products are clearly evident in our competitive win rate and industry-leading customer base. During the second quarter, we added a significant number of new customers across a broad range of verticals, bringing our cumulative customer count to over 4,500. New customers included a number of the world's largest companies, and we now have 44 of the Forbes Global 100, many of which have been won in technical bake-offs against our competition."

"Gross margins increased for both our product and service offerings, and total operating expenses decreased as a percentage of sales compared to the first quarter of 2008," said Randy Gottfried, Riverbed chief financial officer. "Total deferred revenue increased 16% quarter-over-quarter to more than $44 million and we ended the quarter with $269 million in cash and marketable securities, after buying back $12.5 million of Riverbed stock as part of our stock repurchase program announced in April."

Conference Call Information
Riverbed will host a conference call for analysts and investors to discuss its second quarter results today at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time). A live webcast of the conference call will also be accessible from the "Investor Relations" section of the company's website at www.riverbed.com. Following the webcast, an archived version will be available on the website for 30 days. To hear the replay, parties in the United States and Canada should call 800-405-2236 and enter passcode 11116589. International parties can access the replay at 303-590-3000 and should enter passcode 11116589.

About Riverbed
Riverbed Technology is the technology and market leader in wide-area data services (WDS) solutions for companies worldwide. By enabling application performance over the wide area network (WAN) that is orders of magnitude faster than what users experience today, Riverbed is changing the way people work, and enabling a distributed workforce that can collaborate as if they were local. Additional information about Riverbed (Nasdaq: RVBD) is available at www.riverbed.com.

Forward-Looking Statements
This press release contains forward-looking statements, including statements relating to the expected demand for Riverbed's products and services, statements relating to Riverbed's growth prospects and the growth prospects of the WDS market, and statements relating to Riverbed's ability to meet the needs of distributed organizations, grow market share or grow the market as a whole. These forward-looking statements involve risks and uncertainties, as well as assumptions that, if they do not fully materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include our ability to react to trends and challenges in our business and the markets in which we operate; our ability to anticipate market needs or develop new or enhanced products to meet those needs; the adoption rate of our products; our ability to establish and maintain successful relationships with our distribution partners; our ability to compete in our industry; fluctuations in demand, sales cycles and prices for our products and services; shortages or price fluctuations in our supply chain; our ability to protect our intellectual property rights; general political, economic and market conditions and events; and other risks and uncertainties described more fully in our documents filed with or furnished to the Securities and Exchange Commission. More information about these and other risks that may impact Riverbed's business are set forth in our Annual Report on Form 10-K for the year ended December 31, 2007 filed with the SEC on February 15, 2008, as well as subsequent reports on Forms 10-Q and 8-K filed with or furnished to the SEC. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements. Any future product, feature or related specification that may be referenced in this release are for informational purposes only and are not commitments to deliver any technology or enhancement. Riverbed reserves the right to modify future product plans at any time.

Non-GAAP Financial Measures
In addition to disclosing financial measures prepared in accordance with Generally Accepted Accounting Principles (GAAP), this press release and the accompanying tables contain non-GAAP financial measures. For a description of these non-GAAP financial measures, including the reasons why management uses each measure, and reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section of the accompanying tables titled "Use of Non-GAAP Financial Information" as well as the related tables that follow it. We anticipate disclosing forward-looking non-GAAP financial information on our July 24, 2008 conference call to discuss our second quarter results, including an estimate of non-GAAP earnings for the third quarter and full fiscal year that excludes stock-based compensation expenses related to employee stock options, purchases of common stock under our Employee Stock Purchase Plan, and related payroll taxes, and the tax impact of non-GAAP adjustments. We cannot readily estimate these expenses because they depend on such factors as our future stock price for purposes of computing such expenses.

A copy of this press release can be found on the investor relations page of Riverbed's website at www.riverbed.com.

Riverbed Technology, Riverbed, Steelhead, RiOS, Interceptor, and the Riverbed logo are trademarks or registered trademarks of Riverbed Technology, Inc. All other trademarks used or mentioned herein belong to their respective owners.

Riverbed Technology, Inc.
GAAP Condensed Consolidated Statements of Operations
In thousands, except per share amounts
Unaudited
                                  Three months ended Six months ended
                                       June 30,          June 30,
                                  ------------------ -----------------
                                    2008      2007     2008     2007
                                  --------- -------- --------- -------
Revenue:
  Product                         $ 62,607  $ 45,188 $120,336  $80,827
  Support and services              18,985     8,814   34,238   15,959
                                  --------- -------- --------- -------
       Total revenue                81,592    54,002  154,574   96,786

Cost of revenue:
  Cost of product                   14,564    12,856   28,500   23,024
  Cost of support and services       6,967     3,502   12,977    5,888
                                  --------- -------- --------- -------
       Total cost of revenue        21,531    16,358   41,477   28,912

                                  --------- -------- --------- -------
Gross profit                        60,061    37,644  113,097   67,874

Operating expenses:
  Sales and marketing               34,930    20,804   66,137   37,896
  Research and development          15,088     9,036   28,696   16,494
  General and administrative        10,133     5,600   19,506    9,637
                                  --------- -------- --------- -------
       Total operating expenses     60,151    35,440  114,339   64,027

                                  --------- -------- --------- -------
Operating income (loss)                (90)    2,204   (1,242)   3,847

Other income, net                    1,472     2,555    3,772    4,274

                                  --------- -------- --------- -------
  Income before provision for
   income taxes                      1,382     4,759    2,530    8,121
  Provision for income taxes         2,251       814    2,761      918

                                  --------- -------- --------- -------
Net income (loss)                 $   (869) $  3,945 $   (231) $ 7,203
                                  ========= ======== ========= =======

Net income (loss) per share,
 basic                            $  (0.01) $   0.06 $      -  $  0.11
Net income (loss) per share,
 diluted                          $  (0.01) $   0.05 $      -  $  0.10

Shares used in computing basic
 net income (loss) per share        71,143    68,085   70,870   66,561
Shares used in computing diluted
 net income (loss) per share        71,143    74,091   70,870   72,221


Stock-based compensation expense
 included in above:
  Cost of product                 $     42  $     33 $     77  $    41
  Cost of support and services       1,314       620    2,345      992
  Sales and marketing                6,559     3,545   11,948    6,286
  Research and development           3,559     1,991    6,460    3,447
  General and administrative         2,444     1,251    4,296    2,050
                                  --------- -------- --------- -------
       Total stock-based
        compensation expense      $ 13,918  $  7,440 $ 25,126  $12,816
                                  ========= ======== ========= =======


Riverbed Technology, Inc.
Non-GAAP Condensed Consolidated Statements of Operations
In thousands, except per share amounts
Unaudited
                      Three months         Three months
                          ended                ended
                        June 30,             June 30,         % change
                    -----------------    -----------------    --------
                              % of                 % of
                     2008    Revenues     2007    Revenues
                    ------- ---------    ------- ---------
Revenue:
   Product          $62,607      77%     $45,188      84%          39%
   Support and
    services         18,985      23%       8,814      16%         115%
                    ------- ---------    ------- ---------
        Total
         revenue     81,592     100%      54,002     100%          51%

Cost of revenue:
   Cost of product   14,521      23%  (a) 12,823      28%  (a)     13%
   Cost of support
    and services      5,649      30%  (a)  2,881      33%  (a)     96%
                    ------- ---------    ------- ---------
        Total cost
         of revenue  20,170      25%      15,704      29%          28%

                    ------- ---------    ------- ---------
Gross profit         61,422      75%      38,298      71%          60%

Operating expenses:
   Sales and
    marketing        28,354      35%      17,114      32%          66%
   Research and
    development      11,512      14%       6,958      13%          65%
   General and
    administrative    7,684       9%       4,296       8%          79%
                    ------- ---------    ------- ---------
        Total
         operating
         expenses    47,550      58%      28,368      53%          68%

                    ------- ---------    ------- ---------
Operating income     13,872      17%       9,930      18%          40%

Other income, net     1,472       2%       2,555       5%         -42%

                    ------- ---------    ------- ---------
   Income before
    provision for
    income taxes     15,344      19%      12,485      23%          23%
   Provision for
    income taxes      5,417       7%         814       2%         565%

                    ------- ---------    ------- ---------
Net income          $ 9,927      12%     $11,671      22%         -15%
                    ======= =========    ======= =========

Net income per
 share, basic       $  0.14              $  0.17
Net income per
 share, diluted     $  0.13              $  0.16

Shares used in
 computing basic
 net income per
 share               71,143               68,085
Shares used in
 computing diluted
 net income per
 share               74,610               74,625



(a)Cost of product and cost of support and services are reflected as
    percent of product and support and services revenues,
    respectively.



Riverbed Technology, Inc.
Non-GAAP Condensed Consolidated Statements of Operations
In thousands, except per share amounts
Unaudited
                    Six months ended     Six months ended
                        June 30,             June 30,         % change
                   ------------------    -----------------    --------
                              % of                 % of
                     2008    Revenues     2007    Revenues
                   -------- ---------    ------- ---------
Revenue:
   Product         $120,336      78%     $80,827      84%          49%
   Support and
    services         34,238      22%      15,959      16%         115%
                   -------- ---------    ------- ---------
        Total
         revenue    154,574     100%      96,786     100%          60%

Cost of revenue:
   Cost of product   28,422      24%  (a) 22,983      28%  (a)     24%
   Cost of support
    and services     10,628      31%  (a)  4,895      31%  (a)    117%
                   -------- ---------    ------- ---------
        Total cost
         of
         revenue     39,050      25%      27,878      29%          40%

                   -------- ---------    ------- ---------
Gross profit        115,524      75%      68,908      71%          68%

Operating
 expenses:
   Sales and
    marketing        54,156      35%      31,465      33%          72%
   Research and
    development      22,177      14%      12,960      13%          71%
   General and
    administrative   15,202      10%       7,534       8%         102%
                   -------- ---------    ------- ---------
        Total
         operating
         expenses    91,535      59%      51,959      54%          76%

                   -------- ---------    ------- ---------

Operating income     23,989      16%      16,949      18%          42%

Other income, net     3,772       2%       4,274       4%         -12%

                   -------- ---------    ------- ---------
   Income before
    provision for
    income taxes     27,761      18%      21,223      22%          31%
   Provision for
    income taxes      9,937       6%         918       1%         982%

                   -------- ---------    ------- ---------
Net income         $ 17,824      12%     $20,305      21%         -12%
                   ======== =========    ======= =========

Net income per
 share, basic      $   0.25              $  0.31
Net income per
 share, diluted    $   0.24              $  0.28

Shares used in
 computing basic
 net income per
 share               70,870               66,561
Shares used in
 computing diluted
 net income per
 share               74,518               72,659



(a)Cost of product and cost of support and services are reflected as
    percent of product and support and services revenues,
    respectively.



Riverbed Technology, Inc.
Non-GAAP Condensed Consolidated Statements of Operations
In thousands, except per share amounts
Unaudited
                      Three months         Three months
                          ended                ended
                        June 30,             March 31,        % change
                    -----------------    -----------------    --------
                              % of                 % of
                     2008    Revenues     2008    Revenues
                    ------- ---------    ------- ---------
Revenue:
   Product          $62,607      77%     $57,729      79%           8%
   Support and
    services         18,985      23%      15,253      21%          24%
                    ------- ---------    ------- ---------
        Total
         revenue     81,592     100%      72,982     100%          12%

Cost of revenue:
   Cost of product   14,521      23%  (a) 13,901      24%  (a)      4%
   Cost of support
    and services      5,649      30%  (a)  4,979      33%  (a)     13%
                    ------- ---------    ------- ---------
        Total cost
         of revenue  20,170      25%      18,880      26%           7%

                    ------- ---------    ------- ---------
Gross profit         61,422      75%      54,102      74%          14%

Operating expenses:
   Sales and
    marketing        28,354      35%      25,802      35%          10%
   Research and
    development      11,512      14%      10,665      15%           8%
   General and
    administrative    7,684       9%       7,518      10%           2%
                    ------- ---------    ------- ---------
        Total
         operating
         expenses    47,550      58%      43,985      60%           8%

                    ------- ---------    ------- ---------
Operating income     13,872      17%      10,117      14%          37%

Other income, net     1,472       2%       2,300       3%         -36%

                    ------- ---------    ------- ---------
   Income before
    provision for
    income taxes     15,344      19%      12,417      17%          24%
   Provision for
    income taxes      5,417       7%       4,520       6%          20%

                    ------- ---------    ------- ---------
Net income          $ 9,927      12%     $ 7,897      11%          26%
                    ======= =========    ======= =========

Net income per
 share, basic       $  0.14              $  0.11
Net income per
 share, diluted     $  0.13              $  0.11

Shares used in
 computing basic
 net income per
 share               71,143               70,597
Shares used in
 computing diluted
 net income per
 share               74,610               74,427



(a)Cost of product and cost of support and services are reflected as
    percent of product and support and services revenues,
    respectively.



Riverbed Technology, Inc.
GAAP to Non-GAAP Reconciliation
In thousands, except per share amounts
Unaudited


                                     --------------------------------
                                            Three months ended
                                              June 30, 2008
                                     --------------------------------
                                       GAAP   Adjustments    Non-GAAP
                                     -------- -----------    ---------
Reconciliation of gross profit:
  Total revenue                      $81,592  $        -     $ 81,592
  Total cost of revenue               21,531      (1,361) (a)  20,170
                                     -------- -----------    --------
    Gross profit                     $60,061  $    1,361     $ 61,422
                                     ======== ===========    ========

Reconciliation of operating
 expenses:
  Sales and marketing                $34,930  $   (6,576) (a)$ 28,354
  Research and development            15,088      (3,576) (a)  11,512
  General and administrative          10,133      (2,449) (a)   7,684
                                     -------- -----------    --------
    Total operating expenses         $60,151  $  (12,601)    $ 47,550
                                     ======== ===========    ========

Reconciliation of operating income
 (loss), net income (loss) and net
 income (loss) per share:
  Operating income (loss)            $   (90) $   13,962  (a)$ 13,872
  Income before provision for income
   taxes                             $ 1,382  $   13,962  (a)$ 15,344
  Income tax provision               $ 2,251  $    3,166  (b)$  5,417
  Net income (loss)                  $  (869) $   10,796     $  9,927
  Net income (loss) per share, basic $ (0.01)                $   0.14
  Net income (loss) per share,
   diluted                           $ (0.01)                $   0.13

  Shares used in computing basic net
   income (loss) per share            71,143                   71,143
  Shares used in computing diluted
   net income (loss) per share        71,143       3,467  (c)  74,610



                                     ---------------------------------
                                             Six months ended
                                               June 30, 2008
                                     ---------------------------------
                                       GAAP    Adjustments    Non-GAAP
                                     --------- -----------    --------
Reconciliation of gross profit:
  Total revenue                      $154,574  $        -     $154,574
  Total cost of revenue                41,477      (2,427) (a)  39,050
                                     --------- -----------    --------
    Gross profit                     $113,097  $    2,427     $115,524
                                     ========= ===========    ========

Reconciliation of operating
 expenses:
  Sales and marketing                $ 66,137  $  (11,981) (a)$ 54,156
  Research and development             28,696      (6,519) (a)  22,177
  General and administrative           19,506      (4,304) (a)  15,202
                                     --------- -----------    --------
    Total operating expenses         $114,339  $  (22,804)    $ 91,535
                                     ========= ===========    ========

Reconciliation of operating income
 (loss), net income (loss) and net
 income (loss) per share:
  Operating income (loss)            $ (1,242) $   25,231  (a)$ 23,989
  Income before provision for income
   taxes                             $  2,530  $   25,231  (a)$ 27,761
  Income tax provision               $  2,761  $    7,176  (b)$  9,937
  Net income (loss)                  $   (231) $   18,055     $ 17,824
  Net income (loss) per share, basic $      -                 $   0.25
  Net income (loss) per share,
   diluted                           $      -                 $   0.24

  Shares used in computing basic net
   income (loss) per share             70,870           -       70,870
  Shares used in computing diluted
   net income (loss) per share         70,870       3,648  (c)  74,518



Use of Non-GAAP Financial Information:
 To supplement our condensed consolidated financial statements
  presented on a GAAP basis, Riverbed uses non-GAAP measures of
  operating results, net income (loss) and net income (loss) per
  share, which are adjusted to exclude stock-based compensation
  expense and payroll tax expense related to stock option exercises,
  exclude our tax valuation allowance and certain other extraordinary
  items from the tax rate, and to include dilutive shares where
  applicable. We believe these adjustments are appropriate to enhance
  an overall understanding of our past financial performance and also
  our prospects for the future. These adjustments to our current
  period GAAP results are made with the intent of providing both
  management and investors a more complete understanding of Riverbed's
  underlying operating results and trends and our marketplace
  performance. The non-GAAP results are an indication of our baseline
  performance that are considered by management for purpose of making
  operational decisions. In addition, these non-GAAP results are the
  primary indicators management uses as a basis for our planning and
  forecasting of future periods. The presentation of this additional
  information is not meant to be considered in isolation or as a
  substitute for net income (loss) or basic and diluted net income
  (loss) per share prepared in accordance with generally accepted
  accounting principles in the United States. Non-GAAP financial
  measures are not based on a comprehensive set of accounting rules or
  principles and are subject to limitations.


 GAAP to Non-GAAP Reconciliations:
 ---------------------------------------------------------------------
 (a) Stock-based compensation expense and payroll tax on stock option
  exercises


                                     --------------------------------
                                            Three months ended
                                              June 30, 2008
                                     --------------------------------

                                                    Payroll
                                                     tax on
                                     Stock-based     stock
                                      compensation   option
                                        expense     exercises  Total
                                     ------------- ---------- -------

 Cost of revenue                     $      1,356  $       5  $ 1,361
 Sales and marketing                        6,559         17    6,576
 Research and development                   3,559         17    3,576
 General and administrative                 2,444          5    2,449
                                     ------------- ---------- -------
                                     $     13,918  $      44  $13,962
                                     ============= ========== =======



                                      --------------------------------
                                              Six months ended
                                               June 30, 2008
                                      --------------------------------

                                                     Payroll
                                                      tax on
                                      Stock-based     stock
                                       compensation   option
                                         expense     exercises  Total
                                      ------------- ---------- -------

 Cost of revenue                      $      2,422  $       5  $ 2,427
 Sales and marketing                        11,948         33   11,981
 Research and development                    6,460         59    6,519
 General and administrative                  4,296          8    4,304
                                      ------------- ---------- -------
                                      $     25,126  $     105  $25,231
                                      ============= ========== =======


 Excluded amount represents stock-based compensation expense. Stock-
  based compensation is a non-cash expense accounted for in accordance
  with the intrinsic value method under Accounting Principles Board
  No. 25 through December 31, 2005, and with the fair value
  recognition provisions of Statement of Financial Accounting
  Standards No. 123(R) effective January 1, 2006. While a large
  component of our expense, we believe investors want to exclude the
  effects of stock-based compensation expense in order to compare our
  financial performance with that of other companies and between time
  periods.


 ---------------------------------------------------------------------

 ---------------------------------------------------------------------
 (b) Income tax provision
                                      -------------------------------
                                            Three months ended
                                               June 30, 2008
                                      -------------------------------

 GAAP provision for income taxes      $     2,251
 Effects of exclusion of stock-based
  compensation and valuation
  allowance                                 3,166

                                      ------------
 Non-GAAP provision for income taxes  $     5,417
                                      ============



 ---------------------------------------------------------------------

 ---------------------------------------------------------------------
 (b) Income tax provision
                                      --------------------------------
                                              Six months ended
                                               June 30, 2008
                                      --------------------------------

 GAAP provision for income taxes      $     2,761
 Effects of exclusion of stock-based
  compensation and valuation
  allowance                                 7,176

 Non-GAAP provision for income taxes  $     9,937
                                      ============


 The non-GAAP tax rate excludes the effect of stock-based compensation
  expense as well as discrete tax benefits on stock option exercises.
  Additionally, the non-GAAP tax rate does not assume a full valuation
  allowance on our deferred tax assets.

 ---------------------------------------------------------------------

 (c) Non-GAAP diluted earnings per share and non-GAAP diluted weighted
  average shares outstanding were calculated excluding the effects of
  expensing stock options under SFAS 123(R).



Riverbed Technology, Inc.
GAAP to Non-GAAP Reconciliation
In thousands, except per share amounts
Unaudited


                                     --------------------------------
                                            Three months ended
                                              June 30, 2007
                                     --------------------------------
                                      GAAP   Adjustments     Non-GAAP
                                     ------- -----------     --------
Reconciliation of gross profit:
  Total revenue                      $54,002 $        -      $ 54,002
  Total cost of revenue               16,358       (654) (a)   15,704
                                     ------- -----------     --------
     Gross profit                    $37,644 $      654      $ 38,298
                                     ======= ===========     ========

Reconciliation of operating
 expenses:
  Sales and marketing                $20,804 $   (3,690) (a) $ 17,114
  Research and development             9,036     (2,078) (a)    6,958
  General and administrative           5,600     (1,304) (a)    4,296
                                     ------- -----------     --------
     Total operating expenses        $35,440 $   (7,072)     $ 28,368
                                     ======= ===========     ========

Reconciliation of operating income,
 net income and net income per
 share:
  Operating income (loss)            $ 2,204 $    7,726  (a) $  9,930
  Net income                         $ 3,945 $    7,726      $ 11,671
  Net income per share, basic        $  0.06                 $   0.17
  Net income per share, diluted      $  0.05                 $   0.16

  Shares used in computing basic net
   income per share                   68,085                   68,085
  Shares used in computing diluted
   net income per share               74,091        534  (b)   74,625



                                     ---------------------------------
                                             Six months ended
                                               June 30, 2007
                                     ---------------------------------
                                       GAAP   Adjustments     Non-GAAP
                                     -------- -----------     --------
Reconciliation of gross profit:
  Total revenue                      $ 96,786 $        -       $96,786
  Total cost of revenue                28,912     (1,034) (a)   27,878
                                     -------- -----------     --------
     Gross profit                    $ 67,874 $    1,034       $68,908
                                     ======== ===========     ========

Reconciliation of operating
 expenses:
  Sales and marketing                $ 37,896 $   (6,431) (a)  $31,465
  Research and development             16,494     (3,534) (a)   12,960
  General and administrative            9,637     (2,103) (a)    7,534
                                     -------- -----------     --------
     Total operating expenses        $ 64,027 $  (12,068)      $51,959
                                     ======== ===========     ========

Reconciliation of operating income,
 net income and net income per
 share:
  Operating income (loss)            $  3,847 $   13,102  (a)  $16,949
  Net income                         $  7,203 $   13,102       $20,305
  Net income per share, basic        $   0.11                  $  0.31
  Net income per share, diluted      $   0.10                  $  0.28

  Shares used in computing basic net
   income per share                    66,561                   66,561
  Shares used in computing diluted
   net income per share                72,221        438  (b)   72,659



 GAAP to Non-GAAP Reconciliations:
 ---------------------------------------------------------------------
 (a) Stock-based compensation expense and payroll tax on stock option
  exercises


                                     --------------------------------
                                            Three months ended
                                              June 30, 2007
                                     --------------------------------

                                     ------------- ----------- ------
                                                   Payroll tax
                                     Stock-based    on stock
                                      compensation   option
                                        expense     exercises  Total
                                     ------------- ----------- ------

 Cost of revenue                     $         653       $  1  $  654
 Sales and marketing                         3,545        145   3,690
 Research and development                    1,991         87   2,078
 General and administrative                  1,251         53   1,304
                                     ------------- ----------- ------
                                     $       7,440       $286  $7,726
                                     ============= =========== ======



                                     ---------------------------------
                                             Six months ended
                                               June 30, 2007
                                     ---------------------------------

                                     ------------- ----------- -------
                                                   Payroll tax
                                     Stock-based    on stock
                                      compensation   option
                                        expense     exercises   Total
                                     ------------- ----------- -------

 Cost of revenue                     $       1,033       $  1  $ 1,034
 Sales and marketing                         6,286        145    6,431
 Research and development                    3,447         87    3,534
 General and administrative                  2,050         53    2,103
                                     ------------- ----------- -------
                                     $      12,816       $286  $13,102
                                     ============= =========== =======


 Excluded amount represents stock-based compensation expense. Stock-
  based compensation is a non-cash expense accounted for in accordance
  with the intrinsic value method under Accounting Principles Board
  No. 25 through December 31, 2005, and with the fair value
  recognition provisions of Statement of Financial Accounting
  Standards No. 123(R) effective January 1, 2006. While a large
  component of our expense, we believe investors want to exclude the
  effects of stock-based compensation expense in order to compare our
  financial performance with that of other companies and between time
  periods.

 ---------------------------------------------------------------------

 (b) Non-GAAP diluted earnings per share and non-GAAP diluted weighted
  average shares outstanding were calculated excluding the effects of
  expensing stock options under SFAS 123(R).


Riverbed Technology, Inc.
GAAP to Non-GAAP Reconciliation
In thousands, except per share amounts
Unaudited

                                 -------------------------------------
                                          Three months ended
                                            March 31, 2008
                                 -------------------------------------
                                     GAAP      Adjustments    Non-GAAP
                                 ------------- -----------    --------
Reconciliation of gross profit:
  Total revenue                   $    72,982   $       -      $72,982
  Total cost of revenue                19,946      (1,066) (a)  18,880
                                 ------------- -----------    --------
     Gross profit                 $    53,036   $   1,066      $54,102
                                 ============= ===========    ========

Reconciliation of operating
 expenses:
  Sales and marketing             $    31,207   $  (5,405) (a) $25,802
  Research and development             13,608      (2,943) (a)  10,665
  General and administrative            9,373      (1,855) (a)   7,518
                                 ------------- -----------    --------
     Total operating expenses     $    54,188   $ (10,203)     $43,985
                                 ============= ===========    ========

Reconciliation of operating
 income, net income and net
 income per share:
  Operating income (loss)         $    (1,152)  $  11,269  (a) $10,117
  Income before provision for
   income taxes                   $     1,148   $  11,269  (a) $12,417
  Income tax provision            $       510   $   4,010  (b) $ 4,520
  Net income                      $       638   $   7,259      $ 7,897
  Net income per share, basic     $      0.01                  $  0.11
  Net income per share, diluted   $      0.01                  $  0.11

  Shares used in computing basic
   net income per share                70,597                   70,597
  Shares used in computing
   diluted net income per share        73,959         468  (c)  74,427

  GAAP to Non-GAAP
   Reconciliations:
  ------------------------------ -------------------------------------
  (a) Stock-based compensation expense and payroll tax on stock option
   exercises

                                               Payroll tax
                                 Stock-based    on stock
                                  compensation   option
                                    expense     exercises      Total
                                 ------------- -----------    --------

  Cost of revenue                 $     1,066   $       -      $ 1,066
  Sales and marketing                   5,389          16        5,405
  Research and development              2,901          42        2,943
  General and administrative            1,852           3        1,855
                                 ------------- -----------    --------
                                  $    11,208   $      61      $11,269
                                 ============= ===========    ========

  Excluded amount represents stock-based compensation expense. Stock-
   based compensation is a non-cash expense accounted for in
   accordance with the intrinsic value method under Accounting
   Principles Board No. 25 through December 31, 2005, and with the
   fair value recognition provisions of Statement of Financial
   Accounting Standards No. 123(R) effective January 1, 2006. While a
   large component of our expense, we believe investors want to
   exclude the effects of stock-based compensation expense in order to
   compare our financial performance with that of other companies and
   between time periods.

  --------------------------------------------------------------------

  --------------------------------------------------------------------
  (b) Income tax provision


  GAAP provision for income
   taxes                          $       510
  Effects of exclusion of stock-
   based compensation and
   valuation allowance                  4,010

                                 -------------
  Non-GAAP provision for income
   taxes                          $     4,520
                                 =============

  The non-GAAP tax rate excludes the effect of stock-based
   compensation expense as well as discrete tax benefits on stock
   option exercises. Additionally, the non-GAAP tax rate does not
   assume a full valuation allowance on our deferred tax assets.

  --------------------------------------------------------------------

  (c) Non-GAAP diluted earnings per share and non-GAAP diluted
   weighted average shares outstanding were calculated excluding the
   effects of expensing stock options under SFAS 123(R).



Riverbed Technology, Inc.
Supplemental Financial Information
In thousands
Unaudited


Revenue by
 Geography
                 -----------------------------------------------------
                  Q1-07    Q2-07    Q3-07    Q4-07    Q1-08    Q2-08
                 -----------------------------------------------------

 Customers
  within the
  United States  $29,579  $32,883  $38,736  $46,973  $40,502  $47,596
 Customers
  outside the
  United States   13,205   21,119   24,574   29,337   32,480   33,996
                 -----------------------------------------------------
      Total
       revenue   $42,784  $54,002  $63,310  $76,310  $72,982  $81,592
                 =====================================================

 As a percentage
  of total
  revenues:
 Customers
  within the
  United States       69%      61%      61%      62%      55%      58%
 Customers
  outside the
  United States       31%      39%      39%      38%      45%      42%
                 -----------------------------------------------------
      Total
       revenue       100%     100%     100%     100%     100%     100%
                 =====================================================

Revenue by Sales
 Channel
                 -----------------------------------------------------
                  Q1-07    Q2-07    Q3-07    Q4-07    Q1-08    Q2-08
                 -----------------------------------------------------

 Direct          $ 4,023  $ 5,256  $ 7,516  $ 9,251  $ 8,063  $ 7,290
 Indirect         38,761   48,746   55,794   67,059   64,919   74,302
                 -----------------------------------------------------
      Total
       revenue   $42,784  $54,002  $63,310  $76,310  $72,982  $81,592
                 =====================================================

 As a percentage
  of total
  revenues:
 Direct                9%      10%      12%      12%      11%       9%
 Indirect             91%      90%      88%      88%      89%      91%
                 -----------------------------------------------------
      Total
       revenue       100%     100%     100%     100%     100%     100%
                 =====================================================


Riverbed Technology, Inc.
Condensed Consolidated Balance Sheets
In thousands

                                               June 30,   December 31,
                                                 2008         2007
                                              ----------- ------------
                                              (unaudited)
                   ASSETS
Current assets:
  Cash and cash equivalents                   $  115,679  $   162,979
  Marketable securities                          153,624       83,103
  Trade receivables, net                          45,055       50,072
  Other receivables                                  493        1,273
  Inventory                                       12,883        9,413
  Prepaid expenses and other current assets        7,604        5,136
                                              ----------- ------------
     Total current assets                        335,338      311,976
                                              ----------- ------------

Fixed assets, net                                 22,403       18,826
Other assets                                       7,794        6,800

                                              ----------- ------------
     Total assets                             $  365,535  $   337,602
                                              =========== ============



    LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                            $   15,077  $    20,325
  Accrued compensation and related benefits       12,981       14,290
  Other accrued liabilities                       12,158        9,381
  Deferred revenue                                35,755       26,845
                                              ----------- ------------
     Total current liabilities                    75,971       70,841
                                              ----------- ------------

Deferred revenue non-current                       8,599        6,634
Other long-term liabilities                          317          409
                                              ----------- ------------
     Total long-term liabilities                   8,916        7,043
                                              ----------- ------------


Stockholders' equity:
  Common stock and additional paid-in-capital    315,400      295,487
  Deferred stock-based compensation               (2,001)      (3,287)
  Accumulated deficit                            (32,766)     (32,535)
  Accumulated other comprehensive loss                15           53
                                              ----------- ------------
     Total stockholders' equity                  280,648      259,718
                                              ----------- ------------


                                              ----------- ------------
  Total liabilities and stockholders' equity  $  365,535  $   337,602
                                              =========== ============


Riverbed Technology, Inc.
Condensed Consolidated Statements of Cash Flows
In thousands
Unaudited
                                                    Six months ended
                                                        June 30,
                                                   -------------------
                                                     2008      2007
                                                   --------- ---------
Operating activities:
  Net income (loss)                                $   (231) $  7,203
  Adjustments to reconcile net income (loss) to
   net cash provided by operating activities:
    Depreciation and amortization                     4,532     2,203
    Stock-based compensation                         25,126    12,816
    Excess tax benefit from employee stock plans     (1,427)        -
  Changes in operating assets and liabilities:
    (Increase) decrease in trade receivables          4,107    (7,742)
    Increase in inventory                            (5,900)   (2,184)
    (Increase) decrease in prepaid expenses and
     other assets                                    (1,962)      470
    Decrease in accounts payable and other current
     liabilities                                       (741)     (198)
    Increase in income taxes payable                  1,284       779
    Increase in deferred revenue                     11,108     7,262
                                                   --------- ---------
      Net cash provided by operating activities      35,896    20,609

Investing activities:
  Capital expenditures                               (8,120)   (3,488)
  Purchase of available for sale securities         (94,641)  (66,078)
  Proceeds from sales and maturities of available
   for sale securities                               24,003     4,000
  Increase in other assets                                -    (1,600)
                                                   --------- ---------
      Net cash used in investing activities         (78,758)  (67,166)

Financing activities:
  Proceeds from public offering, net of expenses          -    87,681
  Proceeds from issuance of common stock under
   employee stock plans, net of repurchases           6,540     5,215
  Payments for repurchases of common stock          (12,484)        -
  Excess tax benefit from employee stock plans        1,427         -
                                                   --------- ---------
      Net cash provided by (used in) financing
       activities                                    (4,517)   92,896
Effect of exchange rate changes on cash and cash
 equivalents                                             79        18
                                                   --------- ---------
Net increase (decrease) in cash and cash
 equivalents                                        (47,300)   46,357
Cash and cash equivalents at beginning of period    162,979   105,330

                                                   --------- ---------
Cash and cash equivalents at end of period         $115,679  $151,687
                                                   ========= =========

MEDIA CONTACTS

Renee Lyall
Riverbed Technology
415-247-6353
ir@riverbed.com

Chris Danne
The Blueshirt Group
415-217-7722
chris@blueshirtgroup.com

###

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