CORRECTED-UPDATE 1-BMC adds 2 Elliott candidates to board nominees slate

Tue Jul 3, 2012 9:53am EDT

(Corrects headline and paragraph 1 to say Elliott Management's nominees have been added to BMC's slate of directors for election at annual meeting on July 25; the nominees have not yet joined BMC's board)

* BMC increases board seats to 12 from 10

* Elliott withdraws demand for 4 board seats

July 3 (Reuters) - BMC Software Inc agreed to add two representatives from Paul Singer's Elliott Management to its slate of existing candidates for election at its annual meeting later this month, settling a proxy fight with the activist hedge fund.

BMC, which makes software for storage management, database performance and data recovery, increased the size of its board to 12 from 10 to include Elliott's nominees, John Dillon and Jim Schaper.

As part of the agreement, Dillon would join the company's mergers and acquisitions committee, while Schaper would be a member of BMC's compensation committee.

Elliott, which owns 6.5 percent of BMC's common stock, had repeatedly asked the company to sell itself and appoint new directors.

The hedge fund had also presented a list of potential buyers of BMC, including International Business Machines Corp, Oracle Corp and Dell Inc, and private equity firms including KKR, Blackstone Group and Bain Capital.

BMC's annual stockholder meeting will be held on July 25 in Dallas.

BMC's shares were up 42 cents at $43 in trading before the bell on Tuesday on the Nasdaq. The stock closed at $42.58 on Monday. (Reporting by Supantha Mukherjee in Bangalore; Editing by Viraj Nair)

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