Packeteer Inc - Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: January 31, 2008 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

BLUE COAT SYSTEMS INC

2. Date of Event Requiring Statement (MM/DD/YYYY) 4/20/2008

3. Issuer Name and Ticker or Trading Symbol

PACKETEER INC [PKTR]

(Last) (First) (Middle)

420 N. MARY AVE.

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
_____ Officer (give title below) ___ X ___ Other (specify below)
/ See Footnote (1) below

(Street)

SUNNYVALE, CA 94085

(City) (State) (Zip)

5. 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 Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3559117 ⁽¹⁾	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

( 1)

Blue Coat Systems, Inc. ("Blue Coat"), Packeteer, Inc. ("Packeteer") and Cooper Acquisition, Inc., a wholly-owned subsidiary of Blue Coat ("Cooper"), entered into an Agreement and Plan of Merger, dated as of April 20, 2008 (the "Merger Agreement"), pursuant to which Cooper agreed to commence a tender offer (the "Offer") to acquire the outstanding common stock (the "Common Shares") of Packeteer. Upon consummation of the Offer, Cooper will merge with and into Packeteer (the "Merger"). Certain officers and directors of Packeteer (the "Stockholders") entered into a tender and support agreement (the "Tender and Support Agreement"), pursuant to which the Stockholders agreed to tender their Common Shares within ten business days of the commencement of the Offer. Blue Coat has no pecuniary interest in the shares held by the Stockholders. Blue Coat expressly disclaims beneficial ownership of any shares covered by the Tender and Support Agreement and such shares are not reported herein.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
BLUE COAT SYSTEMS INC 420 N. MARY AVE. SUNNYVALE, CA 94085				See Footnote (1) below

Signatures
Kevin S. Royal		4/30/2008
^** 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 5(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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.