Allot

Proxy Solicitation & Information Statement • Aug 16, 2016

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PROXY ALLOT COMMUNICATIONS LTD. ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON SEPTEMBER 13, 2016 THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

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The undersigned hereby appoints Shraga Katz, Shmuel Arvatz and Rael Kolevsohn, and each or any of them, proxies of the undersigned, with full power of substitution to vote all of the shares of Allot Communications Ltd., an Israeli company (the "Company"), which the undersigned may be entitled to vote at the Annual Meeting of Shareholders of the Company to be held at the offices of the Company at 22 Hanagar Street, Neve Ne'eman Industrial Zone B, Hod Hasharon, Israel, on Tuesday, September 13, 2016, at 2:30 p.m. local time or at any adjournment or postponement thereof, as shown on the voting side of this card.

(Continued and to be signed on the reverse side.)

ANNUAL MEETING OF SHAREHOLDERS OF

ALLOT COMMUNICATIONS LTD.

September 13, 2016

NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIAL:

The Notice of Meeting, Proxy Statement, and Proxy Card are available at www.allot.com

Please sign, date and mail your proxy card in the envelope provided as soon as possible.

Please detach along perforated line and mail in the envelope provided. ------------------ ----------------

	x PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE
1.	FOR AGAINST ABSTAIN TO REELECT SHRAGA KATZ AS A CLASS I DIRECTOR AND CHAIRMAN OF THE BOARD OF DIRECTORS OF THE COMPANY, TO SERVE UNTIL THE 2019 ANNUAL MEETING OF SHAREHOLDERS AND UNTIL HIS SUCCESSOR HAS BEEN DULY ELECTED AND QUALIFIED, OR UNTIL HIS OFFICE IS VACATED IN ACCORDANCE WITH THE COMPANY'S ARTICLES OF ASSOCIATION OR THE ISRAELI COMPANIES LAW, 5759-1999 (THE "ISRAELI COMPANIES LAW") AND TO CONTINUE TO RECEIVE	4.	FOR ABSTAIN AGAINST TO APPROVE THE AMENDMENT TO THE EQUITY COMPENSATION PROVIDED TO THE COMPANY'S DIRECTORS TO GRANT EACH DIRECTOR 10,000 RESTRICTED STOCK UNITS ("RSUS") AS OF EVERY THIRD ANNUAL GENERAL MEETING FOLLOWING HIS OR HER INITIAL ELECTION, AS DESCRIBED IN THE PROXY STATEMENT FOR THE ANNUAL MEETING
2.	COMPENSATION FOR HIS SERVICES AS CHAIRMAN AS PREVIOUSLY APPROVED FOR ABSTAIN AGAINST BY THE COMPANY'S SHAREHOLDERS. TO REELECT STEVE LEVY AS AN OUTSIDE DIRECTOR (AS DEFINED IN THE ISRAELI COMPANIES LAW) OF THE COMPANY, TO SERVE FOR A TERM OF THREE	5.	FOR AGAINST ABSTAIN SUBJECT TO THE APPROVAL OF PROPOSAL 1, TO APPROVE A ONE-TIME GRANT OF 25,000 RSUS TO SHRAGA KATZ IMMEDIATELY FOLLOWING THE ANNUAL MEETING.
	YEARS COMMENCING AS OF THE END OF HIS CURRENT TERM AND UNTIL AUGUST 14, 2019, OR UNTIL HIS OFFICE IS VACATED IN ACCORDANCE WITH THE COMPANY'S ARTICLES OF ASSOCIATION OR THE ISRAELI COMPANIES LAW. YES NO 2A. CHECK "YES" TO CONFIRM YOU ARE NOT A "CONTROLLING SHAREHOLDER" OF	6.	FOR AGAINST ABSTAIN TO APPROVE THE AMENDMENT TO THE EMPLOYMENT TERMS OF ANDREI ELEFANT, TO PROVIDE, AMONG OTHER THINGS, THAT MR. ELEFANT SHALL BE ELIGIBLE TO RECEIVE AN ANNUAL BONUS FROM THE COMPANY SUBJECT TO THE COMPANY'S ACHIEVEMENT OF CERTAIN
	THE COMPANY UNDER THE ISRAELI COMPANIES LAW AND DO NOT HAVE A "PERSONAL BENEFIT OR OTHER INTEREST" IN THE APPROVAL OF ITEM 2, AS DESCRIBED IN THE COMPANY'S PROXY STATEMENT. UNDER ISRAELI LAW, YOU CANNOT VOTE ON ITEM 2 UNLESS YOU CHECK "YES." IF YOU ARE UNABLE TO FOR ABSTAIN AGAINST		PRE-ESTABLISHED TARGETS, AS DESCRIBED ON EXHIBIT A-2 TO THE PROXY STATEMENT FOR THE ANNUAL MEETING. YES NO 6A. CHECK "YES" TO CONFIRM YOU ARE NOT A "CONTROLLING SHAREHOLDER" OF THE COMPANY UNDER THE ISRAELI COMPANIES LAW AND DO NOT HAVE A "PERSONAL BENEFIT OR OTHER
3.	MAKE THIS CONFIRMATION, PLEASE CHECK "NO." TO APPROVE THE COMPENSATION POLICY FOR OFFICERS AND DIRECTORS OF THE COMPANY FOR THE YEARS 2016-2018, AS SET FORTH IN EXHIBIT A-1 TO THE PROXY STATEMENT FOR THE ANNUAL MEETING. YES NO		INTEREST" IN THE APPROVAL OF ITEM 6, AS DESCRIBED IN THE COMPANY'S PROXY STATEMENT. UNDER ISRAELI LAW, YOU CANNOT VOTE ON ITEM 6 UNLESS YOU CHECK "YES." IF YOU ARE UNABLE TO MAKE THIS CONFIRMATION, PLEASE CHECK "NO." FOR ABSTAIN AGAINST
	3A. CHECK "YES" TO CONFIRM YOU ARE NOT A "CONTROLLING SHAREHOLDER" OF THE COMPANY UNDER THE ISRAELI COMPANIES LAW AND DO NOT HAVE A "PERSONAL BENEFIT OR OTHER INTEREST" IN THE APPROVAL OF ITEM 3, AS DESCRIBED IN THE COMPANY'S PROXY STATEMENT. UNDER ISRAELI LAW, YOU	7.	TO APPROVE A ONE-TIME GRANT OF 100,000 RSUS TO MR. ANDREI ELEFANT IMMEDIATELY FOLLOWING THE ANNUAL MEETING. YES NO 7A. CHECK "YES" TO CONFIRM YOU ARE NOT A "CONTROLLING SHAREHOLDER" OF THE COMPANY
	CANNOT VOTE ON ITEM 3 UNLESS YOU CHECK "YES." IF YOU ARE UNABLE TO MAKE THIS CONFIRMATION, PLEASE CHECK "NO."		UNDER THE ISRAELI COMPANIES LAW AND DO NOT HAVE A "PERSONAL BENEFIT OR OTHER INTEREST" IN THE APPROVAL OF ITEM 7, AS DESCRIBED IN THE COMPANY'S PROXY STATEMENT. UNDER ISRAELI LAW, YOU CANNOT VOTE ON ITEM 7 UNLESS YOU CHECK "YES." IF YOU ARE UNABLE TO MAKE THIS CONFIRMATION, PLEASE CHECK "NO."
		8.	FOR ABSTAIN AGAINST TO APPROVE THE REAPPOINTMENT OF KOST FORER GABBAY & KASIERER, A MEMBER OF ERNST & YOUNG GLOBAL, AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016 AND UNTIL THE NEXT ANNUAL MEETING OF SHAREHOLDERS, AND TO AUTHORIZE THE BOARD, UPON RECOMMENDATION OF THE AUDIT COMMITTEE, TO FIX THE REMUNERATION OF SAID INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM IN ACCORDANCE WITH THE VOLUME AND NATURE OF THEIR SERVICES.
			The undersigned acknowledges receipt of the Notice of the Annual Meeting of Shareholders and Proxy Statement, dated August 18, 2016.
	To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method.		The proxy will be voted as specified. If a choice is not specified, this proxy will be voted "FOR" all proposals and in the discretion of the proxies with respect to all other matters which may properly come before the meeting and any and all adjournments thereof.
	Signature of Shareholder Date:		Signature of Shareholder Date:
Note: Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give

full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.