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): May 23, 2005

                               BMC SOFTWARE, INC.
             (Exact Name of Registrant as Specified in Its Charter)


       DELAWARE                     001-16393                  74-2126120
(State of Incorporation)     (Commission File Number)       (I.R.S. Employer
                                                          Identification Number)


             2101 CITYWEST BLVD.
               HOUSTON, TEXAS                        77042-2827
  (Address of principal executive offices)           (Zip Code)


       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 2.02. Results of Operations and Financial Condition

        On May 23, 2005, BMC Software, Inc. (the "Company") issued a press
release regarding preliminary financial results for its fiscal fourth quarter
ended March 31, 2005 and providing prospective financial estimates for its
fiscal year ending March 31, 2006. A copy of the press release, dated as of May
23, 2005, is furnished as Exhibit 99 to this Current Report.

        The information in this Current Report, including the exhibit hereto,
shall not be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that section. The information contained herein and in the accompanying exhibit
shall not be incorporated by reference into any registration statement or other
document filed with the Securities and Exchange Commission by the Company,
whether made before or after the date hereof, regardless of any general
incorporation language in such filing, except as shall be expressly set forth by
specific reference in such filing.

ITEM 9.01. Financial Statements and Exhibits

(c) The following exhibit is being furnished herewith:

      99     News Release, dated May 23, 2005, of BMC Software, Inc.


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                                    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: May 23, 2005

                                            BMC SOFTWARE, INC.

                                            By: /s/ ROBERT H. WHILDEN, JR.
                                                ------------------------------
                                                Robert H. Whilden, Jr.
                                                Senior Vice President, General
                                                Counsel and Secretary

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                                  EXHIBIT INDEX

Exhibit No.
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    99         News Release, dated May 23, 2005, of BMC Software, Inc.