UPDATE 1-Herald recommends Bumi offer, but still in talks

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SYDNEY Jan 23 (Reuters) - Australian-listed miner Herald Resources Ltd HER.AX on Wednesday recommended shareholders accept a A$455 million ($392 million) takeover offer from Indonesia's PT Bumi (BUMI.JK), though it said it was holding talks with other parties.

Bumi subsidiary Calipso held or had received acceptances for 19.65 percent of Herald's ordinary shares and would seek shareholder approval to proceed with the offer on Jan. 29, Herald said in a statement.

It did not give details of the other parties it was talking to.

"We hope to be in a position to report back to shareholders on these discussions before the expiry of the Calipso offer, " the company said.

The offer expires on Feb.15.

Analysts had initially named Australia zinc miner Perilya Ltd (PEM.AX), which had held 8.82 percent of Herald, as possibly one of the other bidders, though Perilya later said it had sold the stake. Hong Kong-based investment bank Crosby Capital Partners has also been mentioned as a potential predator.

Herald's shares, which raced to as high as A$2.36 when Bumi pitched the A$2.25 per share offer on Dec. 12, had since receded and stood at A$2.18 in late trading on Wednesday.

Herald's main asset is its 80 percent interest in the undeveloped Dairi lead and zinc mine in Sumatra, Indonesia, which has not yet got a forestry permit to allow work at the site to start.

Indonesia's forestry laws ban open pit mining in protected forests, and mining investors need a licence from the forestry ministry to clear land for projects.

Herald's directors, who earlier had advised shareholders not to take action while they assessed the offer, said the recommendation took into account uncertainty surrounding its efforts to obtain the permit.

"Our focus is on maximising returns to Herald shareholders," Herald said.

Bumi is Indonesia's largest coal producer and part of the country's politically well-connected Bakrie group. The family of Aburizal Bakrie, Indonesia's chief social welfare minister, controls the Bakrie group which has interests in mining, plantations and telecoms.

Indonesian state-controlled nickel producer PT Aneka Tambang Tbk (ANTM.JK) holds the other 20 percent of Dairi. ($1=A$1.16) (Reporting by James Regan)