Statement of Changes in Beneficial Ownership (4)

FORM 4 [ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Nissenberg Brett	2. Issuer Name and Ticker or Trading Symbol Riverbed Technology, Inc. [ RVBD ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) General Counsel and SVP
(Last)          (First)          (Middle) C/O RIVERBED TECHNOLOGY, INC., 680 FOLSOM STREET	3. Date of Earliest Transaction (MM/DD/YYYY) 4/24/2015
(Street) SAN FRANCISCO, CA 94107 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form 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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	4/24/2015		D		39645	D	(1)	152144	D
Common Stock	4/24/2015		D		51807	D	(2)	100337	D
Common Stock	4/24/2015		D		82712	D	(3)	17625	D
Common Stock	4/24/2015		D		17625	D	(4)	0	D

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
( 1)	Disposed of pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share. The amount of securities disposed of includes 1,681 shares acquired under the Riverbed Technology, Inc. Employee Stock Purchase Plan on March 5, 2015.
( 2)	Represents the disposition of RSUs, which provided for vesting in 100% on December 31, 2015, that were cancelled pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share.
( 3)	Represents the disposition of RSUs, which provided for vesting in 100% on December 31, 2016, that were cancelled pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share.
( 4)	Represents the disposition of RSUs, which provided for vesting in three equal annual installments on February 15 of each year beginning February 15, 2016, that were cancelled pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Nissenberg Brett C/O RIVERBED TECHNOLOGY, INC. 680 FOLSOM STREET SAN FRANCISCO, CA 94107			General Counsel and SVP

Signatures
/s/ Brett Nissenberg		4/28/2015
** Signature of Reporting Person		Date

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.
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