SEC Form 4

FORM 4		UNITED 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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Modersitzki Blake G (Last) (First) (Middle) 2755 EAST COTTONWOOD PARKWAY, STE. 520 (Street) SALT LAKE CITY UT 84121 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Riverbed Technology, Inc. [ RVBD ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 03/20/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year) 03/22/2007	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. 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/20/2007		J(2)		2,931,555	D	$0	2,987,124	I(1)	See Footnote(1)
Common Stock	03/20/2007		J(2)		138,959	A	$0	138,959	I(3)	See Footnote(3)
Common Stock	03/20/2007		J(4)		138,956	D	$0	3	I(3)	See Footnote(3)
Common Stock	03/20/2007		J(2)(4)		20,101	A	$0	20,101	D(5)
Common Stock	03/20/2007		J(7)		48,629	D	$0	75,242	I(6)	See Footnote(6)
Common Stock	03/22/2007		J(8)		12,724	D	$0	62,518	I(6)	See Footnote(6)
Common Stock	03/22/2007		J(8)		5,508	A	$0	5,508	I(9)	See Footnote(9)
Common Stock	03/22/2007		J(10)		5,500	D	$0	8	I(9)	See Footnote(9)
Common Stock	03/22/2007		J(10)		771	A	$0	20,872	D(11)

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 Security	3. 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 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: 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. Shares are held directly by Utah Ventures III, L.P. ("UV III"). The general partner of UV III is Utah Venture Partners III, L.L.C. ("UVP LLC"). Blake G. Modersitzki is a member of UVP LLC and exercises shared voting and investment power over the shares held by UV III. Blake G. Modersitzki is also a limited partner of UV III. Blake G. Modersitzki disclaims beneficial ownership of the shares held by UV III, except to the extent of his pecuniary interest therein.

2. Represents a pro rata in-kind distribution by UV III without consideration to its limited and general partners in accordance with the terms of its Limited Partnership Agreement. Includes 138,959 shares distributed to UVP LLC, its general partner.

3. Shares are held directly by UVP LLC. Blake G. Modersitzki is a member of UVP LLC and exercises shared voting and investment power over the shares held by UVP LLC. Blake G. Modersitzki disclaims beneficial ownership of the shares held by UVP LLC, except to the extent of his pecuniary interest therein.

4. Represents a pro rata in-kind distribution by UVP LLC without consideration to its members in accordance with the terms of its Operating Agreement.

5. Includes 647 shares received by Mr. Modersitzki in the distribution as a limited partner of UV III and 19,454 shares that he received as a member of UVP LLC.

6. Shares are held directly by Utah Entrepreneurs Fund III, L.P. ("UEF"). The general partner of UEF is Utah Entrepreneur Partners III, L.L.C. ("UEP"). Blake G. Modersitzki is a member of UEP and exercises shared voting and investment power over the shares held by UEF. Blake G. Modersitzki disclaims beneficial ownership of the shares held by UEF, except to the extent of his pecuniary interest therein.

7. Represents a pro rata in-kind distribution by UEF without consideration to its limited partners in accordance with the terms of its Limited Partnership Agreement.

8. Represents a pro rata in-kind distribution by UEF without consideration to its limited and general partners in accordance with the terms of its Limited Partnership Agreement. Includes 5,508 shares distributed to UEP, its general partner.

9. Shares are held directly by UEP. Blake G. Modersitzki is a member of UEP and exercises shared voting and investment power over the shares held by UEP. Blake G. Modersitzki disclaims beneficial ownership of the shares held by UEP, except to the extent of his pecuniary interest therein.

10. Represents a pro rata in-kind distribution by UEP without consideration to its members in accordance with the terms of its Operating Agreement.

11. Includes 771 shares received by Mr. Modersitzki as a member of UEP.

	/s/ Lisa S. Dumaw, Attorney-in-Fact	04/20/2007
	** 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).
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