Blue Coat Systems Inc.

Brian NeSmith is a 1984 graduate of the Massachusetts Institute of Technology, holding a Bachelors Degree in electrical engineering. In 1993, NeSmith co-founded Newbridge Networks' Local Area Networking business, VIVID, and served as the unit's first general manager. Under NeSmith'/s direction, VIVID developed and executed Newbridge's product strategy for Layer 3 Switched Routing products. In 1995, NeSmith co-founded and was CEO of Ipsilon Networks, the pioneer of IP Switching technology. In 1997, Ipsilon was acquired by Nokia, where the Ipsilon products became the basis for the market-leading Nokia firewall appliance. NeSmith served as general manager of the Nokia firewall appliance division. That business has grown to a $500M annual revenue. In March 1999, NeSmith was appointed President and CEO of then privately-held CacheFlow. NeSmith took the company public in November 1999, and has led the company on a strategic evolution to Blue Coat Systems, profitability and the number one proxy appliance position worldwide. Throughout his career, NeSmith has been a prominent figure in the IT industry, regularly speaking at industry events including Networld+Interop, Supercomm, InternetWorld and Technologic Partners' Network Outlook. NeSmith has also written for publications such as Network World, Data Communications, and InternetWeek. NeSmith is a frequent guest on network television programs such as CNBC, CNN, and Bloomberg. Today, NeSmith leads Blue Coat Systems in its mission to provide organizations with total visibility and control of all Web communications.

Dave de Simone is Senior Vice President of Corporate Operations at Blue Coat Systems and is responsible for development, delivery, and support of Blue Coat products, as well as operational management of the company. Dave has more than 30 years of engineering, operations, and business development experience in computer systems, software, and storage networking industries. Prior to joining Blue Coat, David held a vice president of engineering position at Brocade Communications. During his tenure at Brocade, Dave oversaw the growth of the product line from a single storage switching platform to a family of switching products with value added software offerings. Dave also spent eleven years with Compaq/Tandem where he was a vice president of engineering responsible for hardware and software development, as well as a number of business development and partnering functions. Prior to Compaq/Tandem, Dave was with MIPS Computer systems, Apple, and Amdahl, holding a variety of positions in engineering and operations management. David holds a bachelors degree in Engineering from University of California, Davis.

Craig Stewart leads EMEA sales for Blue Coat Systems. Stewart joined Blue Coat at IPO in 1999, following a very successful tenure with Ascend Communications Inc. A Senior Sales Manager for Ascend, Stewart established the company's initial presence in Sydney, Australia, and Eastern and Central Europe. His final 2 years were as Managing Director of Ascend Communications UK Ltd. Over his career, Stewart has held a number of corporate and independent sales and consulting roles. He has advised on computing and communications to financial institutions in the City of London and to Enterprise organizations throughout the UK and Australia. Stewart has run his own company twice, and partnered with others to establish a Value Added Reseller in Sydney and a Communications Consulting company which won a "Small Business of the Year" award in Perth, Western Australia. Larger companies Stewart has worked for include Lucent, Ascom Timeplex, NZ Telecom, and Citibank. Stewart has a Bachelor of Engineering (Hons) degree from the University of Canterbury, New Zealand and holds a Diploma in Company Direction from the Institute of Directors, United Kingdom

Dave Cox will serve as vice president of operations. He has more than 15 years of operations management experience in the networking and information technology industry. Prior to Blue Coat, Cox served as vice president of operations for RouteScience and Pluris, and as a manufacturing consultant for Hammerhead Systems. He also comes to Blue Coat with extensive manufacturing management experience from Cisco Systems.

John Carosella is responsible for product management of Blue Coat's hardware platforms. He is also responsible for Blue Coat's K9 Web Protection product and the associated community outreach programs. John has over 20 years experience ranging from product management to business strategy and market development. Previously, John worked at Nokia, where he established the Nokia-Check Point relationship and created the market-leading Nokia firewall appliance, producing a $300M revenue stream in three years. In addition, his strategy work led to the reorganization of key Nokia resources into an $800M division, and the $315M purchase of Network Alchemy. John's background includes his work as co-founder and product architect of Newbridge Networks' Local Area Networking business, VIVID; and as President of Zippy Communications, where he pioneered a pocket-sized mobile solution for secure inter-company communications John holds a BS in Computer Science from Cornell University.

Jim Barth is a co-founder and responsible for the strategic direction and the overall operational success of Proximex. Mr. Barth has served as an executive officer of technology companies for over 25 years, including senior vice president finance and administration and chief financial officer of NetIQ Corporation (NASDAQ: NTIQ) from March 1999 until September 2004, Interlink Computer Sciences (NASDAQ: acquired by Sterling Software), Rational Software Corporation (NASDAQ: acquired by IBM) and Pertec Computer Corporation (NYSE: acquired by Volkswagen). Mr. Barth is also a director and chairman of the audit committee of Blue Coat Systems, Inc. (NASDAQ: BCSI). Mr. Barth is a Certified Public Accountant and holds a BSBA from UCLA Anderson School of Business.