Summary of BLUE COAT SYSTEMS INC

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 5, 2009, the Board of Directors (the "Board") of Blue Coat Systems, Inc. (the "Company") increased its size from six to seven members, and elected Carol G. Mills to the Board. Ms. Mills also was appointed as a member of the Compensation Committee.

Ms. Mills is an independent consultant, and currently serves on the Board of Directors of Adobe Systems, Inc., where she serves as Chairman of its Executive Compensation Committee and a member of its Nominating and Governance Committee, and Tekelec, where she serves as Chairman of its Executive Compensation Committee and a member of its Nominating and Governance Committee. Ms. Mills was Executive Vice President and General Manager, Infrastructure Products Group, Juniper Networks, Inc., from November 2004 until February 2006, and was an independent consultant from 2002 until assuming that position. She was President and CEO of Acta Technology from July 1998 to 2002, and held various executive positions at Hewlett Packard Company prior to that time. Ms. Mills holds a Bachelor of Art degree in economics from Smith College and a Master of Business Administration from Harvard University.

Ms. Mills will receive compensation as specified in the Company's FY2009 Director Compensation Program and outlined in her offer letter. A copy of that offer letter is attached to this Form 8-K as Exhibit 99.01 and incorporated herein by reference.