UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 25, 2004 BMC SOFTWARE, INC. (Exact Name of Registrant as Specified in Its Charter) <Table> DELAWARE 001-16393 74-2126120 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) </Table> 2101 CITYWEST BLVD. 77042-2827 HOUSTON, TEXAS (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (713) 918-8800 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 204.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 5.02. Election of Director. On October 28, 2004, BMC Software, Inc. announced the appointment of Louis J. Lavigne, Jr. to its Board of Directors (the "Board"). Mr. Lavigne's membership on the Board is effective October 25, 2004. Mr. Lavigne was nominated by the Board's Nominating Committee after such committee conducted a national search, utilizing a third-party recruiting firm, for an additional independent director. Mr. Lavigne has not been appointed to any Board committees at this time. Mr. Lavigne is the executive vice president and chief financial officer of Genentech, Inc., a publicly traded biotechnology company. ITEM 9.01 Financial Statements and Exhibits. <Table> <Caption> Exhibit No. Description - ----------- ----------- 99.1 Press Release dated October 28, 2004 </Table> 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 28, 2004 BMC SOFTWARE, INC. By: /s/ ROBERT H. WHILDEN, JR. -------------------------------- Robert H. Whilden, Jr. Senior Vice President, General Counsel and Secretary 3 EXHIBIT INDEX Exhibit No. 99.1